Loading...
HomeMy WebLinkAboutPoseidon Resources; 2004-01-21;AMENDMENT NO. 4 TO THE AGREEMENT BETWEEN CITY AND POSEIDON RESOURCES (CHANNELSIDE) LLC FOR PAYMENT OF EIR CONSULTANT FOR THE POWER AND DESALINATION PLANTS PROJECT - (EIR 03-05) THIS AGREEMENT, made and entered into as of the day of ?**: 2009, by and between the CITY OF CARLSBAD, a municipal corporation, hereinafter referred to as "City," and Poseidon Resources (Channelside) LLC hereinafter referred to as "APPLICANT", shall serve to amend the original contract dated, January 21, 2004, attached hereto. All provisions of the original contract shall remain in effect, except that asA outlined in the Consultant's revised proposal, dated September 8, 2009, attached hereto, the Work Program referenced in Section 2 shall be amended to include the additional work outlined therein, and the fee payable by Applicant as referenced in Sections 4 of the contract shall be increased by $6,500.00 for the additional work, making the maximum fees payable a total of $399,184.00. IN WITNESS WHEREOF we have hereunto set our hands and seals. APPLICANT: POSEIDON RESOURCES (CHANNELSIDE) LLC CITY OF CARLSBAD, a municipal corporation of the State of California (Namejjf Applicant) By: By: City Manager ef-Mayor ATTEST: (sign here) (print name/title here) By: (sign here) (print name/title here) APPROVED AS TO FORM: RONALD R. BALL, City Attorney Byj Assistant City Attorney ^ ^**&*r^ ^ ''"'//•ffn'^ City Attorney Approved Version 03/17/04 DUDEK MAIN OFFICE 605 THIRD STREET ENCINITAS. CALIFORNIA T 760.942.5H7 T 800.450, IB IS f 760.632,01 64 September 8, 2009 6273-01 Scott Donnell City of Carlsbad 1635 Faraday Avenue Carlsbad, California 92008 Subject: Second Additional Work Request - Carlsbad Desalination Plant Environmental Impact Report (EIR) Dear Scott: Dudek is requesting approval of this additional scope and budget for preparation of additional environmental documentation for the Carlsbad Desalination Plant. The additional work is related to additional analysis and revisions for the California Environmental Quality Act (CEQA) Addendum, and responses to public comments on the Addendum. SCOPE OF WORK Addendum Dudek's original scope of work for the Addendum assumed two rounds of comments by staff. The additional work was related to additional review and revisions, as well as more detailed analysis of project issues, including cumulative projects and growth inducement. Total additional work included approximately 15 hours of staff time, including editing and production. Estimated Costs $2,300.00 Responses to Comments Dudek staff provided responses to comments on the Addendum received from Coastkeeper. This task also assumes that additional comments will be submitted prior to the City Council meeting, and includes time allocated for additional responses and staff support. For purposes of cost estimation, time allocated for responses to comments will includes approximately 20 hours. Estimated Costs $4,200.00 TOTAL ADDITIONAL COSTS $6,500.00 WWW.DUDEK.COM Scott Donnell Subject: Second Additional Work Request - Carlsbad Desalination Plant Environmental Impact Report (EIR) All labor charges will be billed on a time-and-materials basis in accordance with our 2009 Standard Schedule of Charges (attached). Thank you for the opportunity to continue providing environmental consulting services for the Carlsbad Desalination Plant EIR. Please advise me of any additional details you may need related to the proposed services. Sincerely, Joe'^/Kjna'co" 'rincipal Environmental Sciences Division An: Dudek 2009 Standard Schedule of Charges _-.____ 6273-01 DUDEK 2 September 2009 DUDEK 2009 STANDARD SCHEDULE OF CHARGES Engineering Services Project Director $205.00/hr Program Manager $190.00/hr Principal Engineer II $180.00/hr Principal Engineer I $170.00/hr Senior Project Manager $160.00/hr Project Manager $145,00/hr Resident Engineer $135.00/hr Senior Engineer II $135.00/hr Senior Engineer I $125.00/hr Associate Engineer $115.00/hr Project Engineer IV $110.00/hr Project Engineer III $100.00/hr Project Engineer II $95.00/hr Project Engineer I $85.00/hr Field Engineer II $110.00/hr Field Engineer I $100.00/hr Engineering Assistant $75.00/hr Right-of-Way Management Services Principal ROW Manager $170.00/hr ROW Project Manager $140.00/hr ROW Senior Engineer $125.00/hr ROW Engineer $115.00/hr ROW Technician $105.00/hr ROW Research Analyst $75.00/hr Environmental Services Principal $210.00/hr Senior Project Manager/Specialist $195.00/hr Environmental Specialist/Planner VI $170.00/hr Environmental Specialist/Planner V $15Q.OO/hr Environmental Specialist/Planner IV $135.00/hr Environmental Specialist/Planner III $125.00/hr Environmental Specialist/Planner II $110.00/hr Environmental Specialist/Planner I $100.00/hr Analyst $85.00/hr Planning Research Assistant $70.00/hr Construction Management Services Principal/Manager $195.00/hr Senior Construction Manager $180.00/hr Senior Project Manager $160.00/hr Construction Manager $150.00/hr Project Manager $140.00/hr Resident Engineer $135.00/hr Construction Engineer $130.00/hr On-site Owner's Representative $105.00/hr Construction Inspector III $120.00/hr Construction Inspector II $110.00/hr Construction Inspector I $100.00/hr Hydrogeological Services Principal $205.00/hr Practice Manager $185.00/hr Sr. Environmental Engineer $185.00/hr Sr. Hydrogeologist/Sr. Proj Mgr $165.00/hr Project Manager $150.00/hr Associate Hydrogeologist/Engineer $135.00/hr Hydrogeologist IV/Engineer IV $120.00/hr Hydrogeologist Ill/Engineer III $110.00/hr Hydrogeologist Il/Engineer II $100.00/hr Hydrogeologist I/Engineer I $90.00/hr Technician $85.00/hr District Management & Operations District General Manager $175.00/hr District Engineer $160.00/hr Operations Manager $150.00/hr District Secretary/Accountant $85.00/hr Collections System Manager $95.00/hr Grade V Operator $100.00/hr Grade III Operator $80.00/hr Grade I Operator $55.00/hr Operator in Training $40.00/hr Collection Maintenance Worker II $55.00/hr Collection Maintenance Worker I $40.00/hr Office Services Technical/Drafting/CADD Services 3D