CITY COUNCIL AGENDA REPORT MEETING DATE: March 17, 2021 ITEM #7 SUBJECT:

CONSIDERATION AND APPROVAL OF CONTRACT FOR SERVICES WITH HDR ENGINEERING, INC. FOR ON-CALL LAND USE AND TRANSPORTATION SERVICES

REPORT COORDINATED OR PREPARED BY: [ ] Council [ X ] Staff Katie Yancey, Community Investment Manager Economic Development and Housing Department [ ] Other

ATTACHMENT [ X ] Yes [ ] No [ ] Information [ ] Direction [ X ] Action

OBJECTIVE This report requests City Council approval of a contract with HDR Engineering, Inc. (HDR) in the amount of $160,000 for on-call land use and transportation services for deindustrialization and planning efforts.

RECOMMENDED ACTION Staff respectfully recommends that the City Council delegate authority to the City Manager to execute and take action to make non-substantive edits to this professional services agreement (Agreement) with HDR for on-call land use and transportation services for deindustrialization and planning efforts in substantially the form included as Attachment 1 to this report.

BACKGROUND Since almost the incorporation of the City, the Pioneer Bluff District has been an area targeted for waterfront mix-ed use redevelopment. Starting in 2006, the Council enacted land-use restrictions preventing any intensification of industrial uses. In 2014, the Council approved the Pioneer Bluff Transition Plan, which summarizes the City’s analysis of transition processes, scope and projected costs and defined an Action Plan to expedite and facilitate the continued transition of Pioneer Bluff to urban waterfront uses. This document served as the foundation for a comprehensive land use, infrastructure, and financing plan necessary to implement the City’s long-term vision for Pioneer Bluff. In 2018, the City completed the first phase of planning with the completion of the Pioneer Bluff and Stone Lock Reuse Master Plan (“Reuse Master Plan”). This document identifies many of the implications that redevelopment of these infill districts has for both the Pioneer Bluff and Stone Lock area and land use and circulation improvements in other areas of the City. It also identified the street network being studied for the Broadway Bridge project. The goal of this document was to lay the groundwork for both near-term open space and transportation projects (e.g. the Barge Canal Trail) and for a specific plan targeted to be completed by 2025.

Outside of the Reuse Master Plan area but assumed in its street network because of how it changes the traffic patterns on Jefferson Blvd. is the Enterprise Crossing. The Enterprise Crossing is a transportation facility across the Deep-Water Ship Channel (DWSC) connecting Enterprise Blvd. to Southport. The City’s General Plan Environmental Impact Report, adopted in 2016, assumes that the Enterprise Crossing is constructed by 2035. The General Plan’s traffic model for 2035 indicates that substantial congestion is expected to occur at the north and south of the Palamidessi Bridge and along Industrial and Lake Washington Boulevards. A new transportation facility at Enterprise Boulevard is projected to have several transportation benefits which include: 1) reducing the number of improvements needed on Industrial and Lake Washington Boulevards; 2) substantially reducing delays and level-of-service impacts at major intersections along these roadways; 3) providing another crossing of the ship canal, which will improve emergency access to Southport; and 4) improving truck/goods movement access to the Southport Industrial Plan area. In addition to the transportation benefits listed above, a new transportation facility across the DWSC is expected to advance the goals of the Reuse Master Plan. However, further definition and analysis is necessary for the development of the Reuse Master Plan program- level Environmental Impact Report (EIR).

To begin further defining the implications of the future Enterprise Crossing, on January 15, 2020, the Council approved a contract with AECOM, Inc. for a master consultant to help staff oversee the development of the Enterprise Crossing Feasibility Study and to prepare and deliver the Study. This is being accomplished through the review and analysis of existing technical studies and through the commissioning of new technical studies in Consideration of HDR Contract March 17, 2021 Page 2 multiple disciplines, including traffic engineering, flood protection, biology and economics, etc. as they relate to the Enterprise Crossing.

ANALYSIS Over the next two years, staff anticipates that it will need professional land use and transportation expertise to advance staff’s work developing a specific plan for the Reuse Master Plan area and the supporting Enterprise Crossing Feasibility Study. On June 22, 2020, City staff issued a Request for Statement of Qualifications (RFQ) from land use and transportation planning firms to assist staff with the development of one or more technical memorandum reports (TMs) that will be used to inform many of the land use and deindustrialization decisions discussed above. On September 11, 2020, the RFQ’s deadline, responses were received from a total of three firms: HDR Engineering Inc., Jacobs, and DKS Associates. Following the scoring of the submissions, HDR was selected as the most qualified firm and staff has since negotiated a proposed contract for services as presented in Attachment 1. Staff is recommending Council approve an 18-month on-call contract with HDR with an option to extend for an additional six months with a not to exceed amount of $160,000. An 18-month term was selected to both ensure schedule coordination with the recommended completion dates in the Reuse Master Plan and the completion of the Enterprise Crossing Feasibility Study.

Staff anticipates the work product developed through this engagement with HDR will provide the Council with information vital to future decisions related to the General Plan, Reuse Master Plan implementation, and the completion of the Enterprise Feasibility study. Specifically, these TMs will provide the analysis needed to better understand the potential modal transportation shifts (locally and regionally) related to these land use decisions in additional to their effects on traffic circulation, air quality, and goods movement. The technical analyses needed are complex, multi-disciplinary, and have far-reaching implications. The conclusions must be reconciled, organized, and sufficiently detailed to inform and guide Council and yet be synthesized for community and stakeholder engagement. Staff is therefore recommending approval of the proposed contract with HDR.

Environmental Considerations The recommended action is not subject to the Environmental Quality Act (CEQA) because it is not an action that may cause a direct or reasonably foreseeable indirect physical change in the environment. (Public Resources Code Section 21605; CEQA Guidelines Section 15060(c), 15738(a)).

Commission Recommendation Although a commission recommendation was not required for this item, the Economic Development and Housing Commission has received presentations on the Pioneer Bluff/Stone Lock Reuse Master Plan. The work being completed under this contract is part of the recommendations contained within the Reuse Master Plan.

Strategic Plan Integration The action recommended in this report advances the City Council’s 2020 and 2019 Council Strategic Plan Policy Agenda item “Bridges: I Street Replacement/Deck Conversion, Enterprise, and Broadway,” and the 2020 and 2019 Management Agenda item “Rail Relocation/Removal.” The recommended action also advances the City Council’s 2018 Council Strategic Plan Policy Agenda item “Pioneer Bluff/Stone Lock Reuse Master Plan (Riverfront Investment Strategy).”

Alternatives The Council’s primary alternatives to the recommended action are summarized below:

1. Approve the proposed contract subject to specific changes directed by the Council; 2. Direct staff to return at a future Council meeting with additional information; or 3. Decline to approve the proposed contract and direct staff not to return with this item in the future.

Staff is prepared to implement Alternatives 2 or 3 at the Council’s direction, though staff would caution that if the contract is not approved at this meeting, it will add several weeks of delay to the project schedule. Staff does not recommend Alternative 4 because the analyses to be prepared pursuant to the recommended action are important and would be difficult to coordinate at the staff level.

Coordination and Review This report was prepared by the Economic Development and Housing Department in coordination with the City Attorney and has been reviewed by the Finance Department.

Consideration of HDR Contract March 17, 2021 Page 3

Budget/Cost Impact There is sufficient budget appropriation available in the Enterprise Crossing Feasibility Study and the Pioneer Bluff/Stone Lock Reuse Master Plan to fund the anticipated costs of the professional services contract with HDR. Costs for the on-call land use and transportation services for deindustrialization planning efforts will be defined in each notice to proceed and funded by the specific project budget as needed.

ATTACHMENT(S) 1. Proposed Contract for Services with HDR

Attachment 1

CONTRACT FOR SERVICES

THIS CONTRACT is made on March 17, 2021, by and between the CITY OF WEST SACRAMENTO (“City”), and HDR ENGINEERING, INC. (“Consultant”).

WITNESSETH:

WHEREAS, the City desires professional on-call land use and transportation services to assist in informing city-wide deindustrialization activities and policies;

WHEREAS, the Consultant has presented a statement of qualifications for such services to the City, dated September 11, 2020, (attached hereto as Exhibit “A”) and is duly licensed, qualified and experienced to perform those services;

NOW, THEREFORE, the parties hereto mutually agree as follows:

1. SCOPE OF SERVICES:

A. Consultant shall do all work, attend all meetings, produce all reports and carry out all activities necessary to completion of the services described in the Scope of Work, attached hereto and incorporated herein by this reference as Exhibit “B”. This Contract and its exhibits shall be known as the “Contract Documents.” Terms set forth in any Contract Document shall be deemed to be incorporated in all Contract Documents as if set forth in full therein. In the event of conflict between terms contained in these Contract Documents, the more specific term shall control. If any portion of the Contract Documents shall be in conflict with any other portion, provisions contained in the Contract shall govern over conflicting provisions contained in the exhibits to the Contract.

B. Consultant enters into this Contract as an independent contractor and not as an employee of the City. The Consultant shall have no power or authority by this Contract to bind the City in any respect. Nothing in this Contract shall be construed to be inconsistent with this relationship or status. All employees, agents, contractors or subcontractors hired or retained by the Consultant are employees, agents, contractors or subcontractors of the Consultant and not of the City. The City shall not be obligated in any way to pay any wage claims or other claims made against Consultant by any such employees, agents, contractors or subcontractors, or any other person resulting from performance of this Contract.

C. The Consultant agrees it has satisfied itself by its own investigation and research regarding the conditions affecting the work to be done and labor and materials needed, and that its decision to execute this Contract is based on such independent investigation and research.

2. TERM OF CONTRACT

A. The term of this contract, subject to termination as set forth in Section 4, shall be eighteen (18) months from the date the contract is executed and received by the City. The services of Consultant are to commence upon receipt of written notice to proceed from the City, and shall be undertaken and completed in accordance with that Notice to Proceed, a template for which is attached hereto and incorporated herein by this reference as Exhibit “C”.

1 B. Consultant’s failure to complete work in accordance with each Notice to Proceed may result in delayed compensation as described in Section 3.

C. The City Manager or his or her designee may, by written instrument signed by the Parties, extend the duration of this Contract for a period of one (1) year in the manner provided in Section 5, provided that the extension does not require the payment of compensation in excess of the maximum compensation set forth in Section 3, Compensation.

3. COMPENSATION:

A. The Consultant shall be paid monthly for all time and materials required and expended, but in no event shall total compensation exceed one hundred sixty thousand dollars ($160,000.00), without City’s prior written approval. Consultant's fees shall be based on the Schedule of Fees, which is attached hereto an incorporated herein as Exhibit "D".

B. Said amount shall be paid upon submittal of a monthly billing showing completion of the tasks that month. Consultant shall furnish City with invoices for all expenses as well as for all materials authorized by this Contract. The invoices shall be submitted with the monthly billings. If Consultant’s performance is not in conformity with the Schedule of Performance, payments may be delayed or denied, unless the Consultant’s failure to perform in conformity with the Schedule of Performance is a documented result of the City’s failure to conform with the Schedule of Performance, or if the Schedule of Performance is extended pursuant to Section 5. City will pay all undisputed amounts within 30 days following receipt of Consultant’s invoice.

