Loading...
HomeMy WebLinkAboutThe Link Prelim TIS_Transportation DevelopmentTransportation Development Services Authorization PROJECT TITLE: The Link (276 Tank Farm Road) APPLICANT: Covelop Holdings LLC APPLICANT ADDRESS: 1135 Santa Rosa St., #210, San Luis Obispo, CA 93401 PROJECT DESCRIPTION: The Link Preliminary Traffic Impact Study PROCESSING FEES: 1.Consultant Fee (Firm: Kimley-Horn and Associates, Inc.)………………….$93,060 Liability Account 701-0000-21012) 2.Administration Fee (30% of Consultant Fee)………………………………..$27,918 Revenue Account 101-5010-46008) 3.Report Reproduction Fee/Advertising Fee…………………………………... $ 0 4.Other Fees (Specify:)………………………………… $ 0 5.Total Fees………………………………………………………………………$120,972 Authorization and Assurances The cost to the applicant for consultant services (as stated in line 1 above) is based on the total cost included in the consultant's proposal for preparation of the The Link Preliminary Traffic Impact Study Transportation Impact Analysis Report, as detailed in the attached TIS Scope dated October 11, 2022. Date LukeSchwartz, TransportationManager As applicant for this project, I hereby accept the fees for the preparation of a Transportation Impact Study (TIS) and agree to deposit with the City of San Luis Obispo Public Works Department, the amount shown on line 5 above. Upon receipt of this sum, the Public Works Director or their designee is authorized to employ a qualified consultant to complete the TIS. I acknowledge that any schedules represented in the Consultants scope of services will be adjusted to reflect a start date that coincides with receipt of the deposit. I acknowledge that any changes to the project description after the start date will result in impacts to the project schedule and will require additional funds to complete. Date DamienMavis, CovelopHoldingsLLC kimley-horn.com 10 South Almaden Blvd, Suite 1250, San Jose CA 95113 669 800 4130 October 11, 2022 Mr. Luke Schwartz Transportation Manager 919 Palm Street San Luis Obispo, CA 93401-3218 Email: lschwartz@slocity.org RE: Kimley-Horn Revised Proposal for ‘Preliminary Transportation Analysis for The Link Development Project’ in San Luis Obispo, California Dear Mr. Schwartz: Kimley-Horn and Associates, Inc. (“Kimley-Horn” or the “Consultant”) is pleased to submit the following proposal to provide transportation and traffic engineering services for a preliminary transportation analysis for the proposed development project (“The Link”), to be located at the historic Chevron Tank Farm site at 676 Tank Farm Road (referred to as the “Project”), in City of San Luis Obispo, California. The purpose of this preliminary analysis as identified in the RFP (August 2022) is to: a) develop an early understanding of the Project’s multimodal traffic generation and vehicle miles traveled (VMT), b) assess preliminary on-site circulation plans and potential phasing of improvements, and c) identify potential transportation impacts and further analysis needed to guide final refinements to the Project land use and circulation plans. Kimley-Horn has added scope that would include identification of early improvement and mitigation measures, specifically to reduce single occupancy vehicle trips. Reduction in vehicle trips may decreases the need for roadway widening and induced VMT and potentially safety impacts. The primary assumptions incorporated in this proposal are based on the information provided in the RFP for the Project by the City. This letter is in accordance with your request and constitutes a proposal setting forth our proposed Scope of Services, Schedule, and Fee. PROJECT UNDERSTANDING The proposed Project will include a mix of land uses including residential, commercial, industrial, office, park, and public facility on 89.8 acres of the 332.37-acre Project site. A total of three development areas are identified on the Project site, one at the northwest corner of Santa Fe and Tank Farm Road, the second at the southeast and southwest corners of Santa Fe and Tank Farm Road, and the third that is on the north side of Tank Farm Road just each of Innovation Way. The intervening area between the east and west portions of the site is identified as an open space in a conservation easement. The project site is currently in the County and is proposed to be annexed to the City of San Luis Obispo. The Project land use plan includes the following: 725 multifamily dwelling units 794,960 square feet non-residential o 209,000 square feet industrial/manufacturing o 137,169 square feet medical office kimley-horn.com 10 South Almaden Blvd, Suite 1250, San Jose CA 95113 669 800 4130 o 142,500 general/professional office o 69,150 square feet local/community serving commercial o 237,141 square feet mixed-use (research & development, light industrial, retail space) Public Park – 1.96 acres New Fire Station – 8,850 square feet The Project is planned to be constructed in three development phases over a period of 5-15 years. The proposed phasing plan is as follows: Phase 1: Is planned to be developed between 2027 to 2032 and will include the following land uses: o Multifamily Residential: 725 Dwelling Units o Medical Offices: 79,531 square feet o Professional Offices: 41,000 square feet o Light Manufacturing/Retail (Hangar): 41,953 square feet Phase 2: Is planned to be developed between 2033 to 2042 and will include the following land uses: o Medical Offices: 57,638 square feet o Professional Offices: 101,500 square feet o Retail/Office Mixed: 4,900 square feet o R&D/Retail (District): 96,375 square feet o R&D/Light Manufacturing: 23,438 square feet o Light Manufacturing/Retail (Hangar): 41,953 square feet Phase 3: Is planned to be developed between 2037 to 2042 and will include the following land uses: o R&D/Light