HomeMy WebLinkAboutEIR 8511C - Consultant Agreement with Environmental Science Associates.pdf I the Fresno County Department of Public Works and Planning ("Director") as the director is
2 responsible for the environmental documents prepared for the Project.
3 D. Consultant understands that it must meet the requirements for an interdisciplinary
4 approach in the preparation of the EIR, as are specified in Article 14 of the CEQA Guidelines
5 (Section 15120— 15132), and that Consultant must have no interest,financial or otherwise, in
6 the outcome of the proposed Project or any related projects,the Consultant is not in the employ
7 or under contract with the Applicant.
8 E. Consultant represents that it is qualified, able, and willing to prepare a legally adequate
9 EIR and to otherwise deliver the necessary environmental consulting services required by
10 County for the Project, which representation County specifically relies upon.
11 AGREEMENT
12 In consideration of the covenants and conditions set forth herein, the Parties agree as
13 follows:
14 1. OBLIGATIONS OF CONSULTANT
15 A. Scope of Services.Consultant shall perform all the services provided in Exhibit
16 C to this Agreement,titled"Scope of Services."
17 B. Representation. Consultant represents that it is qualified, ready, willing, and
18 able to perform all the services provided in this Agreement.
19 C. Compliance with Laws. Consultant shall, at its own cost, comply with all
20 applicable federal, state,and local laws and regulations in the performance of its
21 obligations under this Agreement, including but not limited to workers
22 compensation, labor, and confidentiality laws and regulations.
23 D. Communications.All discussions between Applicant and Consultant regarding
24 the Project shall only occur with the County officials involvement. The relevant
25 County staff working on behalf of the project shall be included in all forms of
26 routine correspondence and telecommunications related to Contract
27 performance and all related issues.Such forms of communications are including
28 but not limited to written, telephone, email correspondence, and in-person
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1 meetings. To ensure consistent records all emails and all written
2 correspondence must consistently include in the exact project name and
3 number, Cornucopia Hybrid Project, EIR No. 8511 within the subject line.
4 2. OBLIGATIONS OF COUNTY
5 A. Public Meetings. County shall make arrangements for meetings with public
6 agencies and the public if County requests to conduct such meetings unless
7 specific services are provided for within the work program in Exhibit B.
8 B. Availability of Information. County shall make available to Consultant
9 documents, studies, and other information, not otherwise confidential or
10 privileged, in its possession related to the Project. County shall review
11 Consultant work and provide comments to Consultant as necessary to ensure
12 the environmental record is complete and accurate.
13 C. Public Notices. County shall mail required notices to public agencies and
14 interest groups. Applicant will be responsible for all postage, shipping, and
15 courier costs with respect to the delivery and return of physical mail related to
16 this Agreement and the County/Applicant Agreement.
17 D. Deadlines. The deadlines for performance by County or its officers and
18 employees set forth in this Agreement are directory only, and the failure of
19 County to meet such deadlines shall not be a breach of this Agreement.
20 3. COMPENSATION
21 A. Maximum Compensation. County agrees to pay, and Consultant agrees to
22 receive, compensation for the performance of its services under this Agreement
23 in an amount not to exceed Three Hundred Forty-Four Thousand, Twenty-One
24 Dollars and zero cents($344,021.00) ("Total Fee"), as described in Exhibit D to
25 this Agreement, titled "Compensation." Except as otherwise provided in Exhibit
26 E to this Agreement, titled "Extra Services," Consultant shall not be entitled to
27 compensation exceeding the Total Fee.
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I B. Limitations on County. Consultant acknowledges that County is a local
2 government entity and does so with notice that County's powers are limited by
3 the California Constitution and by State law,and with notice that Consultant may
4 receive compensation under this Agreement only for services performed
5 according to the terms of this Agreement and while this Agreement is in effect,
6 and subject to the maximum amount payable under this section. Consultant
7 further acknowledges that County employees have no authority to commit to
8 additional payments or authorize payments to Consultant except as expressly
9 provided in this Agreement as defined in Exhibit E to this Agreement,titled"Extra
10 Services."
11 C. Invoices. County and Consultant agree to allow the preparation of the EIR
12 Contract Deliverables to occur in eight(8) increments of deliverables (Contract
13 Deliverables A through H), as described in Exhibit D to this Agreement, titled
14 "Compensation",with Applicant providing payment in advance for each Contract
15 Deliverable increment before County may authorize to commence work on said
16 increment. invoices for payment for Contract Deliverables shall be submitted
17 only after the work identified for that Contract Deliverable increments has been
18 completed to the satisfaction of County. All Tasks shall be completed according
19 to Exhibit B to this agreement, titled "Work Program." Upon completion of a
20 Contract Deliverable and delivery to County, Consultant may submit an invoice
21 with documentation that the Tasks have been fully completed for that Contract
22 Deliverable. County shall then review, approve, and submit the invoice to the
23 County Auditor- Controller/Treasurer--Tax Collector for payment, or reject the
24 claim and return the Claim to the Consultant identifying the work that has not
25 been accepted as completed. If a project is delayed for more than sixty(60)days,
26 based on no fault of the Consultant, The County may, at their discretion of the
27 Director, accept an invoice from the Consultant for a payment of a portion of a
28 Contract Deliverable that has been completed.
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I D. Payment. Payment shall be issued to Consultant after the receipt thereof by
2 County Auditor-Controller/Treasurer Tex Collector within mkdv (GO) calendar
3 days after the receipt.
4 E. Incidental Expenses. Consultant is mo|ek/ responsible for all its costs and
5 expenses that are not specified as payable by the County under this Agreement,
8 whether anticipated or those that may materialize.
7 4. INDEMNITY AND INSURANCE
8 A. Duty to Indemnify. Consultant agrees tn indemnnKy, aove, hold horrUlmaa. and
9 at County's request,defend the County, its officers,agents,and employees from
10 any and all costs and expenses, damagan. Uobi(itiem, c|airna. and losses
11 occurring or resulting to County in connection with the performance, or failure to
12 perform, by Consultant, its officers,agents, or employees under this Agreement,
13 and from any and all costs and expenses,damages,liabilities,claims,and losses
14 occurring ur resulting hn any person, firm, or corporation who may be injured or
15 damaged by the perfomnance, mr failure hm pedbrm, of Consultant, its of5oana.
16 agents, or employees under this Agreement.
17 B. 0msormmcm Requirements. Consultant shall comply with all the insurance
18 requirements in Exhibit G to this Agreement, titled "Insurance Requirements."
19 C. Smnni,mL The tonne of this Section 4 mhoU survive the termination of this
20 Agreement.
21 G. BREACH AND TERMINATION
22 A. Termination by County. This Agreement may bm immediately terminated by
23 County upon written notice to Consultant if Consultant fails to comply with any
24 or all the terms of this Agreement or Applicant requests that County discontinues
25 prmoeonioQ the project. In no event shall any payment by County constitute
26 waiver by County of any breach of this Agreement or any default which may then
27 exist on the part of Consultant. Cmurdy'o termination of this Aonaemnerd due to
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Consultant Agreement—Environmental Science Associates
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I Consultant's breach shall not limit the rights of County to seek other relief,
2 including the recovery of damages.
3 B. Effect of Termination. If this Agreement is terminated as provided in this
4 section, Consultant shall be compensated for satisfactorily performed services
5 completed to the date of termination based upon the compensation rates set
6 forth in Exhibit B, Work Program, and subject to the total sum agreed to herein,
7 together with such additional services satisfactorily performed by Consultant
8 after termination which are authorized by County to complete the work performed
9 to the date of termination.
10 6. WORK PRODUCT
11 A. County Control of Work Product.All reports,studies,data,or other information
12 prepared or assembled by Consultant under this Agreement shall not be
13 provided to any person,association,corporation,or other organization during the
14 term of this Agreement without the prior written consent of County.
15 B. County Right to Disclose. County shall have the unlimited authority to forever
16 publish, disclose,distribute,and otherwise use throughout the world, in whole or
17 in part, and allow others to do so, all reports, studies, data, or other information
18 prepared by Consultant pursuant to this Agreement.
19 C. Ownership of Work Product. All documents prepared or obtained by
20 Consultant shall become the exclusive property of County. Upon termination of
21 this Agreement and prior to any compensation received from County for unpaid
22 services, Consultant shall surrender to County all work products created
23 pursuant to this Agreement without any reservation of rights therein. Consultant
24 may retain such documents only for so long as County authorizes such work
25 product to be retained to allow the completion of work as provided in Subsection
26 5.6 of this Agreement.Consultant may retain copies of any documents prepared
27 or obtained by Consultant and designated as public records under the California
28 Public Records Act {California Government Code, Title 1, Division 7, Chapter
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1 3.5, beginning with section 6250), and such documents may be used by
2 Consultant in any manner after this Agreement has been terminated.
3 D. Format of Documents. The Consultant shall provide (submit, reproduce, and
4 distribute) Draft EIR, Final EIR, MMRP, appendices, exhibits and any additional
5 reference material in the quantities and format(s)as specified in Exhibit B, Work
6 Program, of this Agreement. County will require that Consultant provide
7 documents in both Microsoft Word, Office 2016 (or newer) and Portable
8 Document Format(.pdV file formats.
9 ?. TIME OF PERFORMANCE
10 It is understood that weather and other factors beyond Consultant's control may delay
11 the completion of field work necessary for preparation of the EIR. Consultant will be allowed as
12 many additional days as are necessary to compensate for days lost due to inclement weather
13 or delays resulting from actions by Applicant including but not limited to changes in the project.
14 If additional time is needed baomuoo of delay caused by factors not beyond Consultants
15 control, Consultant shall timely request an extension oftime in writing. The granting of such on
16 extension shall be at the discretion of the Dinactor, or the Director's designee. Neither party
17 shall be held liable or responsible to the other Party nor be deemed to have defaulted under or
18 breached this Agreement for failure or delay in fulfilling or performing any obligation under this
19 Agreement when such failure or delay in caused by or results from causes beyond the
20 noomonob|e control of the ofhacbad Porty, including but not limited to fire' floods, embargoes,
21 war, acts of war, |nnurr*rtionn, riots, mthkoo. |mukmuta or other labor diaturbanmam, or acts of
22 God; provided, however, that the Party so affected shall use reasonable commercial efforts to
23 ovoid or remove such omuoma of nonperformance, and ahmU continue performance hereunder
24 with na000nmb|a dispatch whenever such causes are removed. Either Party shall provide the
25 other Party with prompt written notice of any delay or failure to perform that occurs by reason
26 of force rn 'euna.
27
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1 8. INDEPENDENT CONTRACTOR
2 In performance of the work, duties, and obligations assumed by Consultant under this
3 Agreement, it is mutually understood and agreed that Consultant, including all of Consultant's
4 officers, agents, employees, and sub-consultants/contractors, will always be acting and
5 performing as an independent contractor, and shall act in an independent capacity and not as
6 an officer,agent,servant,employee,joint venture,partner,or associate of County.Furthermore,
7 County shall have no right to control or supervise or direct the manner or method by which
8 Consultant shall perform its works and function. However, County shall retain the right to
9 administer this Agreement so as to verify that Consultant is performing its obligations in
10 accordance with the terms and conditions thereof. Consultant and County shall comply with all
11 applicable provisions of law and the rules and regulations, if any, of Governmental authorities
12 having jurisdiction over matters the subject thereof. Because of its status as an independent
13 contractor, Consultant shall have no right to employment rights or benefits available to County
14 employees. Consultant shall be solely liable and responsible for providing to, or on behalf of its
15 employees, all legally required employees benefits. In addition, Consultant shall be solely
16 responsible and save County harmless from all matters relating to payment of Consultant's
17 employees, including compliance with Social Security withholding, and all other regulations
18 governing such matters. It is acknowledged that during the term of this Agreement, Consultant
19 may be providing services to others unrelated to County or to this Agreement.
