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Chambers Group Inc-2008-16 I� PROFESSIONAL CONSULTANT SERVICES AGREEMENT Chambers Group, Inc. Preparation of the Grand Terrace General Plan Update/Redevelopment Plan Amendment Environmental Impact Report THIS PROFESSIONAL CONSULTANT SERVICES AGREEMENT ("Agreement") is made and entered into this day of December, 2008, ("Effective Date") byl and between the CITY OF GRAND TERRACE ("City"), a public entity, and Chambers 'Group, Inc., ("Consultant"). 1. Scope of Services. City agrees to retain and does hereby retain Consultant and Consultant agrees to provide the services more particularly described in Exhibit "A", "Scope of Services, Project Schedule, and Fees", attached hereto and incorporated herein by;reference, in conjunction with Preparation of the Grand Terrace General-Plan Update/Redevelopment Plan Amendment Environmental Impact Report("Project"). . 1 2. Term. This Agreement shall be effective on the date first written above unless otherwise provided in Exhibit "A" and the Agreement shall remain in effect until December 31, 2009,unless otherwise terminated pursuant to the provisions herein. 3. Compensation/Payment. Consultant shall perform the Service's under this Agreement for the total sum not to exceed Fifty-Eight Thousand Dollars ($ 58,000.00)payable in accordance with the terms set forth in Exhibit "A'. Said payment shall be made in accordance with City's usual accounting procedures upon receipt and approval of an itemized invoice setting forth the services performed. The invoices shall be-delivered to City at the address set forth in Section 4 hereof. 4. Notices. Any notices required to be given hereunder shall be in writing and shall be personally served or given by mail. Any notice given by mail shall be deemed given when deposited in the United States Mail, certified and postage prepaid, addressed to,the party to be served as follows: To Ci : To Consultant: The City of Grand Terrace Chambers Group, Inc Attn: Joyce Powers 17671 Cowan Avenue, Suite 1010 22795 Barton Road Irvine, California 92614 Grand Terrace, California 92313 5. Prevailing Wage. If applicable, Consultant and all subcontractors areirequired to pay the general prevailing wage rates of-per diem wages and overtime and holiday wages determined by the Director of the Department of Industrial I Relations under Section I720 et seq. of the California Labor Code and implemented the City Council of the City of Grand Terrace. The Page 1 of 11 1 i Director's determination is on file and open to inspection in the office of the City,Clerk and,is referred to and made a part hereof; the wage rates.therein ascertained, determined, and specified are referred to and made a part hereof as though fully set forth herein. , 6. Contract Administration. A designee of the City will be appointed to administer this Agreement on behalf of the City and shall be referred to herein as Contract Administrator. 7. Standard of Performance. While performing the Services, Consultant Shall exercise the reasonable professional care and skill customarily exercised by reputable members of Consultant's profession practicing in the'Metropolitan Southern California Area, and shall use reasonable diligence and best judgment while exercising its professional skill and'expertise. 8.- Personnel. Consultant shall furnish all personnel necessary to perform the Services and shall be responsible for their performance and compensation. Consultant recognizes that'the qualifications and experience of the personnel to be used are vital to professional and timely -completion of the Services. The key personnel listed in Exhibit `B" attached' hereto and incorporated herein by this reference and assigned to perform portions of the Services shall remain assigned through completion of the Services, unless otherwise mutually agreed by the parties in writing,,or caused by hardship or resignation in which case substitutes'sha11 be subject to City approval. 9. Assignment and Subcontracting. Neither party shall transfer any right, interest, or obligation in or under this Agreement to any other entity without prior written consent of the other party. In any event,no assignment shall be made unless-the assignee expressly'assumes the obligations of assignor under this Agreement, in a writing satisfactory to the parties.' Consultant shall not subcontract any portion of the work required by this Agreement without;prior written approval by the responsible City's Contract Administrator. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement, including without limitation, the insurance obligations set forth in Section 12. Consultant acknowledges that any transfer of rights may require CityManager and/or City Council approval. 