HomeMy WebLinkAbout05546 - TERRA NOVA PLANNING & RESEARCH INC FOCUSED ENTITLEMENT FOR THE TRAILS AT PALM SPRINGS LLC • Page 1 of 1
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Kathie Hart
From: Craig Ewing
Sent: July 18, 2011 5:11 PM
To: Kathie Hart ,\Oh�
Subject: RE: A5546-old agreement with Terra Nova V
This project is long dead.
Craig A. Ewing,AICP a
Director of Planning Services
City ofPalm Springs
E
32oo E. Tahquitz Canyon Way
Palm Springs, CA 92262
76o-323-8269
J
From: Kathie Hart
Sent: Monday, July 18, 2011 4:47 PM
To: Craig Ewing; 'Edward Robertson'; Terri Hintz
Subject: A5546 - old agreement with Terra Nova
RE: Focused Entitlement Services - The Trails NWC 5 Palm Canyon & Mesquite
In 2009, per Loretta, the work was not yet complete. Has this been completed since
then? May I close the agreement file?
Thx!
Kathie Hart,CMC
Chief Deputy City Clerk
City of Palm Springs
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
(760) 323-8206 1 Q; (760) 322-8332
Kathie.Hart@Palm5pringsCA.gov
Please note that City Hall is open 8 a.m. to 6 p.m.Monday through Thursday,and closed on Fridays at this time.
07/18/11
PLANNING ✓ '»�''°
Focused Entitlement Services-The Trails MNC S Palm Canyon&Mesquite _
09ro5C2007 0 iW2008 r r
Terra Nova Planting and Research Ills. TOM WILSON. (760)323-8245
Nicole Criste (760)320-9040
42635 Melanie Place,suite 101
Palm Desert CA 92211
( ) In File
❑ 11l02I20o7 kdh to CM for sig I I I r o.00
❑ 11I13J2007 kdh distrib to Loretta M IN FILE I I I J 0.00
❑ 03J04I2008 kdh per C Ewing extend 120-days
❑
------ --- ------------ ---- -- -- ----- ---
✓ 09I0312008 kdh Amend 1 Council approved item 2J 1 J I I 34,450.00
❑ 0911612008 kdh Amend 1 to CM for sig _ I r
09I2212008 kdh Amend 1 distrib to Loretta M IN FILE I I 1 I
❑ 0 410 812 0 0 9 kdh sent email to LM okto close???
❑ 04109I20o9 kdh per Loretta- project not yet complete-keep open. I ! I J O.OD
CITY OF PALM SPRINGS
CONTRACT SERVICES AGREEMENT — Amendment#1
FOR: Additional Focused Entitlement Services for
The Trails at Palm Springs, LLC
Project No. 5.1165 — PD-344
THIS AMENDMENT #1 to CONTRACT SERVICES AGREEMENT A5586 (herein
"Amendment#1"), is made and entered into on , 2008, by and
between the CITY OF PALM SPRINGS, a municipal corporation, (herein "City") and
TERRA NOVA PLANNING & RESEARCH, INC. (herein "Contractor"). (The term
Contractor includes professionals performing in a consulting capacity.) The parties hereto
agree as follows:
1.0 ADDITIONAL SERVICES OF CONTRACTOR
1.1 Scope of Additional Services. In compliance with all terms and
conditions of the original Contract Agreement A5546 dated November 7, 2007 and this
Amendment#1, the Contractor declares that all services have been provided as specified
in the original Contract Agreement. Additional Services, as outlined in the "Additional
Services for The Trails at Palm Springs, Project 5.1165-PD-344 attached hereto as Exhibit
"A", are required to complete the Focused Entitlement Services.
1.2 Contractor's Proposal. The Scope of Additional Services shall include
the Contractor's proposal or bid which is incorporated by this reference as though fully set
forth herein. In the event of any inconsistency between the terms of such proposal and this
Amendment#1, the terms of the original Contract Agreement A5546 shall govern.
1.3 Compliance with Law. Stipulated in the original Contract Agreement.
1.4 Additional Services. Contractors warrants that all additional services
of this Amendment#1 will be fulfilled and completed as specified in the Additional Services
for The Trails at Palm Springs, project 5.1165-PD-344 (Exhibit "A").
2.0 COMPENSATION
2.1 Contract Sum. For the additional services rendered pursuant to this
Amendment#1 to Agreement, the Contractor shall be compensated in accordance with the
"Schedule of Tasks & Compensation" attached herelo as Exhibit "A" and incorporated
herein by this reference, but not exceeding the maximum Amendment #1 to Contract
AgreementA5546 amount of THIRTY-FOUR THOUSAND FOUR HUNDRED FIFTY AND
NO/100 DOLLARS ($34,450.00) FORA TOTAL CONTRACT AGREEMENT OF NINETY-
SEVEN THOUSAND, NINE HUNDRED TEN AND N01100 DOLLARS ($97,910.00) herein
"Contract Sum").
3.0 PERFORMANCE SCHEDULE
3.1 Time of Essence. Time is of the essence in the performance of this
Amendment #1 to Contract Agreement No. A5546.
3.2 Schedule of Performance. Contractor shall commence the additional
services pursuant to this Amendment#1 upon receipt of a written notice from the Contract
Officer to proceed and shall perform all additional services within the time period(s)
established in the "Schedule of Performance" attached hereto as Exhibit "A", if any, and
5.1165 The Trails—Amendment#1 to Terra Nova Contract A5546 Page 1 of 4
ORIGINAL BIM
ANDIO'R 1,,zREDMS
incorporated herein by this reference. When requested by the Contractor, extensions to
the time period(s)specified in the Schedule of Performance may be approved in writing by
the City's Contract Officer, but not exceeding one year from date of this Amendment#1 to
the original Contract Agreement No. A5546.
3.3 Force Maieure. (As specified in the original Contract Agreement No.
A5546 dated September 5, 2007.)
3.4 Term- Unless earlier terminated in accordance with Section 7-8 of the
original Contract Agreement, this Amendment#1 shall continue in full force and effect until
completion of the services but not exceeding one (1)year from the date hereof, except as
otherwise provided in the Schedule of Performance (Exhibit "A").
4.0 COORDINATION OF WORK
4.1 Representative of Contractor- The following principals of Contractor
are hereby designated as being the principals and representatives of Contractor:
Nicole Sauviat Criste, Principal and Project Manager
Terra Nova Planning & Research, Inc.
4.2 Contract Officer. (As specified in the original Agreement dated
September 28, 2007-)
IT IS HEREBY UNDERSTOOD AND AGREED to by the parties that all other terms
and conditions remain in full force and effect as specified in the original Contract
Agreement#A5546 dated September 28, 2007.
IN WITNESS WHEREOF, the parties have executed and entered into this
Amendment #1 to Agreement as of the date first written above.