20 9. AUDITS AND INSPECTIONS
21 A. Inspection of Documents. Consultant shall make available to County, and
22 County may examine at any time during business hours and as often as County
23 deems necessary, all of Consultant's records and data with respect to the
24 matters covered by this Agreement, excluding attorney-client privileged
25 communications. Consultant shall, upon request by County, permit County to
26 audit and inspect all such records and data to ensure Consultant's compliance
27 with the terms of this Agreement.
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I B. State Audit Requirements.If the compensation to be paid by County under this
2 Agreement exceeds$10,000, Consultant is subject to the examination and audit
3 of the California State Auditor, as provided in Government Code section 8546.7,
4 for a period of three years after final payment under this Agreement. This
5 subsection 9.13 survives the termination of this Agreement.
6 C. Public Records. Under this Agreement, Consultant is not permitted to discuss,
7 disclose or release to the public or any third party this Agreement or any
8 information, record or data related to the Project unless specifically authorized
9 by County. County is not limited in any manner with respect to its public
10 disclosure of this Agreement or any record or data that Consultant may provide
11 to the County. County's public disclosure of this Agreement or any record or data
12 that Consultant may provide to County may include but is not limited to the
13 following:
14 (1) County may voluntarily, or upon request by any member of the public or
15 governmental agency, disclose this Agreement to the public or such
16 governmental agency.
17 (2) County may voluntarily, or upon request by any member of the public or
18 governmental agency, disclose to the public or such governmental
19 agency any record or data that Consultant may provide to County, unless
20 such disclosure is prohibited by court order.
21 (3) This Agreement, and any record or data that Consultant may provide to
22 County, is subject to public disclosure under the Ralph M. Brown Act
23 (California Government Code, Title 5, Division 2, Part 1, Chapter 9,
24 beginning with section 54950).
25 (4) This Agreement, and any record or data that Consultant may provide to
26 County, is subject to public disclosure as a public record under the
27 California Public Records Act (California Government Code, Title 1,
28 Division 7, Chapter 3.5, beginning with section 6250) ("CPRA").
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1 (5) This Agreement, and any record or data that Contractor may provide to
2 County, is subject to public disclosure as information concerning the
3 conduct of the people's business of the State of California under
4 California Constitution,Article 1, section 3, subdivision (b).
5 (6) Any marking of confidentiality or restricted access upon or otherwise
6 made with respect to any record or data that Consultant may provide to
7 County shall be disregarded and have no effect on County's right or duty
8 to disclose to the public or governmental agency any such record or data.
9 D. Public Records Act Requests. If County receives a written or oral request
10 under the CPRA to publicly disclose any record that is in Consultant's possession
11 or control, and which County has a right, under any provision of this Agreement
12 or applicable law, to possess or control, then County may demand, in writing,
13 that Consultant deliver to County, for purposes of public disclosure, the
14 requested records that may be in the possession or control of Consultant.Within
15 five business days after County's demand, Consultant shall (a) deliver to the
16 County all of the requested records that are in Consultant's possession or
17 control, together with a written statement that Consultant, after conducting a
18 diligent search, has produced all requested records that are in Consultant's
19 possession or control, or (b) provide to County a written statement that
20 Consultant, after conducting a diligent search, does not possess or control any
21 of the requested records.Consultant shall cooperate with County with respect to_
22 any County demand for such records. If Consultant wishes to assert that any
23 specific record or data is exempt from disclosure under the CPRA or other
24 applicable law, it must deliver the record or data to County and assert the
25 exemption by citation to specific legal authority within the written statement that
26 it provides to County under this section.Consultant's assertion of any exemption
27 from disclosure is not binding on County, but County will give at least 10 days'
28 advance written notice to the Contractor before disclosing any record subject to
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I Fresno, CA 93721
Phone: (559)600-4052
2 e-mail: DRandall -FresnoCountyCA.aov
3 All other notices to County shall be delivered in accordance with Section 12, below.
4 12. NOTICES
5 A. Addresses for Delivery. Except as otherwise provided in this Agreement, the
6 persons and their addresses having authority to give and receive notices under
7 this Agreement include the following:
8 County:
Director of Public Works and Planning
9 Department of Public Works and Planning
2220 Tulare Street, Eighth Floor
10 Fresno, CA 93721
Attn: Division Manager/Development Services
11
Consultant:
12 Janna A. Scott, Director/Project Manager
Environmental Science Associates, Inc.
13 787 The Alameda, Suite 250
San Jose, CA 95126
14
B. Change of Contact Information. Either Party may change the information
15
provided in this Agreement by giving notice as provided in this section.
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C. Method of Delivery. Each notice between the County and the Consultant
17
provided for or permitted under this Agreement must be in writing, state that it is
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a notice provided under this Agreement, and be delivered either by personal
19
service, by first-class United States mail, by an overnight commercial courier
20
service.
21
(1) A notice delivered by personal service is effective upon service to the
22
recipient.
23
(2) A notice delivered by first-class United States mail is effective three
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County business days after deposit in the United States mail, postage
25
prepaid, addressed to the recipient.
26
(3) A notice delivered by an overnight commercial courier service is effective
27
one County business day after deposit with the overnight commercial
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I courier service, delivery fees prepaid, vxUh delivery instructions given for
2 next day delivery, addressed to the recipient.
3 D. Claims Presentation. For all dainnm arising out oforrelated bm this Agreement,
4 nothing /n this Section 12 estob||ghee, vvaivaa, or modifies any o|eimo
5 presentation requirements or procedures provided by |gvv, including but not
6 limited to the Government Claims Act(Division 3.6 of Title 1 of the Government
7 Code, beginning with section 81O).
8 13. DISCLOSURE OF SELF-DEALING TRANSACTIONS
9 A. Applicability. This applies if the Consultant io operating aogcorporation or
10 changes its status bo operate noocorporation.
11 B. Duty to Disclose. If any member of the Consultant's board of directors is party
12 to a self-dealing transaction, he or she aheU disclose the transaction by
13 completing and signing a "Self-Dealing Transaction Disclosure Form"(Exhibit F
14 to this Agreement) and submitting it to the County before commencing the
15 transaction or immediately after.
16 C. Definition. "Self-dealing transaction" means a transaction to which the
17 Consultant is a party and in which one or more of its directors, as an individual,
18 has a material financial interest.
19 14' GENERALlrERK8S
20 A. Effective Date;Term.This Agreement shall become effective upon the Effective
21 Date and shall continue in effect until the obligations of the Parties under this
22 Agreement are complete or until this Agreement is earlier terminated as provided
23 in Section 5"Breach and Tann|nmtion."
24 B. Amendments or Modification.Any changes to this Agreement requested either
25 Uy County or Consultant may only beaffected if mutually agreed upon inwriting
28 bv duly authorized representatives of the Parties hereto. Except as provided in
27 Section 5, "Breach and Termination,"this Agreement may not be modified, and
28 no waiver is effective, except by written agreement signed by both Parties. The
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I Consultant acknowledges that County employees have no authority to modify
2 this Agreement except as expressly provided in this Agreement.
3 C. Non Assignment. Neither Party may assign its rights or delegate its obligations
4 under.this Agreement without the prior written consent of the other Party.
5 D. Governing Law. The laws of the State of California govern all matters arising
6 from or related to this Agreement.
7 E. Jurisdiction and Venue. This Agreement is signed and performed in Fresno
8 County, California. Consultant consents to California jurisdiction for actions
9 arising from or related to this Agreement,and,subject to the Government Claims
10 Act, all such actions must be brought and maintained in Fresno County.
11 F. Construction. The final form of this Agreement is the result of the Parties'
12 combined efforts. If anything in this Agreement is found by a court of competent
13 jurisdiction to be ambiguous, that ambiguity shall not be resolved by construing
14 the terms of this Agreement against either Party.
15 G. Headings; Construction; Statutory References. The headings and section
16 titles in this Agreement are for convenience only and are not part of this
17 Agreement. The final form of this Agreement is the result of the Parties'
18 combined efforts and negotiations between the Parties. If anything in this
19 Agreement is found by a court of competent jurisdiction to be ambiguous, that
20 ambiguity shall not be resolved by construing the terms of this Agreement
21 against either Party. The language of this Agreement shall be construed as a
22 whole according to its fair meaning and not strictly for or against any Party.Any
23 rule of construction to the effect that ambiguities are to be resolved against the
24 drafting Party shall not apply in interpreting this Agreement.All references in this
25 Agreement to statutes, regulations, ordinances or resolutions of the United
26 States, the State of California, or County of Fresno shall be deemed to include
27 the same statute, regulation, ordinance, or resolution as hereafter amended or
28 renumbered, or if repealed, to such other provisions as may thereafter govern
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1 the eanna subject. In the event of any inconsistency between the text of this
2 Agreement and the Exhibits attached to this Agreement, such ambiguity shall be
3 resolved in the following order of priority:(1)the text of this Agreement,excluding
4 the Exhibits, (2) Exhibit (Insurance Requirements), /3A Exhibit(Self-Dealing
5 Transactions), (4) Exhibit D (Compensation), (5) Exhibit E (Extra Gan/ioem)' (G)
G Exhibit C (Scope of Services), (7) Exhibit B (Work Program), and (8) Exhibit A
7 (Project Description).
8 H. SevwmobiWty. If anything in this Aomomrnent is found by a court of competent
9 jurisdiction to be un|ovvhu| or otherwise unenforceable, the balance of this
10 Aonamnlent remains in efect, and the Parties shall make best efforts to replace
11 the unlawful or unenforceable part of this Agreement with lawful and enforceable
12 terms intended to accomplish the Parties'original intent.
13 |. Nondiscrimination. During the performance of this Agreement, the Consultant
14 oheU not unlawfully discriminate against any employee or applicant for
15 enmp|oynment, or recipient of oen/iuem, because of rone, religious creed, color,
16 national origin, anoestry, physical disability, mental disability, medical condition,
17 genetic infornnaUwn, marital atatum, eex, gender' gender identity, gender
18 o*pneamion, age, sexual orientation, military status mr veteran status pursuant to
19 all applicable State of California and federal statutes and regulation.
20 J. No Waiver. Payment,waiver, or discharge by County of any liability or obligation
21 of the Consultant under this Agreement on any one or more occasions is not a
22 waiver of performance of any continuing or other obligation of Consultant and
23 does not prohibit enforcement by the County of any obligation on any other
24 occasion.
25 K. Entire Agreement. This Agreement constitutes the entire Agreement between
26 Consultant and County with respect to the subject matter hereof and supersedes
27 all previous nggu¢io1iona, pnuposo|m, uomnnnitnlento, writing, advertisements,
28 publications,
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I and understandings of any nature whatsoever, including without limitation the
2 Previous Consultant Agreement, unless expressly included in this Agreement.
3 L. No Third-Party Beneficiaries.This Agreement does not and is not intended to
4 create any rights or obligations for any person or entity, including without
5 limitation the Applicant, except for the Parties.