Manufacturing: 75,375 square feet kimley-horn.com 10 South Almaden Blvd, Suite 1250, San Jose CA 95113 669 800 4130 o Manufacturing: 209,000 square feet Primary access to the Project site is proposed through Tank Farm Road via proposed ‘A Street’ and ‘C Street’ and through proposed Santa Fe Road, which provides direct access to the project site. ‘A Street’, B Street’ and ‘C Street’ acts as internal collector roads providing connections to the individual development parcels. A new junction with ‘A Street’ is also proposed with Tank Farm Road allowing eastbound left turns from Tank Farm Road to the project site. Additionally, a right-in/right-out junction is proposed at ‘C Street’/Tank Farm Road. The intersection of Tank Farm Road/Santa Fe Road is proposed as a roundabout with the proposed development. Under existing conditions, the Project site is vacant and within the vicinity of the Project site, Tank Farm Road has 1 lane is eastbound direction and 2 lanes in westbound direction with a central median turn lane, west of Innovation Way. Class II Bike lanes (buffered along some stretch) are also provided on either side. East of Innovation Way, Tank Farm Road has 1 lane in each direction with central median turn lane and Class II Bike lanes on either side. The intersection of Tank Farm Road / Innovation Way is currently unsignalized with side-street stop control for Innovation Way traffic. Santa Fe Road is not constructed under existing conditions. As per City’s latest General Plan, Circulation Element, Tank Farm Road is classified as a Regional Route/Parkway Arterial within the City limits. The posted speed limit within the vicinity of the Project is 45 mph. Tank Farm Road is also classified as a Surface Transportation Assistance Ace (STAA) truck route and a High to Medium Scenic Value roadway within the City limits. Santa Fe Road is classified as proposed Commercial Collector Road as per General Plan. RELEVANT EXPERIENCE AND FAMILIARITY/PROFICIENCY WITH CITY’S TRAVEL DEMAND FORECASTING MODEL Kimley-Horn has recently completed the ‘Focused Multimodal Transportation Impact Study’ (dated May 2022) for the proposed development located at 250 Tank Farm Road. The project is located at the north-west corner of Tank Farm Road and Innovation Way and proposes to construct a Gas Station with Convenience Market and Car Wash. The project is adjacent to the proposed Link Development, which makes us familiar with the study area, the travel demand model, and potential challenges. Kimley-Horn is familiar and experienced in using the City’s Travel Demand Forecasting Model. As part of the 250 Tank Farm Road TIS the City’s Travel Demand Forecasting Model was used extensively to determine projects trip distribution and to develop future traffic volumes. Land use assumptions within the Traffic Analysis Zone (TAZ) in which the proposed project is located was verified with the City staff and model was run for both the Base Year (2016) conditions and the Cumulative (2040) conditions. We have reviewed the model for this RFP and have no concerns with utilizing the model for the analysis. For Tracy Alliance – Kimley-Horn conducted the traffic analysis for this phased industrial park development as part of an SOI annexation project in the City of Tracy. The project includes the construction and access roads through a phased development plan, which also includes a new interchange. LOS, multimodal facilities, roadway improvements, VMT analysis, site plan circulation, and coordination with several regional agencies, including Caltrans D10, and San Joaquin County was conducted as part of this study. The City and County STAA truck route maps and a signage implementation plan were developed for the project. VMT impact mitigations, which includes both TDM kimley-horn.com 10 South Almaden Blvd, Suite 1250, San Jose CA 95113 669 800 4130 measures and payment into a VMT Mitigation Banking fee was determined in collaboration with the developer and City staff. SCOPE OF WORK Project scopes includes the following: Project Trip Generation, Distribution and Assignment Vehicle Miles Traveled (VMT) Buildout Volume Forecasts for Adjacent Street Network Site Circulation & Access Assessment Documentation, Key Questions & Conclusions Task 1: Project Trip Generation, Distribution and Assignment Kimley-Horn will estimate the number of trips anticipated to be generated by the proposed development project, with the proposed land uses using the Trip Generation Manual, 11th Edition, published by the Institute of Transportation Engineers (ITE). As deemed appropriate by Kimley-Horn and allowable by the City, adjustments will be to the proposed project’s trip generation to account for interaction of proposed project uses, pass-by/diverted trips, and alternative mode trips. The land use assumptions and land use codes will be discussed and confirmed with the City prior to estimating project trips. Daily, AM and PM peak hour trip generation will be estimated for each of the project 3 phases and for the full buildout development. It should be noted that truck trip generation for industrial projects vary by user type, and we may keep the option open to investigate this more, based on discussion with City staff. In addition to existing traffic count data and the City’s Travel Demand Forecast Model, Kimley-Horn recommends use of Big Data (Replica) to supplement existing model split adjustments observed within the City, especially for pedestrians, carpool, transit and bike trips. Mode split trends observed using big data under existing conditions can be supplemented with NCHRP recommendations to estimate the increase in pedestrian and bicycle trips with the development of bicycle and pedestrian infrastructure as part of the proposed development project. We