Graphic Artist $140.00/hr Senior Designer $120.00/hr Designer $105.00/hr Assistant Designer $85.00/hr CIS Specialist IV $135.00/hr CIS Specialist III $120.00/hr CIS Specialist II $110.00/hr CIS Specialist I $100.00/hr CADD Operator II $95.00/hr CADD Operator I $85.00/hr CADD Drafter $80.00/hr CADD Technician $70.00/hr Surveying Services (Coachella Valley) Professional Land Surveyor $160.00/hr 3-Person Survey Crew $235.00/hr 2-Person Survey Crew $205.00/hr 1-Person Survey Crew $110.00/hr Survey Analyst $110.00/hr Asst. Survey Analyst/CADD Mapper $80.00/hr Support Services Technical Editor III $130.00/hr Technical Editor II $110.00/hr Technical Editor I $90.00/hr Publications Assistant III $90.00/hr Publications Assistant II $80.00/hr Publications Assistant I $70.00/hr Clerical Administration $70.00/hr Forensic Engineering - Court appearances, depositions, and interrogatories as expert witness will be billed at 2.00 times normal rates. Emergency and Holidays - Minimum charge of two hours will be billed at 1.75 times the normal rate. Material and Outside Services - Subcontractors, rental of special equipment, special reproductions and blueprinting, outside data processing and computer services, etc., are charged at 1.15 times the direct cost. Travel Expenses - Mileage at 55.0 cents per mile. Per diem where overnight stay is involved is charged at cost Invoices, Late Charges. - All fees will be billed to Client monthly and shall be due and payable upon receipt. Invoices are delinquent if not paid within thirty (30) days from the date of the invoice. Client agrees to pay a monthly late charge equal to one percent (1%) per month of the outstanding balance until paid in full. DUDEK Effective January 1, 2009 AMENDMENT NO. 3 TO THE AGREEMENT BETWEEN CITY AND POSEIDON RESOURCES (CHANNELSIDE) LLC FOR PAYMENT OF EIR CONSULTANT FOR THE POWER AND DESALINATION PLANTS PROJECT - (EIR 03-05) THIS AGREEMENT, made and entered into as of the < S5b day of 2009, by and between the CITY OF CARLSBAD, a municipal corporation, hereinafter referred to as "City," and Poseidon Resources (Channelside) LLC hereinafter referred to as "APPLICANT", shall serve to amend the previous contract dated, January 21 , 2004, attached hereto. All provisions of the original contract shall remain in effect, except that as outlined in the Consultant's revised proposal, dated June 22, 2009, attached hereto, the Work Program referenced in Section 2 shall be amended to include the additional work outlined therein, and the fee payable by Applicant as referenced in Sections 4 of the contract shall be increased by $26,800.00 for the additional work, making the maximum fees payable a total of $392,684.00. IN WITNESS WHEREOF we have hereunto set our hands and seals. a municipcAPPLICANT: POSEIDON RESOURCES (CHANNELSIDE) LLC ia (print name/title h&re) APPROVED AS TO FORM: RONALQ R, BALL, City Attorney" ' Jane Drzyzga fARY PUBLIC Statt of Connecticutr Commiwion Expires 7/31/2013 ssistant City Attorney City Attorney Approved Version 03/17/04 DUDEK MAIN OFFICE 605 THIRD SI REET ENCINITAS. CALIFORNIA 92024 T 760 942 5I<17 T 600 150 1618 F 760 632 016") June 22, 2009 6273-01 Scott Donnell City of Carlsbad 1635 Faraday Avenue Carlsbad, California 92008 Subject: Additional Work Request - Carlsbad Desalination Plant Environmental Impact Report (EIR) Dear Scott: Dudek is requesting approval of this additional scope and budget for preparation of additional environmental documentation for the Carlsbad Desalination Plant, The additional work is related to changes in the configuration of the plant and off-site water delivery pipelines. PROJECT UNDERSTANDING The City is evaluating proposed changes in the design and configuration of the proposed seawater desalination plant and associated off-site water delivery pipelines. Changes to the desalination plant consist of reconfiguration of the plant and rerouting of the source water and discharge pipelines. The original design located the facility almost entirely within the existing berm/containment area of oil storage tank #3, with the pretreatment area located on the west end of the site, and the pretreatment filters and reverse osmosis (RO) trains located on the east side. The proposed revisions would reconfigure the site to occupy the eastern approximately two- thirds of the oil tank #3 site, in addition to additional land located to the south. The facilities would be reconfigured, placing the pretreatment area in the northwestern portion of the newly configured site, and the pretreatment filter area would move to the northeastern portion of the site, adjacent to the rail right-of-way. The RO treatment area would be moved to the east-central portion of the site, and post-treatment, chemical storage and solids handling facilities would be located east of the RO treatment area, adjacent to the rail right-of-way. Product water storage would be moved to a 3.4 million gallon underground tank on the southern portion of the site. Source water and discharge pipelines would be relocated and shortened. The connection points for these pipelines would remain the same, but instead of routing the pipelines to the south, around the Encina Power Station (EPS), the pipelines would follow an existing access road on WWW DUDEK COM | t Scott Donnell Subject: Additional Work Request - Carlsbad Desalination Plant Environmental Impact Report (EIR) the north side of the existing Administration Building, and proceed east to the plant along the north side of the existing switchyard. The off-site water delivery lines would generally follow the "blue alignment" identified in the EIR, with the primary differences being elimination of a substantial portion of the alignment along Melrose, north of Cannon Road, and addition of pipelines within Lionshead Road, Pointsettia Avenue (City of Vista), and Linda Vista Avenue and 9th Street (City of San Marcos). BACKGROUND Sections 15162 through 15164 of the California Environmental Quality Act (CEQA) guidelines discuss a lead agency's responsibilities in handling new information that was not included in a project's final EIR. Section 