6 M. Binding Upon Successors.This Agreement shall be binding upon and inure to
7 the benefit of the Parties and their respective successors in interest, assigns,
8 legal representatives, and heirs.
9 N. Authorized Signatures. The Consultant represents and warrants to County
10 that:
11 (1) Consultant is duly authorized and empowered to sign and perform its
12 obligations under this Agreement.
13 (2) The individual signing this Agreement on behalf of Consultant is duly
14 authorized to do so and his or her signature on this Agreement legally
15 binds Consultant to the terms of this Agreement.
16 O. Electronic Signatures.The Parties agree that this Agreement may be executed
17 by electronic signature as provided in this section.
18 (1) An "electronic signature" means any symbol or process intended by an
19 individual signing this Agreement to represent their signature, including
20 but not limited to (a) a digital signature; (b) a faxed version of an original
21 handwritten signature; or (c) an electronically scanned and transmitted
22 (for example by PDF document) version of an original handwritten
23 signature.
24 (2) Each electronic signature affixed or attached to this Agreement (a) is
25 deemed equivalent to a valid original handwritten signature of the person
26 signing this Agreement for all purposes, including but not limited to
27 evidentiary proof in any administrative or judicial proceeding, and(b)has
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l the same force and effect eo the valid original handwritten signaturemf
2 that person.
J (3) The provisions of this section satisfy the requirements of Civil Code
4 section 1633.5,subdivision(b), in the Uniform Electronic Transaction Act
b (Civil Code. Division 3. Part2` Title 2.5. beginning with section 1633.1).
6 (4) Each Party using e digital signature represents that it has undertaken and
7 satisfied the requirements nf Government Code section 18.5. subdivision
8 (a). paragraphs (1) through (5), and agrees that each other Party may
B rely upon that representation.
10 (5) This Aonaennant is not conditioned upon the Parties conducting the
11 transactions under itbv electronic means and either Party may sign this
12 Agreement with an original handwritten signature.
13 P. Counterparts. This Agreement may be signed in counterparts, each of which is
14 an original, and all of which together constitute this Agreement.
15 [Signature page follwms.]
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I In witness whereof, the Parties are signing this Agreement as of the Effective Date.
2
3 CONSULTANT: COUNTY OF FRE NO:
Environmental Science Associates, Inc.
4
5
6 (ZaRma sott
BY: Janna Scott(Feb 28.2024 08:7.4 PST) BY:
7 Janna A. Scott STEVEN E -PE—PLS
Director/Project Mgr. DIRECT*66HqE
8 DEPARTMENT OF PUBLIC WORKS
AND PLANNING
10
ORG. NO.: 4360-0200
11 SUBCLASS NO.: 10000
FUND NO.: 0001
12 ACCOUNT NO.: 7295
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Exhibit A
2 Project Description
3
4 (See Attached)
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Consultant Agreement—Environmental Science Associates
A-1
EXHIBIT A
PROJECT DESCRIPTION
FIRSTCARBON SOLUTIONS TM
Project Description
Cornucopia Hybrid Project
Fresno County, California
Project Applicant:
Cornucopia Hybrid,LLC
18575 Jamboree Road,Suite 850
Irvine,CA 92612
Contact:Martin Nascimento,Senior Development Manager
Lead Agency:
Fresno County Department of Public Works and Planning
Development Services Division
2220 Tulare Street,eh Floor
Fresno,California 93721
Prepared by:
FirstCarbon Solutions
7726 N.First Street,#413
Fresno,CA 93720
714.508.4100
Date:December 15,2023
NORTH AMERICA I EUROPE I AFRICA I AUSTRALIA I ASIA
AN ADC INNOVATIONWWW.FIRSTCARBONSOLUTIONS.COi41 �'
1.1 - Project Location
The Cornucopia Hybrid Project(proposed project)site consists of approximately 2,446.46-acres
located in an unincorporated area of western Fresno County(County),California. However,for the
purposes of California Environmental Quality Act(CEQA),2,385.11 acres were evaluated for
impacts.'The project site is situated between the City of Coalinga(Fresno County)and the City of
Avenal(Kings County)at the base of the eastern slope of the Diablo Range.Interstate 5(1-5)is
located approximately 4 miles east of the project site(Exhibit 1).The project site is bifurcated north
to south by State Route(SR)33(South Lost Hills Road)and east to west by Sutter Avenue(Exhibit 2).
1-5 and SR-33 provide regional access to the project site,while SR-33 and Sutter Avenue provide local
access.
The project site is located within portions of eight parcels associated with Assessor's Parcel Numbers
(APNs)090-030-06S,090-030-04S,090-030-02S,090-030-03,090-040-01,085-110-23S,085-110-12,
and 085-110-13S.The project site is located within Township 21 South,Range 16 East,Sections 34,
35,and 36,Township 22 South,Range 16 East,Sections 1,2,and Range 17 East,Section 6 of the
Avenal,California United States Geological Survey(USGS)7.5-minute Topographic Quadrangle Map.
1.1.1- Land Use and Zoning
According to the Fresno County General Plan(General Plan;adopted from the Coalinga Regional
Plan)the project site has a land use designation of Agriculture,which allows for the production of
crops,livestock,and necessary agriculture commercial centers,agricultural processing facilities,and
certain nonagricultural activities.2 According to the Fresno County Zoning Ordinance,all eight parcels
within the site are zoned Exclusive Agricultural District(AE).3 The AE District designation is
accompanied by an acreage designation that indicates the minimum size lot which can be created
within the zoning district.Acreage designations are:640,320, 160,80,40,and 20.The project site
includes parcels zoned AE20(minimum lot size of 20 acres)and AE40(minimum lot size of 40 acres).
Table 1 below details the zoning designation of each parcel within the project site.4 According to
Zoning Code Chapter 3,General Conditions,Section 853,Uses Permitted Subject to Conditional Use
Permit, under Item B the proposed project would fall under Item 14.Item 14 permits the following
uses with an Unclassified Conditional Use Permit(CUP):public utility and public services,structures,
uses and buildings,except as otherwise provided in this Division.'
' Currently,the applicant holds lease agreements on 2,446.46 acres,however,the fenced acreage of the project site is approximately
1,617.89 acres.All equipment would be situated and installed within the boundaries of the fenced area,but this area is subject to
change based on the results of environmental surveys.The project site currently contains additional acreage within the
northwestern portion of its boundaries that can be utilized if panel areas need to be shifted due to avoidance of identified
environmental features.
2 Fresno County.2000.Fresno County General Plan Policy Document.October 3.
5 Fresno County.2023.County of Fresno—Zoning.Website:
https.//gisportal.co.fresno.ca.us/portal/apps/webappviewer/index.html?id=b921843d343d4df998bsb3c6a301756a.Accessed April
13,2023.
' Fresno County.2023.Fresno County Zoning Code,Section 826 AE"Exclusive Agricultural District.
5 Fresno County.2023.Fresno County Zoning Code,Section 53,Uses Permitted Subject to a Conditional Use Permit.Item B14,
Unclassified Conditional Use Permits.
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All eight parcels associated with the project site are under active Williamson Act Contracts as of
2023.The California Department of Conservation's California Willimson Act Enrollment Finder lists
the status of all eight parcels as Nonprime Agricultural Land,which is applied to parcels enrolled in a
Williamson Act Contract but do not meet any of the criteria for classification as Prime Agricultural
Land.6
Table 1:Parcel Zoning Designations
APN Zoning Designation
` 090-030-06S ; AE20
090-030-045 AE20
090-030-025 AE20
090-030-03 AE20/AE40
I
090-040-01 i AE40
( 085-110-235 AE20/AE40
085-110-12 AE20/AE40
085-110-135 AE20 ^
{Notes:
APN=Assessor's Parcel Number
Source:Fresno County.2023.County of Fresno—Zoning.Website:
https://gisportal.co.fresno.ca.us/portal/apps/webappviewer/index.html?id=b921843d343d4df998bSb3c6a301756a.
1 Accessed April 13,2023.
1.2 - Environmental Setting
The proposed project would be located in the Kettleman Plain,a relatively flat area west of the
Kettleman Hills and east of the Kreyenhagen Hills within the western portion of the San Joaquin
Valley.The site is located approximately 11 miles southeast of the City of Coalinga,and
approximately 1.25 miles northwest of the Fresno County boundary with Kings County.Additionally,
the site is 2.75 miles northwest of the City of Avenal.Immediately southeast of the site lies a
community off State Route(SR)33 known as Lost Hills.
The area surrounding the project site is predominantly agricultural land,with large areas of vacant,
undeveloped land.The project site consists of agricultural and vacant,undeveloped land. Utility
poles/power lines are located around the perimeter of the site.There are three water wells located
within the leased areas of the proposed facility;however,a final source of water to use during
construction has not been designated.The current plans are to improve the well located north of
South Lost Hills Road and utilize water during construction for dust control.The project site is
surrounded by vacant land and agricultural land to the north and south,a residential area known as
Lost Hills and vacant land to the east,and vacant,undeveloped land to the west.SR-33 runs through
the project site from northwest to southeast,and Sutter Avenue transects the site from north to
c California Department of Conservation.2022.California Williamson Act Enrollment Finder.Website:
https://gis.conservation.ca.gov/portal/apps/webappviewer/index.htmt?id=180ad474Sff40a5a764c65a4a827geb.Accessed May 4,
2023.
FirstCorbon Solutions 7
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south.Within the Lost Hills community,the nearest structure exists approximately 110 feet away
from the nearest proposed panel.This community includes multiple structures that currently exist
adjacent to the proposed project boundary.This includes approximately eight residential structures
with the closest residence approximately 200 linear feet from the nearest proposed panel;however,
this information will be confirmed when the survey is finalized.
According to the California Native Plant Society(CNPS)Electronic Inventory(CNPSEI)of Rare and
Endangered Vascular Plants of California,California Natural Diversity Database(CNDDB),and the
United States Fish and Wildlife Service(USFWS)Information for Planning and Consultation(IPaC)
database,34 special-status plant species and 32 special-status wildlife species were identified as
occurring within 10 miles of the project site.7'a'4 Focused surveys for Swainson`s Hawk and Burrowing
Owl have been conducted to identify any potential impacts and avoidance measures to reduce
potential impacts to these species.
Approximately 2,075.54 acres of the project site is located within Federal Emergency Management
Agency(FEMA)Flood Zone X,an area of 1 percent flood hazard(100-year flood).Approximately
309.37 acres of the site,within Canoas Creek(outside of the proposed development impact area), is
designated as Special Flood Hazard Area Zone A.This area is considered to have a 0.1 percent annual
chance flood hazard without a base flood elevation.10 National Wetland Inventory(NWI)data
indicates that there are approximately 10.37 acres of riverine features within the site. Furthermore,
National Hydrography Dataset(NHD)data indicates that hydrographic flowline categories,including
20,699 feet(3.9 miles)of connector,23,081 feet(4.4 miles)of ephemeral stream/river,and 14,602
feet(2.8 miles)of intermittent stream/river features are present within the site.
1.3- Project Description
The applicant,Cornucopia Hybrid,LLC(Cornucopia),proposes to construct a new utility-scale,300
megawatt(MW)solar project consisting of approximately 686,880 solar modules rated at 550 watts
(W),a 300 MWac battery storage system and two prefabricated structures,one to be used for
maintenance and operation service and the other for control services(Exhibit 3).