CITY OF PALM SPRINGS,
a municipal corporation
B
David H. Ready, Esq.
` City Manager
ATT T:
By APPROVED BY CITY COUNCIL
ity Clerk d9/1$�2b� ��,®�
APPRO S TO FORM:
By
City A orney
5.1165 The Trails—Amendment#1 to Terra Nova Contract A5546 Page 2 of 4
CONTRACTOR: Terra Nova Planning & Research, Inc. Check One:
400 South Farrell, Suite B-205 „Individual—Partnership_Corporation
Palm Springs, CA 92262
Corporations require two notarized signatures: A. Chairman of Board, President, or any Vice
President, Secretary, Assistant Secretary, Treasurer, Assistant Treasurer, or Chief Financial
Officer).
r!
By: F By:
Sign tur '(notarized) Signatu nota ized)
Name John D. Criste Name: Nicole Sauviat Criste
Title: President Title: Vice President
Address: 400 South Farrell Suite B-205 Address: 400 South Farrell Suite B-205
Palm Springs, CA 92262 Palm Springs, CA 92262
State of California ) State of California )
County of Riverside ) ss County of Riverside )ss
On before me, On before me
John D. Criste personally appeared known to Nicole Sauviat Criste, personally appeared
me (or proved to me on the basis of known to me (or proved to me on the basis of
satisfactory evidence)to be the person whose satisfactory evidence)to be the person wh
name is subscribed to the within instrument name is subscribed to the within in ment
and acknowledged to me that he executed the and acknowledged to me that executed
same in his authorized capacity, and that by the same in her authorize pacity, and that
his signature on the instrument the person, or by her signature on t strument the person,
the entity upon behalf of which the person or the entity up ehalf of which the person
acted, executed the instrument. acted, exe ed the instrument.
WITNESS my hand and official seal. NESS my hand and official seal.
Notary Notary
Signature: Signature:
Notary 7�SeaL Notary Seal:
5.1165 The Trails—Amendment#1 to Terra Nova Contract A5546 Page 3 of 4
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of California
County of La
On + 8(, cos before me, Lc � s \;c
Date ` 6 e I e Insert Name end rI et to omcer
personally appeared
Name(s)of Eignnr(c}
who proved to me on the basis of satisfactory evidence to
be the persona whose name(8) is/are subscribed to the
within instrument and acknowledged to me that
helsP they executed the same in bisl itheir authorized
capacity(ies), and that by his,14 r/their signature(s2 on the
instrument the person(a, or the entity upon behalf of
which the person(s) acted, executed the instrument.
I. O•CAII I certify under PENALTY OF PERJURY under the laws
"ftx • 1 of the State of California that the foregoing paragraph is
n
IIIMw co" � true and correct.lk � !, Ill
WITNESS my hand and official seal.
Signature 0 c
Plicc Notary$anl Abovn Signature of Notary Public
OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document
and could prevent fraudulent removal and reattachment of this form to another document.
Description of Attached Document
Title or Type of Document:
Document Date: Number of Pages:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
Signer's Name: Signer's Name,
fl Individual LJ Individual
fl Corporate Officer—Title(s): t_J Corporate Officer--Title(s):
❑ Partner—❑ Limited LJ General ❑ Partner—❑ Limited ❑ General
❑ Attorney in Fact ❑Attorney in Fact • • -
LJ Trustee Top of thumb here ❑Trustee Ton of Inumu pore
❑ Guardian or Conservator ❑ Guardian or Conservator
❑ Other: ❑ Other:
Signer Is Representing: Signer Is Representing:
to 200]Nauonal Nelsry h:aecisLon-9350 De Solo Ave,P.O.Sox 2402-Chslsworin CA B1313-2402-www NetlonelNolelyorg Item 9590] Reortler.0el17all-Free l-Soo-S]6-562]
EXHIBIT "A"
SCOPE OF ADDITIONAL SERVICES AND COMPENSATION
ADDITIONAL SERVICES:
The City Engineer required the analysis of 33 intersections for the Traffic Study for the
Trails project. The original Contract Agreement estimated the analysis of eight (8)
intersections for the traffic study. The additional work, coupled with the change to a
more expeditious traffic engineering firm, has resulted in additional costs of$34,450.00_
COMPENSATION:
City agrees to compensate Contractor for such services as shown below.
Contractor completed the work outlined above in accordance with the fee schedule
identified below and shall invoice the City as work is completed based on the percentage of
completion.
Special Tasks as required by the City Engineer:
Traffic Study and analysis of 25 additional intersections: $ 34,450.00
(total of 33 intersections studied and analyzed)
TOTAL AMENDMENT#1 COSTS $ 34,450.00
5.1165 The Trails—Amendment#1 to Terra Nova Contract A5546 Page 4 of 4
L J TERRA NOVA PLANNING & RESEARCH, INC.
February 11, 2008
Mr. Edward Robertson
Principal Planner
City of Palm Springs
3200 TahquiLz Canyon Way
Palm Springs, CA 92262
RE: The Trai)s Focused Entitlement Budget Amendment Request
Dear Edward:
As you are aware,the City Engineer required the analysis of 33 intersections for the
Traffic Study for The Trails project. As you are also aware, the budget for the traffic study
in our original scope estimated the analysis of S intersections. The additional work,
coupled with the change to a more expeditious LraIIic engineering firm, has resulted in
additional costs of$34,450.00.
We therefore respectfully request an amendment to our focus entitlement contract in this
amount As you know; the performance of the work was not delayed to assure expedited
processing, so we have expended the time_ Your prompt acceptance of this budget
amendment is therefore appreciated.
Sincerely,
Nicole Sauviat Criste
Principal
Accepted: Date:
400 SOUTH FARRELL, SUITE B-205, PALM SPRINGS, CA 92262 760-320-9040
CITY OF PALM SPRINGS
CONTRACT SERVICES AGREEMENT
FOR: Focused Entitlement Services for
The Trails at Palm Springs, LLC
Project No. 5.1165 — PD-344
THIS CONTRACT SERVICES AGREEMENT (herein "Agreement"), is made and
entered into this V�pVW\t14,� 1 2007, by and between the CITY OF PALM
SPRINGS, a municipal corpo ation, (herein "City") and TERRA NOVA PLANNING &
RESEARCH, INC. (herein "Contractor"). (The term Contractor includes professionals
performing in a consulting capacity.) The parties hereto agree as follows:
1.0 SERVICES OF CONTRACTOR
1.1 Scope of Services. In compliance with all terms and conditions of this
Agreement,the Contractor shall provide those services specified in the"Scope of Services"
attached hereto as Exhibit "A" and incorporated herein by this reference, which services
may be referred to herein as the"services"or"work" hereunder. As a material inducement
to the City entering into this Agreement, Contractor represents and warrants that
Contractor is a provider of first class work and services and Contractor is experienced in
performing the work and services contemplated herein and, in light of such status and
experience, Contractor covenants that it shall follow the highest professional standards in
performing the work and services required hereunder and that all materials will be of good
quality, fit for the purpose intended. For purposes of this Agreement, the phrase "highest
professional standards"shall mean those standards of practice recognized by one or more
first-class firms performing similar work under similar circumstances.