C. If the work is halted at the request of the City, compensation shall be based upon the proportion that the work performed bears to the total work required by this Contract, subject to Section 4.

4. TERMINATION:

A. This Contract may be terminated by either party, provided that the other party is given not less than thirty (30) calendar days’ written notice (delivered by certified mail, return receipt requested) of intent to terminate. However, neither party will terminate this Contract for cause without providing the other party written notice of the breach and a reasonable opportunity to cure. For the avoidance of doubt, a cure opportunity is not required to terminate without cause and either party may terminate this Contract without cause by giving not less than 30 calendar days’ notice to the other party as provided herein.

B. The City may temporarily suspend this Contract, at no additional cost to City, provided that the Consultant is given written notice (delivered by certified mail, return receipt requested) of temporary suspension. If City gives such notice of temporary suspension, Consultant shall immediately suspend its activities under this Contract.

C. Notwithstanding any provisions of this Contract, Consultant shall not be relieved of liability to the City for damages sustained by the City by virtue of any breach of this Contract by Consultant, and the City may withhold any payments due to Consultant until such time as the exact amount of damages, if any, due the City from Consultant is determined.

D. In the event of termination, the Consultant shall be compensated as provided for in this Contract, except as provided in Section 4C. Upon termination, the City shall be entitled to

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all work, including but not limited to, appraisals, inventories, studies, analyses, drawings and data estimates performed to that date in accordance with Section 7 hereof.

5. AMENDMENTS, CHANGES OR MODIFICATIONS:

Amendments, changes or modifications in the terms of this Contract may be made at any time by mutual written agreement between the parties hereto and shall be signed by the persons authorized to bind the parties hereto.

6. EXTENSIONS OF TIME:

Consultant may, for good cause, request extensions of time to perform the services required hereunder. Such extensions shall be authorized in advance by the City in writing and shall be incorporated in written amendments to this Contract or the attached Work Program in the manner provided in Section 5.

7. PROPERTY OF CITY:

A. It is mutually agreed that all materials prepared by the Consultant under this Contract shall become the property of the City, and the Consultant shall have no property right therein whatsoever. Immediately upon termination, the City shall be entitled to, and the Consultant shall deliver to the City, all data, drawings, specifications, reports, estimates, summaries and other such materials as may have been prepared or accumulated to date by the Consultant in performing this Contract which is not Consultant’s privileged information, as defined by law, or Consultant’s personnel information, along with all other property belonging exclusively to the City which is in the Consultant’s possession.

B. The reuse of any of the materials or documents described in Paragraph 7.A by the City on any other project without the written permission of the Consultant, shall be at the City's sole risk and the City agrees to defend, indemnify and hold harmless the Consultant from all claims, damages and expenses, including attorney's fees, arising out of such unauthorized reuse by the City or by others acting through the City. The Consultant is not responsible and liability is waived by the City as against the Consultant for use by the City or any other person of any data, reports, plans or drawings not signed by the Consultant.

8. COMPLIANCE WITH ALL LAWS:

A. Consultant shall comply with all applicable laws, ordinances, and codes of federal, State and local governments, and shall commit no trespass on any public or private property in performing any of the work authorized by this Contract. It shall be City’s responsibility to obtain all rights of way and easements to enable Consultant to perform its services hereunder. Consultant shall assist City in providing the same.

B. Consultant warrants to the City that it is licensed by all applicable governmental bodies to perform this Contract and will remain so licensed throughout the progress of the Work, and that it has, and will have, throughout the progress of the Work, the necessary experience, skill and financial resources to enable it to perform this Contract.

9. RESPONSIBILITIES - CONSULTANT:

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A. Consultant agrees and represents that it is qualified to properly provide the services set forth in Exhibit B in a manner which is consistent with the generally accepted standards of Consultant’s profession.

B. Consultant agrees and represents that the work performed under this Contract shall be in accordance with applicable federal, State and local law in accordance with Section 17A hereof.

C. Consultant shall designate a project manager who at all times shall represent the Consultant before the City on all matters relating to this Contract. The project manager shall continue in such capacity unless and until he or she is removed at the request of the City, is no longer employed by Consultant, or is replaced with the written approval of the City, which approval shall not be unreasonably withheld.

D. Consultant shall provide corrective services without charge to the City for services which fail to meet the above professional and legal standards and which are reported to Consultant in writing within sixty (60) days of discovery. Should Consultant fail or refuse to perform promptly its obligations, the City may render or undertake performance thereof and the Consultant shall be liable for any expenses thereby incurred.

10. SUBCONTRACTING:

None of the services covered by this Contract shall be subcontracted without the prior written consent of the City, which will not be unreasonably withheld. Consultant shall be as fully responsible to the City for the negligent acts and omissions of its contractors and subcontractors, and of persons either directly or indirectly employed by them, as it is for the negligent acts and omissions of persons directly employed by Consultant.

11. ASSIGNABILITY:

Consultant shall not assign or transfer any interest in this Contract whether by assignment or novation, without the prior written consent of the City which will not be unreasonably withheld. However, claims for money due or to become due Consultant from the City under this Contract may be assigned to a financial institution, or to a trustee in bankruptcy, without such approval. Notice of any assignment or transfer whether voluntary or involuntary shall be furnished promptly to the City.

12. INTEREST IN CONTRACT:

Consultant covenants that neither it, nor any of its employees, agents, contractors, subcontractors has any interest, nor shall they acquire any interest, direct or indirect, in the subject of the Contract, nor any other interest which would conflict in any manner or degree with the performance of its services hereunder. Consultant shall make all disclosures required by the City’s conflict of interest code in accordance with the category designated by the City, unless the City Manager determines in writing that Consultant’s duties are more limited in scope than is warranted by the category designated by the City code and that a narrower disclosure category should apply. Consultant also agrees to make disclosure in compliance with the City conflict of interest code if, at any time after the execution of this Contract, City determines and notifies Consultant in writing that Consultant’s duties under this Contract warrant greater disclosure by Consultant than was originally contemplated. Consultant shall make disclosures in the time, place and manner set forth in the conflict of interest code and as directed by the City.

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13. MATERIALS CONFIDENTIAL:

All of the materials prepared or assembled by Consultant pursuant to performance of this Contract are confidential and Consultant agrees that they shall not be made available to any individual or organization without the prior written approval of the City, except by court order.

14. LIABILITY OF CONSULTANT-NEGLIGENCE:

Consultant shall be responsible for performing the work under this Contract in a manner which is consistent with the generally-accepted standards of the Consultant’s profession and shall be liable for its own negligence and the negligent acts of its employees, agents, contractors and subcontractors. The City shall have no right of control over the manner in which the work is to be done but only as to its outcome, and shall not be charged with the responsibility of preventing risk to Consultant or its employees, agents, contractors or subcontractors.

15. INDEMNITY AND LITIGATION COSTS:

Consultant shall protect, hold free and harmless, defend and indemnify the City, and its officers, employees and agents, from any and all liability, penalties, costs, losses, damages, expenses, causes of action, claims or judgments, including reasonable attorney’s fees and expenses of litigation arising out of, pertaining to, or relating to the negligence, recklessness, or willful misconduct of the Consultant, its employees or anyone else employed by the Consultant in the performance of services under this agreement, to the extent of the Consultant’s proportionate percentage of fault.

16. CONSULTANT TO PROVIDE INSURANCE:

A. Consultant shall not commence any work before obtaining, and shall maintain in force at all times during the duration and performance of this Contract, the policies of insurance specified in this Section. Such insurance must have the approval of the City as to limit, form, and amount, and shall be placed with insurers with a current A.M. Best’s rating of no less than A VII (an NR rating is acceptable for Worker’s Compensation insurance written with the State Compensation Insurance Fund of California).

B. Prior to execution of this Contract and prior to commencement of any work, the Consultant shall furnish the City with certificates of insurance and copies of endorsements providing evidence of coverage for all policies required by the Contract. The Consultant and its contractors and subcontractors shall, at their expense, maintain in effect at all times during the performance of work under the Contract not less than the following coverage and limits of insurance, which shall be maintained with insurers and under forms of policy satisfactory to the City. The maintenance by Consultant and its contractors and subcontractors of the following coverage and limits of insurance is a material element of this Contract. The failure of Consultant or of any of its contractors or subcontractors to maintain or renew coverage or to provide evidence of renewal may be treated by the City as a material breach of this Contract. Approval of the insurance by the City shall not relieve or decrease any liability of Consultant.

1. Worker’s Compensation and Employer’s Liability Insurance

a. Worker’s Compensation - Insurance to protect the Consultant, its contractors and subcontractors from all claims under Worker’s Compensation and

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Employer’s Liability Acts, including Longshoremen’s and Harbor Worker’s Act (“Acts”), if applicable. Such coverage shall be maintained, in type and amount, in strict compliance with all applicable state and Federal statutes and regulations. The Consultant shall execute a certificate in compliance with Labor Code Section 1861, on the form provided in the Contract Documents.

b. Consultant shall provide a Waiver of Subrogation endorsement in favor of the City, its officers, officials, employees, agents and volunteers for losses arising from work performed by the Consultant.

2. Commercial General Liability Insurance

a. The insurance shall be provided on form CG0001, or its equivalent, and shall include coverage for claims for bodily injury or property damage arising out of premises/operations, products/completed operations, contractual liability, and subconsultant’s work and personal and advertising injury resulting from actions, failures to act, or operations of the insured, or by its employees or agents, or by anyone directly or indirectly employed by the insured. The amount of insurance coverage shall not be less than $1,000,000.00 per occurrence and $2,000,000 general and products/completed operations aggregates.

b. The commercial general liability insurance shall also include the following:

i. Endorsement equivalent to CG 2010 0714 naming the City, its officers, officials, employees, agents, and volunteers as additional insureds. The endorsement shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees or volunteers.

ii. Endorsement stating insurance provided to the City shall be primary as respects the City, its officers, officials, employees and any insurance or self-insurance maintained by the City, its officers, officials, employees or volunteers shall be in excess of the Consultant’s insurance and shall not contribute with it, to the payment or satisfaction of any defense expenses, loss, or judgment.

iii. Provision or endorsement stating that the Consultant’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability.

3. Commercial Automobile Insurance

a. The insurance shall include, but shall not be limited to, coverage for claims for bodily injury or property damage for owned, non-owned, and hired automobiles resulting from actions, failures to act, or operations of the insured, or by its employees or agents, or by anyone directly or indirectly employed by the insured. The amount of insurance coverage shall not be less than $1,000,000.00 per accident.

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b. The commercial automobile insurance shall include the same endorsements required for the commercial general liability policy (see Section 16.B.2.b).

4. Professional Liability. The Consultant and its contractors and subcontractors shall secure and maintain in full force, during the term of this Contract and for five years thereafter, professional liability insurance policies appropriate to the respective professions and the work to be performed as specified in this Contract. The limits of such professional liability insurance coverage shall not be less than $1,000,000 per claim.

C. In addition to any other remedy the City may have, if Consultant fails to maintain the insurance coverage as required in this Section, the City may obtain such insurance coverage as is not being maintained, in form and amount substantially the same as is required herein, and the City may deduct the cost of such insurance from any amounts due or which may become due Consultant under this Contract.