1.3.1- Photovoltaic Modules and Equipment
The solar energy generation facility would consist of photovoltaic(PV)solar modules arranged into
arrays supported by racking systems and tracker units that track the sun.The PV modules convert
sunlight into electricity.The modules would be mounted on tracking devices,referred to as trackers
or tracker blocks,which would be organized in rows in a uniform grid pattern referred to as a solar
array.The exact length of each row of modules may vary,and each row would be separated by
2 California Department of Fish and Wildlife(CDFW).2023.CNDDB RareFind 5 California Natural Diversity Database Query for Special-
Status Species.Website:https://map.dfg.ca.gov/rarefind/view/RareFind.aspx.Accessed May 24,2023.
B California Department of Fish and Wildlife(CDFW).2023.Biogeographic Information and Observation System(BIOS 6).Website:
https://map.dfg.ca.gov/bios/.Accessed May 24,2023.
California Native Plant Society(CNPS).2023.California Native Plant Society Rare and Endangered Plant Inventory.Website:
https//www.rareplants.cnps.org/.Accessed May 24,2023.
11 Federal Emergency Management Agency(FEMA).2023.FEMA Flood Map Service Center:Search by Address.Website:
https://msc.fema.gov/portal/search?AddressQuery=south%201ost%20hills%20road%2Oand%20sutter%20avenue%20(resno%2OCou
nty%24CA.Accessed October 17,2023.
8 FirstCorbon Solutions
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approximately 22 feet.Helical piles would be installed in the ground to support the modules.The
proposed project would have multiple solar arrays electrically connected to form a utility-scale PV.
The solar modules would be self-contained,durably constructed units designed to withstand
exposure to the elements for a period of 35 years or more.The solar modules would be certified to
comply with all industry standard quality testing and would be electrically connected and grounded.
The facility would be designed in accordance with local and state codes and regulations.
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The proposed project would likely utilize a single-axis tracking system,which would enable the
panels to track the sun throughout the day;however,a fixed tilt system may be utilized based on the
best technology available at the time of construction.The tracking system would be designed to
optimize power production of the modules by ensuring proper orientation to the sun both daily and
seasonally.Metal piers would be driven into the ground to support the single-axis tracking systems,
which would be separated by approximately 22 feet to accommodate maintenance personnel and
design parameters that meet applicable Fresno County fire safety requirements.
To convert the energy produced by the proposed facility(direct current[DCj)into usable alternating
current(AC)power,the modules would be connected to 74 power inverters.The energy would be
transferred from these inverters to a switch station,which would ultimately transfer the power to
the off taker.Table 3 and Table 4 detail preliminary equipment types and quantities that would be
used as part of the proposed project:"
Table 2:Project Equipment Details
Equipment Component Equipment Details
Manufacturer I JINKO SOLAR 1
Model. JKM585-72HL4 TV
Module
Wattage: 585
f Dimensions(inches): 89.69 X 44.65 I
{ Manufacturer: 'SUNGROW
Inverter
( i Model: :SG4400UD-MV-US
Manufacturer: ATI
Racking IZodule
odel: ATI DURATRACK V3
s per Full Row: 108
Manufacturer: SUNGROW i
Model: ;ST2752UX !
Battery
MW Rating: 300MWac }
i
MW-H Rating: 1200 MWh
It Source:BayWa re 2023.
Table 3:Project Equipment Quantities
Equipment/Facilities Quantity
Modules 686,880
Modules per String 27
" Because of the evolving nature of the industry and shifting supply landscape,the specific quantities and equipment are subject to
change.The equipment contemplated in the current design is considered tier-one equipment and the project will ultimately use
comparable or better technology.
RrstCarbon Solutions 13
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Equipment/Facilities Quantity
Strings 25,440
Full Rows 6,102
}Partial Rows 344
Inverters 74
Source:BayWa re 2023.
1.3.2- Substation
A project substation and a Pacific Gas and Electric Company(PG&E)Switching Station would be
located in the southeast corner of the project boundaries.The project substation would receive
consolidated intermediate voltage cables from the collector system and step the voltage up to 230
kV via high voltage transformers located in the individual PV substation.The substation would
include an electrical control building and would tie into PG&E's high voltage 230 kV Switching
Station,via a new transmission line.The 230kV Switching Station would connect to PG&E's existing
230 kV transmission lines located directly adjacent to the Switching Station.The overall footprint of
the project substation is anticipated to be up to approximately 1 acre and the Switching Station up to
approximately 2 acres.
The substation must have access to communication systems in the area to comply with Federal
Energy Regulatory Commission/California Independent System Operator utility monitoring and
control requirements.Compliance may be accomplished by underground lines or above ground
lines.
1.3.3- Energy Storage System
Energy Storage System(ESS)components are advantageous for renewable energy projects because
they allow energy to be reliably fed to the grid from an otherwise intermittent energy production
source.The proposed project would include a battery storage system capable of storing up to 300
MWac of electricity and conducting energy to the regional electricity grid.If provided,the storage
system would consist of battery banks housed in electrical enclosures and buried electrical conduit.
The proposed project would use the best available battery technology at the time of construction.
Currently,these technologies include but are not limited to lithium-ion,flow,or sodium sulfur
batteries.
The ESS would be connected via AC to 74 power inverters.The inverter output would be stepped up
to 34.5 kV and then combined and exported to the grid at 230 kV through the proposed project's
substation.Specific quantities and equipment chosen for installation would depend on market
conditions and the availability of commercial options and are subject to change.The ESS would be
located adjacent to the 230kV substation,and the footprint is anticipated to be approximately up to
12 acres;however,this acreage may change due to equipment selection during the final design.
1.3.4- PG&E Transmission line
The proposed project would connect to an existing PG&E line located near the site.
14 FirstCcrbon Solutions
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1.3.5- Site Access and Circulation
The proposed project would include a network of access roads throughout the project site.All
designated access roads would have sufficient space for emergency response vehicles.Access to the
project site will be available via South Lost Hills Road and Sutter Avenue,both of which are paved
public roads.Entrances to the access road network would be provided via six access points.Two
access points on South Lost Hills Road would provide access to panel areas at the northwestern
corner of the site,one access point on Sutter Avenue would provide access to the proposed
substation area,two access points on Sutter Avenue would provide access to panel areas in the
middle of the site and panels at the southeast corner of the site,and one access point on Sutter
Avenue at the northern middle edge of the site would provide access to panel areas at the northeast
corner of the site.The proposed project would include two permanent parking spaces to
accommodate operation and maintenance staff.Parking spaces would be comprised of stone
aggregate.
1.3.6- Fencing
The site would include a 6-foot-tall chain-link fence with an additional foot containing three strands
of barbed wire at the top for security.Temporary fencing would be provided in the laydown area
during construction for security.This fencing would be placed around all elements of the proposed
project as shown in the attached site plan.Additionally,specifications of the proposed fence can be
seen on the detailed site plan drawings.
1.3.7-Signage
Signage is proposed to allow for the identification of the project owner and for safety and security
purposes.One non-flashing sign would be located at each street frontage installed on the fence or
ground mounted in the vicinity of the main entry gates in accordance with the property
development standards for the AE District as outlined in the Fresno County Zoning Ordinance."
Signage would identify the project operator and owner.Small-scale signage would also be posted at
the main entry gates and intermittently along the perimeter fencing on all exterior parcel
boundaries,to indicated"No Trespassing"and"Private Property"for security purposes.All signage
would comply with County Signage requirements.
1.3.8- Landscaping
The proposed project would include revegetation of the project site with a blend of native grasses
and pollinator species at project start up,avoiding species listed in the California Invasive Plant
Council Inventory of invasive plant species.In addition,Cornucopia intends to include the proposed
project as a pilot project in a study being conducted by University of California,Davis(UC Davis)in
order to re-establish native species on-site.This study will analyze the soils on-site to select the best
seed mix and monitor wildlife that interacts with the proposed project.Through this process,UC
'= County of Fresno.2018.Zoning Ordinance.Chapter 2:Establishment of Land Use Districts and Regulations Applicable Therein.
Section 816.5-K,Exclusive Agricultural District Property Development Standards—Outdoor Advertising.Website:
https://www.fresnocountyca.gov/files/sharedassets/county/v/1/vision-files/files/36254-816ae 6-18 final.pdE Accessed October
17,2023.
FlrstCorbon Solutions 15
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Davis would monitor the site and collect data on biodiversity as well as oversee the establishment of
native species.
1.3.9- Lighting
The proposed project would include low elevation(less than 14 feet in height)solar/battery
powered motion LED lights at all primary access gates as well as the on-site substation. Lighting
would only switch on when project personnel enter the area(through either motion-sensory or
manual activation switch).All safety and emergency services signage would be lit when the lighting
is switched on. Electrical power to supply the lighting would be obtained from a distribution feed or
battery charged from a solar panel.Lighting would only be implemented in areas where it is
necessary for safety,security,and operations purposes.All lighting would be shielded and directed
downward to minimize illumination of the night sky or surrounding viewers beyond the project site.
1.3.10- Utilities
The proposed project would interconnect at a PG&E Switching Station connected to Templeton-
Gates 230 kV transmission lines. Electrical power to supply on-site lighting would be obtained from
distribution feed or battery charged from a solar panel.The proposed project would not require
connection to existing utilities.The proposed project would not impact utility service of existing
providers within the County.
1.3.11- Water Demand
The proposed project would not require regular water use outside of dust control during
construction;however,on-site water access is required for fire and emergency management
purposes.Water demand will vary based on the type of equipment selected for the proposed
project.The project team has discussed water access with the property owners and anticipates
improving an existing well at the intersection of Sutter Avenue and South Lost Hills Road for
construction use.The proposed project would also incorporate water storage tanks to ensure that a
sufficient amount of water would be available on-site for fire safety.The initial estimate is that
anywhere from 600 to 1,200-acre feet of nonpotable water will be required during construction to
mitigate dust migration;however,Cornucopia plans to conduct a formal study to determine the
exact water needs on-site.This study will be completed as the project design progresses.
1.3.12 - Phasing and Construction
Site Preparation and Grading
Project site preparation may include the application of pre-emergent herbicides formulated to
minimize impacts on wildlife.Application would be in accordance with federal,State,and County
regulations and would be applied by a State-licensed pesticide applicator.The site is not anticipated
to require mass grading or cut and fill,as the site is already flat and level.The proposed site is nearly
flat and has been historically graded/tilled;therefore,project-related grading would be minimal and
occur only as necessary to level dips and rises.Site grading would also occur in areas utilized for
roadways,facilities such as the substation,switchyard,O&M building,ESS,and foundation areas for
inverters and transmission lines.Topsoil would be preserved as much as possible,and temporary
disturbance areas on the site would be revegetated with native grasses after installation.
16 FirstCarbon Solutions
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Temporary fences would be placed around the project site,allowing materials and equipment to be
securely stored on the project site.
Construction Access Routes and Laydown Areas
Construction of the proposed project is estimated to occur over approximately 24 months,with an
expected start date in the first quarter of 2026.Within this time frame,construction of three project
components would occur:
o Solar Facility:Construction of the solar facility is expected to begin in the first quarter of 2026
and be completed in the third quarter of 2027.Construction would be completed in three
phases which would include:(1)site preparation,(2)installation of the PV system,and(3)
installation of the inverters,transformers,substation,switching station,and the gen-tie line.
o Energy Storage System:Construction of the ESS is expected to begin late 2027 and be
completed in late 2028,overlapping within the solar facility.Phases would include:(1)site
preparation,(2)foundations,structures,and DC electrical system installation;and(3)inverter,
substation,and AC electrical system installation.
o PG&E Improvements:Construction of the PG&E improvements is expected to begin late 2027
and last approximately six months,overlapping with the solar facility and ESS.Phase of
construction would include:(1)site work and(2)electrical work.