1.2 Contractor's Proposal. The Scope of Service shall include the
Contractor's proposal or bid which shall be incorporated herein by this reference as though
fully set forth herein. In the event of any inconsistency between the terms of such proposal
and this Agreement, the terms of this Agreement shall govern.
1.3 Compliance with Law. All services rendered hereunder shall be
provided in accordance with all ordinances, resolutions, statutes, rules, and regulations of
the City and any Federal, State or local governmental agency having jurisdiction in effect at
the time service is rendered.
1.4 Licenses, Permits. Fees and Assessments. Contractor shall obtain at
its sole cost and expense such licenses, permits and approvals as may be required by law
for the performance of the services required by this Agreement. Contractor shall have the
sole obligation to pay for any fees, assessments, and taxes, plus applicable penalties and
interest, which maybe imposed bylaw and arise from or are necessary for the Contractor's
performance of the services required by this Agreement, and shall indemnify, defend and
hold harmless City against any such fees, assessments, taxes penalties or interest levied,
assessed or imposed against City hereunder.
1.5 Familiarity with Work. By executing this Contract, Contractor warrants
that Contractor(a) has thoroughly investigated and considered the scope of services to be
performed, (b) has carefully considered howthe services should be performed, and (c) Fully
5.1165—The Trails at Palm Springs—Terra Nova Contract Page 1 of 17
understands the facilities, difficulties and restrictions attending performance of the services
under this Agreement. If the services involve work upon any site, Contractor warrants that
Contractor has or will investigate the site and is or will be fully acquainted with the
conditions there existing, prior to commencement of services hereunder. Should the
Contractor discover any latent or unknown conditions, which will materially affect the
performance of the services hereunder, Contractor shall immediately inform the City of
such fact and shall not proceed except at Contractor's risk until written instructions are
received from the Contract Officer.
1.6 Care of Work. The Contractor shall adopt reasonable methods during
the life of the Agreement to furnish continuous protection to the work, and the equipment,
materials, papers, documents, plans, studies and/or other components thereof to prevent
losses or damages, and shall be responsible for all such damages, to persons or property,
until acceptance of the work by City, except such losses or damages as may be caused by
City's own negligence.
1.7 Further Responsibilities of Parties. Both parties agree to use
reasonable care and diligence to perform their respective obligations under this
Agreement. Both parties agree to act in good faith to execute all instruments, prepare all
documents and take all actions as may be reasonably necessary to carryoutthe purposes
of this Agreement. Unless hereafter specified, neither party shall be responsible for the
service of the other.
1.8 Additional Services. City shall have the right at any time during the
performance of the services, without invalidating this Agreement, to order extra work
beyond that specified in the Scope of Services or make changes by altering, adding to or
deducting from said work. No such extra work may be undertaken unless a written order is
first given by the Contract Officerto the Contractor, incorporating therein any adjustment in
(i)the Contract Sum, and/or(ii)the time to perform this Agreement, which said adjustments
are subject to the written approval of the Contractor. Any increase in compensation of up
to ten percent(10%) of the Contract Sum may be approved by the Contract Officer as may
be needed to perform any extra work. Any greater increases, taken either separately or
cumulatively must be approved by the City Council. It is expressly understood by
Contractor that the provisions of this Section shall not apply to services specifically set forth
in the Scope of Services or reasonably contemplated therein, regardless of whether the
time or materials required to complete any work or service identified in the Scope of Work
exceeds any time or material amounts or estimates provided therein..
1.9 Special Requirements. Additional terms and conditions of this
Agreement, if any, which are made a part hereof are set forth in the "Special
Requirements" attached hereto as Exhibit"B"and incorporated herein by this reference. In
the event of a conflict between the provisions of Exhibit"B" and any other provisions of this
Agreement, the provisions of Exhibit "B" shall govern.
1.10 Responsible to City. Contractor acknowledges and agrees that the
work and services the Contractor will produce for the City, including any initial study,
screen check draft environmental impact report, draft environmental impact report, and
final environmental impact report, will be prepared in strict and full compliance with the
California Environmental Quality Act and the Environmental Quality Act Guidelines
(collectively,the"Law"). Contractor further acknowledges and agrees that, consistent with
the requirements of the Law, all documents that Contractor prepares must reflect the
5.1165—The Trails at Palm Springs—Terra Nova contract Page 2 of 17
independent judgment of the City. All work performed and all work product produced shall
be subject to review, revision, and approval of the Contract Officer and the final
environmental impact report, including the draft environmental impact report, comments
thereto, and all related responses to comments, will be subject to approval by the City
Council. In addition, Contractor shall not meet with or discuss the work, services, or the
contents of any work product with the applicant or a representative of the applicant without
the express approval of the Contract Officer nor shall the Contractortake direction from the
applicant or the applicant's representative.
2.0 COMPENSATION
2.1 Contract Sum. For the services rendered pursuant to this Agreement,
the Contractor shall be compensated in accordance with the "Schedule of Tasks &
Compensation" attached hereto as Exhibit "C" and incorporated herein by this reference,
but not exceeding the maximum contract amount of SIXTY-THREE THOUSAND FOUR
HUNDRED SIXTY AND NO/100 ($63,460.00)herein "Contract Sum"), except as provided
in Section 1.8. The method of compensation may include: (i) a lump sum payment upon
completion, (ii) payment in accordance with the percentage of completion of the services,
(iii) payment for time and materials based upon the Contractor's rates as specified in the
Schedule of Compensation, but not exceeding the Contract Sum or (iv) such other
methods as may be specified in the Schedule of Compensation. Compensation may
include reimbursement for actual and necessary expenditures for reproduction costs,
telephone expense, transportation expense approved by the Contract Officer in advance,
and no other expenses and only if specified in the Schedule of Compensation. The
Contract Sum shall include the attendance of Contractor at all project meetings reasonably
deemed necessary by the City; Contractor shall not be entitled to any additional
compensation for attending said meetings. Contractor hereby acknowledges that it
accepts the risk that the services to be provided pursuant to the Scope of Services may be
more costly or time consuming than Contractor anticipates, that Contractor shall not be
entitled to additional compensation therefore, and the provisions of Section 1.8 shall not be
applicable for such services.