15162 of the CEQA Guidelines provides: (a) When an EIR has been certified...for a project, no subsequent EIR shall be prepared for that project unless the City determines, on the basis of substantial evidence in the light of the whole record, one or more of the following: 1. Substantial changes are proposed in the project which will require major revisions of the EIR...due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; 2. Substantial changes occur with respect to the circumstances under which the project is undertaken which will require major revisions of the EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; or 3. New information of substantial importance, which was not known and could not have been known with the exercise of reasonable diligence at the time the EIR was certified as complete, shows any of the following: (A) The project will have one or more significant effects not discussed in the [Final] EIR; (B) Significant effects previously examined will be substantially more severe than shown in the [Final] EIR; 6273-01 D U D E K 2 June 2009 Scott Donnell Subject: Additional Work Request - Carlsbad Desalination Plant Environmental Impact Report (EIR) (C) Mitigation measures or alternatives previously found not to be feasible would in fact be feasible and would substantially reduce one or more significant effects of the project, but the project proponents decline to adopt the mitigation measure or alternative; or (D) Mitigation measures or alternatives which are considerably different from those analyzed in the [Final] EIR would substantially reduce one or more significant effects on the environment, but the project proponents decline to adopt the mitigation measure or alternative. In the event that one of these conditions would require preparation of a subsequent EIR, but j "only minor additions or changes would be necessary to make the [Final] EIR adequately apply I to the project in the changed situation," the City could choose instead to issue a supplement to \ the Final EIR (CEQA Guidelines, § 15163, subd. (a)). | In the alternative, where the changes or new information will result in no new impacts, or no ; more severe impacts, than any that were disclosed in the Final EIR for the Project, it is ! appropriate for the City to prepare an addendum pursuant to CEQA Guideline, § 15164. This section states that an addendum should include a "brief explanation of the decision not to prepare a subsequent EIR pursuant to § 15162," and that the explanation needs to be supported by substantial evidence (CEQA Guidelines, § 15164, subd. (e).) The addendum need not be circulated for public review, but may simply be attached to the Final EIR (Ibid.; CEQA Guideline, § 15164, subd. (c)). ; SCOPE OF WORK Based on a preliminary review of the information provided, an Addendum would be the . j appropriate CEQA documentation for the proposed changes in the project. The Addendum will *. consider whether each of these three changed circumstances reveal or create previously i undisclosed significant environmental impacts or a substantial increase in the severity of previously disclosed impacts (CEQA Guidelines, §§15162, 15163, 15164, subd. (a); 15088.5, j subds. [a], [b]). j The following issue areas will be addressed in determining whether the proposed changes would result in any additional significant environmental effects beyond those previously covered under ; the EIR for the project. j 6273-01 D U D E K 3 June 2009 Scott Donnell Subject: Additional Work Request - Carlsbad Desalination Plant Environmental Impact Report (EIR) Aesthetics Reconfiguration of the desalination plant will be reviewed in comparison with the project as described and depicted in the Final EIR. The Addendum will include visual simulations (provided by the City) from the same vantage points as were analyzed in the Final EIR, and will analyze the proposed changes in terms of visual character, viewsheds, and scenic resources, as well as light and glare. No significant impacts on aesthetics were identified for construction of the off site water delivery pipelines. The Addendum will address the proposed changes in the pipeline alignments in that context. Air Quality The proposed changes will not substantially affect operational characteristics, or construction methods or duration. The Addendum will compare the changes to the analysis in the Final EIR and provide documentation of the comparison. Biological Resources Changes in the desalination plant would not change flow characteristics, and therefore would not change the analysis or conclusions relative to marine effects. The redefined plant boundaries are entirely disturbed and do not contain sensitive biological resources, similar to the original site configuration. The proposed changes in the water delivery pipelines are entirely within existing roadways, and would not result in additional impacts on sensitive biological resources. The Addendum will provide documentation and support for all findings. Cultural Based on the highly disturbed nature of the desalination plant site, the conclusions from the Final EIR relative to cultural resources are still applicable. The changes in pipeline alignments are all within existing roadways, and would be subject to the same mitigation developed for previously analyzed pipelines within existing roadways. The Addendum will explain and provide documentation of conclusions. Geology The proposed changes in the desalination plant site would not result in any changes in the analysis of impacts related to soils or geologic conditions. For the revised pipeline alignments, the EIR considered potential impacts related to constructability, seismic hazards, landslides, liquefaction, and mineral resources, and determined that these issues are not anticipated to pose substantial constraints on project development. However, mitigation was proposed in the form of _ . ._ _. _ 6273-01 D U D E K 4 June 2009 Scott Donnell Subject: Additional Work Request ~ Carlsbad Desalination Plant Environmental Impact Report (EIR) detailed geotechnical studies. The same mitigation would be