Construction vehicles would access the project site via existing private roads or new access roads off
South Lost Hills Road and Sutter Avenue to deliver project equipment,including modules,racking
system,inverters,transformers,and the ESS.The proposed laydown area is located north of the
proposed substation at the southeast corner of the site.During construction,materials would be
placed within the project boundaries adjacent to the then-current phase of construction.To prevent
theft and vandalism,materials and construction equipment would be secured within a temporary
fenced area at all times.A storage container might be used to house tools and other small portable
construction equipment.In addition,security guards would regularly monitor the site.Portable toilet
facilities would be installed for use by construction workers.Waste disposal would occur in a
permitted,off-site facility.
Construction Dust Suppression and Water Requirements
The initial estimate is that anywhere from 600 to 1,200-acre feet of nonpotable water will be
required during construction to mitigate dust migration;however,Cornucopia plans to conduct a
formal study to determine the exact water needs on-site.This study will be completed as the project
design progresses.Currently,we anticipate improving an existing well near the intersection of Sutter
Avenue and South Lost Hills Road in order to avoid potential future water constraints on municipality
water supplies.Dust control and soil stabilization would be implemented to areas of disturbed land
as required by San Joaquin Valley Air Pollution Control District(Valley Air District)regulations.Speeds
for vehicles at the construction sites would also be limited to 15 mph and posted,to comply with
local air quality regulations.Long-term methods for controlling dust may include applying dust
suppressants to unpaved roads on-site and re-establishing vegetative cover.
rirsttarbon Solutions 17
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1.3.13- Construction Schedule
Hours
Construction would occur primarily during daylight hours, Monday through Friday from 6:00 a.m.-
6:00 p.m. If nighttime or weekend work is necessary,such work could be scheduled consistent with
Fresno County General Plan and County code provisions.If work needs to be performed outside of
this time period,a formal variance(from the County)will be requested. Nighttime activities would
be performed with temporary lighting,which would be directed downward to minimize impacts to
neighboring properties and wildlife in the project vicinity.
Construction Equipment
Bulldozers,motor graders,and skid steer loaders will be used during site preparation and the
installation of roadways within the facility.Construction activities involved with the installation of
the PV system would require the use of multiple types of heavy-duty construction equipment,
including pile drivers,rock drillers,telehandler forklifts,trenchers and/or mini excavators.
Generators and compressors may be utilized to power smaller handheld tools needed for installation
of the supports and connectors.Cranes would be used for the delivery and installation of large
equipment such as transformers,inverters,power poles,and the prefabricated O&M building.
Haul Trucks During Construction
The delivery of approximately 686,880 solar modules and associated piles and frames,inverters,
main power transformer,and perimeter fencing material and prefabricated buildings would be
delivered via heavy heavy-duty trucks.
Workforce
The project would include a 2-year construction period,including approximately 600 on-site,
temporary construction jobs.During construction the project would employ many temporary
construction and electrical contractors,and during operation will have a few full-time operations and
maintenance employees. Because of the remote nature of the project,most on-site operations and
maintenance activities will occur only as needed once construction is completed.When this type of
technical support is required,a small crew of technicians would enter the project site during typical
business hours.These individuals would be contractors or employees of the project,not visitors or
customers.The construction workforce would consist of laborers,craftspeople,supervisory
personnel,and support personnel.Vendors would be included in the workforce employment counts.
While the on-site assembly and construction workforce is expected to reach a peak of approximately
600 workers during the panel installation phase,the average number of workers on-site is
anticipated to be approximately 200 to 250.On average, it is anticipated that 25 percent of worker
trips to the site would be in carpools.
1.3.14- Operation
The proposed project is anticipated to be operational in the third quarter 2028.Once completed,the
proposed project would operate 24 hours per day,7 days a week,365 days per year for up to 35
years.Operation and maintenance of the proposed project is anticipated to require approximately
six full-time employees;however,some of these positions would include contractors for
18 FirstCor bon Solutions
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maintenance activities. Because of the remote nature of the project site,most on-site operations
and maintenance activities would occur on a scheduled and as-needed basis.Regular on-site
employees would not be required.When this type of technical support is required,a small crew of
technicians would enter the project site during typical business hours and it is anticipated that this
staff would reside in the local communities.
Operational activities at the project site would include security;responding to automated electronic
alters based on monitored data,including actual versus expected tolerances for system output and
other key performance metrics;and communicating with customers,transmission system operators,
and other entities involved in facility operations;solar module washing;vegetation,weed,and pest
management.Operational activities would require the use of on-site utility terrain vehicles to access
panels throughout the facility for maintenance and repair.
Water would likely be supplied by the water well adjacent to the site or transported into the project
via water trucks.
Security would be maintained through installation of a chain-link fence,which would include a 6-
foot-tall chain-link fence topped with three strands of barbed wire around all components of the
proposed facility.
FirstCarbon Solutions 19
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1 Exhibit B
2 Work Program
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4 (See Attached)
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Consultant Agreement- Environmental Science Associates
B-1
EXHIBIT B WORK
PROGRAM Proposed Scope of Work,Schedule, and Cost
C o r ucepi SfOlar Project
B. Scope of Work
1. Scope of Work Contract Deliverable B: Technical Studies
ESA understands that BayWa is preparing,and will provide for
Contact Deliverable A: CEQA Process County review,the following technica(studies needed to
Initiation support the CEQA process:
Task Al. Kickoff Meeting 1. AVisual Resources Technical Report that includes a glare
ESA proposes to facilitate a formal CEQA process kickoff analysis and pre-and post-project visual simulations from
meeting with BayWa and Fresno County Department of Public locations agreed upon with the County in advance of the
Works and Planning staff.The goals of the meeting would be simulations being conducted;
to:1)Introduce project participants and their roles;2)define 2. Land Evaluation and Site Assessment(LESA);
expectations forsuccess;3)confirm the communications 3. Air Quality and Greenhouse Gas(GHG)Emissions
protocol to maintain the integrity of the CEQA process; modeling and report
4)discuss the proposed organization of the EIR,ESA's 4. Biological Resources Technical Report
proposed approach to significance criteria and thresholds of
significance in the project context,and 5)walk through the S. Guttural Resources Assessment
initially-anticipated schedule for the CEQA process. 6. Paleontological Resources Assessment
7. Phase I Environmental Site Assessment
Task A2. Project-specific Distribution List g, Noise/Acoustical Assessment
ESA wilt work with BayWa and the County to identify key g. Water Supply Assessment and Evaluation
stakeholders for inclusion on a project-specific distribution
list.Building on similar lists for recent past projects,the 10. Transportation Study
distribution list for the Cornucopia Solar Project wilt include ESA wilt independently review these technical reports to
potential responsible and trustee agencies(like CDFW),and determine their suitability for reliance,in combination with
potentially affected federal agencies(like USFWS);California other expertise and materials,in the EiR.ESA assumes that all
Native American tribes that are traditionally and culturally material and technical reports for preparation of the El R
affiliated with the project area;and interested County
(including GiS layers,worksheets,and cited reference
departments and divisions,bordering jurisdictions,property materials)wilt be provided and the experts preparing the
owners within 1 mile of the project site,and other entities studies wilt be identified and,if requested,authors'
that have requested receipt of CEQA notifications from the resumes would be provided for inclusion in the record.if
County.ESA will maintain the list for the duration of the clarification or additional information is needed,E5Awilt
CEQA process,far example by supplementing it to include submit a data request.
parties who provide input during scoping or on the Draft EIR.
ESA assumes that the technical reports will be complete and of
Deliverables: high quality,and that an average of no more than one request
a CEQA process kickoff meeting agenda for clarification would be needed for each of the reports.Any
Project-specific distribution list data request would be submitted within 10 workingdays of
receipt of the technical report.ESA assumes that BayWa's
October 5.2023 Cornucopia Solar Project 3
environmental science associates
Proposed Scope of Work.Schedule,and Cost
response to any data request would be delivered within virtually(via Zoom or similar platform)during the County's
10 working days of submittal of the request. regular business hours.
Deliverables: ESA will coordinate the online meeting logistics;develop and
Brief technical review memos documenting facilitate a presentation;facilitate an up-to 1-hour
recommendation of County acceptance of the preparatory session on the proposed meeting platform for
report as part of the CEQA process(one memo per those to deliver content at the meeting;facilitate a 30-
report) minute meeting(or a meeting that lasts until all who wish
Up to 10 requests for clarification orsupplemental to speak have done so);and provide a written summary of
data
substantive oral comments provided during the meeting.
Three members of the ESA team would participate in the
Contract Deliverable C: Scoping meeting by providing IT support,meeting facilitation,content
ESA wilt draft a Notice of Preparation(NOP)and Notice of presentation,and note taking to document public input.
Completion(NOC)for the County to upload to the State
Clearinghouse via CEQA Submit.No initial study will ESA's team can include Spanish language translation
accompany the NOP;instead,it is assumed that the analysis capabilities at the County's election.Such services have been
will proceed directly to the preparation of an EIR.ESA will provided,but have not been needed,at prior ESA-facilitated
provide the NOP via certified mail to responsible,trustee and scoping meetings in Fresno County.Accordingly,Spanish
potentially affected federal agencies,via U.S.Post to others on language translation services are not proposed as part of this
the project-specific distribution list,and via email to those for scope of work but could be provided if determined necessary
whom an email address is reasonably available.ESA subject to a separate scope and budget.
anticipates that the County would provide the NOP to the
County Clerk's Office with a request that it remain posted for a Task C2. Scoping Report
30-day period,and to the County's website,where it would ESA wilt prepare a scoping report to document input received
remain posted for the duration of the CEQA process. from agencies and members of the public about the scope and
For notification of the general public,ESA will make
content of the EIR,potentially including resource concerns and arrangements with The Business Journal to publish notice of ideas about potential impacts,mitigation measures,andalternatives.ESA will provide a draft report for the County's
the County's initiation of the CEQA process. review and approval(one round of review is assumed)and will
prepare a final scoping report for inclusion as an Appendix to
Task C 1. Scoping Meeting the Draft EIR.
