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HomeMy WebLinkAboutKEYSER MARSTON ASSOCIATES - 2005-01-06C �CONTRACTS SUBMITTAL TO CITY CLERK'S OFFICE To: JOAN FLYNN, City Clerk Name of Contractor: Keyser Marston Associates, Inc. (Amendment #1) Purpose of Contract: For Example: Audit Services or Water Quality Testing Huntington Lake — Huntington Central Park Economic Analysis Amount of Contract: Not to exceed $99,000.00 Copy of contract distributed to: The original insurance certificate/waiver distributed Initiating Dept. ❑ to Risk Management ❑ City Treasurer ❑ ORIGINAL bonds sent to Treasurer ❑ Date: Na a/Ext nsion City Attorney's Office 3/ LO -I- AMENDMENT NO. 1 TO AGREEMENT BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH AND KEYSER MARSTON ASSOCIATES, INC. FOR ECONOMIC ANALYSIS THIS AMENDMENT is made and entered into by and between the REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body of the State of California, hereinafter referred to as "AGENCY", and KEYSER MARSTON ASSOCIATES, INC., a California corporation, hereinafter referred to as CONSULTANT. WHEREAS, AGENCY and CONSULTANT are parties to that certain agreement, dated January 6, 2005, entitled "Professional Services Contract Between the City of Huntington Beach and Keyser Marston Associates, Inc. for Economic Analysis" which agreement shall hereinafter be referred to as the "Original Agreement," and CITY and CONSULTANT wish to amend the Original Agreement to reflect additional compensation to be paid to CONSULTANT, NOW, THEREFORE, it is agreed by CITY and CONSULTANT as follows: 1. ADDITIONAL COMPENSATION Section 4 of the Original Agreement, entitled "Compensation," is hereby amended to read as follows: In consideration of the performance of the services described herein, AGENCY agrees to pay CONSULTANT on a time and materials basis at the rates specified in Exhibit "B," which is attached hereto and incorporated by reference into this Agreement, a fee, including all costs and expenses, not to exceed Ninety -Nine Thousand Dollars ($99,000.00). REAFFIRMATION Except as specifically modified herein, all other terms and conditions of the Original Agreement shall remain in full force and effect. REST OF PAGE NOT USED 06-496/4278 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officer on Afi 3 , 200 (a KEYSER A STON ASSOCIATES, INC. REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a By: — municipal corporation of the State of RL6 California print name ITS: (circle one) Chairman/PresioKi ice President Deputy Exec ve Director AND (Pursuant To HBMC §3.03.100) By: print name ITS: (circle one ecretar Chief Financial Officer/Asst. Secretary - Treasurer APPROVED AS TO FORM: Agency Counsel Q REVIEWED A PR Executive Dire for 06-496/4278 2 BILLING ESTIMATE KEYSER MARSTON ASSOCIATES, INC. AUGUST 1 - SEPTEMBER 30, 2006 I. August 1 - 15 (Approximate) II. Ongoing Assignments Home Buyer Programs Procedures Manual Rehabilitation Loan Program Guidelines Inclusionary Housing Program Modifications Density Bonus Program Review Housing Strategy Completion Bella Terra Prepayment Total III. CBGB Administration IV. Compliance Monitoring Set-up 30 Hours @ $260/Hour 4 Hours @ $260/Hour 6 Hours @ $260/Hour 4 Hours @ $260/Hour 4 Hours @ $260/Hour 4 Hours @ $260/Hour 72 Hours @ $175/Hour (Avg Rate) 4 Projects @ $3,500/Project $10,100 $7,800 1,040 1,560 1,040 1,040 1,040 $13,520 $12,600 $14,000 V. Playhouse Lease Payment Evaluation 8 Hours @ $260/Hour $2,080 Grand Total $52,300 Prepared by: Keyser Marston Associates, Inc. File name: HB Budget; 8/16/2006 s 0 s INSURANCE AND INDEMNIFICATION WAIVER MODIFICATION REQUEST ECE IV `0 1. Requested by: Christi Mendoza, Risk Management MAR 2 9 2006 2. Date: March 15, 2006 City of Huntingi,3nr .eac 3. Name of contractor/permittee: Keyser Marston Associates, Inc CitYAttorney's pfiF/ce 4. Description of work to be performed: Economic Analysis 5. Value and length of contract: $50,00% two (2) years 6. Waiver/modification request: $25,000/Professional Liability Insurance 7. Reason for request and why it should be granted: Unable to comply with the ci#y's zero deductible insurance reguiremen# 8. Identify the risks to the City in approving this waiver/modification: None. ;S;�- J/4010� Department Read Signature Date: APPROVALS Approvals must be obtained in the order listed on this form. Two approvals are required for a request to be granted. Approval from the City Administrator's Office is only required if Risk Managernenndtfhe City Attorre 's Office disagree. 