THE MAXIMUM AMOUNT OF CITY'S OBLIGATION UNDER THIS SECTION
2.1 IS THE AMOUNT SPECIFIED HEREIN. IF THE CITY'S MAXIMUM OBLIGATION IS
REACHED BEFORE THE CONTRACTOR'S SERVICES UNDER THIS AGREEMENT
ARE COMPLETED, CONTRACTOR WILL NEVERTHELESS COMPLETE THE
SERVICES WITHOUT LIABILITY ON THE CITY'S PART FOR FURTHER PAYMENT
BEYOND THE MAXIMUM AMOUNT.
2.2 Method of Payment. Unless some other method of payment is
specified in the Schedule of Compensation, in any month in which Contractor wishes to
receive payment, no later than the first(1st) working day of such month, Contractor shall
submit to the City in the form approved by the City's Director of Finance, an invoice for
services rendered prior to the date of the invoice. Except as provided in Section 7.3, City
shall pay Contractor for all expenses stated thereon which are approved by City pursuant
to this Agreement no later than the last working day of the month.
3.0 PERFORMANCE SCHEDULE
3.1 Time of Essence. Time is of the essence in the performance of this
5,1165—The Trails at Palm springs—Terra Nova Contract Page 3 of 17
Agreement.
3.2 Schedule of Performance. Contractor shall commence the services
pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all
services within the time period(s) established in the "Schedule of Performance" attached
hereto as Exhibit"A", if any, and incorporated herein by this reference. When requested by
the Contractor, extensions to the time period(s) specified in the Schedule of Performance
may be approved in writing by the Contract Officer, but not exceeding one year from date
of Contract.
3.3 Force Maieure. The time period(s) specified in the Schedule of
Performance for performance of the services rendered pursuant to this Agreement shall be
extended because of any delays due to unforeseeable causes beyond the control and
without the fault or negligence of the Contractor, including, but not restricted to, acts of God
or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics,
quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any
governmental agency, including the City, if the Contractor shall within ten (10) days of the
commencement of such delay notify the Contract Officer in writing of the causes of the
delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend
the time for performing the services forthe period of the enforced delay when and if in the
judgment of the Contract Officer such delay is justified. The Contract Officer's
determination shall be final and conclusive upon the parties to this Agreement. In no event
shall Contractor be entitled to recover damages against the City for any delay in the
performance of this Agreement, however caused, Contractor's sole remedy being
extension of the Agreement pursuant to this Section.
3.4 Term. Unless earlier terminated in accordance with Section 7.8 of this
Agreement, this Agreement shall continue in full force and effect until completion of the
services but not exceeding one(1)year from the date hereof, except as otherwise provided
in the Schedule of Performance (Exhibit "A")_
4.0 COORDINATION OF WORK
4.1 Representative of Contractor. The following principals of Contractor
are hereby designated as being the principals and representatives of Contractor authorized
to act in its behalf with respect to the work specified herein and make all decisions in
connection therewith:
Nicole Sauviat Criste, Principal and Project Manager
Terra Nova Planning & Research, Inc.
Telephone: 760-320-9040
Fax: 760-322-2760
E-mail: ncriste@terranovaplanning.com
It is expressly understood that the experience, knowledge, capability and reputation
of the foregoing principals were a substantial inducement for City to enter into this
Agreement. Therefore,the foregoing principals shall be responsible during the term of this
Agreement for directing all activities of Contractor and devoting sufficient time to personally
supervise the services hereunder. For purposes of this Agreement, the foregoing
principals may not be replaced nor may their responsibilities be substantially reduced by
Contractor without the express written approval of City.
5.1165—The Trails at Palm Springs—Terre Nova Contract Page 4 of 17
4.2 Contract Officer. The Contract Officer shall be such person as may be
designated by the City Manager of City. It shall be the Contractor's responsibility to assure
that the Contract Officer is kept informed of the progress of the performance of the
services and the Contractor shall refer any decisions which must be made by City to the
Contract Officer. Unless otherwise specified herein, any approval of City required
hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have
authority to sign all documents on behalf of the City required hereunder to carry out the
terms of this Agreement.
4.3 Prohibition Against Subcontracting or Assignment. The experience,
knowledge, capability and reputation of Contractor, its principals and employees were a
substantial inducement for the City to enter into this Agreement. Therefore, Contractor
shall not contract with any other entity to perform in whole or in part the services required
hereunder without the express written approval of the City. In addition, neither this
Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated
or encumbered voluntarily or by operation of law, whether for the benefit of creditors or
otherwise, without the prior written approval of City. Transfers restricted hereunder shall
include the transfer to any person or group of persons acting in concert of more than
twenty five percent (25%)of the present ownership and/or control of Contractor, taking all
transfers into account on a cumulative basis. In the event of any such unapproved
transfer, including any bankruptcy proceeding, [his Agreement shall be void. No approved
transfer shall release the Contractor or any surety of Contractor of any liability hereunder
without the express consent of City.
The City's policy is to encourage the awarding of subcontracts to persons or entities
with offices located within the jurisdictional boundaries of the City of Palm Springs and, if
none are available, to persons or entities with offices located in the Coachella Valley
("Local Subcontractors"). Contractor hereby agrees to use good faith efforts to award
subcontracts to Local Subcontractors, if Local Subcontractors are qualified to perform the
work required. In requesting for the City to consent to a subcontract with a person or entity
that is not a Local Subcontractor, the Contractor shall submit evidence to the City that such
good faith efforts have been made or that no Local Subcontractors are qualified to perform
the work. Said good faith efforts may be evidenced by placing advertisements inviting
proposals or by sending requests for proposals to selected Local Subcontractors. The City
may consider Contractor's efforts in determining whether it will consent to a particular
subcontractor. Contractor shall keep evidence of such good faith efforts and copies of all
contracts and subcontracts hereunder for the period specified in Section 6.2.
4.4 Independent Contractor. Neither the City nor any of its employees
shall have any control over the manner, mode or means by which Contractor, its agents or
employees, perform the services required herein, except as provided in Section 1.10 or
otherwise set forth in this Agreement. City shall have no voice in the selection, discharge,
supervision or control of Contractor's employees, servants, representatives or agents, or in
fixing their number, compensation or hours of service. Contractor shall perform all services
required herein as an independent contractor of City and shall remain at all times as to City
a wholly independent contractor with only such obligations as are consistent with that role.
Contractor shall not at any time or in any manner represent that it or any of its agents or
employees are agents or employees of City. City shall not in any way or for any purpose
5.1165—The Trails at Palm Springs--Terra Nova Contract Page 5 of 17
become or be deemed to be a partner of Contractor in its business or otherwise or a joint
venturer or a member of any joint enterprise with Contractor.