required of the revised pipeline alignments, and will be included in the Addendum. Hazards Because the plant operations would not be modified, no changes in potential hazards relating to plant operations would result. Construction of the off-site pipeline would require grading and trenching activities that could potentially disturb and release hazardous materials into the environment from sites in proximity to the construction areas for the pipelines, for which mitigation was required in the EIR. The same mitigation would be required of the revised pipeline alignments, and will be included in the Addendum. Hydrology/Water Quality During construction of the desalination plant and off-site pipelines, bare soils would be exposed, soil and material stockpiles would be established, and fuels, lubricants and solid and liquid wastes would be stored within active construction areas. The EIR addresses these effects and requires mitigation. The same mitigation would be required of the revised pipeline alignments, and will be included in the Addendum. Land Use The proposed changes in both the plant site and the pipeline alignments are not anticipated to result in any changes in the analysis or conclusions of the land use discussion of the EIR. The Addendum will include documentation of the rationale supporting this conclusion. Noise Reconfiguration of the desalination plant would not substantially change any of the assumptions, analysis, or conclusions of the noise study contained in the EIR. For the proposed revisions to the water delivery pipelines, noise restrictions will also be required. The Addendum will address how such restrictions will be applied to avoid any significant effects on noise generation. Residences are located along portions of the proposed pipelines. Traffic The proposed reconfiguration of the plant would not change operational characteristics, and therefore would not result in changes in the assumptions, analysis, or conclusions of the traffic analysis for the plant. The proposed revisions to the pipelines would be analyzed against the analysis of traffic impacts related to pipeline construction in the EIR. Specifically, the 6273-01 D U D E K 5 June 2009 Scott Donnell Subject: Additional Work Request - Carlsbad Desalination Plant Environmental Impact Report (EIR) Addendum will consider soil hauling and potential road closures due to construction. It is anticipated that similar impacts and mitigation measures would be applicable, based on the similar character and extent of construction activities. Public Utilities and Services Since no changes in operation are proposed for the plant site, it is not anticipated that substantial changes in the analysis or conclusions relative to public utilities and services would result. Similarly, the changes in pipeline alignments are not anticipated to change the analysis or conclusions of the EIR relative to utilities and services. The Addendum will provide supporting documentation. ADDENDUM The Addendum will identify all changed circumstances and new information and will memorialize in detail the City's reasoned conclusion that none of the proposed changes create the conditions requiring the preparation of a Subsequent or Supplemental EIR pursuant to CEQA Guidelines, Sections 15162 and 15163. Dudek will provide an administrative draft Addendum for City Staff review and will respond to two rounds of comments by staff. It is anticipated that the administrative draft Addendum can be completed within three weeks of contract authorization, and that responses to City comments can be provided within two weeks of receipt of the comments for each round. Estimated Costs $22,600.00 PROJECT MEETINGS AND COORDINATION Dudek staff will provide additional meeting support and project coordination as needed with the City, applicant and others as appropriate. For purposes of cost estimation, it is assumed that meeting and coordination time will include approximately 20 hours. Estimated Costs $4,200.00 Total Additional Costs ., $26,800.00 All labor charges will be billed on a time and materials basis in accordance with our 2009 Standard Schedule of Charges (attached). 6273-01 DUDEK 6 June 2009 Scott Donnell Subject: Additional Work Request - Carlsbad Desalination Plant Environmental Impact Report (EIR) Thank you for the opportunity to continue providing environmental consulting services for the Carlsbad Desalination Project EIR. Please advise me of any additional details you may need related to the proposed services. Very truly yours, Joe Monaco Principal Environmental Sciences Division Att: Dudek 2009 Standard Schedule of Charges 6273-01 DUDEK 7 June 2009 DUDEK 2009 STANDARD SCHEDULE OF CHARGES Engineering Services Project Director $205.00/hr Program Manager $190.00/hr Principal Engineer II $180.00/hr Principal Engineer I $170.00/hr Senior Project Manager $160.00/hr Project Manager $145.00/hr Resident Engineer $135.00/hr Senior Engineer II $135.00/hr Senior Engineer I $125.00/hr Associate Engineer $115.00/hr Project Engineer IV $110.00/hr Project Engineer III $100.00/hr Project Engineer II $95.00/hr Project Engineer I $85.00/hr Field Engineer II $110.00/hr Field Engineer I $100.00/hr Engineering Assistant $75.00/hr Right-of-Way Management Services Principal ROW Manager $170.00/hr ROW Project Manager $140.00/hr ROW Senior Engineer $125.00/hr ROW Engineer $115.00/hr ROW Technician $105.00/hr ROW Research Analyst $75.00/hr Environmental Services Principal $210.00/hr Senior Project Manager/Specialist $195.00/hr Environmental Specialist/Planner VI $170.00/hr Environmental Specialist/Planner V $150.00/hr Environmental Specialist/Planner IV $135.00/hr Environmental Specialist/Planner III $125.00/hr Environmental Specialist/Planner II $110.00/hr Environmental Specialist/Planner I $100.00/hr Analyst $85.00/hr Planning Research Assistant $70.00/hr Construction Management Services Principal/Manager $195.00/hr Senior Construction Manager $180.00/hr Senior Project Manager $160.00/hr Construction Manager $150.00/hr Project Manager $140.00/hr Resident Engineer $135.00/hr Construction Engineer $130.007hr On-site