10. Independent Contractor. In the performance of this Agreement, Consultant, and Consultant's employees, subcontractors and agents, shall act in an independent ,capacity as independent contractors, and not as officers or employees of the City of Grand Terrace. Consultant acknowledges and agrees that City has no obligation to pay or withhold state or federal taxes or to provide workers' compensation or unemployment-insurance to Consultant, or to Consultant's employees, subcontractors and agents. Consultant, as an independent contractor, shall be responsible for any and all taxes that apply to Consultant as an employer. r 11. Indemnification. 11.1 Indemnity. Except as to the sole negligence,or willful misconducf of the City, Consultant shall- defend; indemnify and Bold the City, and its officers, employees and agents, harmless from any and all loss, damage, claim for damage, liability, expense or cost, including Page 2 of 11 I 7 j attorneys' fees, which arises out of or is in any way connected with the performance of work under' this Agreement by Consultant, or any j of the Consultant's employees; agents or subcontractors and from all claims by iConsultarit's employees, subcontractors. and agents for compensation for services rendered to Consultant in the 'performance of this, Agreement, notwithstanding that the City and/or City may have benefitted from their'; services. This indemnification provision shall apply to any acts or omissions, willful misconduct!or negligent conduct, whether active or passive,-on the part of Consultant or of Consultant's,employees, subcontractors or agents. 1 11.2 Attorney's Fees. The parties expressly agree that any payment, attorneys' fees, costs or expense that the City incurs or makes to or on behalf of an injured employee under the City's self-administered workers' compensation is included as a loss, expense or, cost for the purposes of this Section, and that this Section shall survive the expiration or early termination of the Agreement. 12. Insurance. 12.1 General Provisions. Prior to the City's execution of this Agreement; Consultant shall provide satisfactory evidence of, and shall thereafter maintain during the 'term of this Agreement, such insurance policies and coverages in the types, limits, forms and ratings required herein. The rating and required insurance policies and coverages may be modified in writing by the City's Risk Manager or City Attorney, or a designee, unless such modification`is prohibited -by law. 12.1.1 Limitations. These minimum amounts of coverage shall not constitute any limitation or cap on Consultant's indemnification obligations under Section 11 hereof 12.1.2 Ratings. Any insurance policy or coverage provided by, Consultant or subcontractors as required by this Agreement shall be deemed inadequate and a material breach of this Agreement, unless such policy or coverage is issued by insurance companies authorized to transact insurance business in the State of California with a policy holder's rating of B+ or higher and a Financial Class of VII or higher. 12.1.3 Cancellation. The policies shall not be canceled unless thirty '(36) days prior written notification of intended cancellation has ,been given to City by certified or registered mail,postage prepaid. 12.1.4 Adequacy. The City, its officers,.employees and agents make no representation that the types or limits of insurance specified to be carried by Consultant pursuant to this Agreement are adequate to protect Consultant. If Consultant believes that any required insurance coverage is inadequate, Consultant will obtain such additional insurance coverage as Consultant deems adequate, at Consultant's sole expense. Page 3 of 11 t 12.2 Workers' Compensation Insurance: By executing this Agreement, Consultant certifies that Consultant is aware of and will comply with Section 3700 of the Labor Code of the State of California requiring every employer to be insured against liability for workers' compensation, or to undertake self-insurance before commencing any of the work.' Consultant shall carry'the insurance or provide for self-insurance required by California law to,protect said Consultant from claims under the Workers' Compensation Act. Prior to City's execution of this Agreement, Consultant shall file with City either (1) a certificate of insurance showing that such insurance is in effect, or that Consultant is self-insured for such coverage, io i (2) a certified statement that Consultant has no employees, and_acknowledging that if Consultant does employ any person, the necessary`certificate of insurance will immediately be filed with' City. Any certificate filed with City shall provide that City will be given ten (10) days prior written notice before modification or cancellation thereof. 