5.0 INSURANCE, INDEMNIFICATION AND BONDS
5.1 Insurance. The Contractor shall procure and maintain, at its sole
cost and expense, in a form and content satisfactory to City, during the entire term of this
Agreement including any extension thereof, the following policies of insurance:
(a) Commercial General Liability Insurance. A policy of commercial
general liability insurance written on a per occurrence basis with a combined single
limit of a least $1,000,000 bodily injury and property damage including coverages
for contractual liability, personal injury, independent contractors, broad form
property damage, products and completed operations. The Commercial General
Liability Policy shall name the City of Palm Springs as an additional insured in
accordance with standard ISO additional insured endorsement form CG2010(1185)
or equivalent language. The Commercial General Liability Insurance shall name the
City, its officers, employees and agents as additional insured.
(b) Worker's Compensation Insurance. A policy of worker's
compensation insurance in an amount which fully complies with the statutory
requirements of the State of California and which includes $1,000,000 employer's
liability.
(c) Business Automobile Insurance. A policy of business
automobile liability insurance written on a per occurrence basis with a single limit
liability in the amount of$1,000,000 bodily injury and property damage, Said policy
shall include coverage for owned, non-owned, leased and hired cars-
(d) Additional Insurance. Additional limits and coverages, which may
include professional liability insurance, will be specified in Exhibit "B".
All of the above policies of insurance shall be primary insurance. (Reference Section
5.4 regarding sufficiency.) The insurer shall waive all rights of subrogation and contribution
it may have against the City, its officers, employees and agents, and their respective
insurers. In the event any of said policies of insurance are canceled, the Contractor shall,
prior to the cancellation date, submit new evidence of insurance in conformance with this
Section 5.1 to the Contract Officer. No work or services under this Agreement shall
commence until the Contractor has provided the City with Certificates of Insurance,
endorsements orappropriate insurance binders evidencing the above insurance coverages
and said Certificates of Insurance, endorsements, or binders are approved by the City.
The contractor agrees that the provisions of this Section 5.1 shall not be construed
as limiting in any way the extent to which the Contractor may be held responsible for the
payment of damages to any persons or properly resulting from the Contractor's activities or
the activities of any person or person for which the Contractor is otherwise responsible.
In the event the Contractor subcontracts any portion of the work in compliance with
Section 4.3 of this Agreement the contract between the Contractor and such subcontractor
shall require the subcontractor to maintain the same polices of insurance that the
Contractor is required to maintain pursuant to this Section.
5.2 Indemnification. Contractor agrees to indemnify the City, its officers,
agents and employees against, and will hold and save them and each of them harmless
5.1165—The Trails at Palm Springs—Terra Nova Contract Page 6 of 17
from, any and all actions, suits, claims, damages to persons or property, losses, costs,
penalties, obligations, errors, omissions or liabilities, (herein "claims or liabilities")that may
be asserted or claimed by any person, firm or entity arising out of or in connection with the
negligent performance of the work, operations or activities of Contractor, its agents,
employees, subcontractors, or invitees, provided for herein, or arising from the negligent
acts or omissions of Contractor hereunder, or arising from Contractor's negligent
performance of or failure to perform any term, provision, covenant or condition of this
Agreement, but excluding such claims or liabilities arising from the sole negligence or willful
misconduct of the City, its officers, agents or employees, who are directly responsible to
the City, and in connection therewith:
(a) Contractor will defend any action or actions filed in connection
with any of said claims or liabilities and will pay all costs and expenses, including legal
costs and attorneys' fees incurred in connection therewith;
(b) Contractorwill promptly pay anyjudgment rendered against the
City, its officers, agents or employees for any such claims or liabilities arising out of or in
connection with the negligent performance of orfailure to perform such work, operations or
activities of Contractor hereunder; and Contractor agrees to save and hold the City, its
officers, agents, and employees harmless therefrom;
(c) In the event the City, its officers, agents oremployees is made a
partyto any action or proceeding filed or prosecuted against Contractorfor such damages
orother claims arising out of or in connection with the negligent performance of orfailure to
perform the work, operation or activities of Contractor hereunder, Contractor agrees to pay
to the City, its officers, agents or employees, any and all costs and expenses incurred by
the City, its officers, agents or employees in such action or proceeding, including but not
limited to, legal costs and attorneys' fees.
5.3 Performance Bond. Concurrently with execution of this Agreement,
Contractor shall deliver to City a performance bond in the sum of the amount of this
Agreement, in the form provided by the City Clerk, which secures the faithful performance
of this Agreement, unless such requirement is waived by the Contract Officer. The bond
shall contain the original notarized signature of an authorized officer of the surety and
affixed thereto shall be a certified and current copy of his power of attorney. The bond
shall be unconditional and remain in force during the entire term of the Agreement and
shall be null and void only if the Contractor promptly and faithfully performs all terms and
conditions of this Agreement_ (Performance Bond requirement waived—see EXHIBIT"B")
5.4 Sufficiency of Insurer or Surety. Insurance or bonds required by this
Agreement shall be satisfactory only if issued by companies qualified to do business in
California, rated "B" or better in the most recent edition of Best Rating Guide, The Key
Rating Guide or in the Federal Register, unless such requirements are waived by the City
Manager or designee of the City ("City Manager") due to unique circumstances. In the
event the City Manager determines that the work or services to be performed under this
Agreement creates an increased or decreased risk of loss to the City, the Contractor
agrees that the minimum limits of the insurance policies and the performance bond
required by this Section 5 may be changed accordingly upon receipt of written notice from
the City Manager or designee; provided that the Contractor shall have the right to appeal a
determination of increased coverage bythe City Manager to the City Council of City within
ten (10) days of receipt of notice from the City Manager.
5,1165—The Trails at Palm Springs—Terra Nova Contract Page 7 of 17
6.0 REPORTS AND RECORDS
6.1 Reports. Contractor shall periodically prepare and submit to the
Contract Officer such reports concerning the performance of the services required by this
Agreement as the Contract Officer shall require. Contractor hereby acknowledges that the
City is greatly concerned about the cost of work and services to be performed pursuant to
this Agreement. For this reason, Contractor agrees that if Contractor becomes aware of
any facts, circumstances, techniques, or events that may or will materially increase or
decrease the cost of the work or services contemplated herein or, if Contractor is providing
design services,the cost of the project being designed, Contractor shall promptly notify the
Contract Officer of said fact, circumstance,technique or event and the estimated increased
or decreased cost related thereto and, if Contractor is providing design services, the
estimated increased or decreased cost estimate for the project being designed.
6.2 Records. Contractor shall keep, and require subcontractors to keep,
such books and records as shall be necessary to perform the services required by this
Agreement and enable the Contract Officer to evaluate the performance of such services_
The Contract Officer shall have full and free access to such books and records at all times
during normal business hours of City, including the right to inspect, copy, audit and make
records and transcripts from such records. Such records shall be maintained for a period
of three (3) years following completion of the services hereunder, and the City shall have
access to such records in the event any audit is required.