have very successfully used this methodology in a recent project in Santa Cruz County and can share our report with Staff. The methodology to estimate the mode split using big data and NCHRP recommendations will be discussed with the City for approval before finalizing the project trip estimates. To enable evaluation of the project access driveways, the project generated traffic will be distributed and assigned to the roadway network based on the City’s Travel Demand Forecast Model, existing traffic patterns and/or engineering judgement in coordination with the City. The objective of this task is to determine the anticipated number of trips generated by the Project and to determine how the traffic will enter and exit the Project site and distribute on the roadway network. All assumptions related to project trip distribution and assignment will be discussed with the City staff for approval. As identified in the RFP, the trip assignment will be summarized in the form of AM and PM peak hour Project- generated turning movements at each of the Project access driveways/intersections along Tank Farm Road and Santa Fe Roads. Task 2: Vehicle Miles Traveled (VMT) Analysis Kimley Horn will prepare a VMT analysis for the Project pursuant to current CEQA Guidelines (for SB 743 implementation) and consistent with the methodologies and thresholds of significance established kimley-horn.com 10 South Almaden Blvd, Suite 1250, San Jose CA 95113 669 800 4130 in the City’s Multimodal TIS Guidelines. Kimley-Horn will use the latest version of the City’s Travel Demand Forecasting Model (TransCAD Format) and prepare VMT estimates starting with the full buildout using the existing street network (i.e., No Prado Road Extension). Based on the outcome of the full buildout and in coordination with the City/Client it will be determined whether VMT estimates for individual project phases are needed or not. As identified in the proposal, the Project VMT will be summarized as a total and for each land use category, consistent with City’s adopted VMT impact thresholds. Project VMT will consider adjustments for internal trips and mode split for consistency with the project trip generation estimates. The Project VMT will be compared against the City’s adopted VMT thresholds to determine if Project- generated VMT is estimated to exceed the thresholds. If City’s adopted VMT thresholds are exceeded, Kimley-Horn will identify potential strategies to reduce the Project’s VMT impacts, including but not limited to the following measures from the ‘Handbook for Analyzing GHG Emission Reductions, Assessing Climate Vulnerabilities, and Advancing Health and Equity’: kimley-horn.com 10 South Almaden Blvd, Suite 1250, San Jose CA 95113 669 800 4130 Task 3 – Buildout Volumes Forecasts for Adjacent Street Network The land use assumptions for the Link Development Project will be cross-checked against the City’s General Plan land use assumptions for consistency. In addition, the land use assumptions for the 600 Tank Farm Road development project (as per most recent multimodal transportation impact study) will be checked against the land use details within the City’s Travel Demand Forecast Model. It is our understanding that the model land use data is updated recently (2020) by the City. Kimley-Horn will coordinate with the City staff to identify the list of significant land use projects which were approved since 2020 and ensure these are correctly reflected in the model.. The 2040 road network from the model will be provided to the City staff for verification prior to use. Final land use and transportation system improvements to be included for the Cumulative (2040) conditions will be finalized in coordination with the City staff. Kimley-Horn will develop Cumulative (2040) Daily traffic volumes forecasts for the following roadway segments for the scenario below on a cumulative base network. Phasing of implementation of these roadways will also be addressed with the evaluation of the land use growth: Tank Farm Road (Broad to Santa Fe) – Eastbound (EB) and Westbound (WB) kimley-horn.com 10 South Almaden Blvd, Suite 1250, San Jose CA 95113 669 800 4130 Tank Farm Road (Santa Fe Road to Innovation Way) – EB and WB Tank Farm Road (Innovation Way to S. Higuera) – WB and EB Santa Fe Road (Tank Farm north to Prado Road Extension) – Northbound (NB) and Southbound (SB) Santa Fe Road (Tank Farm Road south to Hoover) – NB and SB Prado Road (West of Santa Fe Road) – EB and WB Cumulative (2040) volume forecasts with the addition of the proposed Project will be developed for the following street network scenarios: Scenario 1 – No Prado Road Extension It should be noted that as per the Phasing Plan for the proposed Project, Phase 2/Phase 3 are planned to be developed until 2042. The City’s Travel Demand Forecast Model estimates volume forecasts for 2040 conditions. To accurately determine the forecast volumes on street network with Phase 2/Phase 3 Project traffic, the 2040 volume forecasts will be adjusted to include entire Phase 2/Phase 3 development trips. Task 4 – Site Circulation and Access Assessment Kimley-Horn will review the proposed Project access driveways/intersections along Tank Farm Road and Santa Fe Road against the City and industry Access Management policies/best practices for consistency. The analysis will include truck traffic roadways/access locations and passenger car roadways/access locations. Truck access location require longer turn pocket lengths and saturation flows at these intersections can be lower compared to passenger cars. Retail trips and school trips have different peaks from the AM and PM. Remote work conditions have resulted in changed travel patterns for discretionary trips. Kimley-horn will perform qualitative