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CC SR 20231114 D - ESA PSA Amendment No. 3CITY COUNCIL MEETING DATE: 11/14/2023 AGENDA REPORT AGENDA HEADING: Consent Calendar AGENDA TITLE: Consideration and possible action to approve Amendment No. 3 to the Professional Services Agreement with Environmental Sciences Associates for the reevaluation and as-needed augmentation of the previously adopted environmental analysis for the City’s 6th Cycle Housing Element. RECOMMENDED COUNCIL ACTION: (1)Approve Amendment No. 3 to the Professional Services Agreement (PSA) with Environmental Sciences Associates (ESA) to increase the agreement amount by $25,350 with a contingency of $5,000 for a new contract sum of $318,439.48 and extend the agreement term to May 31, 2024, for the reevaluation and as-needed augmentation of the previously adopted environmental analysis for the City’s 6th Cycle Housing Element; and (2)Authorize the Mayor and City Clerk to execute Amendment No. 3 to the PSA with ESA in a form approved by the City Attorney. FISCAL IMPACT: The proposed amended PSA for $30,350 is included in the FY 2023- 24 Adopted Budget in the Planning Division’s Professional Technical Services. Amount Budgeted: $250,000 Additional Appropriation: N/A Account Number(s): 101-400-4120-5101 (General Fund – Planning Division/Professional Services) VR ORIGINATED BY: Jessica Bobbett, Senior Planner REVIEWED BY: Brandy Forbes, Director of Community Development APPROVED BY: Ara Mihranian, AICP, City Manager ATTACHED SUPPORTING DOCUMENTS: A.Amendment No. 3 to Professional Services Agreement with ESA (page A-1) B.ESA Amendment No. 3 Request Letter (page B-1) 1 BACKGROUND AND DISCUSSION: On March 2, 2021, the City Council approved a one-year PSA with ESA to complete the City’s 2021-2029 Housing Element Update of the City’s General Plan, with an option to renew one additional year, at a contract sum of $238,749.48. On July 19, 2022, the City Council approved Amendment No. 1 to the PSA with ESA to increase the agreement amount by $29,340 for a new contract sum of $268,089.48 and to increase the term to August 31, 2023, to complete updates to the Housing Element (one of several elements that make up the City’s General Plan). On August 11, 2022, the City Council adopted the City’s 2021-2029 Housing Element and associated environmental analysis, which included the preparation of a Negative Declaration. Subsequently, the document was submitted to the California Department of Housing and Community Development (HCD) for review for compliance with state law. On October 14, 2022, HCD informed the City’s Planning Division that although the City’s adopted Housing Element addressed many of the statutory requirements, which HCD requested, additional revisions are being requested to ensure compliance with state housing element law. On June 20, 2023, the City Council approved Amendment No. 2 to the PSA with ESA to increase the agreement amount by $14,000 with a contingency of $6,000 for a new contract sum of $288,089.48, extend the term to December 29, 2023, and augment the scope of work to update the City’s 2021-2029 Housing Element in response to the comments received by HCD. On September 14, 2023, the City’s Community Development Department submitted a revised 2021-2029 Housing Element to HCD addressing its comments and initiating a 60- day review of the revised document. On October 10, 2023, ESA submitted a proposal to reevaluate and augment, as needed, the environmental analysis prepared for the City’s 2021-2029 Housing Element in anticipation of revisions and updates requested by HCD. Given that the environmental review has been more involved than ESA originally scoped due to both HCD requirements and input, ESA submitted PSA amendment request No. 3 (Attachment B) to increase the agreement amount by $30,350 and to extend the term to May 31, 2024, in anticipation of revisions and updates requested by HCD. The amendment includes a $5,000 contingency in the event that ESA is required to address additional rounds of HCD comments prior to the certification of the Housing Element. The contingency amount would only be utilized upon authorization by Staff, if needed. The augmented ESA scope of work includes additional environmental analysis, addendum preparation, and project management. It should be noted that ESA is focused on the Housing Element policy framework and the additional environmental analysis, which does not include any rezoning efforts that are required by state law for the Housing Element to be considered compliant. Concurrently, there is another consultant, Dudek. that is 2 working on the rezoning effort. The City Council authorized a professional services agreement with Dudek in February 2023. Staff believes ESA’s request is appropriate given the unprecedented HCD level of scrutiny that is occurring as part of the 6th Housing Element update