D. No policy required by this Contract shall be suspended, cancelled, terminated by either party, or reduced in coverage or in limits unless Consultant has provided thirty (30) days prior written notice by certified mail, return receipt requested, to the City.

E. Any deductibles or self-insured retentions in excess of $100,000 must be declared to, and approved by, the City.

F. The requirement as to types, limits, and the City’s approval of insurance coverage to be maintained by Consultant are not intended to, and shall not in any manner, limit or qualify the liabilities and obligations assumed by Consultant under the Contract.

17. MISCELLANEOUS PROVISIONS:

A. Consultant shall keep itself fully informed of, shall observe and comply with, and shall cause any and all persons, firms or corporations employed by it or under its control to observe and comply with, applicable federal, state, county and municipal laws, ordinances, regulations, orders and decrees which in any manner affect those engaged or employed on the work described by this Contract or the materials used or which in any way affect the conduct of the work.

B. Consultant shall not engage in unlawful employment discrimination. Such unlawful employment discrimination includes, but is not limited to, employment discrimination based upon a person’s race, religious creed, color, national origin, ancestry, physical handicap, medical condition, marital status, gender, citizenship, or sexual orientation.

C. Consultant shall maintain and make available for inspection by the City and its auditors accurate records of all of its costs, disbursements and receipts with respect to any work under this Contract. Such inspections may be made during regular office hours at any time until six (6) months after the final payments under this Contract are made to the Consultant.

D. This Contract constitutes the entire agreement between the parties relative to the services specified herein and no modification hereof shall be effective unless and until such modification is evidenced by a writing signed by both parties to this Contract. There are no

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understandings, agreements, conditions, representations, warranties or promises, with respect to this Contract, except those contained in or referred to in the writing.

E. All notices that are required to be given by one party to the other under this Contract shall be in writing and shall be deemed to have been given if delivered personally or enclosed in a properly addressed envelope and deposited in a United States Post Office for delivery by registered or certified mail addressed to the parties at the following addresses:

City: City of West Sacramento Attn: Aaron Laurel, City Manager 1110 West Capitol Avenue West Sacramento, CA 95691

Consultant: HDR Engineering, Inc. Attn: Kristi Green 2379 Gateway Oaks Drive, Suite 200 Sacramento, CA 95691

F. This Contract shall be interpreted and governed by the laws of the State of California.

G. Any action arising out of this Contract shall be brought and maintained in Yolo County California, regardless of where else venue may lie.

H. In any action brought by either party to enforce the terms of this Contract, each party shall be bear responsibility for its attorney’s fees and all costs regardless of whether one party is determined to be the prevailing party.

I. Any estimates of project cost, value or savings provided by Consultant are intended to allow a comparative evaluation between alternatives and do not constitute a detailed evaluation or prediction of actual project costs, value or savings. Any such estimates are made on the basis of information available to Consultant and on the basis of Consultant's experience and qualifications, and represents its judgment as an experienced and qualified professional engineer. However, since Consultant has no control over the impact of various factors that impact the actual project cost, value or savings, Consultant does not guarantee that the actual project cost, value or savings will not vary from Consultant’s estimates.

[Signatures on following page]

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CITY OF WEST SACRAMENTO

By: ______Aaron Laurel, City Manager ATTEST:

By: ______Yashin Abbas, City Clerk

APPROVED AS TO FORM:

By: ______Jeffrey Mitchell, City Attorney

CONSULTANT

By: ______Title: Holly Kennedy, Senior Vice President

9 EXHIBIT A

Consultant Statement of Qualifications

10 Statement of Qualifications Land Use and Transportation Planning Services City of West Sacramento

September 2020

11 TOC

TOC

Table of Contents

Cover Letter

1. Qualifications

2. Team Structure and Resumes

3. References and Similar Project Experience

4. Schedule of Hourly Billing Rates

12 City of West Sacramento On-Call Land Use and Transportation Planning Services Cover Letter

September 11, 2020

Melanie Lo City of West Sacramento Economic Development and Housing 1110 W Capitol Ave., 3rd Floor West Sacramento, CA 95691

RE: Statement of Qualifications for Land Use and Transportation Planning Services

Dear Ms. Lo,

The City of West Sacramento is seeking inputs and strategic advice with regard to various questions and scenarios in order to comprehensively and thoughtfully evaluate the potential impacts, challenges, and opportunities associated with the de-industrialization of existing waterfront areas. HDR brings a comprehensive multidisciplinary and multimodal team, combined with directly related experience, to fully inform the City’s land use and transportation decision-making.

Why HDR is the Team of Choice

Trusted and Experienced PM –Mike Higgins, HDR’s PM, brings over 20 years of multidisciplinary planning, funding, and project delivery experience to support the City’s efforts. Mike’s prior experience with the multi-agency Yolo Rail relocation study, the City’s Westside rail relocation efforts, the Broadway Bridge feasibility study, and the City’s Community Investment Practices Study (Phase I), provide Mike with an in-depth understanding of the balance and interplay of land use, transportation, funding, and the underlying economics driving policy decisions that could have major impacts to the City’s future.

Hand-Picked, Comprehensive Support Team – Mike is supported by a two-tiered, hand-picked team covering the potential expertise and services that will be called upon by the City. Tier I support groups, most of whom who are based in Northern California and easily accessible to the City, include:

Rail, Goods Movement and Logistics Any decisions made by the City of West Sacramento to transform the City’s historic industrial land use should contemplate potential impacts to existing transportation and local industry stakeholders. HDR’s National Freight Planning Leader, Keith Bucklew, and our Northern California Freight Rail Market Sector Lead, Chris Goepel, will provide strategic input that considers past studies and stakeholder coordination led by the City and robust industry experience and local knowledge that can be used by the City to better understand the implications of redevelopment on the capacity and functionality of the existing rail facilities; impacts to rail shippers, railroads, and goods movement; and to inform potential future land use decisions.

Freight/Land Use Integration Urban design and master planning now call for the integration of many complex factors, including market demands, environmental opportunities, community input, and technical and logistics efficiencies. Joseph Dack, HDR’s Transportation and Logistics Project Manager, and Joey Scanga, HDR | Calthorpe's Principal Urban Designer, will inform the City’s efforts by drawing upon their extensive local and international waterfront redevelopment planning work. This experience includes the Alameda Point Redevelopment Plan and Greater Houston Area Ports Mobility Study. Joseph and Joey bring experience assessing how freight and non-industrial urban development can work together, which will be a key component of the City’s scenario decision-making.

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Environmental and Transportation Planning Our Northern California Environmental and Transportation Planning leads complement HDR’s Tier I team by bringing knowledge and experience with current best practices and regulatory requirements. Leslie Tice, HDR’s Northern California environmental sciences cross class leader, will utilize her regulatory knowledge and Concord Naval Weapons Station redevelopment planning experience to inform the team of the air quality and other environmental implications of various land use scenarios. Steve Decker, HDR’s Regional Transportation Planning Manager brings specific experience including land use development integration with transportation across all modes. His specific work on the East Contra Costa County Northern Waterfront redevelopment focused on freight project priorities as goods movement (truck, access, rail, water) transportation priorities.

Additional Cross Sector Support HDR’s Tier I team is supported by specialists from the following sectors, who stand ready to assist the City where needed:

• Ports/Maritime and Regulatory Factors

• Industrial/Technology

• Project Prioritization, Economics, and Risk Assessment

• Flood Protection

• Strategic Stakeholder Communications

• State Infrastructure and Legislation

Our work routinely commits us to confidentiality with our key clients, and is something we take very seriously. Our firm’s reputation and credibility depend on it, and we are prepared to sign the City’s non-disclosure agreement. We are truly excited to have the opportunity to continue working with the City and to be part of this local and region-changing opportunity.

I, Holly Kennedy, am authorized by HDR to bind our firm to the terms and conditions in our SOQ, including the labor rates provided, which will be valid for a period of 120 calendar days after the submission deadline of September 11, 2020. Our key contact for this solicitation is our Project Manager, Mike Higgins. Please feel free to contact him at 209.747.2221, or by email at [email protected].

Sincerely,

HDR Engineering, Inc.

Holly Kennedy, PE Mike Higgins Senior Vice President Project Manager 925.209.0696 209.747.2221 [email protected] [email protected]

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1 City of West Sacramento On-Call Land Use and Transportation Planning Services Qualifications Firm Overview | HDR Key Support Services and For over a century, HDR has partnered with clients Personnel to shape communities and push the boundaries of what’s possible. Our expertise spans more than 10,000 Project Management and Leadership employees in more than 200 locations around the world Michael Higgins, Project Manager — and counting. Our planning, engineering, land use, architecture, and environmental service leads bring an impressive breadth of knowledge to every project. Our optimistic approach to finding innovative solutions defined our past and drives our future. HDR’s multidiscipline team is led locally, and is available to address your needs at a moment’s notice. We have hand-picked specialized leaders from across the country, and internationally, to strengthen and bolster any opportunity that comes our way during support of your land use and transportation decision making. We have identified a strong team for your project; a team of our local and national leaders of each discipline, to include: • Goods movement and logistics A multidisciplined team requires a versatile project • Freight rail coordination manager, one who understands the “big picture” context; and who brings relevant, local experience to understand • Freight Logistics/land use freight integration the implications of the various City infrastructure • Environmental Sciences priorities. Mike Higgins, HDR’s PM, brings these qualities • Land Use to the City, backed by 19 years of planning, funding, and project delivery to support the City’s efforts. • Transportation Planning Mike’s relevant experience includes management of Additional Support Services are also available for this transformative projects requiring coordination with project as needed: Class I freight and shortline railroads, Port planning and infrastructure support, and projects specific to the • Industrial/Technology City of West Sacramento. These include the Broadway • Flood Protection and Regulation Bridge feasibility study, rail relocation, and conceptual • Ports/Maritime investment strategy for Pioneer Bluff and Stone Locke. Mike also brings a unique combination of both public • Economics/Risk and private sector experience that provides him with • Public Relations the political sensitivity needed for such an important • Funding/State Legislation undertaking. Refer to Mike’s resume for more detailed information on his relevant experience. • Caltrans Coordination HDR’s primary support team disciplines and key staff are summarized on the following pages, and shown as Tier I support in the organizational chart. Our Tier I team brings deep knowledge in current market and industry conditions and trends, best planning practices, and innovative strategies to the City, as it prepares to make decisions about current and future land uses in West Sacramento.