and/or quantitative assessment to identify potential constraints related to circulation and site-access issues (vehicles & trucks), location of on-site parking spaces, and potential queuing. Note: Assessment for the driveways/intersections will be done using the Buildout Volume Forecasts volumes developed in Task 3 and proposed configuration shown as per development plans. Assessment for the driveways/intersections will be conducted for each of the previously described street network scenario (i.e. No Prado Road Extension). For this preliminary analysis, driveways along Tank Farm Road and Santa Fe Road (south of Tank Farm Road) will only be studied. As per the development plans, the following driveways/intersections are proposed along Tank Farm Road and Santa Fe Road: 1. Tank Farm Road / Driveway 1 (East of Innovation Way providing access to Commercial Mixed-Use Parcel) 2. Tank Farm Road / A Street 3. Tank Farm Road / C Street 4. Tank Farm Road / Driveway 2 (on south side of Tank Farm Road providing access to Office-Medical Parcel) 5. Santa Fe Road / Driveway 3 (on west side of Santa Fe Road providing access to R&D/Retail Parcel) kimley-horn.com 10 South Almaden Blvd, Suite 1250, San Jose CA 95113 669 800 4130 6. Santa Fe Road / Driveway 4 (south of Tank Farm Road providing access to Office- Medical Parcel on the West and Multifamily Residential on the East) 7. Tank Farm Road / Innovation Way Assessment will look at general configuration of proposed access points and safety considerations along Tank Farm Road and Santa Fe Road, with specific focus on the following access points as identified in the RFP: o Tank Farm Road/A Street: Potential conflicts (vehicles/peds/bikes) with allowing left-turns from eastbound Tank Farm Road to A Street. Truck traffic at the intersection (due to connections to Industrial uses) Conflicts with trucks turning left at slow speed against vehicles traveling at relatively high speed along Tank Farm Road (existing speed limit of 45 mph) o Santa Fe Road / Driveway 4 (south of Tank Farm Road providing access to Office- Medical Parcel on the West and Multifamily Residential on the East) The intersection of Tank Farm Road / Santa Fe Road is proposed as a roundabout. Location of the proposed full access driveway will be checked against anticipated spilling back of the queues from the roundabout, resulting in blocking the driveway access. o Tank Farm Road / Innovation Way: As per the recently conducted focused multimodal traffic study for 250 Tank Farm Road, the unsignalized intersection of Tank Farm Road / Innovation Way meets peak hour signal warrant under PM peak hour under ‘Existing Plus Project’ conditions and for both AM and PM peak hours under Cumulative 2040) conditions. Note: To assess whether Phase 1 development triggers need for signalization of this intersection, Kimley-Horn will develop volume forecasting for 2032 conditions with Project Phase 1 development and assess whether the intersection meets the signal warrants. No detailed warrant analysis will be conducted as part of this preliminary analysis. A planning-level assessment will be conducted to determine whether the bicycle and pedestrian facilities proposed as per Project’s preliminary site plans are consistent with City’s Active Transportation Plan or multimodal level of service standards and does not contain any fatal flaws. A planning-level assessment for the proposed Right-In/Right-Out (RIRO) access points along Tank Farm Road will be conducted. Travel speeds for RIRO access and need for deceleration/acceleration lanes will be assessed. Access points and cross-sections will be reviewed against City’s design standard for streets. Kimley-Horn will conduct a high-level review of existing accident data (SWITRS/TIMS) and recent Traffic Safety Reports, within the vicinity of the Project site and to identify critical junctions/locations where high number of accidents are observed. These critical kimley-horn.com 10 South Almaden Blvd, Suite 1250, San Jose CA 95113 669 800 4130 junctions/locations will be assessed in more detail with the added Project traffic, to identify whether addition of project traffic may require improvements. It should be noted that no detailed safety analysis is anticipated as part of this exercise. Task 5 – Documentation, Key Questions & Conclusions Kimley-Horn will document the key findings of this Preliminary Transportation Analysis in form of a memorandum which will be submitted to the City as an electronic (PDF) version. All key questions as identified in the RFP (summarized below) will be addressed: 1. What is the projected external daily, AM and PM peak hour trip generation by mode for each phase and total buildout of the Project? (Will be addresses as part of Task 1) 2. What is the projected VMT by phase and with total buildout of the Project and are there anticipated VMT impacts based on the City’s adopted impact thresholds? (Will be addresses as part of Task 2) 3. Are there project design features that can be added or modified to reduce off-site trip generation VMT? (Will be addresses as part of Task 2) 4. What are the Cumulative traffic projections for Santa Fe Road and Tank Farm Road at full buildout of the Project with and without the extension of Prado Road to (a) Santa Fe Road, and b) all the way to Broad Street? (Will be addresses as part of Task 4) 5. Does development of Phase 1 of the Project trigger the need for signalization of the nearby Tank Farm Road/Innovation Way intersection? (Will be addresses as part of Task 4) 6. What are the peak hour turning movements in/out of the proposed project driveways on Tank Farm Road and Santa Fe Road, including the Tank Farm Road/A Street and Santa Fe Road/B Street intersections? Are any operational issues (queuing, delay/level of service) anticipated at these access driveways/intersections? (Will be addresses as part of Task 4) a. Tank Farm Road/A Street Intersection: Current proposal is for a right/left-in and right- out only access. Are there any operational or safety concerns with allowing left-turns in at this intersection (reference City Access Management Standards and industry best practices/guidance for access management). Are there project design features that can be explored to resolve any concerns? b. Will northbound queue spillback at the future Tank Farm/Santa Fe Road roundabout result in any deficiencies or concerns with the proposed full access Project driveway on Santa Fe Road south of Tank Farm Road (driveway accesses Area 9 & 10)? We will address one set of consolidated, non-conflicting comments from the City on the memorandum. If the comments require additional analysis or data collection beyond that provided in this Scope of Services, this work will be considered as an additional service. Based on comments received on the draft transportation impact study report, the report will be revised, and a final report will be prepared and also provided in electronic format. Task 6: Project Meetings Kimley-Horn will attend one (1) initial meeting/call with the City to review the scope of services, project details and schedule. In addition to the initial meeting, Kimley-Horn attend up to six (6) additional meetings/calls with the City Staff for coordination. These meetings could be scheduled as bi-weekly meetings to discuss general progress or alternatively these meetings could be scheduled based on the completion of the identified tasks. Additionally, virtual meetings with the City/Client will be scheduled on an as needed basis to discuss key findings related to identified tasks. No in-person meetings are kimley-horn.com 10 South Almaden Blvd, Suite 1250, San Jose CA 95113 669 800 4130 assumed in this scope. This scope assumes that conference calls will be conducted between Kimley- Horn and the City. DATA NEEDS The following additional data may be needed for the Preliminary Transportation Analysis: o Proposed roadway cross-sections for internal collector streets (A Street, B Street and C Street) if available o Truck routes within the development o Updated drawings (if any) for the Tank Farm Road/Santa Fe Road Roundabout ADDITIONAL SERVICES We will, if authorized by you, perform other services which may be required. Any services not specifically provided for in the above scope will be billed as additional services and performed at our then current hourly rates. SCHEDULE We will provide our services as practicable with the goal of meeting a mutually agreed upon schedule. Based on the scope of services, we anticipate the work to be completed in approximately 16 weeks (4 months). As identified earlier, Kimley-Horn will work with the City on a mutually agreed schedule. FEE AND EXPENSES We propose to perform the Amended Scope of Services outlined in on a time and materials fee, not to exceed the following: Task Description Labor Fee Task 1: Project Trip Generation, Distribution and Assignment $10,400 Task 2: Vehicle Miles Traveled (VMT) $24,990 Task 3: Buildout Volume Forecasts for Adjacent Street Network $15,975 Task 4: Site Circulation & Access Assessment $18,445 Task 5: Documentation, Key Questions & Conclusions $16,925 Task 6: Project Meetings $5,325 Total $93,060 This includes direct expenses for the project such as in-house duplicating, facsimile, mileage, telephone, postage, in-house blueprinting, and traffic counts. The services will be invoiced and payable monthly on a percent (%) complete basis. Kimley-Horn will not exceed the total maximum labor fee shown without authorization from the Client. Individual task amounts are provided for budgeting purposes only. Kimley-Horn reserves the right to reallocate amounts among tasks as necessary. kimley-horn.com 10 South Almaden Blvd, Suite 1250, San Jose CA 95113 669 800 4130 Labor fee will be billed on an hourly basis according to our then-current rates. As to these tasks, direct reimbursable expenses such as express delivery services, fees, air travel, and other direct expenses will be billed at 1.15 times cost. A percentage of labor fee will be added to each invoice to cover certain other expenses as to these tasks such as telecommunications, in-house reproduction, postage, supplies, project related computer time, and local mileage. Administrative time related to the project may be billed hourly. All permitting, application, and similar project fees will be paid directly by the Client. Should the Client request Kimley-Horn to advance any such project fees on the Client’s behalf, a separate invoice for such fees, with a fifteen percent (15%) markup, will be immediately issued to and paid by the Client. Payment will be due within 30 days of your receipt of the invoice and should include the invoice number and Kimley-Horn project number. Closure We appreciate the opportunity to submit this proposal and we look forward to working with you on this project. If you concur in all the foregoing and wish to direct us to proceed with the services, please let us know. Fees and times stated in this Agreement are valid for sixty (60) days after the date of this letter. Sincerely, KIMLEY-HORN AND ASSOCIATES, INC. Frederik Venter, P.E. Ali Mustafa, PTP, RSP1 C64621 City of San Luis Obispo By: ________________________________ Date: _______________________________ Print or Type Name: ____________________________________ Email Address: _______________________________________ Attest: Print or Type Name: ____________________________________ Attached: Standard Provisions kimley-horn.com 10 South Almaden Blvd, Suite 1250, San Jose CA 95113 669 800 