process for all jurisdictions in the Southern California Council of Governments (SCAG) region. Staff is confident the additional scope paves the way for ESA to successfully complete the required updates, including the revised environmental review to help ensure a compliant Housing Element can be re-adopted by the City Council. CONCLUSION: Given the need for these services, Staff recommends the City Council approve Amendment No. 3 to the PSA with ESA and to authorize the Mayor and City Clerk to execute Amendment No. 3 in a form approved by the City Attorney. ALTERNATIVES: In addition to the Staff recommendation, the following alternative actions are available for the City Council’s consideration: 1. Do not approve Amendment No. 3 to the PSA with ESA and provide additional direction to Staff. This action may result in further delays in obtaining an approved Housing Element from HCD. 2. Take other action, as deemed appropriate. 3 AMENDMENT NO. 3 TO AGREEMENT FOR CONTRACTUAL SERVICES THIS AMENDMENT TO THE AGREEMENT FOR PROFESSIONAL SERVICES (Amendment No. 3) by and between the CITY OF RANCHO PALOS VERDES, a California municipal corporation (City), and ENVIRONMENTAL SCIENCES ASSOCIATES, a California corporation, and is effective as of November 14, 2023. RECITALS A.City and Consultant entered into that certain Agreement for Professional Services dated March 2, 2021 (“Agreement”) whereby Consultant agreed to provide professional services to complete the City’s 2021-2029 Housing Element Update of the City’s General Plan (“Services”) through March 2, 2022, f or a Contract Sum of $238,749.48. B.Pursuant to Section 3.2 of the Agreement, the Consultant requested an extension of the time period specified in the Schedule of Performance and the City provided written notice on April 27, 2022, authorizing continuation of services through August 27, 2022. C.Based on significant changes required to this cycle’s Housing Element, the California Department of Housing and Community Development (HCD) provided the City with significant comments, and finalizing the Housing Element has taken more time than anticipated. D.On July 19, 2022, the City Council amended the Agreement (“Amendment No. 1”) to extend the Term by one year through August 31, 2023, and to increase compensation by $29,340 for a new Contract Sum of $268,089.48. The fee increase included a $10,000 contingency in the event that the consultant was required to address additional rounds of revisions based on HCD comments prior to the certification of the Housing Element. The contingency amount would only be utilized upon authorization by the City’s Contract Officer. The City’s Contract Officer authorized use of the contingency. E.On June 20, 2023, the City Council amended the Agreement (“Amendment No. 2”) to extend the Term by one year through December 29, 2023, and increase compensation by $20,000 for a new Contract Sum of $288,089.48. Such increase in the Contract Sum included a $6,000 contingency in the event that the consultant was required to address additional rounds of revisions based on HCD comments prior to the certification of the Housing Element. The contingency amount would only be utilized upon authorization by the City’s Contract Officer. The City’s Contract Officer authorized use of the contingency. F.The last round of comments by HCD required more extensive revisions than anticipated. Therefore, City and Consultant now desire to further amend the Agreement to extend the Term through May 31, 2024, and increase compensation by $30,350 for a new Contract Sum of $318,439.48. Such increase in the Contract Sum includes a $5,000 contingency in the event that the consultant is required to address additional rounds of revisions based on HCD comments and to provide additional environmental review prior to the certification of the Housing Element. The contingency amount will only be utilized upon authorization by the City’s Contract Officer A-1 01203.0005/932114.1 -2- TERMS 1.Contract Changes. The Agreement is amended as provided herein. Deleted text is indicated in strikethrough and added text in bold italics. a.Section 2.1, Contract Sum, is amended to read: “The total compensation, including reimbursement for actual expenses, shall not exceed $288,089.48 (Two Hundred Eighty Eight Thousand Eighty Nine Dollars and Forty Eight Cents)$318,439.48 (Three Hundred Eighteen Thousand Four Hundred Thirty Nine Dollars and Forty Eight Cents) the “Contract Sum”, unless additional compensation is approved pursuant to Section 1.9.” b.Section I of Exhibit “C” Schedule of Compensation, is amended to read: I.Consultant shall perform the following tasks at the following rates” TASK CONSULTANT COSTS SUBCONSULTANT BAE COSTS SUBCONSULTANT MBI COSTS A.Project Administration 1.Project Kick-Off Meeting $1,440 $1,610 2.Project Schedule Development $960 $1,140 3.Project Coordination $20,880 B.Housing Element