Owner's Representative $105.00/hr Construction Inspector III $120.00/hr Construction Inspector II $110.00/hr Construction Inspector I $100.00/hr Hydrogeological Services Principal $205.00/hr Practice Manager $185.00/hr Sr. Environmental Engineer $185.00/hr Sr. Hydrogeologist/Sr. Proj Mgr $165.00/hr Project Manager $150.00/hr Associate Hydrogeologist/Engineer $135.00/hr Hydrogeologist IV/Engineer IV $120.007hr Hydrogeologist Ill/Engineer III $110.00/hr Hydrogeologist Il/Engineer II $100.00/hr Hydrogeologist I/Engineer I $90.00/hr Technician $85.00/hr District Management & Operations District General Manager $175.00/hr District Engineer $160.00/hr Operations Manager $150.00/hr District Secretary/Accountant $85.00/hr Collections System Manager $95.00/hr Grade V Operator $100.00/hr Grade III Operator $80.00/hr Grade I Operator $55.00/hr Operator in Training $40.00/hr Collection Maintenance Worker II $55.00/hr Collection Maintenance Worker I $40.00/hr Office Services Technical/Drafting/CADD Services 3D Graphic Artist $140.00/hr Senior Designer $120.00/hr Designer $105.00/hr Assistant Designer $85.00/hr GIS Specialist IV $135.00/hr GIS Specialist III $120.00/hr GIS Specialist II $110.00/hr GIS Specialist I $100.00/hr CADD Operator II $95.00/hr CADD Operator I $85.00/hr CADD Drafter $80.00/hr CADD Technician $70.00/hr Surveying Services (Coachella Valley) Professional Land Surveyor $160.00/hr 3-Person Survey Crew $235.00/hr 2-Person Survey Crew $205.00/hr 1-Person Survey Crew $110.00/hr Survey Analyst $110.00/hr Asst. Survey Analyst/CADD Mapper $80.00/hr Support Services Technical Editor III $130.00/hr Technical Editor II $110.00/hr Technical Editor I $90.00/hr Publications Assistant III $90.00/hr Publications Assistant II $80.00/hr Publications Assistant I $70.00/hr Clerical Administration $70.00/hr Forensic Engineering - Court appearances, depositions, and Interrogatories as expert witness will be billed at 2.00 times normal rates. Emergency and Holidays - Minimum charge of two hours will be billed at 1.75 times the normal rate. Material and Outside Services - Subcontractors, rental of special equipment, special reproductions and blueprinting, outside data processing and computer services, etc., are charged at 1.15 times the direct cost. Travel Expenses - Mileage at 55.0 cents per mile. Per diem where overnight stay is involved is charged at cost Invoices, Late Charges. - All fees will be billed to Client monthly and shall be due and payable upon receipt. Invoices are delinquent if not paid within thirty (30) days from the date of the invoice. Client agrees to pay a monthly late charge equal to one percent (1%) per month of the outstanding balance until paid in full. DUDEK Effective January 1, 2009 UNANIMOUS WRITTEN CONSENT OF THE MANAGEMENT COMMITTEE OF POSEIDON CARLSBAD LLC The undersigned, being all of the members of the Management Committee of Poseidon Carlsbad LLC, a Delaware limited liability company (the "Company"), hereby adopt the following resolutions by unanimous written consent pursuant to Section 18-404 of the Delaware Limited Liability Company Act. WHEREAS, the sole member of the Company, Poseidon Water LLC ("Parent"), amended and restated the Company's limited liability company agreement in the form of the Second Amended and Restated Limited Liability Company Agreement made effective as of January 2, 2009 (the "Amended LLC Agreement"); WHEREAS, Section 8.8 of the Amended LLC Agreement empowers the Management Committee of the Company to appoint a President of the Company and such other officers of the Company and, in the Company's capacity as the sole member of Poseidon Resources (Channelside) LLC (the "Project Company"), of the Project Company as the Management Committee deems necessary, with such authority and duties as it may determine; NOW BE IT RESOLVED, that the following individuals arc hereby elected and appointed to serve as officers of the Company and of the Project Company in the capacities set forth opposite their names below, until such officers resign from such offices or their successors are duly qualified and appointed by the Management Committee: Name Company Office Project Company Office James M. Donnell President President Andrew P. Kingmarj. Treasurer, Vice President Treasurer, Vice President Peter MacLaggan Vice President Vice President FURTHER RESOLVED, that each of the above-specified officers shall have the powers and authority and shall generally perform the duties usually appertaining to a president, treasurer or vice president of a limited .liability company, as applicable; and FURTHER RESOLVED, that any actions heretofore taken by the Management Committee and/o.r the Managers of the Company in connection with the foregoing hereby be, and the same shall be, authorized, ratified, and confirmed in allrespects. DSMDB-2617128 IN WITNESS WHEREOF, the undersigned has executed this Unanimous Consent as of the day of May, 2009. Jonathan-tloyd Will Macomber Frederick Lowther Jacck Makowski DSMDB-2617128 IN WITNESS WHEREOF, the undersigned has executed this Unanimous Consent as of the day of May, 2009. Jonathan Lloyd Will Macomber Frederick Lowther Jacek Makowski DSMDB-2617128 IN WITNESS WHEREOF, the undersigned has executed this Unanimous Consent as of the day of May, 2009. Jonathan Lloyd Will Macomber ' - ..