4130 KIMLEY-HORN AND ASSOCIATES, INC. STANDARD PROVISIONS 1) Consultant's Scope of Services and Additional Services. The Consultant’s undertaking to perform professional services extends only to the services specifically described in this Agreement. However, if requested by the Client and agreed to by the Consultant, the Consultant will perform Additional Services, which shall be governed by these provisions. Unless otherwise agreed to in writing, the Client shall pay the Consultant for any Additional Services an amount based upon the Consultant’s then-current hourly rates plus an amount to cover certain direct expenses including telecommunications, in-house reproduction, postage, supplies, project related computer time, and local mileage. Other direct expenses will be billed at 1.15 times cost. 2) Client's Responsibilities. In addition to other responsibilities described herein or imposed by law, the Client shall: a) Designate in writing a person to act as its representative with respect to this Agreement, such person having complete authority to transmit instructions, receive information, and make or interpret the Client's decisions. b) Provide all information and criteria as to the Client's requirements, objectives, and expectations for the project including all numerical criteria that are to be met and all standards of development, design, or construction. c) Provide to the Consultant all previous studies, plans, or other documents pertaining to the project and all new data reasonably necessary in the Consultant's opinion, such as site survey and engineering data, environmental impact assessments or statements, upon all of which the Consultant may rely. d) Arrange for access to the site and other private or public property as required for the Consultant to provide its services. e) Review all documents or oral reports presented by the Consultant and render in writing decisions pertaining thereto within a reasonable time so as not to delay the services of the Consultant. f) Furnish approvals and permits from governmental authorities having jurisdiction over the project and approvals and consents from other parties as may be necessary for completion of the Consultant's services. g) Cause to be provided such independent accounting, legal, insurance, cost estimating and overall feasibility services as the Client may require. h) Give prompt written notice to the Consultant whenever the Client becomes aware of any development that affects the scope, timing, or payment of the Consultant's services or any defect or noncompliance in any aspect of the project. i) Bear all costs incidental to the responsibilities of the Client. 3) Period of Services. Unless otherwise stated herein, the Consultant will begin work timely after receipt of a properly executed copy of this Agreement and any required retainer amount. This Agreement is made in anticipation of conditions permitting continuous and orderly progress through completion of the services. Times for performance shall be extended as necessary for delays or suspensions due to circumstances that the Consultant does not control. If such delay or suspension extends for more than six months (cumulatively), Consultant’s compensation shall be renegotiated. 4) Method of Payment. Compensation shall be paid to the Consultant in accordance with the following provisions: a) Invoices will be submitted periodically for services performed and expenses incurred. Payment of each invoice will be due within 25 days of receipt. The Client shall also pay any applicable sales tax. All retainers will be held by the Consultant for the duration of the project and applied against the final kimley-horn.com 10 South Almaden Blvd, Suite 1250, San Jose CA 95113 669 800 4130 invoice. Interest will be added to accounts not paid within 25 days at the maximum rate allowed by law. If the Client fails to make any payment due to the Consultant under this or any other agreement within 30 days after the Consultant's transmittal of its invoice, the Consultant may, after giving notice to the Client, suspend services and withhold deliverables until all amounts due are paid in full and may commence proceedings, including filing liens, to secure its right to payment under this Agreement. b) If the Client relies on payment or proceeds from a third party to pay Consultant and Client does not pay Consultant’s invoice within 60 days of receipt, Consultant may communicate directly with such third party to secure payment. c) If the Client objects to an invoice, it must advise the Consultant in writing giving its reasons within 14 days of receipt of the invoice or the Client’s objections will be waived, and the invoice shall conclusively be deemed due and owing. If the Client objects to only a portion of the invoice, payment for all other portions remains due within 25 days of receipt. d) The Client agrees that the payment to the Consultant is not subject to any contingency or condition. The Consultant may negotiate payment of any check tendered by the Client, even if the words “in full satisfaction” or words intended to have similar effect appear on the check without such negotiation being an accord and satisfaction of any disputed debt and without prejudicing any right of the Consultant to collect additional amounts from the Client. 