3 15 City of West Sacramento On-Call Land Use and Transportation Planning Services

Rail, Goods Movement and Logistics – In an urban transportation needs and growth in freight volumes, environment that is characterized by mixed use, freight railroad commercial access, interchange of railcars mobility needs differ among various entities and change between carriers, and access to the national rail depending upon buying behavior, and other influences. As network for shippers via UP and BNSF Railway (BNSF) consumer buying methods have changed, as evidenced HDR’s National Freight Planning Leader, Keith Bucklew, by the growth in e-commerce, so too delivery trucks are and our Rail Planning Lead, Chris Goepel, will provide making more trips into urban residential areas. Likewise strategic input that considers past studies and business, restaurants, medical facilities, pharmacies, and stakeholder coordination led by the City and robust many other businesses receive multiple truck deliveries industry experience and local knowledge that can be each day. Considerations for load/unload zones, curb used by the City to better understand the implications of management design and policies, automated technology, redevelopment on the capacity and functionality of the freight movement operational techniques, and off-hour existing rail facilities; impacts to rail shippers, railroads, deliveries may mandate redesigning urban infrastructure and goods movement; and to inform potential future land to accommodate these trends. HDR recently completed use decisions. a freight design guide for the Louisville Metropolitan Planning Organization: https://www.kipda.org/ Keith has led numerous planning projects to set conditions transportation/major-functions/freight-planning/ that for new and different urban goods movement needs. addresses some of the issues the City will face as you Keith possesses significant experience in developing consider future land uses. state and MPO freight plans, to include the recently completed California Freight Mobility Plan. He has over 20 years in trucking and supply chain management and has successfully worked to develop solutions to urban good movement issues, especially for the trucking California industry, cities, and MPOs. Freight Keith strives to find the Mobility Plan 2020 The recent KIPDA, Regional Freight Mobility Study (2019), balance between freight DĂƌĐŚϮϬϮϬ led by HDR, developed freight design guidelines and needs and livability needs, policies to maximize freight compatibitlty with as both are important to the adjacent land uses. urban environment. Any decisions made by the City of West Sacramento to Chris has broad experience in railroad operations, transform the City’s historic industrial land use should marketing, economic and industrial development, and contemplate potential impacts to transportation and local public projects; deep relationships with area Class I industry stakeholders if rail facilities are relocated and/or and short line railroads; keen understanding of railroad removed. These include consideration of: requirements for safety, capacity, efficiency, and access associated with railroad transportation; and strong • Capacity and access necessary to accommodate knowledge of the intricacies of the local and regional existing and future industries shipping or receiving multi-modal transportation network. freight by rail Freight / Land Use Integration – Freight and non- • Safe and efficient local, regional, and national goods industrial urban development can work together and do movement in a multi-modal environment for multiple not necessarily have to be mutually exclusive. If planned commodity types correctly, innovative scenarios can provide the City with • Requirements for rail service – currently provided more land use options. HDR’s Freight and Land Use by (UP) and Sierra Northern Integration Lead, Joseph Dack, offers some case studies Railway (SERA) – to industries in West Sacramento where well planned industrial land uses are functioning and the Port of West Sacramento within an urban waterfront setting. These include the • New or enhanced rail connections and capacity cement plant in Granville Island, Vancouver BC, adjacent required to accommodate existing and projected future to the Granville Island market, in Paris a cement plant is on

4 16 City of West Sacramento On-Call Land Use and Transportation Planning Services

the banks of the River Seine https://www.lafargeholcim. Land Use – Urban design and master planning now call com/holcim-lights-up-paris , and in London small docks for the integration of many complex factors, including are safeguarded for water freight use. Additional details market demands, environmental opportunities, on these case studies are provided in HDR’s project community input, and technical efficiencies. Our experience section. comprehensive approach to each project seeks to Environmental Sciences and Planning – Understanding integrate these factors into plans and designs that are the environmental impacts of various land use and appropriate to their place, financially sound, and socially transportation decisions, particularly air quality impacts, progressive. HDR | Calthorpe Associates will contribute will help inform decision-making. Leslie Tice, CEP, is to the design by drawing upon our extensive waterfront HDR’s environmental sciences business class leader in redevelopment planning work in Alameda and Contra Northern California. With 22 years of experience, she Costa Counties. We will share our experience regarding manages and prepares NEPA, CEQA, and other state the types of development patterns achievable and environmental impact analyses, regulatory processes, desirable. Joey Scanga, HDR|Calthorpe Vice President and other environmental assessments (EAs) and and Principal Urban Design Consultant will lead the Land studies. She has managed and supported a variety of Use team, with ranging expertise from individual buildings federal, state, and private programs throughout the to regional plans, from housing and retail development United States. Her experience includes impact analysis to commercial and civic design. This wide-ranging specializing in project development, alternative analysis, experience provides a unique perspective and facilitates and various resource areas, community relations and the development of mixed-use community plans that are public involvement, agency coordination and consultation, grounded in a detailed knowledge of their elements. cumulative impact analysis, and negotiating the NEPA, Traffic Analysis / Transportation Planning– Steve state policy, and regulatory processes. She will work Decker, Regional Transportation Planning Manager and with the City to help define your regulatory compliance Principal Project Manager has direct experience that framework, avoid regulatory triggers, and streamline the will contribute to the project including several areas of planning processes. interest including land use development integration with transportation across all modes. His specific work for CCTA on the East County Study focused on freight project priorities with a prominent study element involving developing Northern Waterfront Area goods movement (truck, access, rail, water) transportation priorities that would meet proposed enhancement/ redevelopment of this 26-acre area. Steve will lead the traffic analysis and transportation planning efforts to refine and run the City Travel demand Model in response to land use and Key HDR team members were insrumental in the correlated goods movement adjustments. planning and approval of the Concord Naval Weapons Station Redevelopment Plan, including environmental review by Leslie Tice during EIR phase.

Visionary Expertise to Expand Your Horizons | Our team members have pushed boundaries to achieve greatness, particularly in the integration of freight logistics and land use. Examples of innovative solutions are highlighted below to show the endless possibilities for the two to be compatible.

In Vancouver, BC, a cement plant sits adjacent In Paris, France, a cement plant on the banks In London, England, small docks are to Granville Public Market and adds culture of the River Seine adds an artistic contribution safeguarded for water freight use. 5 and flair to the popular waterfront attraction. to the spirit of the17 city's improvement plan. 2

2 City of West Sacramento On-Call Land Use and Transportation Planning Services Team Structure and Resumes Key Personnel HDR's key team members have the local knowledge Communication is the most important factor in and broad-based experience essential to the successful developing an effective project team. We enhance project completion of the City of West Sacramento Land Use collaboration through frequent meetings to review the and Transportation Planning initiatives. Our goal is to project’s progress and status, so everyone is aware of engage the best minds and resources to deliver the right project expectations at a given time. solution for you. We accomplish this by combining proven By working together, we create a high-performance processes, systems, and resources to create a cohesive team to meet your needs. The past projects listed project team. The personnel shown are the experts in on the following resumes are a testament of our their specific sectors at HDR and have a great depth of team's local experience, backed by national and competent resources. The team members shown will international expertise. be the point of contact for these specific desciplines shown below.

HDR's Comprehensive Planning and Engineering Team

PROJECT MANAGER PRINCIPAL IN CHARGE Mike Higgins Holly Kennedy, PE

TIER I SUPPORT TEAM Chris Goepel Joseph Dack Stephen Decker Rail Freight Logistics/Land Traffic Analysis / Use Integration Transportation Planning Keith Bucklew Goods Movement and Leslie Tice, CEP Joey Scanga, CNU Logistics Environmental Land Use Integration

TIER II SUPPORT TEAM Jeff Cross Fred Kramer Anthony Hernandez Industrial/Tech Economics/Risk Funding/State Legislation Tom Chapman, PE Kim Pallari Carrie Bowen Flood Public Relations Caltrans Liaison Frank Proctor, PE Ports/Maritime

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With over 19 years of transportation project delivery, funding and planning experience Mike’s background spans a variety of multidisciplined projects, from early planning through construction. Mike has managed and delivered roadway widening projects, rail crossings and signalized intersections, railroad grade separations, as well as projects on the state highway/freeway system. Mike brings extensive experience managing these projects through planning, NEPA/ CEQA, and the design phases to get them shovel ready. Mike has successfully helped local agencies secure regional, state and federal competitive funds through effective grant writing and benefit/cost analysis support.

RELEVANT EXPERIENCE MIKE HIGGINS San Joaquin Regional Rail Commission, Grade Separation, Stockton, CA PROJECT MANAGER Project Manager for the preliminary engineering and environmental approvals phase for a HDR project to grade separate two major rail lines in downtown Stockton. Stakeholders include the Fresno subdivision of the UPRR and the Stockton subdivision of BNSF railroad. The Stockton Contact Information Diamond Grade Separation project has the potential to transform the local community, and (p) 279.399.7049 HDR’s in-house team of engineers, environmental and transportation planners, and strategic (e) [email protected] communications are poised to help the client deliver a transformative project with wide- Education/Qualifications ranging benefits. HDR is leading the efforts for the following services: BS, Environmental Studies, California Project management; strategic communications; utility relocation; traffic; railroad State University, Humboldt coordination and operational modeling; comprehensive alternatives development and Industry Tenure screening; 30% design; compliant with railroads, AREMA, and City of Stockton; cost 19 years estimating; constructability, and phasing; and fast track environmental approvals Port of Stockton, Fyffe Avenue Grade Separation, Stockton, CA With Mike as Project Manager, HDR recently completed final design for a new grade separation at the Port’s West Complex entrance. Project activities included SB1 funding support, updated traffic forecasts and analysis, utility coordination, roadway geometrics, structure type selection, cost estimates, and final PS&E. HDR provided full engineering services to include alternatives analysis, updated traffic forecasts and analysis, utility coordination, roadway geometrics, structure type selection and design, lighting/signal design, railroad and CPUC coordination, geotechnical analysis, and drainage design. The Port was awarded Trade Corridor Enhancement Program funds from SB1, and HDR prepared the required deliverables to comply with SB 1 reporting and delivery requirements. HDR will provide provide design support during construction. Construction is scheduled to begin in 2020. Port of Stockton, Vision 2040 Planning, Stockton, CA With a team of port planners and engineers, Mike led the efforts as the Project Manager to prepare a long range planning document for the Port of Stockton. Dubbed the “Vision 2040 Plan,” the team worked with Port Operations, Planning, Marketing, and Real Estate staff to develop a realistic range of Port growth projections. The team also assessed existing landside, waterside, and utility infrastructure; summarized tenant lease expirations and identified lease agreement modifications; analyzed regulatory, technical, and fiscal challenges; and conducted strengths, weaknesses, opportunities, and threats (SWOT) analysis to support prioritization of Port planning efforts. The project also involved a prioritization of infrastructure investments based on Port growth plans and other considerations, and an evaluation of revenue potential for tenant relocation and lease modification scenarios. City of Davis, Yolo Rail Relocation, Davis, CA Working as a subconsultant on a team, Mike was project manager and led the team to support a multi-agency effort to assess the economic viability of relocating mainline and shortline rail in Yolo County. The multi-jurisdictional working group included Yolo County, Cities of Davis, West Sacramento, and Woodland, and the Yolo County Transportation District. Project efforts included preparation of cost estimates for the relocation segments and phases, and supporting exhibits to communicate the overall segment phasing plan. 7 19 City of West Sacramento On-Call Land Use and Transportation Planning Services MIKE HIGGINS,

CONTINUED Pioneer Bluff/Stone Lock Conceptual Investment Strategy, West Sacramento, CA Project Manager. Pioneer Bluff and Stone Lock are poised for future riverfront mixed use development, what will help the City realize their riverfront development vision, dating back to the City’s incorporation in 1987. In conjunction with a multidisciplined City team (i.e. economic development, land use, Port, public works), Mike is currently managing the CH2M team on this strategic planning effort to prioritize the City of West Sacramento’s transportation infrastructure and de-industrialization activities in these two key growth areas. CH2M is currently preparing phase 1 of the study, which includes the following key work activities: • Problem definition and project baseline setting/context • Projects analyzed for their interrelationships, dependencies, and opportunity costs • Preferred approach, scope, budget and schedule to achieve the desired Phase 2 objectives • Confirm the preferred problem-solving approach/methodology to prioritize the project. Use of CH2M MODA/PRIORITIZATION tools • One on one meetings with City staff from multiple departments