12.3 ' Commercial General Liability and Automobile Insurance. Prior to City's execution of this Agreement, Consultant shall obtain, and shall thereafter maintain during the term of .this Agreement, commercial general liability insurance and automobile liability insurance as required to insure Consultant- against damages for personal injury, including accidental death,.as well as from claims for property damage, which may arise from or which may concern operations by anyone directly or indirectly employed by, connected with, or acting for or on behalf of Consultant. The City, and its officers, employees and agents, shall be named as additional insureds under the Consultant's insurance policies. 12.3.1 Consultant's commercial general liability insurance policy shall cover both bodily injury(including death) and property damage (including, but not limited to, premises operations liability, products-completed operations liability, independent Consultant's liability, personal injury liability, and contractual liability) in an amount not less than $1,000,060 per occurrence and a general aggregate limit in the amount of not less than$2,000,000. 12.3.2 . Consultant's automobile liability policy shall cover both bodily injury' and property damage in an amount not less than $500,000 per occurrence and an aggregate limit of not less than $1,000,000. All of Consultant's automobile and/or commercial general liability insurance policies shall cover all vehicles used in connection with Consultant's performance of this Agreement, which vehicles shall include, but are.not,limited to, Consultant owned vehicles, Consultant leased vehicles,_Consultant's�employee vehicles, non-Consultant owned vehicles and hired vehicles. 12.3.3 Prior to City's execution of this Agreement, copies of insurance policies or original certificates and additional insured endorsements evidencing the coverage required by this Agreement, for both commercial general and automobile liability insurance, shall be filed with the City and shall include the City and its officers, employees and agents, as additional insureds. Said policies shall be in the usual form of commercial general and automobile liability insurance policies,but shall include the following provisions: Page 4 of 11 It is agreed that the City of Grand Terrace and its officers, employees and agents, i are added as additional insureds under this;policy, solely for work done by and ion behalf of the named -'insured for , the City of Grand Terrace. 12.4 Errors and Omissions Insurance. Prior to City's execution of this Agreement, Consultant shall obtain, and shall thereafter maintain during the term of this Agreement, errors and omissions professional liability insurance in the minimum amount of$1,000,000 to protect the City from claims resulting from the Consultant's activities. i .12.5 Subcontractors' Insurance. Consultant shall require all of its subcontractors to carry insurance, in an amount sufficient to cover the risk of injury, damage or loss, that may be caused by the subcontractors' scope'of work and activities provided -in furtherance of this Agreement, including, but without limitation, the,following coverages: Workers Compensation, Commercial General Liability, Errors and Omissions, and Automobile liability. "Upon City's request, Consultant shall provide the City with satisfactory evidence that Subcontractors have obtained insurance policies and coverages required.by this section. 13. Business Tax. Consultant understands that the Services performed under this Agreement constitutes doing business in the City of Grand Terrace, and Consultant agrees that Consultant will register for and pay a business tax-pursuant to Chapter 5.04 of the Grand Terrace Municipal Code and keep such tax certificate current during the term of this Agreement. 14. Time of Essence. Time is of the essence for each and every provision of this Agreement. 15. City's Right to Employ Other Consultants. City reserves the.right to employ other Consultants in connection with the Project. 16. Accounting Records. Consultant shall maintain complete and accurate records with respect to costs incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to'examine, audit, and make transcripts.or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period.of three (3) years from the date of final payment under this Agreement. 17. Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other materials either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant, except as otherwise directed by City's Contract Administrator. Nothing furnished to Consultant which is otherwise known to the Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia,photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, 4 r television or radio production,website, or other similar medium without the prior written consent of the City. 18. Ownership of Documents. All 'reports, maps, drawings and other contract deliverables prepared under this Agreement by Consultant shall be and remain;the property of City upon City's compensation to Consultant for its services as herein provided. Consultant shall not release to others information furnished by City without prior express written approval of City. 1 19. Conflict of Interest. Consultant, for'itself and on behalf of the individuals listed in Exhibit `B", represents and warrants that by the execution of this Agreement, they have no interest, present or contemplated, in the Project -affected by the above-described Services. Consultant further warrants that neither Consultant,nor the individuals listed in Exhibit`B"have any real property, business interests or income interests that will be affected by this project or, alternatively, that Consultant will file with the City an affidavit disclosing any such interest. 20. Solicitation. Consultant warrants that Consultant has not employed;or retained any person or City to solicit or secure this Agreement, nor has it entered into any 'agreement or understanding. for a commission, percentage, brokerage, or contingent fee to be paid to secure this Agreement. For breach of this warranty, City shall have the right to terminate this Agreement without liability and pay Consultant only for the value of work. Consultant has actually performed, or, in its sole discretion, to deduct from the Agreement price or otherwise recover from Consultant the full amount of such commission, percentage, brokerage or commission fee. The remedies specified in this section shall be in addition to and',not in lieu of those remedies otherwise specified in this Agreement. 21. General Compliance with Laws. Consultant shall keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Consultant, or in any way affect the performance of services by Consultant pursuant to this Agreement. Consultant shall at all times observe and comply with all such laws, ordinances and regulations, and shall be solely responsible for any failure to comply with all applicable laws, ordinances and regulations. 22. Amendments. This Agreement may be modified or amended only,by a written Agreement and/or change order executed by the Consultant and City. 23. Termination. City, by notifying` Consultant in writing, shall have the right to terminate.any or all of Consultant's'services and work covered by this Agreement at any time. In the event of such termination, Consultant may submit Consultant's final written statement of the amount of Consultant's services as of the date of such termination based upon the ratio that the work completed bears to the total work required to make the report complete, subject to the City's rights under Sections 15 and 24 hereof., In ascertaining the work actually rendered through the termination date, City shall consider completed work, work in progress and complete and incomplete reports and other documents only after delivered to City. Page 6 of 11 i I 23.1 Other than as stated below, City shall give Consultant thirty (30) days prior written notice prior to termination. i 23-2 City may terminate this Agreement upon fifteen (15) days written notice to Consultant, in the event: 23.2.1 Consultant substantially fails to perform or materially breaches the Agreement; or i 23.2.2 City decides to abandon or postpone the Project. 24. Offsets. Consultant acknowledges and agrees that with respect to any, business tax or penalties thereon, utility charges, invoiced fee or other debt which Consultant owes or may owe to the City, City reserves the right to withhold and offset said amounts from payments or refunds or reimbursements owed by City to Consultant. Notice of such withholding and offset shall promptly be given to Consultant by City in writing. In the event of a dispute as to the amount owed or whether such amount is owed to the City, City,will hold such disputed;amount until either the appropriate appeal process has been completed or until the dispute has been resolved. 25. Successors and Assigns. This Agreement shall be binding upon City and its successors and assigns, and upon Consultant and its permitted successors and assigns, and shall not be assigned by Consultant, either in whole or in part, except as otherwise provided in paragraph 9 of this Agreement. 