CEQA provides that a lead agency will schedule at least one
Scoping meeting for projects of"statewide,regional or Detiverab[es:
areawide significance."Such projects are defined in CEQA Notices(NOP,NOC,legal advertisement as
Guidelines Section 15206 to include those that have"the published in The Business Joumal)
potential for causing significant effects on the environment Scoping Meeting Presentation Materials
extending beyond the city or county in which the project Scoping Report(draft and final)
would be located."Examples of such projects identified in
CEQA Guidelines Section 15206(b)include"A proposed
Contract Deliverable D: Administrative
industrial(facility]...occupying more than 40 acres of land" Draft E I R
and"A project which would result in the cancellation of an ESA proposes to prepare a single Administrative Draft EIR in
open space contract made pursuant to the California Land electronic format for County review and comment,and
Conservation Act of 1965(Williamson Act)for any parcel of anticipates that the County would,in its discretion,share the
100 or more acres."Because the project site is subject to a full Administrative Draft EIR with BayWa to ensure factual
Williamson Actcontract that may require cancellation,ESA accuracy relative to the project description and the potential
proposes that the County hold one public scoping meeting
4 esassoc.com
Proposed Scope of Work,Schedule, and Cost
reasonableness and feasibility of proposed mitigation assumes that the methodologies used and mitigation
measures. measures recommended(where warranted)will be consistent
with the County's prior practice to the extent thatcontinuity of
Task D1. Project Description format and approach is preferred by County staff and decision-
ESA will coordinate with BayWa to develop a project makers.Schedule and costs assume that resource-specific
description that contains sufficient detail to inform the CEQA strategy calls(up to one hour each)may be needed for up to
process.Necessary details will relate to the proposed four key resource areas,potentially including Agriculture and
construction,operation,maintenance,and decommissioning Forestry,Air Quality,Biological Resources,and water supply-
of the project,including workforce and equipment estimates, and demand-related considerations.
water and other utility and public service needs,and
summaries or initial drafts of proposed management plans. Task D3. Alternatives
We anticipate an iterative process for the development of the ESA anticipates that the EIR will screen a reasonable range of
project description that may involve requests for additional alternatives and analyze up to three alternatives in detail,
information or clarification,or calls with the County and including a No Project Alternative and up to two others.
BayWa to resolve questions.Schedule and costs assume that Development of the range of alternatives will begin with the
ESA will prepare two drafts of the project description:the first scoping process and be finalized based on conclusions
for initial review and discussion;the second(reflecting project reached in the project-specific impacts analysis.This approach
refinements or other input provided following initial review by will ensure that alternatives carried forward for detailed
BayWa and the County)for inclusion in the Draft EiR. review would meet most of the basic objectives of the project
and have the potential to avoid or substantially reduce one or
To support the project description and analysis,ESA will more significant impacts of the project.The EIR will present a
review and,as appropriate,rely on Applicant-provided details comparative analysis of the alternatives analyzed in detail and
about the site selection process,historical agricultural details will describe potential alternatives considered but not carried
of the site,proposed water source(s),materials deliveries,and forward for more detailed consideration,including the
the Draft Reclamation Plan and Draft Pest Management Plan rationale for this decision.
to be provided by BayWa with project application materials.
ESA anticipates that BayWa's provision of these plans together Task D4. Document Quality
with other information provided pursuant to the County's The EIR will be supported by credible science-based research,
Solar Facility Guidelines will support a determination of
reference materials,and informed professional judgments of
compliance for purposes of analyzing potential impacts to qualified scientists.Technical studies and analyses retied
Land Use and Planning. upon will be cited in each section of the Draft EIR;additional
Task D2. Impacts Analysis project-specific or site-specific analyses will be provided in
the appendices for ease in review by agencies and the
ESA will prepare an EIR that addresses each of the resource public.Internal quality assurance/quality control,including
areas identified in the CEQA Guidelines Appendix G the Project Manager's cover-to-cover review of all
environmental checklist.Resource analyses will describe the deliverables,is included in the estimate.
environmental setting,regulatory setting,and analytical
methodology;and will evaluate the potential direct,indirect, Deliverable:
and cumulative impacts of the project.The cumulative - Administrative Draft EiR(electronic)
scenario will be developed in coordination with County staff
and may include targeted outreach via email or telephone to Contract Deliverable E: Draft EIR and
neighboring jurisdictions and/or regulatory agencies. Notices
Mitigation measures will be identified to avoid or reduce
potential significant impacts.ESA will rely on thresholds of Task El. Screencheck Draft EiR
significance established in CEQA,by the County or other ESA assumes that a single Administrative Draft EIR will suffice,
agencies,or as developed in the context of the EIR.ESA that all comments will be provided using the"tracked
October 5,2023 cornucopia Solar Project 5
environmental science associates
Proposed Scope of Work, Schedule,and Cost
changes"function of Word and comment bubbles ratherthan and Research for third party documents and consistent with
a memo or table format,and that no changes will be direction from the County,ESA will make a good faith effort to
requested that affect analytical methodologies,completed assure that etectronic copies of the EIR that are provided for
modeling,orthe range or number of alternatives analyzed in upload to the web will be accessible to all,including those
detail.ESA will revise the Administrative Draft EIR in with disabilities that affect user interaction on the web.At a
accordance with the County's direction,to prepare and minimum,pdf copies of the proposed EIR will be prepared
provide a redline and clean electronic"screencheck"version using Optical Character Recognition(OCR)to allow for
for the County's final approval in advance of publication. machine-readability and searchability.
The screencheck review for final approval in advance of Task E3. Notifications and Distribution
publication is anticipated to consist of a"page turn"meeting
with the County to confirm that tracked changes satisfactorily ESA will prepare a draft Notice of Availability(NOA)for County
review that satisfies the requirements of CEQA(Public
respond to the County's direction on the Administrative Draft
EIR.To facilitate the page turn,ESA will have reviewed and Resources Code§21092;CEQA Guidelines§15987}.One round
preliminarily addressed comments received on the of comments is anticipated.Following receipt of County
Administrative Draft EtR and wilt focus(in a virtual meeting authorization,ESA will coordinate publication of the NOA in
The Business Journal.ESA also will draft(and revise if needed)
with screen-share capability}on issues that have been
an NOC for submittal to the State Clearinghouse.ESA will
identified as of concern,and on any remaining open issues or provide 13 printed copies of the Draft EIR(each with a USB
pending questions.It is not anticipated that the group would enc(osed)and 20 stand-alone electronic copies(on USB)of the
proceed through every page of the document duringthe
meeting and that the meeting could be completed in one day Draft EIR to the County for distribution.A tri-fold or postcard-
meeting and The proposed schedule and casts assume that any style mailer will be distributed via U.S.Post announcing the
availability of the Draft EIR to stakeholders on the project
revisions requested upon review of the screencheck draft
could be resolved by ESA's project managementteam without
distribution list.
additional resource area subject matter expert input. ESA separately will provide the County with electronic copies
of all reference materials relied upon in the Draft EIR so that
Task E2. Draft EIR they can be made available for public inspection upon release
Upon County approval of the screencheck Draft EIR,ESA will of the Draft EIR.Because these copies of cited reference
finalize the document for publication,including final word materials are intended for inclusion in the record rather than
processing,technical editing,and quality assurance reviews. for web posting,ESA does not propose to format them
Upon receipt of approval to print,ESA will generate up to specifically for online accessibility.
13 printed copies of the Draft EIR.ESA also will produce up to Deliverables:
33 electronic copies(on a universal serial bus device,which is Screencheck Draft EIR
more commonly known as a"USB")of the Draft EIR and Draft EIR,including cited reference materials
Appendices-20 standalone USBs,and one to be included with Notices(NOA,NOC,and legal advertisement as
each printed copy of the Draft EIR.Appendices for other recent published in The Business Journal)
Fresno County EIRs have averaged approximately 3,300 pages
and so are not proposed to be printed for this project:all Contract Deliverable F: Administrative
Appendices are proposed to accompany all copies of the EIR in Final E I R
electronic format only. ESA will prepare an Administrative Draft Response to
Comments document for the County's review.ESA assumes
This scope of work does not propose to provide electronic the level of effort required for responding to comments
copies of the Draft EIR that are compliant with the current commensurate with the hours detailed in table 2.Because it
version of the State's web content accessibility guidelines. cannot be known at the time this scope of work is prepared
Instead,consistent with guidance from the Office of Planning what would be the nature,number,or focus of comments
G
esassoc.com
Proposed Scope of Work,Schedule,and Cost
submitted on the Draft EIR,the estimate provided assumes a Notice of Completion
lower level of public engagement with the process,consistent
with ESA's experience on multiple renewable energy projects Contract Deliverable H: Decision Support
in Fresno County over the past decade.The Response to ESA will support the County's decision-making process by
Comments document,any changes made to the Draft EIR in preparing sections of the draft Staff Report regardingthe CEQA
response to review agency and public review comments,and process and conclusions of the EIR,a Mitigation Monitoring
the Draft EIR together will constitute the Final EIR.An and Reporting Program(MMRP)to be attached as an appendix
electronic version of the Administrative Final EIR wit(be to the Staff Report,and draft CEQA Findings(including a
submitted for the County's review. Statement of Overriding Considerations,if one is needed).The
Deliverable: MMRP will identify each proposed mitigation measure,the party
Administrative Final EIR(electronic) responsible for its implementation,required implementation
activities and schedule,the party responsible for monitoring
implementation,and the required monitoring and reporting
Contract Deliverable G: Final EIR activities and schedule.This scope of work assumes that County
Task G1. Screencheck Final EIR staff would be responsible for preparing all remaining sections
ESA will further develop or refine the Administrative Final EIR of the Staff Report and remaining decision support documents,
including Resolutions for consideration by Countydecision-
inaccordance with input received,and then will submit a makers.ESA assumes one round of County review for each the
clean electronic version to the County as a screencheck copy draft Staff Report sections,MMRP,and CEQA Findings.
for review toward granting approva(to publish.As for the Draft
EIR,screencheck review for the Fina(EIR is anticipated to Two members of the ESA team(the Project Manager and
consist of a"page turn"with a"shared screen"call between one other)will support County staff in a public hearing
the County and ESA to resolve pending questions,and not to before the Planning Commission.If additional hearing support
require input from resource area subject matter experts. is needed(e.g.,a second Planning Commission meeting or in the
event of an appeal to the Board of Supervisors),ESAcan be
Task G2. Final EIR available to provide the support subject to separate scope
Upon receipt of approval to print,ESA will provide the County and budget.However,because a second hearing has not been
with up to 13 printed copies(each with an electronic version needed on recent projects,ESA has elected notto include
enclosed on USS)and up to 20 stand-alone electronic copies related costs in the milestone deliverable.This scope and
for distribution consistent with the description provided for estimate assume that County staff would prepare and present
the Draft EIR.As requested by the County for other recent the staff report,and that ESA would prepare and present slides
projects,13 printed copies of the appendices to the final EIR regarding the CEQA conclusions and be available to respond
also Will be provided.The associated cost assumes no more to questions about the CEQA process.An overnight stay in
than 100 pages of appendices would be printed with the Final advance of the meeting is assumed.
EIR.ESA will provide non-agency commenters on the Draft EIR
and others on project distribution list with a tri-fold or E5Awi(l prepare a Notice of Determination(NOD)tobefited
postcard-style notification of the availability of the Final EIR. following certification of the EIR and approval of the project.
This scope of work and related costs assume that BayWa or the
ESA will prepare a NOC and provide it for upload to the State County would pay the CDFW filing fee to accompany the NOD
Clearinghouse.ESA separately will submit electronic copies and that County staff would file the NOD with the County Clerk.
of all reference materials relied upon in the Final EIR to the
County so that such materials can be made available for Deliverables:
Draft content for Staff Report,including MMRP
public inspection.
Draft CEQA Findings
Deliverables: Notice of Determination
Screencheck Final EIR
Final EIR,including cited reference materials
October 5,2023 Cornucopia Solar Project 7
environmental science associates
Proposed Scope of Work, Schedule,and Cost
Contract Deliverable I: Project Administrative Draft EIR identified in Contract Deliverable D
Management and the Screencheck Draft EIR described in Contract
To expedite projects of this nature effectively,regular Deliverable E.Nonetheless,should the County request one,a
communication between the County and BayWa will be key. second Administrative Draft EIR could be prepared subject to
ESA proposes to facilitate such coordination via a format a separate scope and budget.