City of West Sacramento, Broadway Bridge Feasibility Study, West Sacramento, CA Mike served as the planning manager for a feasibility study of a new moveable bridge across the Sacramento River, connecting the cities of Sacramento and West Sacramento. The project analyzed the feasibility of multiple alignments, bridge widths, moveable bridge types and local connections on both sides of the river. The study efforts included geotechnical and hydraulic analysis, public outreach, roadway and structure conceptual design, economic analysis, traffic studies, and levee coordination. The feasibility phase was completed in December 2015. San Joaquin Regional Rail Commission, Lathrop Wye and Track Extension, Manteca, CA Project Manager for the design of a new Wye connection at the junction of the UP Oakland and Fresno subdivisions, and a 3+ mile double track extension south to the City of Manteca. The Wye connection and track extension are a critical component of SJRRC’s Valley Rail program, providing a direct connection for commuter trains between Ceres and San Jose. HDR is designing the track, at grade crossing modifications, and a culvert structure at the South San Joaquin Irrigation District’s French Camp Outfall Canal. Other HDR services include geotechnical, drainage/hydraulics, and environmental permitting. Design is scheduled to be complete in 2020. San Joaquin Regional Rail Commission, Cabral Extension Phase II, San Joaquin County, CA Mike is currently serving as the project manager for the Cabral Extension Phase II project, which will construct an additional rail line between the ACE maintenance facility and the Cabral Train station. Construction of the SJRRC Track Extension Phase 2 will allow Altamont Corridor Express (ACE) trains to enter/exit the Robert J. Cabral (Cabral) Station and head directly to the ACE Rail Maintenance Facility without accessing the congested Union Pacific Railroad (UP) Fresno Subdivision. This project increases fluidity in the corridor for ACE and Amtrak Passenger meets at the Cabral Station. Port of Stockton, Navy Drive Bridge Replacement, Stockton, CA Project Manager for the replacement of this Highway Bridge Program (HBP) funded, two- lane moveable swing bridge with a new four-lane removable span bridge across the . Mike and his team took over environmental documentation from a previous firm and prepared new traffic analyses, updated the need and purpose, prepared new technical studies, and secured environmental approval to prevent a lapse in federal funds.

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Chris Goepel is the HDR Northern California Freight Rail Market Sector Leader and is a senior railroad planner, strategic advisor, and national resource. He assists public and private clients through the study, development, and implementation of freight and passenger railroad and multimodal transportation plans, services, opportunities, and prioritized investments that target rail infrastructure, services, facilities, and access. Chris brings to HDR’s clients strategic expertise in freight railroad operations, safety, facilities, markets, logistics, regulations, and policy, as well as railroad service and infrastructure design, public projects, multi-party coordination, and rail corridor preservation. Chris has deep working relationships with decision makers at Union Pacific Railroad (UP) and BNSF Railway (BNSF). He is adept at educating stakeholders and the public on the complexity of railroad operations and any applicable railroad requirements and federal and state regulations related to freight railroad transportation. RELEVANT EXPERIENCE CHRIS GOEPEL San Joaquin Regional Rail Commission, Stockton Diamond Grade Separation RAIL Railroad Coordination and Operations Lead and Strategic Advisor. HDR is leading a HDR transformative public project that will grade-separate an existing at-grade crossing of the UP and BNSF (also used by Altamont Corridor Express commuter trains and Amtrak Contact Information intercity trains) – that has been identified as the largest rail bottleneck (p) 415.319.3060 in California. Planning, design, environmental activities, stakeholder and community (e) [email protected] outreach, and grant application support are being advanced by HDR on an accelerated Education/Qualifications schedule. Chris is a key member of the project team and interfaces with decision-makers BA, Journalism and Public Policy, at UP, BNSF, and SJRRC to advance the project. San Francisco State University Alameda County Transportation Commission, 7th Street Grade Separation East Industry Tenure Strategic Advisor. HDR is developing the planning and engineering for an Alameda County 20 years Transportation Commission project that provides a new railroad overpass on 7th Street between I-880 and Maritime Street at the Port of Oakland in Oakland, California. This new crossing is for Union Pacific Railroad’s entry to the Railport and Joint Intermodal Terminals at the Port of Oakland and will replace the existing legacy roadway and structure that has geometric and structural deficiencies. The key stakeholder is UP and the design review by UP includes complex staging and a requirement to acquire right-of- way from UP. Other key stakeholders are the City of Oakland, who will own the facility, and the Port of Oakland with concerns on maintaining Port truck traffic. Multiple utility agencies require relocation to construct the project. Chris is providing strategic guidance for project planning and concept development and is engaged in coordination with ACTC and UP. Confidential Class I Railroad Client, Joint Project Planning and Opportunity Framework Strategic Advisor and Rail Planning Lead. HDR developed a comprehensive process to identify opportunities for mutual project benefits between a Class I railroad (private entity) and the Departments of Transportation (public entity) for several states (including California) through which the Class I railroad operated. The planning sought out intersections and adjacencies between railroad and state infrastructure and programmed and potential future projects, strategies to adapt or enhance railroad and state projects to deliver mutual benefits, identification of potential conflicts or negative impacts that could be mitigated or resolved at an early stage, and presented resulting improvements for the railroad including increased capacity, grade separations or grade crossing closures, and improved operational efficiency and safety. Chris assisted in identifying mutual project benefits in several Western states. BNSF Railway, BNSF Railway Public Projects Manual and Support Project Manager, Freight Rail Planning Lead, and Railroad Coordination Lead on a project that involved development of a comprehensive, first-ever Public Projects Manual in coordination with BNSF Railway staff. The Public Projects Manual is an important and multi-faceted “how-to guide” to working with BNSF network-wide (and in California) and it provides guidance on project delivery and expectations from BNSF that can be used by a vast array of stakeholders (including public agencies and ports) to more effectively manage and develop public projects.

9 21 City of West Sacramento On-Call Land Use and Transportation Planning Services

Keith offers 34 years of experience in freight transportation/logistics planning and supply chain management. His experience includes strategic freight and multimodal planning roles in the public and private sector. Keith is the freight discipline and practice leader for HDR and provides direction and guidance for all freight projects. Over the past six years Bucklew has lead in the development of over 25 state and MPO Multimodal freight plans.

RELEVANT EXPERIENCE KEITH Kentuckiana Regional Planning and Development Agency (KIPDA) , Louisville Regional Freight Plan BUCKLEW Keith is the project Manager for the first freight plan for KIPDA MPO. Also developed the GOODS MOVEMENT/ Freight Design Guide. LOGISTICS Indianapolis Metropolitan Planning Organization, Regional Freight Plan and Charlotte HDR Regional Freight Mobility Plan Freight Technical Lead and Project Director. Contact Information (p) 317.793.5619 Florida Department of Transportation, Freight Mobility and Trade Plan (FMTP) (e) [email protected] Keith also assisted I the development of the Florida Aviation System Plan (FASP) is 2016. Education/Qualifications Caltrans, California Freight Mobility Plan (CFMP) MSS Master of Strategic Keith was the Task Lead for development of the Implementation Plan and the Project Studies, National Security, selection and prioritization process. U.S. Army War College Texas Department of Transportation, Texas Freight Mobility Plan (TFMP) Keith served as PM. MBA Business Administration and Management, University of Pennsylvania Department of Transportation, Comprehensive Freight Movement Plan Wisconsin, Oshkosh, Wisconsin Project Manager Missouri DOT, Missouri State Freight Plan BS Business Management and As the PM, Keith led the development of the MSFP Goals Objectives, implementation Marketing, Indiana University, tactics, and policies. Bloomington, Indiana Texas Border Trade Master Plan Military Keith is the Task Lead for identifying the trends, issues and needs of multimodal cross- U.S. Army Active Duty, 5/1977 to border freight mobility between Mexico and Texas. This includes air cargo between Texas 5/1984. 101st Airborne Division and Mexico. (Air Assault) as part of the Rapid Indiana Department of Transportation, Indianapolis, IN Deployment Force and 3rd Infantry Keith developed the Indiana Freight Mobility Plan. He developed Indiana’s first freight Division in Europe. mobility plan. Army National Guard and U.S. Private Sector Transportation Management and Supply Chain Management with Army Reserve, 5/1984 to 5/2007. Schneider National Carriers, Celadon Trucking, and Thomson Consumer Electronics Colonel, U.S. Army Reserve and Over 22 years in national supply chain management and freight transportation. Indiana Army National Guard. Publications Awarded the Legion of Merit medal. Keith has developed seven articles over the recent years in TR News, Transportation Industry Tenure Journal, Traffic World, and Planning magazine. 34 years Other Experience Keith is an Adjunct Professor at Ivy Tech Community College in Indiana. He teaches courses in Transportation Systems, Logistics management and Supply Chain Management. In 2007, Keith was awarded the Sagamore of the Wabash for exemptilary service to Indiana, the highest award bestowed on a Hoosier by the Governor of Indiana.

10 22 City of West Sacramento On-Call Land Use and Transportation Planning Services

Joseph has more than 25 years of industry experience and has held a variety of operational and project management roles in the transport and logistics industry across the retail, air cargo, mail and parcel, military, multi modal and public sectors. He has supported public agencies with the development of urban freight plans and strategies associated with making freight movement cleaner, safer and more efficient on two continents. He is conversant with port and airport operations and the the challenges of implementing new technologies and cleaner fuels into existing operations.

RELEVANT EXPERIENCE JOSEPH DACK Environmental Protection Agency Region 1, Rhode Island Port of Providence Truck Study FREIGHT/LAND- Joseph is supporting a wider team to develop a representative inventory of medium USE ADVISOR and heavy-duty freight trucks (Class 5-8) and the activity they engage in while serving businesses and other facilities in the Providence, Rhode Island industrial port area. The HDR ultimate objective of the study is to identify potential strategies to reduce air emissions Contact Information and other impacts (e.g., noise and congestion) from heavy duty trucks and their activity (p) 347.504.3948 associated with the Port of Providence. (e) [email protected] Office of Freight Mobility – New York City Department of Transportation, Smart Truck Education/Qualifications Management Plan, New York, NY BSc (Hons), Transport Management As Project Manager, Joseph led a team of consultants for NYCDOT in developing a vision and Planning, Loughborough for the freight plan, goals, objectives, strategies and performance measures that support University of Technology a cleaner, safer and more efficient city freight system. He identified strategies related Industry Tenure to greening freight transportation in NYC, including electric trucks and other forms of 25 years freight transportation such as cargo cycles, urban consolidation centres and cooperative procurement. New York City Economic Development Corporation, FreightNYC New York, NY Joseph was part of a multi-consultant team that developed the FreightNYC Plan which aims to strengthen neighborhoods and create good-paying jobs by implementing several strategies that modernize and optimize how freight moves into, through, and out of the city. Joseph supported several tasks including the assessment of multi-modal opportunities and freight technology, including low and zero emission trucks. Houston- Galveston Area Council, Ports Area Mobility Study, Houston, TX Joseph supported HGAC in identifying and assessing a range of infrastructure and multimodal improvements as well as operational strategies and policy-level changes, to reduce the impact of the region’s surface transportation associated with ports on the local population. He project managed a team of experts and technical specialists including highway and rail planners, economists and maritime and trade experts. Freight Project Manager, Transport for London Joseph spent 5 years at the Freight Unit at Transport for London developing the initial London Freight Plan and demand management techniques including Delivery and Servicing. He was also responsible for leading the Unit’s efforts in developing waterfreight strategies and working with the Port of London Authority to safeguard wharves for freight purposes and integrating freight activity into wider land use policies and programs.