6.3 Ownership of Documents. All drawings, specifications, reports,
records, documents and other materials prepared by Contractor, its employees,
subcontractors and agents in the performance of this Agreement shall be the property of
City and shall be delivered to City upon request of the Contract Officer or upon the
termination of this Agreement, and Contractor shall have no claim for further employment
or additional compensation as a result of the exercise by City of its full rights of ownership
of the documents and materials hereunder. Any use of such completed documents for
other projects and/or use of uncompleted documents without specific written authorization
by the Contractor will be at the City's sole risk and without liability to Contractor, and the
City shall indemnify the Contractor for all damages resulting therefrom. Contractor may
retain copies of such documents for its own use. Contractor shall have an unrestricted
right to use the concepts embodied therein. All subcontractors shall provide for
assignment to City of any documents or materials prepared by them, and in the event
Contractorfails to secure such assignment, Contractorshall indemnify Cityfor all damages
resulting therefrom.
6.4 Release of Documents. The drawings, specifications, reports, records,
documents and other materials prepared by Contractor in the performance of services
underthis Agreement shall not be released publicly without the prior written approval of the
Contract Officer.
7.0 ENFORCEMENT OF AGREEMENT
7.1 California Law. This Agreement shall be construed and interpreted
both as to validity and to performance of the parties in accordance with the laws of the
State of California. Legal actions concerning any dispute, claim or matter arising out of or
in relation to this Agreement shall be instituted in the Superior Court of the County of
5.1165- The Trails at Palm Springs—Terra Nova Contract Page 8 of 17
Riverside, State of California, or any other appropriate court in such county, and Contractor
covenants and agrees to submit to the personal jurisdiction of such court in the event of
such action.
7.2 Disputes. In the event of any dispute arising under this Agreement,
the injured party shall notify the injuring party in writing of its contentions by submitting a
claim therefor. The injured party shall continue performing its obligations hereunder so
long as the injuring party commences to cure such default within ten(10)days of service of
such notice and completes the cure of such default within forty-five(45) days after service
of the notice, or such longer period as may be permitted by the injured party; provided that
if the default is an immediate danger to the health, safety and general welfare, such
immediate action may be necessary. Compliance with the provisions of this Section shall
be a condition precedent to termination of this Agreement For cause and to any legal
action, and such compliance shall not be a waiver of any party's right to take legal action in
the event that the dispute is not cured, provided that nothing herein shall limit City's or the
Contractor's right to terminate this Agreement without cause pursuant to Section 7.8.
7.3 Retention of Funds. Contractor hereby authorizes City to deduct from
any amount payable to Contractor (whether or not arising out of this Agreement) (i) any
amounts the payment of which may be in dispute hereunder or which are necessary to
compensate City for any losses, costs, liabilities, or damages suffered by City, and (ii) all
amounts for which City may be liable to third parties, by reason of Contractor's acts or
omissions in performing orfailing to perform Contractor's obligation under this Agreement.
In the event that any claim is made by a third party, the amount or validity of which is
disputed by Contractor, or any indebtedness shall exist which shall appearto be the basis
for a claim of lien, City may withhold from any payment due, without liability for interest
because of such withholding, an amount sufficient to cover such claim. The failure of City
to exercise such right to deduct or to withhold shall not, however, affect the obligations of
the Contractor to insure, indemnify, and protect City as elsewhere provided herein.
7.4 Waiver. No delay or omission in the exercise of any right or remedy by
a nondefaulting party on any default shall impair such right or remedy or be construed as a
waiver. A party's consent to or approval of any act by the other party requiring the party's
consent or approval shall not be deemed to waive or render unnecessary the other party's
consent to or approval of any subsequent act. Any waiver by either party of any default
must be in writing and shall not be a waiver of any other default concerning the same or
any other provision of this Agreement.
7.5 Rights and Remedies are Cumulative. Except with respect to rights
and remedies expressly declared to be exclusive in this Agreement, the rights and
remedies of the parties are cumulative and the exercise by either party of one or more of
such rights or remedies shall not preclude the exercise by it, at the same or different times,
of any other rights or remedies for the same default or any other default by the other party.
7.6 Legal Action. In addition to any other rights or remedies, either party
may take legal action, in law or in equity,to cure, correct or remedy any default, to recover
damages for any default, to compel specific performance of this Agreement, to obtain
declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes
of this Agreement.
7.7 Liquidated Damages_ Since the determination of actual damages for
any delay in performance of this Agreement would be extremely difficult or impractical to
5.1165—The Trails at Palm springs—Terra Nova Contract Page 9 of 17
determine in the event of a breach of this Agreement, the Contractor and its sureties shall
be liable for and shall pay to the City the sum of (waived — see Exhibit "B") as liquidated
damages for each working day of delay in the performance of any service required
hereunder, as specified in the Schedule of Performance (Exhibit "A"). The City may
withhold from any monies payable on account of services performed bythe Contractor any
accrued liquidated damages.
7.8 Termination Prior to Expiration of Term. This Section shall govern any
termination of this Agreement except as specifically provided in the following Section for
termination for cause. The City reserves the right to terminate this Agreement at any time,
with or without cause, upon thirty(30)days'written notice to Contractor, except that where
termination is due to the fault of the Contractor, the period of notice may be such shorter
time as may be determined by the Contract Officer. In addition, the Contractor reserves
the right to terminate this Agreement at any time upon, with or without cause, upon sixty
(60)days'written notice to City, except that where termination is due to the fault of the City,
the period of notice may be such shorter time as the Contractor may determine. Upon
receipt of any notice of termination, Contractor shall immediately cease all services
hereunder except such as may be specifically approved by the Contract Officer. Except
where the Contractor has initiated termination, the Contractor shall be entitled to
compensation for all services rendered prior to the effective date of the notice of
termination and for any services authorized by the Contract Officer thereafter in
accordance with the Schedule of Compensation or such as may be approved by the
Contract Officer, except as provided in Section 7.3. In the event the Contractor has
initiated termination, the Contractor shall be entitled to compensation only for the
reasonable value of the work product actually produced hereunder. In the event of
termination without cause pursuant to this Section, the terminating party need not provide
the non-terminating party with the opportunity to cure pursuant to Section 7.2.
7.9 Termination for Default of Contractor. If termination is due to the
failure of the Contractor to fulfill its obligations under this Agreement, City may, after
compliance with the provisions of Section 7.2, take over the work and prosecute the same
to completion by contract or otherwise, and the Contractor shall be liable to the extent that
the total cost for completion of the services required hereunder exceeds the compensation
herein stipulated (provided that the City shall use reasonable efforts to mitigate such
damages), and City may withhold any payments to the Contractor forthe purpose of set-off
or partial payment of the amounts owed the City as previously stated.