Amendment Assessment and Analysis 1.Evaluation of 2013-2021 Housing Element $6,310 2.Housing Assessment and Needs Analysis $28,460 3.Adequate Sites Analysis $8,360 4.Housing Production Constraints Analysis $8,360 A-2 01203.0005/932114.1 -3- TASK CONSULTANT COSTS SUBCONSULTANT BAE COSTS SUBCONSULTANT MBI COSTS 5.Housing Goals, Policies, and Quantified Objectives $6,340 C.Public Engagement $3,480 1.Public Outreach Program Development and Two Community meetings $3,610 $27,083.64 2.Stakeholder Interview $3,610 $17,694.38 D.Planning Commission and City Council Workshops $3,480 $6,245 $4,916.84 E.Draft 2021-2029 Housing Element Update 1.Administrative Draft Housing Element Update $4,880 2.Public Draft Housing Element Update $3,060 3.Public Noticing $390 F.General Plan Consistency and Environmental Review $6,276.22 1.General Plan Amendment $3,260 2.Environmental Determination $4,780 3.Draft Initial Study/Mitigated Negative Declaration $17,860 4.Environmental Noticing, Outreach, and Filing $3,880 5.Final IS/MND $10,920 A-3 01203.0005/932114.1 -4- TASK CONSULTANT COSTS SUBCONSULTANT BAE COSTS SUBCONSULTANT MBI COSTS 6. Addendum $25,350 G.Public Hearings $6,960 $4,100 $3,163.40 H.Final Housing Element Update $34,280 I.State Certification and City Adoption $2,050 J.Printing, travel, postage, etc. $1,250 $1,500 $9,000 K.Meeting Platform Hosting (Zoom, GoToWeb, Teams, etc.) $500 Contingency**$6,000 $21,000 Total $95,150 $125,500 $124,305 $68,634.48 TOTAL $288,089.48 $318,439.48 ** Contingency shall not be used without written authorization from the City’s Contract Officer. 2.Continuing Effect of Agreement. Except as amended by Amendment Nos. 1 through 3, all provisions of the Agreement, as amended, shall remain unchanged and in full force and effect. From and after the date of this Amendment, whenever the term “Agreement” appears in the Agreement, it shall mean the Agreement, as amended by Amendment Nos. 1 through 3 to the Agreement. 3.Affirmation of Agreement; Warranty Re Absence of Defaults. City and Contractor each ratify and reaffirm each and every one of the respective rights and obligations arising under the Agreement, as amended. Each party represents and warrants to the other that there have been no written or oral modifications to the Agreement, as amended, other than as provided herein. Each party represents and warrants to the other that the Agreement, as amended, is currently an effective, valid, and binding obligation. Contractor represents and warrants to City that, as of the date of this Amendment No. 3, City is not in default of any material term of the Agreement, as amended, and that there have been A-4 01203.0005/932114.1 -5- no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement, as amended. City represents and warrants to Contractor that, as of the date of this Amendment No. 3, Contractor is not in default of any material term of the Agreement, as amended, and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement, as amended. 4.Adequate Consideration. The parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 3. 5.Authority. The persons executing this Amendment No. 3 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 Amendment No. 3 on behalf of said party, (iii) by so executing this Amendment , such party is formally bound to the provisions of this Amendment, as amended, and (iv) the entering into this Amendment No. 3 does not violate any provision of any other agreement to which said party is bound. [SIGNATURES ON FOLLOWING PAGE] A-5 01203.0005/932114.1 -6- IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written. CITY: CITY OF RANCHO PALOS VERDES, a municipal corporation ____________________________________ John Cruikshank, Mayor Pro Tem ATTEST: _________________________________ Teresa Takaoka, City Clerk APPROVED AS TO FORM: ALESHIRE & WYNDER, LLP _________________________________ William W. Wynder, City Attorney CONSULTANT: ENVIRONMENTAL SCIENCES ASSOCIATES, a California corporation By: Name: Albert Cuisinot Title: Chief Financial Officer By: Name: Ruta K. Thomas Title: Senior Vice President Address: 626 Wilshire Blvd. Suite 100, Los Angeles, CA 90017 Two corporate officer signatures required when Contractor is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONTRACTOR’S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONTRACTOR’S BUSINESS ENTITY. Albert Cuisinot (Oct 23, 2023 15:13 PDT) A-6 01203.0005/932114.1 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT STATE OF CALIFORNIA COUNTY OF LOS ANGELES On __________, 2023 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature: _____________________________________ OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT INDIVIDUAL CORPORATE OFFICER _______________________________ TITLE(S) PARTNER(S) LIMITED GENERAL ATTORNEY-IN-FACT TRUSTEE(S) GUARDIAN/CONSERVATOR OTHER_______________________________ ______________________________________ SIGNER IS REPRESENTING: (NAME OF PERSON(S) OR ENTITY(IES)) _____________________________________________ _____________________________________________ ___________________________________ TITLE OR TYPE OF DOCUMENT ___________________________________ NUMBER OF PAGES ___________________________________ DATE OF DOCUMENT ___________________________________ SIGNER(S) OTHER THAN NAMED ABOVE A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document. A-7 01203.0005/932114.1 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT STATE OF CALIFORNIA COUNTY OF LOS ANGELES On __________, 2023 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature: _____________________________________ OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT INDIVIDUAL CORPORATE OFFICER _______________________________ TITLE(S) PARTNER(S) LIMITED GENERAL ATTORNEY-IN-FACT TRUSTEE(S) GUARDIAN/CONSERVATOR OTHER_______________________________ ______________________________________ SIGNER IS REPRESENTING: (NAME OF PERSON(S) OR ENTITY(IES)) _____________________________________________ _____________________________________________ ___________________________________ TITLE OR TYPE OF DOCUMENT ___________________________________ NUMBER OF PAGES ___________________________________ DATE OF DOCUMENT ___________________________________ SIGNER(S) OTHER THAN NAMED ABOVE A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document. A-8 D202001354.00_RPV - ESA Agnt Amendment No. 3_EG edits Final Audit Report 2023-10-23 Created:2023-10-23 By:Annakaren Larriva (alarriva@esassoc.com) Status:Signed Transaction ID: CBJCHBCAABAAZ6PYrNoojFNmjEC1OeqXnDkU585fRHmU "D202001354.00_RPV - ESA Agnt Amendment No. 3_EG edits" History Document created by Annakaren Larriva (alarriva@esassoc.com) 2023-10-23 - 7:44:22 PM GMT Document emailed to Ruta Thomas (rthomas@esassoc.com) for signature 2023-10-23 - 7:45:15 PM GMT Email viewed by Ruta Thomas (rthomas@esassoc.com) 2023-10-23 - 8:14:04 PM GMT Document e-signed by Ruta Thomas (rthomas@esassoc.com) Signature Date: 2023-10-23 - 8:14:50 PM GMT - Time Source: server Document emailed to Albert Cuisinot (acuisinot@esassoc.com) for signature 2023-10-23 - 8:14:51 PM GMT Email viewed by Albert Cuisinot (acuisinot@esassoc.com) 2023-10-23 - 10:13:20 PM GMT Document e-signed by Albert Cuisinot (acuisinot@esassoc.com) Signature Date: 2023-10-23 - 10:13:44 PM GMT - Time Source: server Agreement completed. 2023-10-23 - 10:13:44 PM GMT A-9 626 Wilshire Boulevard Suite 1100 Los Angeles, CA 90017 213.599.4300 phone 213.599.4301 fax esassoc.com October 10, 2023 Octavio Silva Deputy Director of Community Development City of Rancho Palos Verdes 30940 Hawthorne Boulevard Rancho Palos Verdes, CA 90275 Subject: Rancho Palos Verdes Housing Element Update – Revised Contract Amendment Request #3 Dear Octavio: As you are aware, the ESA team has been working on the City’s Housing Element Update and the associated environmental analysis per our amended contract dated April 24, 2023, with a total budget of $288,089.48 (original contract amount plus Amendments 1 and 2, including the associated contingency). Under this contract, ESA prepared a Negative Declaration for the 2021-2019 Housing Element. The Negative Declaration and Housing Element were adopted by City Council on August 11, 2022. However, the Housing and Community Development (HCD) provided additional comments to the City requiring further revisions to the Housing Element. Amendment #2 acknowledged that further environmental analysis may be necessary depending on the revisions to the Housing Element in response to HCD comments. Given the revisions to the Housing Element and consideration of necessary amendments to implement the Housing Element, ESA is requesting additional budget for the completion of the necessary environmental documentation. In addition, ESA requests that the contract be extended until May 2024, in order to allow time to complete the work outlined in Exhibit D of the Professional Service Agreement between the City and ESA. The following provides the revised scope of work and associated fee to complete the environmental review process for the revised Housing Element: Task 6, Subtask 6, Addendum (New ESA Subtask): In response to HCD’s comments the Housing Element has been revised to include changes to the identified housing sites inventory. In addition, the City is developing a Mixed Use Overlay District (MUOD) that will provide the necessary mechanism to implement the Housing Element. ESA will evaluate the revisions to the adopted Housing Element, including changes in the site inventory, as well as the proposed MUOD and evaluate and compare the potential environmental impacts associated with these changes to the conclusions in the adopted Negative Declaration. For purposes of this scope of work and based on conversations with the City and Aleshire and Wynder, the