26. Venue and Attorneys' Fees. Any action at law or'in equity brought,by either of the parties hereto for the purpose of enforcing a right or rights provided for by this Agreement shall, be tried in a court of competent jurisdiction in the County of San Bernardino, State of California, and the parties hereby waive all provisions of law providing for a change of venue in such proceedings to any other county. In the event either party hereto shall bring suit to,enforce any term of this Agreement or to recover any damages for and on account of the breach of any term or condition of this Agreement, it is mutually agreed that the prevailing party in such action shall recover all costs thereof, including reasonable attorneys' fees, to be set by.the court in such action. 27. Nondiscrimination.During Consultant's performance of this Agreement, Consultant shall not discriminate on the grounds of.race, religious creed, color, national origin, ancestry, age, physical disability, mental disability, medical condition, including the medical condition of Acquired Immune Deficiency Syndrome (AIDS)"or any condition related thereto, marital status, sex, or sexual orientation, in the selection and retention of employees and subcontractors and the procurement of materials and equipment, except as provided in Section 12940 of the California Government Code. Further, Consultant agrees to conform'to the requirements of the Americans with Disabilities Act in the performance of this Agreement. Page 7of11 j 28. Severability. Each,provision, term, condition, covenant and/or restriction, in whole and in part,: of this Agreement shall be considered severable: In the event any provision, term, condition, covenant and/or restriction, in whole and/or in part, of this Agreement is declared invalid, unconstitutional, or void for any reason, such provision or part thereof shall be severed from this Agreement and shall not affect any other provision, term, condition, covenant and/or restriction of this Agreement, and the remainder of the Agreement shall continue in full force and effect. { 29. Authority: The individuals executing this Agreement and the instruments referenced herein on behalf of Consultant each represent and'warrant that they have the legal,power, right and actual authority to bind Consultant to the terms and conditions hereof and thereof. 30. Entire Agreement: This-Agreement constitutes the final, complete, and exclusive statement of the terms of the agreement between the parties pertaining to the subject matter of this Agreement, and supersedes all prior and contemporaneous understandings or agreements of the parties. Neither party has been induced to enter into this Agreement by, and neither party is relying on, any representation or warranty outside those expressly set forth in this;Agreement. - I 31. Interpretation. City and Consultant acknowledge and agree that this Agreement is the product of mutual arms-length negotiations and accordingly, the rule of construction, which provides that the ambiguities in a document shall be construed against the drafter of that document, shall have no application to the interpretation and enforcement of this Agreement. 31.1 Titles and captions are for convenience of reference only and-do not define, describe or limit the scope or the intent of the Agreement or any of its terms. Reference to section numbers are to sections in the Agreement unless expressly stated otherwise. - a 31.2 This Agreement shall be governed by and construed in accordance with the laws of the State of California in effect at the time of the execution of this Agreement. 31.3 In the event of a conflict between the body of this Agreement and'Exhibit "A" hereto,the terms contained in Exhibit"A"shall be controlling. ' 32. Exhibits. The following exhibit's attached hereto are incorporated herein to this Agreement by this reference: Exhibit"A"- Scope of Services, Project Schedule, and Fees ,Exhibit`B"-Personnel IN WITNESS WHEREOF City and Consultant have caused this Agreement to be duly executed the day and year first above written. - I ' Page 8of11 12/02/2008 15:48 FAX 714 744 3350 HARPER AND BURNS LLP 2 001/001 THE CITY OF GRAND TERRACE, CHAMBERS GROUP, INC. A Public Entity By:� By:�, Acting City Manager [Printed Name] Attest: _ City Clerk [Title] 13y: APPROVED AS T F c 1r By: '`-'� [Pr-inted Name] City Attorney [Title] I I Page 9of11 1 ' i THE CITY OF GRAND TERRACE, CHAMBERS GROUP, INC. A Public Entity By: By: Actingbdy Manager 1S [Printed Name] Attest: &zm C-r zw 2,rta` City Clerk [Title] By: APPR VED A T FORM: f/ hwame:� �C[i1Gt 17�1�6'i�C By: Printed Name] City Attorne � ✓iSc_ PS [Title] Page 9of11 EXHIBIT "A" SCOPE OF SERVICES, PROJECT SCHEDULE, AND FEES Page 10 of 11 REVISED PROJECT SCHEDULE Chambers Group will complete the General Plan Update/Redevelopment Plan Amendment Environmental Impact Report according to the following schedule, after receiving City approval to proceed: • First Screen Check Submittal—21 days after receiving City approval to proceed •City Review of First Screen Check Document- 14 days after submittal of document to City --Second Screen Check