1. Risk Management Approved ❑ Denied' Signature Date 2. City Attorney's Office pproved ❑ D e n i d ► ►' V 3/Z� Signature Date 3. City Administrator's Office ❑ Approved ❑ Denied Signature Date If approved, the completed waiver/modification request into be submitted to the City Attomey's Office along with the contract for approval. Once the contract has been approved, this form is to be filed with the Risk Management Division of Administrative Services POLICY NUMBER: 57UUNUP0340 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY ADDITIONAL INSURED DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM SCHEDULE Name of Person or Organization: The City of Huntington Beach, its agents, officers, and employees. A. The person or organization shown in the Schedule is included as an insured, but only liable for the conduct of an "insured" and only to the extent of the liability. B. CANCELLATION 1. If we cancel the policy, we will mail or deliver notice to such person or organization in accordance with the Common Policy Conditions. 2. If you cancel the policy, we will mail or deliver notice to such person or organization. 3. Cancellation ends this agreement. BU1114 (1-93) 0 • CG20101001 Policy Number: 57UUNUP0340 Effective Date: 11/11/2005 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: The City of Huntington Beach, its agents, officers and employees. It is understood and agreed that this insurance is primary and any other insurance maintained by the Additional Insured shall be excess only and not contributing with this insurance in regards to all operations as pertains to the named insured. no entry appears above, the information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement). A. Section II — Who is An Insured is amended to include as an insured, the person or organization shown in the Schedule, but only with respect to liability arising out of your ongoing operations performed for that insured. B. With respect to the insurance afforded to these additional insured(s), the following exclusion is added: 2. Exclusions: This insurance apply to "bodily "property damage" after. (1) All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or behalf of the additional insured(s) at the site of the covered operations has been completed; or (2) That portion of "your work" out of which the injury or damage does not arises has been put to its injury" or intended use by any person or occurring organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. CG 20 10 10 01 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend dr alter the coverage afforded by the policies listed thereon. 4CORD 25 (2001/08) NS025 pw).w AMS Page 2 of 2 • • CITY OF HUNTINGTON BEACH Professional Service Contracts Purchasing Certification Amendment # 1 Date: 8/24/2006 1. Department: Economic Development 2. Requested By: Steve Holtz, Real Estate Services Manager 3. Name of Consultant: Keyser Marston Associates 4. Amount of Original/Prior Contract: $50,000 c Ord 5. Additional Compensation Requested: 6. Reason for Contract Amendment: Vendor to provide additional consulting services due to unanticipated staffing turnover. 7. Are sufficient funds available to fund this contract? Yes ® No ❑ 8. Company number and object code where funds are budgeted: 30580101.69325 Department Hea Signature RICHARD AMADRIL, Manager Central Services Division Ajj � CERTIFICATE OF LIABILITY INSURANCE DIDD/YYYY) 3/1/21/2006 PRODUCER (415) 957-0600 FAX (415) 957-0577 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION MOC Insurance Services ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR License No. 0589960 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. 44 Montgomery St., 17th Fl. San Francisco CA 94104 INSURERS AFFORDING COVERAGE NAIC # INSURED INSURER A: Hartford 29424 Keyser Marston Associates, Inc INSURER B: Philadelphia Indem.Ins. Co 03616 55 Pacific Avenue Mall INSURERC: Republic Indemnity 43753 San Francisco, CA 94111 INSURERD: Revised 11/15/2005 INSURERE: L4_0]1l:4Nc[el*' THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR ADD'L INSRD TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE (MM/DD/YY) POLICY EXPIRATION DATE (MWDDrri) LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 A X COMMERCIAL GENERAL LIABILITY CLAIMS MADE FKOCCUR 57UUNUP0340 11/11/2005 11/11/2006 DAMAGE TO RENTED PREMISES Ea occurence $ 50, OOO MEDEXP (Any oneperson) $ 5,000 PERSONAL BADVINJURY $ 1,000,000 GENERAL. AGGREGATE $ 2,000,000 GENT AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 1,000,000 POLICY X JECOT LOC AUTOMOBILE LIABILITY ANY AUTO COMBINED SINGLE LIMIT (Ea accident) $ 1,000,000 X BODILY INJURY (Per person) $ A S ALL OWNED AUTOS CHEDULEDAUTOS 57UUNUP0340 11/11/2005 11/11/2006 X BODILY INJURY (Per accident) $ HIRED AUTOS NON -OWNED AUTOS X PROPERTY DAMAGE (Per accident) $ _ Comp Ded $500 Coll Ded $500 GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ OTHER THAN IA ACC $ ANY AUTO . ygMCIG _ $ AUTO ONLY: AGG EXCESS/UMBRELLA LIABILITY X OCCUR CLAIMS MADE EACH OCCURRENCE $ 4,000,000 AGGREGATE $ 4,000,000 $ $ A DEDUCTIBLE RX 57RHUUN9941 11/11/2005 11/11/2006 $ RETENTION $ 10,000 WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE X WC TORY STALIMITTU-S ER O R E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 C OFFICER/MEMBEREXCLUDED? If yes, describe under SPECIAL