5) Use of Documents. All documents, including but not limited to drawings, specifications, reports, and data or programs stored electronically, prepared by the Consultant are related exclusively to the services described in this Agreement, and may be used only if the Client has satisfied all its obligations under this Agreement. They are not intended or represented to be suitable for use, partial use or reuse by the Client or others on extensions of this project or on any other project. Any modifications made by the Client to any of the Consultant’s documents, or any use, partial use or reuse of the documents without written authorization or adaptation by the Consultant will be at the Client's sole risk and without liability to the Consultant, and the Client shall indemnify, defend and hold the Consultant harmless from all claims, damages, losses and expenses, including but not limited to attorneys' fees, resulting therefrom. The Consultant’s electronic files and source code developed in the development of application code remain the property of the Consultant and shall be provided to the Client only if expressly provided for in this Agreement. Any electronic files not containing an electronic seal are provided only for the convenience of the Client, and use of them is at the Client’s sole risk. In the case of any defects in the electronic files or any discrepancies between them and the hardcopy of the documents prepared by the Consultant, the hardcopy shall govern. Because data stored in electronic media format can deteriorate or be modified without the Consultant’s authorization, the Client has 60 days to perform acceptance tests, after which it shall be deemed to have accepted the data. 6) Opinions of Cost. Because the Consultant does not control the cost of labor, materials, equipment or services furnished by others, methods of determining prices, or competitive bidding or market conditions, any opinions rendered as to costs, including but not limited to opinions as to the costs of construction and materials, shall be made on the basis of its experience and represent its judgment as an experienced and qualified professional, familiar with the industry. The Consultant cannot and does not guarantee that proposals, bids or actual costs will not vary from its opinions of cost. If the Client wishes greater assurance as to the amount of any cost, it shall employ an independent cost estimator. Consultant's services required to bring costs within any limitation established by the Client will be paid for as Additional Services. 7) Termination. The obligation to provide further services under this Agreement may be terminated by either party upon seven days' written notice in the event of substantial failure by the other party to perform in accordance with the terms hereof through no fault of the terminating party, or upon thirty kimley-horn.com 10 South Almaden Blvd, Suite 1250, San Jose CA 95113 669 800 4130 days’ written notice for the convenience of the terminating party. If any change occurs in the ownership of the Client, the Consultant shall have the right to immediately terminate this Agreement. In the event of any termination, the Consultant shall be paid for all services rendered and expenses incurred to the effective date of termination, and other reasonable expenses incurred by the Consultant as a result of such termination. If the Consultant's compensation is a fixed fee, the amount payable for services will be a proportional amount of the total fee based on the ratio of the amount of the services performed, as reasonably determined by the Consultant, to the total amount of services which were to have been performed. 8) Insurance. The Consultant carries Workers' Compensation insurance, professional liability insurance, and general liability insurance. If the Client directs the Consultant to obtain increased insurance coverage, the Consultant will take out such additional insurance, if obtainable, at the Client's expense. 9) Standard of Care. The standard of care applicable to Consultant’s services will be the degree of care and skill ordinarily exercised by consultants performing the same or similar services in the same locality at the time the services are provided. No warranty, express or implied, is made or intended by the Consultant's undertaking herein or its performance of services, and it is agreed that the Consultant is not a fiduciary with respect to the Client. 10) LIMITATION OF LIABILITY. In recognition of the relative risks and benefits of the Project to the Client and the Consultant, the risks have been allocated such that the Client agrees, to the fullest extent of the law, and notwithstanding any other provisions of this Agreement or the existence of applicable insurance coverage, that the total liability, in the aggregate, of the Consultant and the Consultant's officers, directors, employees, agents, and subconsultants to the Client or to anyone claiming by, through or under the Client, for any and all claims, losses, costs or damages whatsoever arising out of, resulting from or in any way related to the services under this Agreement from any cause or causes, including but not limited to, the negligence, professional errors or omissions, strict liability or breach of contract or any warranty, express or implied, of the Consultant or the Consultant's officers, directors, employees, agents, and subconsultants, shall not exceed twice the total compensation received by the Consultant under this Agreement or $50,000, whichever is greater. Higher limits of liability may be negotiated for additional fee. Under no circumstances shall the Consultant be liable for extra costs or other consequences due to changed conditions, or for costs related to the failure of contractors to perform work in accordance with the plans and specifications. This Section 10 is intended solely to limit the remedies available to the Client or those claiming by or through the Client, and nothing in this Section 10 shall require the Client to indemnify the Consultant. 11) Mutual Waiver of Consequential Damages. In no event shall either party be liable to the other for any consequential, incidental, punitive, or indirect damages including but not limited to loss of income or loss of profits. 