CEQA process kickoff meeting(as described in Contract
DeliverabteA),environmental resource-specific calls(as Task J3. Public Comment Meeting on
described in Contract Deliverable D),other coordination calls Draft EIR
as determined by the County to be necessary or helpful,by If requested,ESA will organize and facilitate one public
sending bimonthly project status update emails,and by use meeting during a 45-day comment period on the Draft EIR.If to
of a share point site where those with established access be held in-person,then ESA will coordinate the public meeting
permissions may view and share project documents. location,provide necessary equipment,develop a presentation
and related meeting materials(e.g.,sign-in sheets,speaker
Key project management responsibilities,from the initiation cards and comment cards),and take notes.If to be held
of formal kick-off meeting planning to the conclusion of virtually,then ESA will coordinate and facilitate operation of
decision support-related activities,will include: the public meeting platform,present information about and
conclusions from the Draft,and accept comments.It is not
Meeting and communications management anticipated that answers/responses to CEQA issues raised
Schedule management would be provided during the meeting.ESA will document
Budget management input received and provide responses to substantive
Subcontract oversight and management comments in the Final EIR.
Quality control
Contract Deliverable J: Optional Tasks Task J4. Administrative Record
Past County-Consultant agreements have included a clause
Any costs for Contract Deliverable J,Optional Tasks,would be stating that the Consultant would prepare and assemble the
allocated in accordance with"Extra Services"provision of the Administrative Record,including the information relied upon
agreement between the County and ESA. to prepare the EIR,and furnish it to the County after the NOD
and the Findings are filed with the County Clerk.This scope
Task J 1. Tribal Consultation Support of work proposes to provide all reference materials cited in
As part of the CEQA process,lead agencies consult with Tribes the Draft EIR as part of Contract Deliverable E and all
to determine whether proposed project may result in a materials cited in the Final EIR as part of Contract
significant impact to tribal cultural resources that may be Deliverable G.
undocumented or known only to the Tribe and its members.In
recent experience,the County has consulted with the Tribes The County may later request support in the collection,
on its AB 52 contact list without consultant support.ESA organization,and indexing of the additional items set forth in
assumes this wilt be true for this project as well,but can be Public Resources Code§21167.6(e)(in accordance with
available to draft or mail letters on the County's behalf,follow Rules 3.2205,3.2207,and 3.2208 of the California Rules of
up by email or telephone as needed,develop a consultation Court,and Rule 2.11.4 of the Fresno County Superior Court
summary for the County's records,or provide other types of Local Rules).If so,ESA has experience with such efforts and
support if requested and subject to a separate scope and would be available to provide it subject to a separate scope
budget. and budget.
Task J2. Second Administrative Draft EIR
None of ESA's prior EIRs for the County has required the
preparation of a second Administrative Draft EIR between the
s
esassoc.com
1 Exhibit C
2 Scope of Services
3 1. Upon Consultant's receipt of written requests by County to proceed with identified work,
4 Consultant shall prepare,in phases,an EIR for the Project which shall comply with CEQA
5 and conform to the Work Program, as described in Exhibit B to this Agreement, and
6 Schedule, as defined in Exhibit B to this Agreement, submitted by Consultant and
7 approved by Director.
8 2. Consultant shall determine,at the earliest feasible time,those factors which could severely
9 inhibit or prohibit the approval and development of the proposed project. Consultant shall
10 promptly notify County of Consultant's findings regarding such factors and conclusions
11 related thereto for the purpose of determining the feasibility of continuing with preparation
12 of the EIR according to said Work Program.
13 3. Consultant shall include a County staff member in any meeting or other contact between
14 Consultant and Applicant, unless otherwise authorized by County in which case
15 Consultant shall provide a written summary of the meeting. County shall specifically
16 authorize each instance of written correspondence between Consultant and Applicant,
17 and the sender shall provide County a copy of all such correspondence.
18 4. Consultant shall review all background information, prior environmental studies and other
19 studies supplied by Applicant for evaluation in the EIR, and Consultant or its
20 Subconsultants shall revise and/or complete any studies determined to be inadequate or
21 incomplete.
22 5. Consultant shall not revise the approved Work Program or replace any Subconsuitant,as
23 identified in the Work Program, selected to prepare any part of the EIR without the prior
24 written consent of Director. Project Manager shall be Janna Scott,email jscott@esassoc.
25 Any changes to Consultant Project Manager will require the prior written consent of
26 Director.
27
28
Consultant Agreement—Environmental Science Associates
C-1
1 6. Consultant shall at minimum conduct one(1)scoping meeting for the Notice of Preparation
2 (NOP) and one (1) public meeting for the Draft EIR if such meetings are requested by
3 County.
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Consultant Agreement—Environmental Science Associates
C-2
1 Exhibit D
2 Compensation
3 Consultant will be compensated for performance of its services under this Agreement as
4 provided in this Exhibit D. Consultant is not entitled to any compensation except as expressly
5 provided in this Exhibit D.
6 1. Contract Deliverables:to occur in eight(8) increments.
7 (a) Contract Deliverable A: (Project Kick-Off) shall consist of all work
8 performed by Consultant to complete TASKS 1 and 2 identified in the Exhibit B Work
9 Program concluding with the end of the Public Scoping period.
10 (b) Contract Deliverable B: shall consist of all work performed by
11 Consultant to complete TASK 3 identified in the Exhibit B Work Program concluding with
12 the close of the Public Review Period for the Draft EIR.
13 (c) Contract Deliverable C: shall consist of all work performed by
14 Consultant to complete TASK 4 as identified in the Exhibit B Work Program concluding
15 with the publication of the Final EIR.
16 (d)Contract Deliverable D: shall consist of all work performed by
17 Consultant to complete TASK 5 identified in the Exhibit B Work Program concluding with
18 submission of the administrative record.
19 2. Payment for Contract Deliverables: Upon execution of this Agreement by the Parties
20 hereto and thereafter upon Consultant's completion of each Contract Deliverable,
21 Consultant shall confirm, in writing, with Director or Director's designee, prior to
22 Consultant's performance of any services under a Contract Deliverable, that the sum
23 representing Applicant's incremental payment for that Contract Deliverable of work to be
24 performed by Consultant has been received by County from Applicant.This total sum shall
25 be paid to Consultant as follows:
26 (a) Contract Deliverable A: Upon receipt of a proper invoice in accordance
27 with Contract Deliverable A and following acceptance, County shall pay Consultant an
28 amount not to exceed Five Thousand Two Hundred and Forty Dollars and Zero Cents
Consultant Agreement—Environmental Science Associates
D-1
'
1 ($5. . TheCountymhaUpmyConoubontmaidamountapurauontho8euUon3ofthe
2 Agreement.
3 (b)Contract Deliverable B: Upon receipt ofa proper invoice inaccordance
4 with Contract Deliverable B and following accoptanna. County shall pay Consultant an
5 amount not to exceed Twenty-Four Thousand and Two Hundred Ninety-Four Dollars and
O Zero Cents ($24'294.00). The County ohoU pay Consultant said amount pursuant to
7 Section 3of the Agreement.
8 (c) Contract Deliverable C: Upon receipt ofo proper invoice |naccordance
9 with Contract Deliverable C and following acowotonce. County shall pay Consultant an
10 amount not to exceed an amount not to exceed Fourteen Thousand Three Hundred Seven
11 Dollars and Zero Cents ($14,307.00). The County shall pay Consultant said amount
12 pursuant to Section Jof the Agreement.
13 (j)Contract Deliverable D: Upon receipt ofo proper invoice inaccordance
14 with Contract Deliverable O and following 000eobsnce' County shall pay Consultant an
15 amount not to exceed Two Hundred Fourteen Thousand Seven Hundred Seventy Dollars
16 and Zero Cents($214,770.00). The County shall pay Consultant said amount pursuant to
17 Section 3of the Agreement.
18 (a)Contract Deliverable E: Upon receipt ofa proper invoice inaccordance
19 with Contract Deliverable and following acceptance, County shall pay Consultant an
20 amount not to exceed Twenty Thousand Six Hundred Ninety-Eight Dollars and Zero Cents
21 ($20,698.00). The County shall pay Consultant said amount pursuant to Section 3 of the
22 Agreement.
23 /0 Contract Deliverable F: Upon receipt ofo proper invoice inaccordance
24 with Contract Deliverable F and following ecceptanom. County shall pay Consultant an
25 amount not to exceed Twenty-One Thousand Seven Hundred Ninety-One Dollars and
20 Zero Cents /$21.791.00A. The County ahoU pay Consultant said amount pursuant to
27 Section 3of the Agreement.
28
Consultant Agreement—Environmental Science Associates
D-2
1 (g)Contract Deliverable G: Upon receipt of a proper invoice in accordance
2 with Contract Deliverable G and following acceptance, County shall pay Consultant an
3 amount not to exceed Fourteen Thousand Three Hundred Twelve Dollars and Zero Cents
4 ($14,312.00). The County shall pay Consultant said amount pursuant to Section 3 of the
5 Agreement.
6 (h)Contract Deliverable H: Upon receipt of a proper invoice in accordance
7 with Contract Deliverable H and following acceptance, County shall pay Consultant an
8 amount not to exceed Twenty-Eight Thousand Six Hundred Nine Dollars and Zero Cents
9 ($28,609.00). The County shall pay Consultant said amount pursuant to Section 3 of the
10 Agreement.
11 3. OPTIONAL TASKS:The Parties understand that"Optional Tasks"according to Exhibit B
12 Work Program may be required during the course of the project. The Parties agree that
13 County may authorize Consultant in writing to perform additional Optional Tasks as
14 described in Exhibit B of this Agreement as the County deems needed. Upon receipt of a
.15 proper invoice following acceptance of performance of said Optional task by the County;
16 County shall pay Consultant said amount according to Exhibit B Work Program for
17 Optional Tasks pursuant Section 3 of the Agreement.
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Consultant Agreement—Environmental Science Associates
D-3
I Exhibit E
2 Extra Services
3 1. The Parties understand that additional work, not reasonably anticipated during the
4 preparation of the Work Program proposal submitted by Consultant and approved by
5 County, may be necessary to complete the Draft and/or Final EIR. The Parties further
6 understand that it is not possible to estimate accurately either the quantity or quality of
7 comments that will be received by County during the public review period for the Draft
8 EIR. The Parties agree that County may authorize Consultant to perform certain
9 necessary additional work as"Extra Services"pursuant to Exhibit B of this Agreement,
10 2. The Extra Services which may be authorized are limited to those subjects set forth in
11 Exhibit B. Consultant shall not perform any Extra Services without prior written
12 authorization from the Director or the Director's designee. The total charge for all such
13 Extra Services shall not exceed the sum of Fifty-One Thousand Six Hundred Three Dollars
14 and Fifteen Cents($51,603.15), approximately 15%of the Total Fee.
15 3. Whether to authorize Extra Services is within the discretion of County.Authorization may
16 be granted only if additional information, further analysis, or other work is, in the opinion
17 of the Director, required to complete the Draft or Final EIR or related activities. However,
18 if the services to be performed could reasonably have been anticipated during the
19 preparation of the Work Program proposal, as determined by the Director, these services
20 are not"Extra Services"and shall be performed by Consultant within the Total Fee of this
21 Agreement. Extra Services may be authorized only after County's receipt from Applicant,
22 pursuant to County/Applicant Agreement, of the entire sum determined by the Director to
23 be the maximum that may be rendered for those Extra Services. Consultant shall confirm
24 with the Director or the Director's designee that said sum has been received by County
25 from Applicant prior to its performance of the Extra Services.