PROVISIONS below 3954609 11/11/2005 11/11/2006 E.L. DISEASE - POLICY LIMIT $ 1,000,000 B OTHER Professional PHSD162779 11/11/2005 11/11/2006 $1,000,000 Each Wrongful Act Liability -Claims $1,000,000 Aggregate Limit Made RETRO DATE 10/05/1976 $25,000 Deductible DESCRIPTION OF OPERATIONS/LOCATIONSNEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS Certificate holder is named as Additonal Insured with respects to the insured's operations. Per endorsements CG2010 10/01 and BU1114 01/93 attached City of Huntington Beach, its Agents, Officers and Employees Attn: Risk Management 2000 Main Stree Huntington Beach, CA 92648 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL EIY"X%yUYN1A1L 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BAX �i6�ili��i�Cs`6J�►i4�SiiiaiP�is�tc�l. �Fila(Yii��4dCT�X AUTHORIZED REPRESENTATIVE _oreffa Pearson/LPE ACORD 25 (2001/08) © ACORD CORPORATION 1988 F 0 To: City Clerk 1. Name of Contractor: Keyer Marston Associates 2. Purpose of Contract: For Example: Audit Services or Water Quality Testing Huntington Lake —Huntington Central Park Economic Analysis 3. Amount of Contract: $50,000.00 Copy of contract distributed to: The ORIGINAL insurance certificate/waiver sent to Risk Management Initiating Dept._ City Treasurer ORIGINAL bonds sent to Treasurer CITY CLERK'S OFFICE USE ONLY: City Attomey's Office Date: I/7/05 g:/Attymisc/forms/city clerk contract transmittal.doc 0 i PROFESSIONAL SERVICES CONTRACT BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH AND KEYSER MARSTON ASSOCIATES, INC. FOR ECONOMIC ANALYSIS 441, THIS AGREEMENT ("Agreement") is made and entered into this 6 day of �,�)2'06Tiy and between the Redevelopment Agency of the City of Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as "AGENCY," and KEYSER MARSTON ASSOCIATES, INC., a Califonia Corporation hereinafter referred to as "CONSULTANT." WHEREAS, AGENCY desires to engage the services of a consultant to provide economic analysis; and Pursuant to documentation on file in the office of the Agency Clerk, the provisions of the Huntington Beach Municipal Code, Chapter 3.03, relating to procurement of professional service contracts have been complied with; and CONSULTANT has been selected to perform these services, NOW, THEREFORE, it is agreed by AGENCY and CONSULTANT as follows: 1. SCOPE OF SERVICES CONSULTANT shall provide all services as described in Exhibit "A" which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as the "PROJECT." CONSULTANT hereby designates Mr. James Rabe who shall represent it and be its sole contact and agent in all consultations with AGENCY during the performance of this Agreement. agree/forms/agency profserv/4/14/03-A I 2. AGENCY STAFF ASSISTANCE AGENCY shall assign a staff coordinator to work directly with CONSULTANT in the performance of this Agreement. 3. TERM; TIME OF PERFORMANCE Time is of the essence of this Agreement. The services of CONSULTANT are to commence as soon as practicable after the execution of this Agreement by AGENCY (the "Commencement Date"). This Agreement shall expire on August 31, 2007, unless sooner terminated as provided herein. All tasks specified in Exhibit "A" shall be completed no later than three years from the Commencement Date of this Agreement. These times may be extended with the written permission of AGENCY. The time for performance of the tasks identified in Exhibit "A" are generally to be shown in Exhibit "A." This schedule may be amended to benefit the PROJECT if mutually agreed to in writing by AGENCY and CONSULTANT. 4. COMPENSATION In consideration of the performance of the services described herein, AGENCY agrees to pay CONSULTANT on a time and materials basis at the rates specified in Exhibit "B," which is attached hereto and incorporated by reference into this Agreement, a fee, including all costs and expenses, not to exceed Fifty Thousand Dollars ($50,000). 5. EXTRA WORK In the event AGENCY requires additional services not included in Exhibit "A" or changes in the scope of services described in Exhibit "A," CONSULTANT will undertake such work only after receiving written authorization from AGENCY. agree/forms/agency profserv/4/14/03-A 2 Additional compensation for such extra work shall be allowed only if the prior written approval of AGENCY is obtained. 