12) Certifications. The Consultant shall not be required to execute certifications or third-party reliance letters that are inaccurate, that relate to facts of which the Consultant does not have actual knowledge, or that would cause the Consultant to violate applicable rules of professional responsibility. 13) Dispute Resolution. All claims by the Client arising out of this Agreement or its breach shall be submitted first to mediation in accordance with the Construction Industry Mediation Procedures of the American Arbitration Association as a condition precedent to litigation. Any mediation or civil action by kimley-horn.com 10 South Almaden Blvd, Suite 1250, San Jose CA 95113 669 800 4130 Client must be commenced within one year of the accrual of the cause of action asserted but in no event later than allowed by applicable statutes. 14) Hazardous Substances and Conditions. In no event shall Consultant be a custodian, transporter, handler, arranger, contractor, or remediator with respect to hazardous substances and conditions. Consultant's services will be limited to professional analysis, recommendations, and reporting, including, when agreed to, plans and specifications for isolation, removal, or remediation. The Consultant shall notify the Client of hazardous substances or conditions not contemplated in the scope of services of which the Consultant actually becomes aware. Upon such notice by the Consultant, the Consultant may stop affected portions of its services until the hazardous substance or condition is eliminated. 15) Construction Phase Services. a) If the Consultant's services include the preparation of documents to be used for construction and the Consultant is not retained to make periodic site visits, the Client assumes all responsibility for interpretation of the documents and for construction observation, and the Client waives any claims against the Consultant in any way connected thereto. b) If the Consultant provides construction phase services, the Consultant shall have no responsibility for any contractor's means, methods, techniques, equipment choice and usage, sequence, schedule, safety programs, or safety practices, nor shall Consultant have any authority or responsibility to stop or direct the work of any contractor. The Consultant's visits will be for the purpose of endeavoring to provide the Client a greater degree of confidence that the completed work of its contractors will generally conform to the construction documents prepared by the Consultant. Consultant neither guarantees the performance of contractors, nor assumes responsibility for any contractor’s failure to perform its work in accordance with the contract documents. c) The Consultant is not responsible for any duties assigned to the design professional in the construction contract that are not expressly provided for in this Agreement. The Client agrees that each contract with any contractor shall state that the contractor shall be solely responsible for job site safety and for its means and methods; that the contractor shall indemnify the Client and the Consultant for all claims and liability arising out of job site accidents; and that the Client and the Consultant shall be made additional insureds under the contractor’s general liability insurance policy. 16) No Third-Party Beneficiaries; Assignment and Subcontracting. This Agreement gives no rights or benefits to anyone other than the Client and the Consultant, and all duties and responsibilities undertaken pursuant to this Agreement will be for the sole benefit of the Client and the Consultant. The Client shall not assign or transfer any rights under or interest in this Agreement, or any claim arising out of the performance of services by Consultant, without the written consent of the Consultant. The Consultant reserves the right to augment its staff with subconsultants as it deems appropriate due to project logistics, schedules, or market conditions. If the Consultant exercises this right, the Consultant will maintain the agreed-upon billing rates for services identified in the contract, regardless of whether the services are provided by in-house employees, contract employees, or independent subconsultants. 17) Confidentiality. The Client consents to the use and dissemination by the Consultant of photographs of the project and to the use by the Consultant of facts, data and information obtained by the Consultant in the performance of its services. If, however, any facts, data or information are specifically identified in writing by the Client as confidential, the Consultant shall use reasonable care to maintain the confidentiality of that material. kimley-horn.com 10 South Almaden Blvd, Suite 1250, San Jose CA 95113 669 800 4130 18) Miscellaneous Provisions. This Agreement is to be governed by the law of the State of California. This Agreement contains the entire and fully integrated agreement between the parties and supersedes all prior and contemporaneous negotiations, representations, agreements or understandings, whether written or oral. Except as provided in Section 1, this Agreement can be supplemented or amended only by a written document executed by both parties. Provided, however, that any conflicting or additional terms on any purchase order issued by the Client shall be void and are hereby expressly rejected by the Consultant. Any provision in this Agreement that is unenforceable shall be ineffective to the extent of such unenforceability without invalidating the remaining provisions. The non-enforcement of any provision by either party shall not constitute a waiver of that provision nor shall it affect the enforceability of that provision or of the remainder of this Agreement.