11 23 City of West Sacramento On-Call Land Use and Transportation Planning Services

Leslie is HDR’s Southwest Regional Environmental Sciences Program Leader and Northern California Environmental Practice Leader. With more than 22 years of experience, she manages and prepares NEPA, CEQA, regulatory processes, and other environmental programs. Moreover, Leslie serves as the environmental program lead in numerous programs and larger projects wherein she works with her clients to define their regulatory compliance framework, avoid regulatory triggers, or streamline their planning processes. She manages a large team of environmental professionals and knows how to leverage the best exertise or fit the purpose of the need. This experience allows her to provide efficient and focused support to small projects, as well as more nimble support to those large, complex, and controversial projects that might require flexible management and policy interpretation or negotiation. Leslie has managed and supported a range of land planning, urban development, municipal capital programs, and transportation and pedestrian planning projects.

RELEVANT EXPERIENCE LESLIE TICE , City of Concord, Concord Community Reuse Project (CCRP) Programmatic EIR Leslie led the planning efforts and supported project management to ensure project CEP efficiency and quality control of the environmental review. The CCRP involved creating ENVIRONMENTAL LEAD; a plan to guide the reuse of the approximately 5,028-acre site that was known as the MULTIDISCIPLINARY "Inland Area" of the Naval Weapons Station Seal Beach Detachment, Concord, CA (a.k.a., the Concord Naval Weapons station, or CNWS). The U.S. Navy designated the site as HDR surplus on March 6, 2007. As a result of the Navy's decision, the City of Concord is Contact Information required to develop and adopt a Reuse Plan for the site. (p) 510.219.4052 City of Santa Cruz, Program Management Organization (e) [email protected] As environmental lead for the program management team, Leslie provides oversight Education/Qualifications to the environmental aspects of the 23 projects within the City’s Water Department BS, Environmental Science and Capital Improvements Program to delineate environmental compliance needs, providing Policy, University of South Florida strategic oversight and direction to the City as to design opportunities to avoid regulatory triggers, timing of permitting and planning needs, and approach, and working closely with Certified Environmental Professional, the program management and design team to create an effective capital improvement No. 13050990 program. Relevant to the West Sacramento pursuit, in this role, Leslie is part of the core project team working with engineers and project controls to develop the project definition, Industry Tenure define the regulatory strategy, and complete necessary environmental documentation on 22 years specific projects and as part of the program management team continually advancing how environmental is considered in project and program planning. Town of Paradise, Sewer Project As the Environmental Lead for this program, Leslie is managing the CEQA/NEPA process and related environmental strategy and technical studies. The Paradise Sewer Project involves identifying and implementing a long-term solution for collection, treatment, and reuse/disposal of its wastewater. HDR is under contract to assist the Town with final selection of a wastewater solution (Phase 1) and preparing an EIR/EIS to meet the requirements of both CEQA and NEPA (Phase 2). As part of this effort HDR is looking at local and regional alternatives for the first wastewater treatment system as the Town is being redeveloped following the complete destruction from the 2018 fires. Relevant to the West Sacramento pursuit, Leslie is working with the Town to develop an important part of the town’s infrastructure to support a broader redevelopment effort. Santa Clara Valley Water District, Purified Water Program Serving as the District’s Functional Project Manager, Leslie is the agency representative overseeing the development of an EIR and related studies to meet the requirements of CEQA for the District’s Purified Water Program, which includes design and construction of an advanced water purification facility and conveyance facilities to existing recharge ponds as well as management of reverse osmosis concentrate and other residuals from the purification process. In this role, Leslie is managing the consultant team and providing strategic oversight of the process to meet the District’s needs. Relevant to the West Sacramento pursuit, in this role Leslie is working with the District as a Partner to bring efficiency and environmental advancement within a broader planning and design framework requiring a nimble and resilient adaptability.

12 24 City of West Sacramento On-Call Land Use and Transportation Planning Services

Joseph (Joey) Scanga, is Vice President at HDR I Calthorpe and has been with the firm since 1989. Joey has three decades of experience in urban design, station area planning, infill sites, architecture of housing, and mixed-use prototypes. He has managed projects in countries worldwide and has served clients in the public, private, and educational sectors. He has played a pivotal role in the design and management of numerous projects, including the Community Design Austin Ranch — a 70- acre infill project to develop a high-density gridded neighborhood plan, featuring a variety of unit types and mixed-use buildings with structured parking.

RELEVANT EXPERIENCE JOEY SCANGA, Alameda Point Redevelopment Plan, Alameda, CA Alameda Point provides diverse housing for the growing population, makes sustainability CNU a first priority, improves the city’s opportunity for economic growth, and proposes a bold LAND USE PLANNING transit system to connect the development with the city of Alameda and the surrounding HDR | CALTHORPE region. Several iterations of master plan refinement yielded a plan explicitly catered to its waterfront site and the people who will use it. Mired by environmental constraints, the plan Contact Information negotiates a stable future in the face of rising water levels, soil contamination from the Navy’s (p) 415.902.7284 previous occupancy, a large proposed public trust, and an endangered species adjacent (e) [email protected] development. Core design principles such as walkability, historic preservation and public Education/Qualifications access to the waterfront were upheld, despite significant challenges, and largely drove the Master of Architecture, University of design process. Twenty-five percent of all housing is affordable. California, Berkeley City of Concord, Concord Community Reuse Project (CCRP), Concord, CA The Concord Naval Weapons site is one of the Bay Area’s most valuable opportunities to Bachelor of Architecture, Rhode Island develop a large-scale transit-oriented community directly adjacent to BART. The concept School of Design plan addresses the vision and goals of the Concord Reuse Plan and raises the bar on sustainability. Bachelor of Fine Arts, Rhode Island School of Design Bay Area Housing Visioning and Analysis, Bay Area, CA Joey is currently leading a broad regional vision for the Bay Area to support internal discussions related to the role the company could play in positively impacting policy and Industry Tenure investment related to addressing the region’s housing, mobility, equity, and sustainability 35 years challenges. HDR | Calthorpe and UrbanFootprint, an urban intelligence software company, are working collaboratively to develop, analyze, and communicate a range of scenarios that convey the impacts of different approaches to addressing the Bay Area’s housing deficit. The scenarios will explore the impacts of development location, transportation system investments, and approaches to addressing job- housing balance deficiencies. Bay Meadows Redevelopment Plan, San Mateo, CA With increasing development demand on the San Francisco Peninsula, Joey created a vibrant, pedestrian-friendly and transit supportive district on this former racetrack site. Central to the Bay Meadows Specific Plan is a mix of uses within a framework of pedestrian-scaled blocks that knit the fabric of San Mateo together and link to the regional Caltrain transit system. Uptown Oakland, Oakland, CA The Uptown District TOD Concept Plan utilizes a mixed-use residential development as a catalyst to bring vitality back to the retail and entertainment core of Oakland’s Uptown District. Previously characterized by drab parking lots and vacancies, Uptown District is a TOD adjacent to the 19th Street BART station along the Broadway Corridor leading to the Civic Center District, and within walking distance of downtown’s employment sector. Richmond Transit Village, Richmond, CA This 16-acre infill project, surrounding the multi-modal transit station in Richmond, California, provides a mix of ownership housing opportunities in a high density mixed-use configuration. The plan won a competition, sponsored by the regional transit rail system (BART) and the Richmond Redevelopment Agency, and promotes transit ridership by providing high-density housing within walking distance of BART, Amtrak, and AC Transit bus 13 service, all linked by a 25newly-designed intermodal station. City of West Sacramento On-Call Land Use and Transportation Planning Services

Stephen (Steve) Decker is a Principal Project Manager with HDR and the firm’s Southwestern Regional Transportation Planning Manager responsible for transportation planning. He has 25 years of experience in managing regional and local long-range multimodal transportation planning encompassing roadway, transit, passenger and freight rail, truck system analysis and multimodal corridor needs analysis, and congestion management, benefit-cost, economic and financial, safety, and land use-transportation integration strategies. He has led and participated in many planning studies with City of Sacramento, Sacramento Area Council of Governments, Port of Stockton, San Juaquin RTD, Caltrans, Capital Corridor, Contra Costa Transportation Authority, Metropolitan Transportation Commission, City of Hercules, Tahoe Regional Transportation Authority, among others.

RELEVANT EXPERIENCE STEVE DECKER Contra Costa Transportation Authority, East County Strategic Transportation TRAFFIC ANALYSIS / Infrastructure Investment Study TRANSPORTATION Project Manager developing the East County Strategic Transportation Infrastructure Study focusing on identifying transportation system needs and prioritizing future freight PLANNING projects that meet needs for this fast-growing region in Contra Costa County. Contra HDR Costa County, the gateway for freight activity to and from the San Francisco Bay Area Contact Information and California’s Central Valley, provides transportation access to points north and south (p) 925.322.7019 throughout California. Steve is developing the vision, goals, and objectives, existing and (e) [email protected] future conditions and needs analysis for freight-oriented projects, and freight and commodity flow forecasts; designing and implementing a performance analysis framework to assess Education/Qualifications and prioritize freight projects, providing stakeholder engagement, and preparing reports. Master of City and Regional Planning The key component of this study is to help redefine the goods movement (access, truck, (MCP), Boston University rail, e-commerce) transportation and land use development plan of the 26-acre Northern Waterfront Area of the County. BA, International Relations, Boston University City of Sacramento, Cosumnes River Boulevard Traffic Study Project Manager responsible for identifying near- to medium-term transportation infrastructure and operational improvements to this emerging commute corridor in the Industry Tenure Sacramento region. He tested the performance of a series of intersection and roadway 25 years alternatives in the Cosumnes River Boulevard (CRB) corridor between I-5 and SR 99, including solutions that compliment recent improvements to the roadway adjacent to I-5 and potential roadway improvements near the interchange with SR 99. Through this analysis and key stakeholder engagement processes, he recommended CRB roadway solutions, critical intersection operational and geometric solutions, as well as identifying solutions to close the pedestrian and bicycle network gaps. City of Hercules Regional Intermodal Transit Center (RITC) Transportation Plan Update Project Manager updating the transportation impact analysis conducted for the Hercules Multimodal Station Plan (now referred to as the RITC) Environmental Impact Report. He updated ridership demand estimates and traffic analysis for this potential new commuter and long-distance passenger rail services (Capitol Corridor and San Joaquin Corridor), ferry services, transit connections, transit-oriented development, and passenger vehicles in the study area. He developed refined travel demand estimates to prepare an updated profile of the multimodal transportation, traffic, emission, and safety benefits attributable to the proposed station to 2040 and helped the City obtain approval from Capital Corridor to move forward with implementing this new Capital Corridor rail station in Hercules which is now undergoing detailed environmental and engineering analysis. Tahoe Regional Planning Agency (TRPA), Lake Tahoe Transportation Planning On-Call Project Manager responsible for developing the Performance Assessment and Public Outreach Tools to Support Regional Planning study. He developed a performance-based plan and project prioritization process to support TRPA’s update of its Regional Transportation Plan/Sustainable Communities Strategy (RTP/SCS). Projects were focused primarily on complete streets, transit, and technology/operation strategies including expansion of electric vehicles for transit. He developed the performance-based planning process including economic measures to support the TRPA’s planning processes and developed webpages and 14 infographics to support26 RTP/SCS and Active Transportation Programs. 3

3 City of West Sacramento On-Call Land Use and Transportation Planning Services References and Similar Project Experience Professional References The following client references will provide a highlight of similar projects completed by the HDR team’s proposed key personnel.