--Frederick Lowther Jacek Makowski DSMDB-2617128 IN WITNESS WHEREOF, the undersigned has executed this Unanimous Consent as of the day of May, 2009. Jonathan Lloyd Will Macomber Frederick Lowther AMENDMENT NO. 2 TO THE AGREEMENT BETWEEN CITY AND POSEIDON RESOURCES (CHANNELSIDE) LLC FOR PAYMENT OF EIR CONSULTANT FOR THE POWER AND DESALINATION PLANTS PROJECT - (EIR 03-05) THIS AGREEMENT, made and entered into as of the (_day of , 200JT, (ey and between the CITY OF CARLSBAD, a municipal jrporation, hereinafter referred to as "City," and Poseidon Resources (Channelside) LLC hereinafter referred to as "APPLICANT", shall serve to amend the previous contract dated, January 21, 2004, attached hereto. All provisions of the original contract shall remain in effect, except that as outlined in the Consultant's revised proposal, dated October 31, 2007, attached hereto, the Work Program referenced in Section 2 shall be amended to include the additional work outlined therein, and the fee payable by Applicant as referenced in Sections 4 of the contract shall be increased by $8,000.00 for the additional work, making the maximum fees payable a total of $365,884.00. IN WITNESS WHEREOF we have hereunto set our hands and seals. APPLICANT: POSEIDON RESOURCES (CHANNELSIDE) LLC CITY OF CARLSBAD, a municipal/ corporatior/of the^staje of California (Namejaf Applicant) By: Y, (sign here) AfeTl (print name/title here) By: (sign here) (print name/title here) APPROVED AS TO FORM: RONALD R. BALL, City Attorney By: Asiistlnt City Attorney /City Attorney Approved Version 03/17/04 DUDEK MAIN OFFICE 60S THIRD STREET ENCINITAS, CALIFORNIA 9203.4 T 760.942.5147 T 800.450.1 81 8 F 760.632.01 44 October 31,2007 Ms. Michele Masterson City of Carlsbad 1635 Faraday Avenue Carlsbad, California 92008 Subject: Proposal to Provide Public Hearing Support for the Carlsbad Seawater Desalination Project Dear Ms. Masterson: Dudek is pleased to present this proposal to provide environmental support services for the Carlsbad Desalination Project. Our proposal includes attendance at public hearings, including the upcoming State Lands Commission Hearing on October 30, 2007, continuation of that meeting in December, and the California Coastal Commission Hearing, which is anticipated on November 14, 2007, and including one additional CCC hearing. Joe Monaco will be in attendance at both of these meetings, in order to support City Staff in responding to any questions, or addressing technical issues related to the environmental analysis that Dudek prepared for the desalination plant. It is anticipated that approximately 40 hours total will be required, including preparation time and travel time, to perform these duties. The hourly rate for Joe Monaco is $200 per hour. Therefore the total not-to-exceed amount that is being requested for these services is $8,000. Charges will be billed on a time and materials basis, as needed and directed by City staff, up to the maximum amount. Please feel free to contact me at 760.942.5147 for further information or clarification. Sincerely, /£*! §eph Monaco Principal WWW.DUDEK.COM AMENDMENT NO. 1 TO THE AGREEMENT BETWEEN CITY AND POSEIDON RESOURCES (CHANNELSIDE) LLC FOR PAYMENT OF EIR CONSULTANT FOR THE POWER AND DESALINATION PLANTS PROJECT - (EIR 03-05) THIS AGREEMENT, made and entered into as of the \ h-%- day of h~flb~c , 2004, by and between the CITY OF CARLSBAD, a municipal corporation, hereinafter referred to as “City,” and Poseidon Resources (Channelside) LLC hereinafter referred to as “APPLICANT”, shall serve to amend the previous contract dated, January 21, 2004, attached hereto. AI! provisions of the original contract shall remain io effect, except that as outlined in the Consultant’s revised proposal, dated September 20, 2004, attached hereto, the Work Program referenced in Section 2 shall be amended to include the additional work outlined therein, and the fee payable by Applicant as referenced in Sections 4 of the contract shall be increased by $34,839.00 for the additional work, making the maximum fees payable a total of $357,884.00. IN WITNESS WHEREOF we have hereunto set our hands and seals. APPLICANT: POSEIDON RESOURCES (CH AN N ELSl DE) LLC CITY OF CARLSBAD, a municipal corporation of the State of California City Manager or Mayor AlTEST: NOTARY PUBLIC MYcoMMlSSlON EXPIRES JUtY 31,2008 (print name/title here) APPROVED AS TO FORM: City Attorney Approved Version 0311 7/04 POSEIDON RESOURCES November 2,2004 Ms. Michele Masterson City of Carlsbad 1635 Faraday Avenue Carlsbad, CA 92008-73 14 Dear Ms. Masterson: As Secretary of Poseidon Resources (Channelside) LLC (the “Company”), I am writing to confirm to you that Peter MacLaggan is an Officer of the Company in the capacity of Vice President and Anthony Iessi is an Officer of the Company in the capacity of Secretary. Both Peter MacLaggan and Anthony Iessi are duly authorized to sign binding agreements on behalf of the Company. The Company is a subsidiary of Poseidon Resources Corporation. If you have any questions, please do not hesitate to call me on 203-327-7740. Sincerely, Anthony Iessi Treasurer - Poseidon Resources Corporation Secretary - Poseidon Resources (Channelside) LLC State of &N~/~OTIUT County of &/RF/E-G- b 20H before me, /1calrqo/et- d&e Dz y/rc?a Notary Public, , and made oath that he 6xecuted the above letter On /C/DvembPpr a personally appeared An zes s 1‘ in his authorized capGnd that the above letter is true to the best of his knowledge and belief. WIPiESS my hand and official seal. Poseidon Resources Corporation 1055 Washington Boulevard, Stamford, Connecticut 06901 203-327-7740 Fax: 203-327-5563 Engineering, Planning. Environmental Sciences and Corporate Office: 605 Third Street 760.942.51 47 Professional Teams for Complex Projects Management Services Encinitas, California 92024 Fax 760.632.0164 - & ASSOCIATES, INC. September 20,2004 4062-0 1 Scott Donne11 City of Carlsbad 1635 Faraday Avenue Carlsbad, CA 92008 Subject: Additional Work Request - Carlsbad Power and Desalination Plants EIR Dear Scott: Dudek and Associates is requesting approval of this additional scope and budget, as an amendment to the existing contract for preparation of the Carlsbad Power and Desalination Plants EIR. The additional work is related to the offsite water delivery pipelines, specifically the revised “Green” alignment that has been proposed in response to comments from the City of Oceanside. The additional study area represented by the new alignment will require additional research and survey work for cultural resources, and will also require additional biological resources mapping, and discussion in all of the relevant sections of the EIR that pertain to offsite facilities. The following provides detail on the scope of work and costs: TASK 1 CULTURAL RESOURCES Task 1.1 Additional Literature Review and Record Search The initial scope of work and cost estimate proposed for the project included the assumptions that approximately ten cultural resources sites would be recorded within the project area. In all, 43 cultural resources (prehistoric and historic sites) were identified within or adjacent to the desalination plant and offsite pipeline alignments. In addition to reviewing the previously recorded sites, 80 previous reports were reviewed to identify the present condition for these resources. All 43 site record forms were reviewed, data placed in table format and mapped. All reports were also reviewed to determine present condition for each cultural resource. Additional costs were also incurred by charges from the South Coastal Information Center (SCIC) to run the additional record searches. Estimated Cos ................................................................................................................... 