Submittal: 10 days after receiving City comments •City Review of Second Screen Check Document: 10 days after submittal of document to City • Draft EIR Preparation: 10 days after receiving City comments •Public Review of Draft EIR: 45 days from receipt of document by City • Response to Comments: 10 days from close of Public Review period • EIR Finalization for Public Hearing: 21 days from close of Public Review period REVISED FEE ESTIMATE The Total Estimated Not-To-Exceed Fee to successfully complete the above Scope of Services (Change Order No, 2) is $58,305.76. This amount includes all monies invoiced to date, amounts expended but not yet invoiced, and.anticipated amounts necessary to complete the Scope of Services. By Major Task, this fee breaks down as follows: `4.t�<�iOt�TRA�`firAIUtOU�!'1`W�TM`>�"'�.'g•�,- � a.: �. :�r::TASK: d.?act;}�:�.•::�.�f;� ;% r!' t.:}•:-.CONTRACT:-;'°:�'j`«t�r�:�::CH�iNGE:ORDER. �t,•'a�,,:�,t r'�"x`z;.'T r4«.._�:s,'t'::cyr°�f�lz r1t'�':�;.1',�...-rt'..-r..;e'�:�.�',.'ev;;2'^i f:�Y th`^r:r�7.r};'x�r'�c,�,i,,i.�.::.;:,.:..e:.,..i:p:r,•r^.'•:ro�.,:"�,._do�e-.=.?.u:.—'..<•�N•_��•._,,- �'L f'',r,.f n. Eta,{...::: f�ii': 9i!. e�?.�•w3:?F',PT:9r::i;t. nn.7.;.`rla. `7"{:d,.23=�'sr'rt�,ts i /� y{t„!..:. .� .� ab�} ,�.�. ;y.x• wI ih�,u,'J,tlr:;YS�/,t�:t�!'AII�V.I��i't><• Task 1—Prepare Initial Stud. $7,274.00 Task 2 — Prepare Technical Background $14,484.00 Studies Task 3- Prepare Screen Check Draft EIR $98,242.00 Task 4—Prepare Draft EIR — $8,400.00 Task 5—Prepare Final EIR $4,400.00 Task 6—Prepare CEQA-Related Tasks $6,500.00 Task 7 — Project Initiation/Kick-off and $5,500.00 Project Coordination Task 8—Meeting and Hearing Attendance $6,000.00 Global Climate Change/Greenhouse Gas $11,200.00 Emissions Analysis ..ti. S:+b., 1 y .'4' .rY,,.X. - _;,4Gc ��� "'i;rSw,r,'"t'Y f'..3rt'i:'. { "KZy:F,F 1G :1.; Sr.w•, vtY.. _ �,t. - :7, H ' �f't a'ir Q.'q'MG :•:Ff 03''69�.24�:i'n,� .a.- ;��_,;$• Work that has been invoiced to date includes the following: completion of Task 1; completion of Task 2; completion of a portion of Task 3; completion of a portion of Task 6; completion of a portion of Task 7; and, completion of a portion of Task 8. As the Scope of Services above incorporated by reference hereinto all work tasks comprising the scope of services articulated in the original March 8, 2007 PSA and the August 20, 2007 Change Order No. 1, this section of Change Order No. 2 hereby incorporates by reference hereinto all remaining portions of the subject PSA and Change Order No. 1, including all caveats, conditions, assumptions, exclusions and exceptions. All terms in force with the existing PSA are unaffected by this Change Order and remain in full force and effect. Chambers Group® Should Change Order No. 2 be found acceptable to the City, please have Mr. Schwab provide his dated signature in the place provided below and return to us an executed copy for our files. Chambers Group appreciates its continued relationship with you and the City of Grand Terrace. Should you have any questions or comments regarding any aspect of this submittal, please do not hesitate to call me or Jim Smithwick. Sincerely, CHAMBERS GROUP, INC. CHAMBERS GROUP, INC. Albert Arm ijo Jim Smithwick Senior Environmental Planner Director of Environmental Planning IN WITNESS WHEREOF, the Parties have caused this Change Order (No. 2) to the March 8, 2007 Professional Services Agreement (PSA) between Chambers Group, Inc. and the City of Grand Terrace for preparation of the Grand Terrace General Plan Update Environmental Impact Report to be executed as of the day and year first written in the subject PSA. CITY OF GRAND TERRACE: By: (Print Name) Title: Date: CHAMBERS GROUP, INC.: By(Supervisor): (Print Name): Title: Date: Chambers Group® EXHIBIT`S" PERSONNEL Jim Smithwick, PhD, Director of Environmental Planning Albert Armijo,Principal Environmental Planner and Project Planner Lisa Romero, Associate Planner Mike Hendrix,Principal Air Quality/Noise Specialist Heather Dubois, Senior Air Quality/Noise Specialist Ann Lopez,Assistant Air Quality/Noise Specialist Jay Sander, Senior Cultural Resources Specialist Lisa Wadley, Staff Biologist Page 11 of 11 �M i I CALIFORNIA December 18, 2008 I 22795 Barton Road Grand Terrace California 92313 Civic Center Chambers Group, Inc. (9 Civic is Center 17671 Cowan Avenue, Suite 100 Fax(909)783-7629 Irvine, CA 92614 The Grand Terrace City Council,at their meeting on December 9,2008,approved City Clerk's a Professional Consultant Services Agreement between the City of Grand Terrace Department and Chambers Group, Inc. to complete the General Plan Environmental Impact Report. Enclosed you will find a fully executed copy of the Agreement for your records. Sincerely, Brenda Mesa City Clerk Enclosure i