CC SR 20240521 D - Environmental Sciences Associates PSA Amendment No. 4
CITY COUNCIL MEETING DATE: 05/21/2024
AGENDA REPORT AGENDA HEADING: Consent Calendar
AGENDA TITLE:
Consideration and possible action to approve Amendment No. 4 to the Professional
Services Agreement with Environmental Sciences Associates to provide continued
environmental support for the City’s 6th Cycle Housing Element.
RECOMMENDED COUNCIL ACTION:
(1) Approve Amendment No. 4 to the Professional Services Agreement (PSA) with
Environmental Sciences Associates (ESA) to increase the agreement amount by
$5,800 with a contingency of $5,000 for a new contract sum of $329,239 and
extend the agreement term to September 30, 2024 to provide continued
environmental support for the City’s 6th Cycle Housing Element; and,
(2) Authorize the Mayor and City Clerk to execute Amendment No. 4 to the PSA with
ESA in a form approved by the City Attorney.
FISCAL IMPACT: The proposed amended PSA for $10,800 is included in the FY 2023-
24 Council-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. 4 to Professional Services Agreement with ESA (page A-1)
B. ESA Amendment No. 4 Request Letter (page B-1)
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RANCHO PALOS VERDES
BACKGROUND:
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. 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 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, 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.
On November 14, 2023, the City Council approved Amendment No. 3 to the PSA with
ESA to increase the agreement amount by $30,350 with a contingency of $5,000 for a
new contract sum of $318,439, extend the term to May 31, 2024, and augment the scope
of work to update the City’s 2021-2029 Housing Element in response to the comments
received by HCD.
On April 16, 2024, the City Council adopted the Revised Final Housing Element and
associated implementation measures, which included Addendum No. 1 to the previously
prepared Negative Declaration. City Staff subsequently submitted the adopted
documents to HCD for a 60-day compliance review with State Housing Law. The adoption
of the Housing Element and implementation measures were a result of the assistance
and expertise provided by ESA.
DISCUSSION:
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On May 8, 2024, ESA submitted a proposal to extend the contract, in order to complete
the work outlined in the PSA. Given that the environmental review process has been more
involved than ESA originally scoped due to both HCD requirements and input, ESA
submitted PSA amendment request No. 4 (Attachment B) to increase the agreement
amount by $10,800 and to extend the term to September 30, 2024.
The augmented ESA scope of work includes tasks to finalize the Housing Element update
process including, updating the electronic sites inventory to submit to HCD; preparing a
final clean copy of the Housing Element; and to provide any necessary environment al
support in conjunction with the adoption of the ordinances necessary to effectuate the
adopted Housing Element. The amendment includes a $5,000 contingency in the event
that HCD requests further revisions prior to certification and/or additional input is
necessary for the adoption of the ordinances that will implement the Housing Element.
The contingency amount would only be utilized upon authorization by Staff, if needed.
Staff believes ESA’s request is appropriate given the extended timelines to adopt and
receive certification for the City’s 6th Cycle Housing Element.
CONCLUSION:
Given the need for these services, Staff recommends the City Council approve
Amendment No. 4 to the PSA with ESA and to authorize the Mayor and City Clerk to
execute Amendment No. 4 in a form approved by the City Attorney.
ALTERNATIVES:
In addition to the Staff recommendation, the following alternative action s are available for
the City Council’s consideration:
1. Do not approve Amendment No. 4 to the PSA with ESA and provide additional
direction to Staff.
2. Take other action, as deemed appropriate.
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AMENDMENT NO. 4
TO AGREEMENT FOR CONTRACTUAL SERVICES
THIS AMENDMENT TO THE AGREEMENT FOR PROFESSIONAL SERVICES
(Amendment No. 4) by and between the CITY OF RANCHO PALOS VERDES, a California
municipal corporation (City), and ENVIRONMENTAL SCIENCES ASSOCIATES, a
California corporation (Consultant), and is effective as of May 21, 2024.
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, for 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 7, 2023, the City Council amended the Agreement (“Amendment No. 2”)
to extend the Term through December 29, 2023, and increase compensation by $20,000 for a new
Contract Sum of $288,089.48. Such an 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. On November 14, 2023, the City Council amended the Agreement (“Amendment
No. 3”) to extend the Term through May 31, 2024, and increase compensation by $30,350 for a
new Contract Sum of $318,439.48. Such an increase in the Contract Sum included a $5,000
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.
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G. The environmental review has been more involved than ESA originally scoped due
to both HCD requirements and input, therefore, City and Consultant now desire to further amend
the Agreement to extend the Term through September 30, 2024, and increase compensation by
$10,800 for a new Contract Sum of $329,239.48. 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.