26 4. Any work performed by the Consultant at County's request is always considered
27 included in the Scope of Work pursuant to Exhibit B unless prior explicit written
28 authorization, that includes a proposed Scope of Work for Extra Services and total cost
Consultant Agreement—Environmental Science Associates
E-1
I for services, has been obtained. County staff does not have the authority to provide
2 verbal commitments to amendments to agreements or verbally approve Extra Services;
3 any verbal direction or comments from staff does not make a commitment that any
4 written approval for changes in compensation will be authorized or provided. Failure of
5 Consultant to secure prior explicit written authorization for extra services before
6 performing said work shall be deem an acknowledgement that the work is within the
7 scope of the work previously agreed to, and shall constitute a waiver of all rights to an
8 amendment in the contract price or Extra Service request for such unauthorized extra
9 work and Consultant thereafter shall be entitled to no compensation or reimbursement
10 whatsoever for the performance of such work.
11 5. The advance of sufficient funds by Applicant to County for the compensation of both Total
12 Fee services and Extra Services prior to such services being performed shall be paid
13 upfront, and Consultant's confirmation of same with Director, or Director's designee,that
14 such sums have been received shall be conditions precedent to County's obligation to
15 compensate Consultant for such services. If Consultant performs any services under this
16 Agreement and such conditions precedent are not met, County shall not be obligated to
17 compensate Consultant for the performance thereof.
18
19
20
21
22
23
24
25
26
27
28
Consultant Agreement—Environmental Science Associates
E-2
I Exhibit F
2 Self-Dealing Transaction Disclosure Form
3 In order to conduct business with the County of Fresno ("County"), members of a
4 Consultant's board of directors, must disclose any self-dealing transactions that they are a party
5 to while providing goods, performing services, or both for the County. A self-dealing transaction
6 is defined below:
7 "A self-dealing transaction means a transaction to which the corporation is a party and in
8 which one or more of its directors has a material financial interest."
9 The definition above will be used for purposes of completing this disclosure form.
10 Instructions
11 (1) Enter board member's name, job title (if applicable), and date this disclosure is being
12 made.
13 (2) Enter the board member's company/agency name and address.
14 (3) Describe in detail the nature of the self-dealing transaction that is being disclosed to the
15 County.At a minimum, include a description of the following:
16 a. The name of the agency/company with which the corporation has the transaction;
17 and
18 b. The nature of the material financial interest in the Corporation's transaction that
19 the board member has.
20 (4) Describe in detail why the self-dealing transaction is appropriate based on applicable
21 provisions of the Corporations Code.
22 The form must be signed by the board member that is involved in the self-dealing
23 transaction described in Sections (3)and(4).
24
25
26
27
28
Consultant Agreement—Environmental Science Associates
F-1
1 (1) Company Board Member Information:
2
Name: Date:
3
4 Job Title:
5 (2) Company/Agency Name and Address:
6
7
8
9
10
11 (3) Disclosure (Please describe the nature of the self-dealing transaction you are a party
12 to)
13
14
15
16
17
18 (4) Explain why this self-dealing transaction is consistent with the requirements of
19 Corporations Code§6233(a)
20
21
22
23
24
25
26 (5)Authorized Signature
27
Signature: Date:
28
Consultant Agreement—Environmental Science Associates
F-2
1 Exhibit G
2 Insurance Requirements
3 1. Required Policies
4 Without limiting the County's right to obtain indemnification from the Consultant or any third-
5 parties, Consultant, at its sole expense, shall maintain in full force and effect the following
6 insurance policies throughout the term of this Agreement.
7 (A) Commercial General Liability. Commercial general liability insurance with limits of not
8 less than Two Million Dollars ($2,000,000) per occurrence and an annual aggregate of
9 Four Million Dollars ($4,000,000). In addition, such Umbrella or Excess insurance
10 policy(ies) shall also apply on a primary and non-contributory basis for the benefit of the
11 County, its officers, officials, employees, agents, and volunteers. This policy must be
12 issued on a per occurrence basis.Coverage must include products,completed operations,
13 property damage, bodily injury, personal injury, and advertising injury. The Consultant
14 shall obtain an endorsement to this policy naming the County of Fresno, its officers,
15 agents, employees, and volunteers, individually and collectively, as additional insureds,
16 but only insofar as the operations under this Agreement are concerned. Such coverage
17 for additional insureds will apply as primary insurance and any other insurance, or self-
18 insurance, maintained by the County is excess only and not contributing with insurance
19 provided under the Consultant's policy.
20 (B)Automobile Liability.Automobile liability insurance with limits of not less than One Million
21 Dollars($1,000,000)per occurrence for bodily injury and for property damages. Coverage
22 must include any owned and non-owned vehicles used in connection with this Agreement.
23 (C)Workers Compensation. Workers compensation insurance as required by the laws of
24 the State of California with statutory limits.
25 (D)Employer's Liability. Employer's liability insurance with limits of not less than One Million
26 Dollars($1,000,000) per occurrence for bodily injury and for disease.
27 (E) Professional Liability. Professional liability insurance with limits of not less than One
28 Million Dollars ($1,000,000) per occurrence and an annual aggregate of Three Million
Consultant Agreement—Environmental Science Associates
G-1
I Dollars($3,000,000). If this is a claims-made policy,then(1)the retroactive date must be
2 prior to the date on which services began under this Agreement; (2)the Consultant shall
3 maintain the policy and provide to the County annual evidence of insurance for not less
4 than five years after completion of services under this Agreement; and (3) if the policy is
5 canceled or not renewed, and not replaced with another claims-made policy with a
6 retroactive date prior to the date on which services begin under this Agreement, then the
7 Consultant shall purchase extended reporting coverage on its claims-made policy for a
8 minimum of five years after completion of services under this Agreement.
9 2. Additional Requirements
10 (A)Verification of Coverage.Within 30 days after the Consultant signs this Agreement,and
11 at any time during the term of this Agreement as requested by the County's Risk Manager
12 or the County Administrative Office, the Consultant shall deliver, or cause its broker or
13 producer to deliver,to the County Risk Manager,at 2220 Tulare Street, 16th Floor, Fresno,
14 California 93721, or HRRiskManagement@fresnocountyca.gov, and by mail or email to
15 the person identified to receive notices under this Agreement,certificates of insurance and
16 endorsements for all of the coverages required under this Agreement.
17 (i) Each insurance certificate must state that: (1) the insurance coverage has been
18 obtained and is in full force; (2) the County, its officers, agents, employees, and
19 volunteers are not responsible for any premiums on the policy; and (3) the
20 Consultant has waived its right to recover from the County, its officers, agents,
21 employees, and volunteers any amounts paid under any insurance policy required
22 by this Agreement and that waiver does not invalidate the insurance policy.
23 (ii) The commercial general liability insurance certificate must also state, and include
24 an endorsement, that the County of Fresno, its officers, agents, employees, and
25 volunteers, individually and collectively, are additional insureds insofar as the
26 operations under this Agreement are concerned.The commercial general liability
27 insurance certificate must also state that the coverage shall apply as primary
28 insurance and any other insurance, or self-insurance, maintained by the County
Consultant Agreement—Environmental Science Associates
G-2
.
1 mhoU be axoeeo only and not contributing with insurance provided under the
2 Consultant's policy.
3 (iii) The automobile liability insurance certificate must state that the policy covers any
4 auto used in connection with this Agreement.
S (k) The professional hobUdx insurance oenbficate, if it is o claims-made policy, must
G also state the retroactive doba of the po|iny, which must be prior to the date on
T which services began under this Agreement.
8 (B)Acceptability of Insurers.All insurance policies required under this Agreement must be
8 issued bv admitted insurers licensed todo business inthe State of California and always
10 possessing during the term of this Agreement enA.K8. Beet. Inc. rating of no less than A:
11 VU.
12 (C)Wobce of Cancellation or Change. For each insurance policy required under this
13 Agreement, the Consultant shall provide to the County, or ensure that the policy requires
14 the insurer to provide to the Counb/, written notice of any cancellation or change in the
15 policy as required in this paragraph. For oonoe||oUon of the policy for nonpayment of
18 pnerniurn, the Consultant shall, or shall cause the insurer to, provide written notice tothe
17 County not less than 10 days in advance of cancellation. For cancellation of the policy for
18 any other reaaon, and for any other change to the policy, the Consultant ahoU. or shall
19 cause the insurer to, provide written notice to the County not less than 30 days in advance
20 of cancellation or change. The County in its sole discretion may determine that the failure
21 of the Consultant or its insurer to timely provide a written notice required by this paragraph
22 ioo breach of this Agreement.
23 /D\Commty"s Entitlement to Greater Coverage. If the Consultant has or obtains insurance
24 with broader coverage, higher limits, or both,than what is required under this Agreement,
25 then the County requires and is entitled to the broader coverage, higher limits, or both. To
26 that end. the Consultant shall de|k/er, or nouya its broker or producer to deliver, to the
27 County's Risk Manager certificates of insurance and endorsements for all the coverages
28 that have such broader coverage,higher|innite.mrbmth.aarmquiredundarth|oAoreement.
Consultant Agreement—Environmental Science Associates
G-3
I (E)Waiver of Subrogation.The Consultant waives any right to recover from the County,its
2 officers, agents,employees, and volunteers any amounts paid under the policy of worker's
3 compensation insurance required by this Agreement.The Consultant is solely responsible
4 to obtain any policy endorsement that may be necessary to accomplish that waiver, but
5 the Consultant's waiver of subrogation under this paragraph is effective whether the
6 Consultant obtains such an endorsement.
7 (F)County's Remedy for Consultant's Failure to Maintain.If the Consultant fails to always
8 keep in effect any insurance coverage required under this Agreement,the County may,in
9 addition to any other remedies it may have, suspend, or terminate this Agreement upon
10 the occurrence of that failure, or purchase such insurance coverage, and charge the cost
11 of that coverage to the Consultant. The County may offset such charges against any
12 amounts owed by the County to the Consultant under this Agreement.
13 (G)Subconsultants. The Consultant shall require and verify that all subconsultants used by
14 the Consultant to provide services under this Agreement maintain insurance meeting all
15 insurance requirements provided in this Agreement. This paragraph does not authorize
16 the Consultant to provide services under this Agreement using subconsultants.
17
18
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28'
Consultant Agreement—Environmental Science Associates
G-4
Cornucopia Clonsuiltant Agreement
Final Audit Report 2024-02-28
Created: 2024-02-28
u
s By: Sheena Lau(siau@esassoc.com)
is
Status: Signed
Transaction ID: CBJCHBCAABAAPOxu3C7Xi9kSgemsgmxT9VRgRHRuBh7x
"Cornucopia Consultant Agreement" History
Document created by Sheena Lau(siau@esassoc.com)
t 2024-02-28-4:04:58 PM GMT
' - Document emailed to Janna Scott Oscott@esassoc.com)for signature
2024-02-28-4:05:32 PM GMT
15 Email viewed by Janna Scott ascott@esassoc.com)
2024-02-28-4:24:29 PM GMT
Document e-signed by Janna Scott ascoft@esassoc.com)
Signature Date:2024-02-28-4:24:44 PM GMT-Time Source:server
r
Agreement completed.
2024-02-28-4:24:44 PM GMT
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