5,410.00 Mr. Scott Donne11 Re: Additional Work Request - Carlsbad Power and Desalination Plants EIR - ~~~~ Task 1.2 Green Alignment Literature Review and Record Search All of the work performed for the project, including literature reviews and record searches through the SCIC will be performed for the proposed additional alignment along Cannon Road, College Boulevard and Lake Avenue. Estimated Costs ........................................................................................................ $2,942.00 Task 1.3 Field Survey and Spot Check of Cultural Resources Identified Within the Green Alignment Recorded and documented cultural resources sites identified within the Green Alignment will need to be field verified in cases where there is lack of sufficient detail in the existing records to provide adequate information for the project. It is anticipated that the survey can be completed by two surveyors in two days. Estimated Costs ................................................................................................................ $2,024.00 Task 1.4 Testing to Determine Site Significance for Cultural Resources Within or Adjacent to the Pipeline Alignments Presently, only one prehistoric site (CA-SDI-16205) has been identified within the offsite pipeline alignments that have been already studied. Significance testing, pursuant to the requirements of CEQA will be performed on this site, since the portions of the site that are potentially affected by the project have not been previously tested. It should be noted that additional sites that may be identified as a result of the record search and field survey for the Green Alignment may also require significance testing. In that event, a separate scope and fee estimate will be provided to the City. Estimated Costs ................................................................................................................ $8,625.00 Task 1.5 It is anticipated that the technical report, to include the additional record search and literature review, field survey, test results, and revisions to the original report, can be completed by Gallegos and Associates in 10 person days. Revisions to the Technical Report Estimated Costs ................................................................................................................ $4,528.00 Mr. Scott Donne11 Re: Additional Work Request - Carlsbad Power and Desalination Plants EIR - TASK 2 BIOLOGICAL RESOURCES Although 'the majority of the Green Alignment is within existing developed roads, portions of the new alignment will require additional analysis related to biological resources, including review of previous reports, and field surveys. Field surveys are anticipated to be limited to field checking and data gap analysis. Additional surveys are anticipated to also be required for the pump station associated with the Green Alignment. Although the precise location is not yet known, it is anticipated to be sited within the Guajome Regional Park, in an undeveloped area. Additional biological resource analysis will include field surveys, mapping and impact analysis that will be incorporated into the biological resources technical report and the EIR. Estimated Costs ................................................................................................................ $6,560.00 TASK 3 REPORT REVISIONS The additional alignment will require graphic revisions, and text revisions to reflect the new alignment and provide adequate analysis and discussion of the alignment. Revisions will be made to the project description and each of the technical issue analysis sections to reflect the revised project. Estimated Costs ................................................................................................................ $4,750.00 TOTAL ADDITIONAL COSTS .................................................................................. $34,839.00 All labor charges will be billed on a time and materials basis in accordance with the terms of the original contract. The additional funding for this work would be added to the First Screencheck EIR line item of the existing project budget. Thank you for the opportunity to continue providing environmental consulting services for the Carlsbad Power and Desalination Projects EIR. Please advise me of any additional detail you may need related to the proposed services. Very truly yours, DUDEK& ASSOCIATES, INC. W Joe Monaco, Senior Project Manager Environmental Sciences Division 4062-01 I& ASSOCIATES, INC. 19/20/2004 3 ProWd 7- Em carpla Pmjrcu AGREEMENT BETWEEN CITY AND POSEIDON RESOURCES (CHANNELSIDE) LLC FOR PAYMENT OF EIR CONSULTANT FOR EIR 03-05 THIS AGREEMENT is made this day of 5 Q-\LCQ-> ,20 o + between the CITY OF CARLSBAD, a municipal corporation of the State of California, hereinafter referred to as CITY, and Poseidon Resources (Channelside) LLC hereinafter referred to as 'IAPPLICANT". RECITALS WHEREAS, the APPLICANT has filed with the CITY a request for approval of a proposed project identified as Power and Desalination Plants - PDP 00- 02lSP 144(H) requiring an Environmental Impact Report; and WHEREAS, CITY has determined that its current staff is inadequate in number to process the Environmental Impact Report in a timely and thorough manner; and WHEREAS, APPLICANT in order to ensure the expeditious processing of said Environmental Impact Report desires to pay to CITY the amount necessary to hire a CONSULTANT. NOW, THEREFORE, in consideration of the covenants and conditions, it is agreed as follows: 1. The CITY Will engage the firm of Dudek and Associates, Inc. hereinafter referred to as "CONTRACTOR" to perform the necessary work in the processing arid mariitoring of the Environmental Impact Report for that area more particularlv depicted bpon a site map attached as Attachment I and made i! part of this ag ree men t . 