preparation of an Addendum to the adopted Negative Declaration in accordance with Section 15164 of the CEQA Guidelines is assumed. The Addendum will evaluate the proposed revisions to the adopted Housing Element and consider the rezoning program necessary for implementation of the Housing Element. Once ESA has received Notice to Proceed, ESA will prepare a Project Description that describes the revisions to the Housing Element based on HCD’s comments and the proposed MUOD for use in the Addendum. ESA will B-1 Octavio Silva October 10, 2023 Page 2 review the description of the Mixed Use Overlay that is being prepared by others. ESA will summarize the future overlay, as appropriate, as part of the implementation strategies for the Housing Element. ESA will submit the draft Project Description to the Project Team for review. ESA will revise the Project Description based on one round of consolidated comments. Once the Project Description has been finalized, ESA will prepare the Addendum, which will qualitatively analyze the Project. ESA will review and include discussions of the City’s standard conditions of approval, General Plan policies, and regulatory compliance into the environmental analysis, as appropriate, in determining potentially significant environmental impacts. ESA assumes the Addendum will demonstrate that the future residential growth that will occur within the City as a result of the revised Housing Element would not result in significant environmental impacts. The Addendum will support that a subsequent document is not necessary pursuant to CEQA Guidelines Section 15162. ESA will submit a Draft Addendum 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 for completion of the Addendum. This subtask’s budget also includes time for coordination with the Project Team to complete the Addendum. Task 7, Public Hearings (Existing Task): Task 7 under ESA’s current contract has a remaining budget of $5,761.84, of which $4,080 is allocated to ESA and $2,462 is allocated to ESA’s subcontractors. ESA will utilize the remaining $4,080 from Task 7 to attend up to two public hearings in support of the Addendum. Contingency: The revised Housing Element is currently under review by HCD and the City is awaiting an informal sign-off. However, given the unprecedented HCD level of scrutiny that is occurring during the 6th cycle, BAE suggests the inclusion of a contingency budget in the event that HCD provides additional comments that need to be addressed. If this occurs, BAE will coordinate with the City to revise the Housing Element in response to HCD comments and coordinate with HCD as needed. BAE will submit the updated document for review. The contingency budget is to ensure ongoing sufficient budget that can be accessed upon City authorization given the HCD level of scrutiny and uncertainties that are occurring during this cycle of Housing Elements. At this point and given where the City is in the process, BAE suggests a contingency of $5,000 for additional work that may be needed for Task I, upon authorization by City staff. Based on the above, ESA is requesting an additional $25,350 to prepare the Addendum as well as to allow for coordination with the City in addition to general project management activities. The table below provides a breakdown of the requested fees. ESA cannot precisely indicate the level of effort and associated fees that will be required to incorporate City revisions to the various iterations of the documents. In these instances, we have proposed allowances for these tasks. In the event less effort is required than provided for with these allowances and in the overall budget request, ESA will not bill the balances. Similarly, if these allowances are not sufficient, ESA will request additional authorization. As indicated in the table, ESA is not requesting additional budget for hearing attendance and will use the remaining $4,080 in Task 7 to attend up to two public hearings. With the contingency request of $5,000, which will only be used upon City authorization, the budget amendment request is $30,350, bringing the total contract amount to $318,439.48. B-2 Octavio Silva October 10, 2023 Page 3 ESTIMATED BUDGET AMENDMENT Task Cost Task 6, Subtask 6 (New): Preparation of Addendum Prepare Draft Project Description $2,724 Finalize Project Description $648 Prepare Draft Addendum $15,719 Respond to City Comment/Prepare Screencheck Addendum $2,914 Respond to City Comments/Submit Final Addendum $1,477 Addendum Project Management $1,868 Total Subtask 6 $25,350 Contingency (BAE Task 1)* $5,000 Total Requested Budget with Contingency $30,350 *Will only be used upon City authorization Note: Task 7 remaining budget of $4,080 will be used to attend up to two public hearings Should you have any questions, please feel free to contact me at (310) 266-8331. Sincerely, Luci Hise-Fisher, AICP Project Manager B-3