7.10 Attorneys' Fees. If either party to this Agreement is required to initiate
or defend or made a party to any action or proceeding in any way connected with this
Agreement, the prevailing party in such action or proceeding, in addition to any other relief
which may be granted,whether legal or equitable, shall be entitled to reasonable attorney's
fees. Attorney's fees shall include attorney's fees on any appeal, and in addition a party
entitled to attorney's fees shall be entitled to all other reasonable costs for investigating
such action, taking depositions and discovery and all other necessary costs the court
allows which are incurred in such litigation. All such fees shall be deemed to have accrued
on commencement of such action and shall be enforceable whether or not such action is
prosecuted to judgment.
5.1165—The Trails at Palm Springs—Terra Nova Contract Page 10 of 17
8.0 CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION
8A Non-liability of City Officers and Employees. No officer or employee of
the City shall be personally liable to the Contractor, or any successor in interest, in the
event of any default or breach by the City or for any amount which may become due to the
Contractor or to its successor, or for breach of any obligation of the terms of this
Agreement.
8.2 Conflict of Interest. No officer or employee of the City shall have any
financial interest, direct or indirect, in this Agreement nor shall any such officer or employee
participate in any decision relating to the Agreement which effects his financial interest or
the financial interest of any corporation, partnership or association in which he is, directly or
indirectly, interested, in violation of any State statute or regulation. The Contractor
warrants that it has not paid or given and will not pay or give any third party any money or
other consideration for obtaining this Agreement.
8.3 Covenant Against Discrimination. Contractor covenants that, by and
for itself, its heirs, executors, assigns, and all persons claiming under or through them, that
there shall be no discrimination against or segregation of, any person or group of persons
on account of race, color, creed, religion, sex, marital status, national origin, or ancestry in
the performance of this Agreement. Contractor shall take affirmative action to insure that
applicants are employed and that employees are treated during employment without regard
to their race, color, creed, religion, sex, marital status, national origin, or ancestry.
9.0 MISCELLANEOUS PROVISIONS
9.1 Notice. Any notice,demand, request, document, consent, approval, or
communication either party desires or is required to give to the other party or any other
person shall be in writing and either served personally or sent by prepaid,first-class mail, in
the case of the City, to the City Manager and to the attention of the Planning Services
Director, CITY OF PALM SPRINGS, P.O. Box 2743, Palm Springs, California 92263, and
in the case of the Contractor, to the person at the address designated on the execution
page of this Agreement. Either party may change its address by notifying the other party of
the change of address in writing. Notice shall be deemed communicated at the time
personally delivered or in seventy-two (72) hours from the time of mailing if mailed as
provided in this Section.
9.2 Interoretation. The terms of this Agreement shall be construed in
accordance with the meaning of the language used and shall not be construed for or
against either party by reason of the authorship of this Agreement or any other rule of
construction which might otherwise apply_
9.3 Integration: Amendment_ It is understood that there are no oral
agreements between the parties hereto affecting this Agreement and this Agreement
supersedes and cancels any and all previous negotiations,arrangements, agreements and
understandings, if any, between the parties, and none shall be used to interpret this
Agreement. This Agreement may be amended at any time by the mutual consent of the
parties by an instrument in writing.
9.4 Severability- In the event that any one or more of the phrases,
sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared
invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction,
such invalidity or unenforceability shall not affect any of the remaining phrases, sentences,
c
5.1165—The Trails at Palm Springs—Terra Nova Contract Page 11 of 17
clauses, paragraphs, or sections of this Agreement which are hereby declared as
severable and shall be interpreted to carry out the intent of the parties hereunder unless
the invalid provision is so material that its invalidity deprives either party of the basic benefit
of their bargain or renders this Agreement meaningless.
9.5 Corporate Authority. The persons executing this Agreement on behalf
of the parties hereto warrant that(i) such party is duly organized and existing, (ii)they are
duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so
executing this Agreement, such party is formally bound to the provisions of this Agreement,
and (iv) the entering into this Agreement does not violate any provision of any other
Agreement to which said party is bound.
IN WITNESS WHEREOF,the parties have executed and entered into this Agreement as of
the date first written above.
CITY OF PALM SPRINGS
ATTEST: a municipal corporation
By:
Ity Clerk `
1�63 �ZdD� David H Ready
City Manager
APPROVED k O FORM
APPROVED By CITY COUNCIL
By. a q'S•O� \42 -
City Altor
5.1165—The Trails at Palm Springs—Terra Nova Contract Page 12 of 17
CONTRACTOR: Terra Nova Planning &Research, Inc. Check one:
400 South Farrell, Suite B-205 —individual—Partnership Corporation
Palm Springs, CA 92262
Corporations require two notarized signatures: A. Chairman of Board, President, or any Vice
President, Secretary, Assistant Secretary, Treasurer, Assistant Treasurer, or Chief Financial
Officer).
By: _ By /4Snit�r4notar11'Z—QL--1-
Signa ( 'otarized)
Name John D. Criste Name: Nicole Sauviat Criste
Title: President Title: Vice President
Address: 400 South Farrell Suite B-205 Address: 400 South Farrell Suite B-205
\ Palm Springs, CA 92262 Palm Springs, CA 92262
\State of California ) State California )
ounty of Riverside ) ss Cvunly o Riverside )ss
On before me, On before me
John N. Criste personally appeared known to Nicole Sauviat\Criste, personally appeared
me Nclistosp�oo�vsveclriOed
d to me on the basis of known to me (or p`rwved to me on the basis of
satisfdence)to be the person whose satisfactory evidenc to be the person whose
name to the within instrument name is subscribed t the within instrument
and acknowl ged to me that he executed the and acknowledged to that she executed
same in his a t�orized capacity, and that by the same in her authorize opacity, and that
his signature on he instrument the person, or by her signature on the instru ent the person,
the entity upon bN alf of which the person or the entity upon behalf of wh the person
acted, executed the i tru
ment. acted, executed the instrument.
WITNESS my hand and cial seal. WITNESS my hand and official seal.
Notary Notary
Signature: Signature:
Notary Seal: Notary Seal:
5.1165-The Trails at Palm Springs-Terra Nova Contract Page 13 of 17
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
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State of California
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County of 6`� 1 f✓G1r51�/Le �/J
On l�v6( " 3l,a�D7 before me, �l t&A �. �J°�C�rG�! ��l /'r) I(L
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Name and Title of Officer(e p. Jene Doe Notary Pug'c�
personally appeared w �vL D' CYiSa�— cz. J {' coG e, �L�l)yla �f14 '
Name(s)of Signbh( )
-impersonally known to me
to be the person(s) whose name(s)A4ar subscribed
C'YMAA.OERARDI to the within instrument and acknowledged to me that
GOf°1 i"on# 1645899 /�tSe the executed the same in lyts/Rer their
': Nafary Pubflc-CceRorl authorized capacity(ies), and that by ,His/her t ei
Riverside County signature(s) on the instrument the person(s), or the
PAyc«nm.6rpiresFeb is.zota
entity upon behalf of which the person(s) acted,
executed the instrument.