2. It is understood that +he CONTRACTOR services shall conform to 1 Rev. 07/31 !OO the Proposal attached as Attachment 2 and made a part of this agreement, and may require: a) Field exploration; b) c) Written reports; and d) Such other work necessary to properly evaluate the Weekly communication with the City staff; proposed project as directed by the Planning Director. 3. It is understood that the CITY will direct the CONTRACTOR to complete a draft and final Environmental Impact Report at the earliest feasible time. The CITY will advise the APPLICANT in writing of any impacts which may render the proposed project infeasible within a reasonable time after CITY has received the CONTRACTOR 's conclusions in writing. 4. The APPLICANT shall pay to the CITY the actual cost of the CONTRACTOR 's services. Such cost shall be based on the costs set forth in Attachment 3. The APPLICANT has advanced the sum of $ 323,045 as payment on account for the actual cost of the CONTRACTOR'S services. In the event it appears, as the work progresses, that said sum will not be sufficient to cover the actual cost, the CITY will notify the APPLICANT of the difference between the amount deposited and the new estimated cost. CITY will ensure, to the extent feasible, that no further work will be performed by the CONTRACTOR incurring an obligation beyond the amount advanced without an appropriate amendment to this Agreement. If the actual cost of preparing the report is less than the APPLICANT'S advance, or should the City (at the request of the Applicant or on its own initiative) determine that no further work is required any surplus will be refunded to APPLICANT by CITY. 2 Rev. 07/3 1/00 5. It is understood that the CONTRACTOR shall be an independent contractor of the CITY and CITY shall not be liable for any negligent acts or omissions of the CONTRACTOR. The APPLICANT agrees to permit the CONTRACTOR to enter upon his property and to perform all work thereon as the CONTRACTOR deems necessary to complete the Environmental Impact Report. It is agreed that the APPLICANT will not interfere with the CONTRACTOR in the performance of such work or attempt to influence such CONTRACTOR during the course of his investigation and report. 6. It is understood that the CITY will attempt to bring the Environmental Impact Report to Planning Commission and City Council as soon as possible, barring no delays from the APPLICANT. 7. The City shall not be required to defend any third party claims and suits challenging any action taken by the City with regard to any procedure or substantive aspect of the City’s environmental process and approval of development of the property. If the City, in its sole and absolute discretion defends such action or proceeding, the Applicant shall be responsible and reimburse the City for whatever legal fees and costs, in their entirely, may be incurred by the City in defense of such action or proceeding. The City shall have the absolute right to retain such legal counsel as the City deems necessary and appropriate. Applicant shall reimburse the City for any award of court costs or attorney fees made against City in favor of any third party challenging either the sufficiency of a negative declaration or EIR or the validity of the City’s approval of the application. This obligation survives until all legal proceedings have been concluded and continues even if the City’s approval is not validated. 3 Rev. 0713 1 /00 IN WITNESS WHEREOF, the parties hereto have executed this agreement on the day and year first above written. Executed by APPLICANT this /J* day of 4kWdY- *ODLJ. APPLICANT: Poseidon Resources (Channelside) LLC. VETLv- flK! (Name of Applicant) By: (sign here) Peter M. MacLaggan, Vice President (print name herehitle) By: CITY OF CARLSBAD, a municipal (sign here) Anthony Iessi, Secretary (print name herehitle) (Proper notarial acknowledgment of execution by Contractor must be attached.) (Chairman, president or vice-president and secretary, assistant secretary, CFO ( treasurer must sign for corporations. Otherwise, the corporation must attach i certified by the secretary or assistant secretary under corporate seal empowering tl signing to bind the corporation.) (If signed by an individual partner, the partnership must attach a statement of authorizing the partner to execute this instrument). APPROVED AS TO FORM: ROW R. BALL, City Attorney 4 R assistant resolution 3 otXcer(s) iartnership 100 !v. 0713 STATE OF CALIFORNIA COUNTY OF SAN DIEGO On T+,NQ~, I 3, XOL~ beforeme, ELCC-~, &(til &~L#CEI Notary Public, personally appeared ?Ex& I'I k4 A C LR b C. A I\-{ , [ 3 personally known to me - or [d proved to me on the basis of satisfactory evidence to be the person@ whose name@ is/= subscribed to the within instrument and acknowledged to me that he/sh&hey executed the same in his- authorized capacity(*), and that by his/heAkk signature(@ on the instrument the person(@, or the entity upon behalf of which the person(s1 acted, executed the instrument. WITNESS my hand and official seal. r (Signature of Notary) 0- On T~~JUARV /ai doo4' Notary Public, personally appeared A A/TNoAJ ES before me, HAL? WPF 7 J4fY r;)R.z\/26/4 - [dpersonally known to me - or [ ] proved to me tcbasizf satisfactory evidence td be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. MARGARET JANE DRZYZGA NOTmY PUBLIC MY CWMlSSlON EXPIRES JULY 31, ATTACHMENT I SITE POWER & DESALINATION PLANTS EIR 03-05 , ACCOUNT NO. DESCRIPTIO I .. , A ..: ,. .