Rick Toft Veronica Green Diniece Mendes Economic Development, Freight Planner, Houston-Galveston Director, Freight Mobility, Office Port Business Manager Area Council (H-GAC) of Freight Mobility, Transportation Planning and Management Division Client Client City of West Sacramento Houston-Galveston Area Council Client 1110 West Capitol Avenue, 3rd Floor (H-GAC) New York City Department of West Sacramento, CA 95691 3555 Timmons Lane, Suite 120, Transportation (NYCDOT) Houston, TX 77027 55 Water Street, New York, NY 10041 Project City of West Sacramento, Phase 2A Project Project Rail Relocation Study Houston Regional Ports Mobility Study NYCDOT Smart Truck management Plan (p) 916.617.4880 (p) 713.993.2456 (p) 212.839.7704 (e) [email protected] (e) [email protected] (e) [email protected] Key Personnel Involved Key Personnel Involved Tom Chapman, Mike Higgins, Fred Keith Bucklew, Steve Decker, Key Personnel Involved Kramer Joseph Dack Joseph Dack

Relevant Project Experience HOUSTON REGIONAL PORTS MOBILITY STUDY Demonstrated HOUSTON, TX — HDR conducted a Mobility Study for the evaluation of freight movement Experience within the Greater Houston Area. The objectives of this project were to Identify freight and goods • Evaluated freight supply chains that are dependent upon the region’s port facilities and to identify improvements to mobility and land better facilitate port related freight mobility including: Infrastructure and facilities improvements, use concerns Multimodal improvements, Operational Strategies and Policy-level changes. As part of the study, the port profiles of four major ports (Houston, Freeport, Galveston and • Class I railroad Texas City) in the region were developed and key supply chains in the region by commodity type assessment and were identified. interviews • Developed an HDR conducted a rail road assessment including interviews with Class I rail roads (UP, BNSF and innovative truck trip KCS) as well as Port Terminal Railroad Association (PTRA). calculator to assess The truck travel patterns along the major highways serving the ports were taken into account to local and regional identify and evaluate a range of freight-related improvement projects. impacts HDR investigated multi-modal improvements and suggested • Benefit Cost strategies including operational, policy, demand management, land Analysis use development, technological and information systems to address freight mobility concerns. HDR developed an innovative Port Truck Trip Calculator to convert commodity forecasts (Tonnage and TEUs) from sources such as Transearch into future number of truck trips to assess the impacts at regional level. Five alternatives were shortlisted to conduct a detailed benefit-cost analysis and travel demand model was used to assess benefits of two out of the five alternatives. 15 27 City of West Sacramento On-Call Land Use and Transportation Planning Services KENTUCKIANA REGIONAL PLANNING AND DEVELOPMENT AGENCY (KIPDA), REGIONAL FREIGHT MOBILITY STUDY Demonstrated STATEWIDE, KY, IN — KIPDA, the region’s Metropolitan Planning Organization (MPO), Experience developed a first of its kind Regional Freight Plan focused on freight and logistics policies and • Project level design projects. As an important component of economic health, prosperity, and attractiveness, suggestions to multimodal freight and logistics are key to keeping the regional economy moving. The KIPDA better understand Regional Freight Study identified policies and projects that addressed deficiencies, impedances, the impacts and or other identified issues in the region. The Plan was developed with KIPDA’s Transportation dynamics of freight Technical Coordinating Committee (TTCC) and its Transportation Policy Committee (TPC), as well in the city. as with local and regional freight stakeholders from the private sector representing all modes, and • Freight Commodity shippers from many key industries. Profiles The policies will be used to help local jurisdictions better plan for and accommodate distribution • Developed centers, warehouses and other logistics hubs. On the projects side, the collaboratively identified policies to help projects will be incorporated in the Metropolitan Transportation Plan (MTP)– Connecting local jurisdictions Kentuckiana. The plan also incorporates data from freight flows better plan for and produced Freight Profiles to better understand how various and accommodate commodities travel to, from and through the region and what impacts distribution centers, (positive and negative) they produce, and how that relates to the overall warehouses and economic health of the region. Engaging freight stakeholders, listening other logistics hubs to them and incorporating their feedback into the plan is a large component of the overall work. The plan reflects the wants and needs of users to be most effective. An innovative Freight Design Guide was developed to better integrate freight into the metro area roadway system, neighborhoods and future projects. The Guide provides project level design suggestions and serves as an educational piece to better understand the impacts and dynamics of freight in the city. The examples illustrate how freight design attributes could work as part of a total multimodal solution and identifies “best practices.”

CITY OF WEST SACRAMENTO, PHASE 2A RAIL RELOCATION STUDY Demonstrated REGIONAL SACRAMENTO AREA, CA — Phase 2A of the Yolo Rail Realignment Project Experience strived to relocate the existing rail access from the Union Pacific Railroad (UPRR) Mainline • Rail planning from its current alignment along the eastern edge of West Sacramento to a new location • Class I and shortline west of the I-80/SH-50 split. The project allowed for the West Sacramento riverfront to rail coordination fully realize its redevelopment potential, alleviate significant traffic impacts from the existing freight rail alignment, and provide for the opportunity to expand freight rail service to West • Tenant access Sacramento’s industrial areas with minimal community impact. The purpose of this study and circulation assessments was to advance the engineering, environmental, and financial analysis to: • Identify project constraints both physical and environmental • Determine rail alignments that are feasible to finance, construct, and operate • Conduct a technical analysis which recommends the most feasible alternative(s) • Advance the design of the recommended alternative • Provide guidance on how to finance and advance the implementation of the project 16 28

City of West Sacramento On-Call Land Use and Transportation Planning Services CITY OF WEST SACRAMENTO, PIONEER BLUFF/STONE LOCK CONCEPTUAL INVESTMENT STRATEGY Demonstrated WEST SACRAMENTO, CA — Mike served as Experience the Project Manager on this strategic planning effort to prioritize the City of West Sacramento’s • Multi-disciplinary transportation infrastructure and deindustrialization coordination activities in these two key growth areas. Pioneer • Understanding Bluff and Stone Lock are poised for future riverfront of City's mixed use development, what will help the redevelopment and City realize their riverfront development vision, de-industrialization dating back to the City’s incorporation in 1987. objectives In conjunction with a multidisciplined City team

(i.e. economic development, land use, Port, public works), Mike’s team prepared phase 1 of the study, which includes the following key work activities: • Problem definition and project baseline setting/ context • Projects analyzed for their interrelationships, dependencies, and opportunity costs • Preferred approach, scope, budget, and schedule to achieve the desired Phase 2 objectives • Confirm the preferred problem-solving approach/methodology to prioritize the project. Use of MODA/PRIORITIZATION tools • One-on-one meetings with City staff from multiple departments

ALAMEDA REUSE AND REDEVELOPMENT AUTHORITY AND SUNCAL COMPANIES, ALAMEDA POINT PLAN Demonstrated ALAMEDA, CA — Alameda Point presents Experience a remarkable opportunity to establish a • Land use/ prototype for sustainable community design waterfront in the heart of the San Francisco Bay. Using redevelopment public opinion to inform its design, Alameda planning Point provides diverse housing for the growing population, makes sustainability a • Economic development and first priority, improves the city’s opportunity transit focus areas for economic growth, and proposes a bold transit system to connect the development with the city of Alameda and the surrounding region. Several iterations of master plan refinement yielded a plan explicitly catered to its site and the people who will use it. Mired by environmental constraints, the plan negotiates a stable future in the face of rising water levels, soil contamination from the Navy’s previous occupancy, a large proposed public trust, and an endangered species adjacent development. Core design principles such as walkability, historic preservation and public access to the waterfront were upheld, despite significant challenges, and largely drove the design process. Twenty-five percent of all housing is affordable. A series of workshops helped HDR | Calthorpe present the plan to community stakeholders, provide transparency in the design process, and garner input. The first of the workshops focused on discussing the site’s existing status and introducing the design principles of HDR | Calthorpe. A second solicited comments on a set of preliminary design alternatives, giving attendees the chance to respond to various dissimilarities, subtle and large. The third and final public workshop presented a pair of refined conceptual plans and asked attendees to organize their priorities for the site, given 17 its significant environmental restrictions.29 City of West Sacramento On-Call Land Use and Transportation Planning Services PORT OF STOCKTON, VISION 2040 PLANNING Demonstrated STOCKTON, CA — With a team of port planners and engineers, Mike led the efforts to Experience prepare a long range planning document for the Port of Stockton. Dubbed the Vision 2040 Plan, • Land Use, he worked with Port Operations, Planning, Marketing, and Real Estate staff to: transportation, and • Develop a realistic range of Port growth projections economic planning • Assess existing landside, waterside, and utility infrastructure to accommodate Port growth • Coordination with multiple Port • Summarize tenant lease expirations and identify lease agreement modifications to maximize departments Port growth potential • Analyze regulatory, technical and fiscal challenges of the Port’s growth plans • Conduct a strengths, weaknesses, opportunities, and threats (SWOT) analysis to support prioritization of Port planning efforts • Prioritize infrastructure investments based on Port growth plans and other considerations • Evaluate revenue potential of tenant relocation and lease modification scenarios

CALTRANS, CALIFORNIA FREIGHT MOBILITY PLAN 2019 Demonstrated STATEWIDE, CA — The 2014 California Freight Mobility Plan (CFMP) was a significant milestone Experience in an ongoing quest to cope with the State’s need for adequate, efficient, safe, and sustainable • Reducing freight’s goods movement. The CFMP met the needs of MAP-21, anticipated FAST Act requirements, and adverse community set the framework for the regional pursuit of freight project funding. While the 2014 CFMP does and not specify action items, it outlined broad strategies to follow and indicated the desired direction environmental of public agency initiatives. HDR, as part of a team, assisted Caltrans in developing 2019 CFMP impacts to create a more powerful and effective instrument for freight mobility improvement. The 2016 • Reducing freight’s California Sustainable Freight Action Plan (CSFAP) brought sustainability to freight planning and urban footprint introduced a series of private agency actions and implementation steps. The Freight Investment in conjunction Plan addresses funding priorities in light of SB1. Together these three Plans define the future with increased of freight in California. Our approach was based on effective public relationships and targeted, passenger use of productive industry involvement to merge public and private visions, and define implementable non-auto modes action steps for both. During the course of the project, we worked closely with the Caltrans office of freight planning, California Freight Advisory Committee (CFAC), and California Transportation • Merging freight transportation Commission. We addressed major issues in this plan, such as: planning with Smart Growth, Complete • Using the freight system to strengthen economic performance management techniques, Streets, and development, efficiency, and competitiveness innovation, and accountability in system operation and maintenance Transit Oriented • Reducing congestion on the freight system, Development and freight’s contribution to passenger • Reducing freight’s adverse community and initiatives system congestion environmental impacts • Improving freight system safety, security, • Reducing freight’s urban footprint in and resilience conjunction with increased passenger use of non-auto modes • Improving freight system maintenance and condition • Merging freight transportation planning with Smart Growth, Complete Streets, and Transit • Incorporating advanced technology, Oriented Development initiatives