WITNESS my hand and
official seal.
Place Notary Seal Above
$i9mlurc of Notary Public
OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document
and could prevent fraudulent removal and reattachment of this form to another document.
Description of Attached Document
Title or Type of Document:
Document Datc: .-_- Number of Pages:
Signers) Other Than Named Above:
Capacity(ies) Claimed by Signers)
Signer's Name: Signer's Name:
❑ Individual ❑ Individual
❑ Corporate Officer—Title(s): ❑ Corporate Officer—Title(s):
❑ Partner—❑ Limited ❑ General -ilicoll L Partner—Ll Limited ❑ General _
T Attorney in Fact Top of thumb here T Attorney in Fact '
Top of Thumb huru
❑ Trustee LJ Trustee
❑ Guardian or Conservator ❑ Guardian or Conservator
❑ Other: ❑ Other.
Signer Is Representing: Signer Is Representing:
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m 200d Naborial Nciary A::enntmn•g3GO 9n Sole Avc PO Box 2402•Chatsworth CA 91313-2102 Itern No.5907 Reorder Call Toll-Frye 1-900-9]0-092]
EXHIBIT "A"
SCOPE OF SERVICES
PRELIMINARY SERVICES:
After meeting and review of available materials, the following outlines the scope of work
and budget for the focused entitlement process for the Trails project, located at the
northwest corner of South Palm Canyon Drive and Mesquite. The budget assumes the
preparation of a Mitigated Negative Declaration. The steps in the process will include:
❑ Terra Nova shall coordinate with City and project designers and engineers to secure
application materials and project descriptions.
❑ Terra Nova shall review application materials for completeness, and make
presentation to City staff DRC regarding proposed project. Terra Nova shall issue
completeness letter, incorporating comments from all City departments as needed.
❑ Terra Nova shall prepare for and coordinate intra- and inter-agency distribution of
application materials for comment by same.
❑ Terra Nova shall complete an air quality analysis to include moving emissions and
fugitive dust generation for the demolition, construction and operation of the site.
The applicant will provide data on demolition and construction equipment and
grading operations as needed to complete the analysis.
❑ Terra Nova will contract for and manage a traffic study for the site. The study will
include analysis of 8 intersections, assess current conditions, and prepare mid-day
peak, PM peak and daily trip generation expected as a result of project build out.
The impacts of project traffic will be assessed in context, and recommendations for
mitigation, if required, will be made. The results of the analysis will be integrated
into the Initial Study (IS), and the report included as an Appendix.
❑ Terra Nova will contract for and manage a noise study for the site. The study will
analyze construction and operational noise generation associated with build out of
the project. The analysis will include a comparison of future noise levels with and
without the project, and the impacts of ambient noise on sensitive receptors.
Recommendations for mitigation, if required, will be made. The results of the study
will be integrated into the IS, and the report included as an Appendix.
❑ Terra Nova shall complete the IS and associated discussions in a format acceptable
to City staff, and submit screencheck for their review. The IS shall include all
required sections of the checklist and associated exhibits. Terra Nova will rely on
the applicant's hydrology study forthe Hydrology/Water Resources section of the IS.
61165—The Trails at Palm Spnngs—Terra Nova Contract Page 14 of 17
❑ City staff shall review the screencheck/administrative copy of Draft IS prior to its
being finalized, and Terra Nova shall amend the screencheck draft accordingly.
❑ Terra Nova shall print and distribute the EA to the City's responsible agencies list.
0 Terra Nova shall prepare response to comments as necessary for inclusion in
Planning Commission and City Council packets. A total of 10 hours is included for
this task. Any additional time needed to complete the response to comments will be
billed on a time and materials basis.
❑ Terra Nova shall coordinate the publication and posting of the Notice of Intent,
Notice of Determination and other CEQA postings as required with the City_ The
City will be responsible for publishing and posting all such notices.
u Terra Nova will analyze project submittals, coordinate with City departments, outside
agencies, etc., and prepare staff reports, resolutions and conditions of approval as
needed for Planning Commission and City Council.
❑ Terra Nova will attend public meetings and hearings for project as needed for AAC
(2 meetings), Planning Commission (2 meetings) and City Council (1 meeting).
Additional public hearings/meetings will be billed on a time and materials basis_
❑ Terra Nova may coordinate directly with the project proponent and engineer, City
staff, and others as appropriate.
5.1165—The Trails at Palm Springs—Terra Nova Contract Page 15 of 17
EXHIBIT "B"
SPECIAL REQUIREMENTS
City hereby waives Section 5.3 as a requirement of this Agreement.
City hereby waives Section 7.7 as a requirement of this Agreement.
5.1165—The Trails at Palm Springs—Terra Nova Contract Page 16 of 17
EXHIBIT "C"
SCHEDULE OF TASKS & COMPENSATION
Client agrees to compensate Consultant for such services as shown below.
Consultant shall complete the work outlined above in accordance with the fee schedule
identified below and shall invoice Client on a monthly basis on the percentage of
completion.
PRELIMINARY PROJECT COSTS FOR "THE TRAILS" PROJECT 5.1165-PD-344
Based on the level of review and analysis to prepare for Planning Commission and City
Council hearings, the following reflects estimated costs for the project.
Description of Tasks and Time Frame_ Amount
Consultation/Meetings/Coordination
(City, Applicant, internal) (30 hrs.) $ 4,050.00
Data Collection, Application Review, Coordination
& Analysis (48 hrs.) $ 6,480,00
CEQA EA Documentation and Drafting (40 hrs.) $ 5,400,00
Response to Comments (10 hrs.) $ 1,350.00
PC & CC Staff Reports, Resos., Conditions (36 hrs.) $ 4,860.00
Preparation for and attendance at 5 public
meetings/hearings (28 hours) $ 3,780.00
Preparation & Transmittal of Initial Study NOI, NOD,
Public Notices, etc. (16 hours) $ 640.00
Administrative Support $ 1,600.00
Subtotal $ 28,160.00
Special Tasks
`Includes Terra Nova staff hours and subcontract management, analysis, and
documentation.
Traffic Impact Analysis $ 22,000.00
Noise Impact Analysis $ 6,500.00
Air Quality Impact Analysis $ 2,800.00
Subtotal $ 31,300.00
Relmbursables: (Consultant shall provide supporting documents for all reimbursables)
CAD Drafting and Misc. Exhibit Preparation $ 500.00
Miscellaneous and Document Printing $ 2,500.00
Misc. Office: Postage, telephone, FAX, photocopies, etc. $ 1,000.00
Subtotal $ 4,000.00
TOTAL CONTRACT— PROJECT 5.1165 $ 63,460.00
5.1165—The Trails at Palm Springs -Terra Nova Contract Page 17 of 17