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 $318,439.48 (Three Hundred Eighteen Thousand Four
Hundred Thirty Nine Dollars and Forty Eight Cents)$329,239.48 (Three
Hundred Twenty Nine Thousand Two Hundred Thirty Nine Dollars and
Forty Eight Cents) the “Contract Sum”, unless additional compensation is
approved pursuant to Section 1.9.”
b. Section 3.4, Term, is amended to read:
Unless earlier terminated in accordance with Article 7 of this Agreement, this
Agreement shall continue in full force and effect until completion of the services
but not exceeding the date hereof May 31, 2024, September 30, 2024, except as
otherwise provided in the Schedule of Performance ( Exhibit D").
c. 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
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TASK CONSULTANT
COSTS
SUBCONSULTANT
BAE COSTS
SUBCONSULTANT
MBI COSTS
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
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
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TASK CONSULTANT
COSTS
SUBCONSULTANT
BAE COSTS
SUBCONSULTANT
MBI COSTS
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
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$5,000
$21,000$26,000
Total $125,500$136,300 $124,305
$68,634.48
TOTAL $288,089.48$329,239.48
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** 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 4 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. 4,
City 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.
City represents and warrants to Contractor that, as of the date of this Amendment No. 4,
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. 4.
5. Authority. The persons executing this Amendment No. 4 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. 4 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. 4 does not violate any provision of any other agreement
to which said party is bound.
[SIGNATURES ON FOLLOWING PAGE]
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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
ATTEST:
_________________________________
Teresa Takaoka, City Clerk
APPROVED AS TO FORM:
ALESHIRE & WYNDER, LLP
_________________________________
Elena Q. Gerli, 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 (May 13, 2024 15:56 PDT)
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01203.0005/982123.1
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
On __________, 2024 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.
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01203.0005/982123.1
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
On __________, 2024 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.
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626 Wilshire Boulevard
Suite 1100
Los Angeles, CA 90017
213.599.4300 phone
213.599.4301 fax
esassoc.com
May 9, 2024
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 –Contract Amendment Request #4
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 November 14, 2023, with a total budget of $318,439.48
(original contract amount plus Amendments 1, 2, and 3 including the associated contingency). With respect to
the terms of the Professional Services Agreement, in light of the extended timeline for the project, ESA requests
that the contract be extended until September 30, 2024, in order to allow time to complete the work outlined
in Exhibit D of the Professional Service Agreement between the City and ESA.
There is some remaining ESA budget in tasks that have been completed. These amounts, which total
$12,622.50, will be reallocated to cover the majority of the expenditures for the completion of the more
extensive scope of the Addendum that ESA prepared to evaluate the revised Housing Element and General Plan
and Zoning amendments to implement the Housing Element. In addition, while the City Council adopted the
Addendum, the revised Housing Element, and the urgency ordinances on April 16, 2024, there are still a few
remaining tasks for which budget is needed. The following provides the additional tasks and budget
amendment request for the completion of the Housing Element:
Task 6, Subtask 6 Addendum (ESA)
ESA requests budget to cover additional hours needed to complete the Addendum. In addition, the Mixed Use
Overlay District (MUOD) and Residential Overlay District (ROD) were adopted as urgency ordinances by the City
Council. The City will be taking further action regarding the adoption of these ordinances as well as other
necessary amendments to implement the adopted Housing Element. ESA will coordinate with City staff
through the process to provide any necessary environmental support. This amendment request assumes 6
hours of staff time.
Task 6 Augment: $2,800
Task H, Final Housing Element Update (BAE): BAE will prepare the updated electronic sites inventory and
coordinate with City staff. BAE will prepare a final clean Housing Element, incorporating any final revisions
necessary based on coordination with City and HCD staff, in order for the City to receive certification of the
Housing Element.
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r ESA
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Octavio Silva
May 9, 2024
Page 2
Task H Augment: $3,000
Contingency: While the City Council adopted the revised Housing Element, which incorporated HCD input,
ESA suggests the inclusion of a contingency budget in the event that HCD requests further revisions prior to
certification and/or additional support is necessary for the adoption of the ordinances that will implement
the Housing Element. At this point and given where the City is in the process, ESA suggests a contingency of
$5,000 for additional work that may be needed.
Based on the above, ESA is requesting an additional $5,800 to complete the process. With the contingency
request of $5,000, which will only be used upon City authorization, the budget amendment request is
$10,800, bringing the total contract amount to $329,239.48.
Should you have any questions, please feel free to contact me at (310) 266-8331.
Sincerely,
Luci Hise-Fisher, AICP
Project Manager
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