18 30 City of West Sacramento On-Call Land Use and Transportation Planning Services NEW YORK CITY DEPARTMENT OF TRANSPORTATION, SMART TRUCK MANAGEMENT PLAN Demonstrated NEW YORK, NY — HDR assisted NYCDOT with the development of the City’s first Smart Experience Truck Management Plan to mitigate adverse effects of freight transportation on communities, • Truck Management while supporting the City’s businesses and economic development goals. The project team Plan to mitigate conducted extensive truck data collection and analyses across the City’s 5 boroughs. This adverse effects included traffic data, truck routing profiles and analyzing truck routing data. Other key tasks of freight included the development of a Vision and identification of goals and objectives for the Truck transportation on Management Plan. The team also supported the identification and development of initiatives communities, while and recommendations for truck route improvements, land use and freight policy improvements, supporting the regulatory measures and new approaches to truck and other freight-related data collection, City’s businesses system performance, compliance monitoring and enforcement activities. and economic development goals The project team also assisted NYCDOT in establishing a Freight Advisory Group, building upon existing public and private advisors to the Office of Freight Management. The advisory group • Truck data consists of trucking sector operators, enforcement officials, retail businesses, trade associations, collection included Business Improvement Districts and City Agencies. truck routing profiles and analyzing truck routing data

NEW YORK CITY ECONOMIC DEVELOPMENT CORPORATION (NYCEDU), FREIGHT NYC

Demonstrated NEW YORK, NY — New York Experience City depends on aging highway • Multimodal infrastructure, yet relies on trucks Planning to move nearly 90 percent of freight around the city. FreightNYC aims to • SWOT Analysis modernize how freight is distributed in • Commodity Flow the City and to improve the air quality • Barge Operations by supporting an environmentally and Costs sustainable and resilient supply chain, including the expansion of rail and maritime movement. As part of a wider consultant team, HDR undertook a series of assessments related to container barging for both intra harbor and regional barging. This included a SWOT analysis for both operations and a Next Steps plan. To assist decision making and inform the both sets of analyses, HDR assessed the cost of truck drayage from PONYNJ terminals to locations in New York City, Long Island and across the New England region. The HDR team also identified barging costs associated with different frequencies of barge movement and volume. HDR analyzed PIERS data to identify potential importers located in the five boroughs. HDR then mapped the location of the importer’s warehouses in relation to potential barge discharge sites. Some importers where located directly adjacent to a navigable waterway and a self-discharging barge concept, similar to that employed in the Port of Antwerp, was proposed. This would alleviate the need for dedicated handling structure at discharge locations. HDR sought high level cost estimates from a naval architect to inform decision making. 19 31 4

4 City of West Sacramento On-Call Land Use and Transportation Planning Services

ScheduleCity of West Sacramento of Hourly Billing2020 Schedule ofRates Rates and Charges The following describes the basis for compensation for Cityservices of West performed Sacramento during the 2020| 2020 calendar Schedule year. Thisof Rates and Charges schedule of Rates and Charges will be adjusted annually Theon January following 1st of describes each year tothe reflect basis merit for andcompensation for services performed during the 2020 calendar year. This scheduleeconomic salaryof Rates increases. and Changes will be adjusted annually on January 1st of each year to reflect merit and economic salary increases. Billing Rate Schedule: Billing Rate Schedule

Name Classification Billing Rate Anthony Hernandez State Legislative Lead $ 321.83 Carrie Bowen Caltrans Coordination $ 381.30 Chris Goepel Freight Rail Lead $ 308.87 David Petree Traffic Engineer $ 142.47 Debit Karki Transportation EIT $ 124.18 Frank Proctor Ports/Maritime Lead $ 275.82 Fredrikus Kramer Economics $ 255.43 Glenn Armstrong Civil Lead $ 222.11 Jeff Cross Industrial/Tech Lead $ 340.56 Joey Scanga Land Use Planning Lead $ 298.52 Keith Bucklew Goods Movement Lead $ 293.75 Kim Pallari Strategic Communications Le $ 284.29 Leslie Tice Environmental Lead $ 278.19 Mike Higgins Project Manager $ 301.54 Pamela Yonkin Economics/Risk Assessment$ 260.09 Steve Decker Transportation Planning Lead $ 330.33 Tom Chapman Flood Protection Lead $ 323.77 Joseph Dack Freight/Land Use Integration $ 226.79 Various Sr. Environmental Planner$ 215.58 Various Environmental Planner $ 153.99 Various Economist $ 169.39 Various Transportation Planner $ 184.79 Various Sr. Transportation Planner$ 215.58 Various Sr. Transportation Engineer$ 230.98 Raquel Reay Project Accountant $ 111.06 Project Administration $ 123.19 Amy Miller $ 118.20 Neil Salvador $ 107.85

The range of Hourly Rates are based on the direct labor rates plus overhead and profit. Actual billed rate for Task Order work will be based on actual staff salary rate plus current overhead rate and 10% profit.

Vehicles and Mileage: The mileage for personal vehicles used for project work will be the actual mileage base as published by the IRS.

Other Direct Costs ODCs will be reimburseable at cost incurred for each task order.

20 32 2379 Gateway Oaks Drive, Suite 200. Sacramento, CA 95833

hdrinc.com

We practice increased use of sustainable materials and reduction of material use.

© 2020 HDR, all rights reserved.

33 EXHIBIT B

Scope of Work

The scope of services summarized below is in response to the City of West Sacramento’s (City) interest to acquire professional on-call land use and transportation services to assist in informing city-wide deindustrialization activities and policies. The services of Consultant shall be undertaken and completed in accordance with the Notice to Proceed issued for each task (see Exhibit C to this contract, Template Notice to Proceed). The following information will be provided to the Consultant within each Notice to Proceed issued:

• A mutually defined Not to Exceed amount, based on the Fee Schedule as set forth within Exhibit D to this contract • A mutually defined Schedule of Performance • A mutually defined scope of work for each task requested

The scope of services (tasks) to be provided under this contract, subject to the Fee Schedule as set forth within Exhibit D to this contract, includes the following:

Task 1- Project Management This task will include:

• Agency coordination and research to confirm/refine the scope for the required technical memoranda (TM) • Complete the due diligence/scope development for the TM’s • Project setup & progress reporting • Participation and research by HDR specialists to develop scope and budget for subsequent TM’s*

*Meetings are assumed to be via videoconference only, with the exception of the project manager, who may attend in-person meetings.

Task 2 – Technical Memorandums HDR will prepare TM’s that may cover the range of disciplines summarized in the Statement of Qualifications. Development of the TM’s and their findings will include close coordination with City staff (and other stakeholders as necessary), and may require one or more of the following actions/deliverables:

• Discipline-specific research and technical analysis** • Participation in and/or facilitation of City coordination meetings. These meetings may include attendees other than City and HDR staff, and are assumed to be held via video conference. • Prepare Draft TM- HDR will prepare the draft TM (Word version) for review by City. • Prepare Final TM- HDR will review City comments on the Draft TM and revise the TM as Final. HDR assumes the City will provide one comprehensive set of comments from all City departments. The Final TM will be submitted electronically in PDF format. • Presentation of Findings- If required, HDR will present the TM findings to City Committees or Council. HDR will work with City staff to prepare the presentation

34 materials, which would be provided and presented electronically. Up to two HDR staff would attend the presentation(s). **HDR’s TM deliverables will rely on data gathered and evaluated by HDR. HDR will not be required to validate or rely upon third party information to develop conclusion or findings in the various TM’s.

35 EXHIBIT C

Template Notice to Proceed

36 NOTICE TO PROCEED

Pursuant to the contract dated [insert date] between the City of West Sacramento and HDR Engineering, Inc., the latter is authorized to proceed with the following services:

Not to Exceed Amount: $

Contract Number:

Scope of Services:

Schedule of Performance:

Requested by: Katie Yancey

Date:

Staff Title:

Approved by: Aaron Laurel

Date:

Title: City Manager

.

37

EXHIBIT D

Schedule of Fees

38 HDR Engineering Inc. City of West Sacramento

Exhibit D- 2021 and 2022 Schedule of Rates and Charges

The following describes the basis for compensation for services performed during the 2021 and 2022 calendar years. This schedule of Rates and Charges will be adjusted annually on January 1st of 2022 year to reflect merit and economic salary increases.

Billing Rate Schedule:

2021 Billing 2022 Billing Name Classification Rate Rate Anthony Hernandez State Legislative Lead $ 331.50 $ 343.11 Carrie Bowen Caltrans Coordination $ 392.76 $ 408.47 Chris Goepel Freight Rail Lead $ 318.14 $ 330.86 Frank Proctor Ports/Maritime Lead $ 281.37 $ 292.62 Fredrikus Kramer Economics $ 268.49 $ 279.23 Holly Kennedy Principal In Charge $ 394.61 $ 410.39 Jeff Cross Industrial/Tech Lead $ 347.40 $ 361.29 Joey Scanga Land Use Planning Lead $ 308.25 $ 320.58 Keith Bucklew Goods Movement Lead $ 301.11 $ 313.15 Kim Pallari Strategic Communications Lead $ 294.27 $ 306.04 Leslie Tice Environmental Lead $ 287.25 $ 298.74 Mike Higgins Project Manager $ 312.10 $ 324.59 Steve Decker Transportation Planning Lead $ 335.29 $ 348.70 Tom Chapman Flood Protection Lead $ 333.51 $ 346.85 Joseph Dack Freight/Land Use Integration Lead $ 248.07 $ 258.00 Classification Range Transportation Planning $115 - $335 $120 - $350 Classification Range Environmental Planning $110 - $325 $115 - $340 Classification Range Engineer I $110 - $175 $115 - $180 Classification Range Engineer II $160 - $210 $170 - $220 Classification Range Engineer III $215 - $240 $225 - $250 Classification Range Engineer IV $245 - $315 $255 - $330 Classification Range Engineer V $290 - $350 $310 - $365 Classification Range Economics $190 - $300 $200 - $320 Classification Range Outreach $100 - $250 $105 - $260 Classification Range Administrative Support $80 - $160 $80 - $165

The range of Hourly Rates are based on the direct labor rates plus overhead and profit. Actual billed rate for Task Order work will be based on actual staff salary rate plus current overhead rate and 10% profit.

Vehicles and Mileage: The mileage for personal vehicles used for project work will be the actual mileage base as published by the IRS. Other Direct Costs ODCs will be reimburseable at cost incurred for each task order.

39 EXHIBIT E

CERTIFICATE OF COMPLIANCE WITH LABOR CODE § 3700 [Labor Code § 1861]

I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.

CONSULTANTS

By: Holly Kennedy, Senior Vice President

40