6. METHOD OF PAYMENT CONSULTANT shall be paid pursuant to the terms of Exhibit "B." 7. DISPOSITION OF PLANS ESTIMATES AND OTHER DOCUMENTS CONSULTANT agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations, computer code, language, data or programs, maps, memoranda, letters and other documents, shall belong to AGENCY, and CONSULTANT shall turn these materials over to AGENCY upon expiration or termination of this Agreement or upon PROJECT completion, whichever shall occur first. These materials may be used by AGENCY as it sees fit. 8. HOLD HARMLESS CONSULTANT hereby agrees to protect, defend, indemnify and hold harmless AGENCY, its officers, elected or appointed officials, employees, agents and volunteers from and against any and all claims, damages, losses, expenses, judgments, demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) arising out of or in connection with CONSULTANT's (or CONSULTANT's subcontractors, if any) negligent performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement by CONSULTANT, its officers, agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of AGENCY. CONSULTANT will conduct all defense at its sole cost and expense and AGENCY shall agree/forms/agency profserv/4/14/03-A 3 • approve selection of CONSULTANT's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as limitation upon the amount of indemnification to be provided by CONSULTANT. 9. PROFESSIONAL LIABILITY INSURANCE CONSULTANT shall obtain and furnish to AGENCY a professional liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for CONSULTANT's professional liability in an amount not less than One Million Dollars ($1,000,000.00) per occurrence and in the aggregate. The above - mentioned insurance shall not contain a self -insured retention, "deductible" or any other similar form of limitation on the required coverage except with the express written consent of AGENCY. A claims -made policy shall be acceptable if the policy further provides that: A. The policy retroactive date coincides with or precedes the initiation of the scope of work (including subsequent policies purchased as renewals or replacements). B. CONSULTANT shall notify AGENCY of circumstances or incidents that might give rise to future claims. CONSULTANT will make every effort to maintain similar insurance during the required extended period of coverage following PROJECT completion. If insurance is terminated for any reason, CONSULTANT agrees to purchase an extended reporting provision of at least two (2) years to report claims arising from work performed in connection with this Agreement. agree/forms/agency profserv/4/14/03-A 4 10. CERTIFICATE OF INSURANCE Prior to commencing performance of the work hereunder, CONSULTANT shall famish to AGENCY a certificate of insurance subject to approval of the Agency Counsel evidencing the foregoing insurance coverage as required by this Agreement; the certificate shall: A. provide the name and policy number of each carrier and policy; B. shall state that the policy is currently in force; and C. shall promise that such policy shall not be suspended, voided or canceled by either parry, reduced in coverage or in limits except after thirty (30) days' prior written notice; however, ten (10) days' prior written notice in the event of cancellation for nonpayment of premium. CONSULTANT shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by AGENCY. The requirement for carrying the foregoing insurance coverage shall not derogate from CONSULTANT's defense, hold harmless and indemnification obligations as set forth in this Agreement. AGENCY or its representative shall at all times have the right to demand the original or a copy of the policy of insurance. CONSULTANT shall pay, in a prompt and timely manner, the premiums on the insurance hereinabove required. 11. INDEPENDENT CONTRACTOR CONSULTANT is, and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of AGENCY. CONSULTANT shall secure at its own cost and expense, and be responsible for any and agree/fomis/agency profserv/4/14/03-A 5 all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for CONSULTANT and its officers, agents and employees and all business licenses, if any, in connection with the PROJECT and/or the services to be performed hereunder. 12. TERMINATION OF AGREEMENT All work required hereunder shall be performed in a good and workmanlike manner. AGENCY may terminate CONSULTANT's services hereunder at any time with or without cause, and whether or not the PROJECT is fully complete. Any termination of this Agreement by AGENCY shall be made in writing, notice of which shall be delivered to CONSULTANT as provided herein. In the event of termination, all finished and unfinished documents, exhibits, report, and evidence shall, at the option of AGENCY, become its property and shall be promptly delivered to it by CONSULTANT. 13. ASSIGNMENT AND DELEGATION This Agreement is a personal service contract and the work hereunder shall not be assigned, delegated or subcontracted by CONSULTANT to any other person or entity without the prior express written consent of AGENCY. If an assignment, delegation or subcontract is approved, all approved assignees, delegates and subconsultants must satisfy the insurance requirements as set forth in Sections 9 and 10 hereinabove. 14. COPYRIGHTS/PATENTS AGENCY shall own all rights to any patent or copyright on any work, item or material produced as a result of this Agreement. agree/forms/agency profserv/4/14/03-A 6 • 0 15. AGENCY EMPLOYEES AND OFFICIALS CONSULTANT shall employ no AGENCY official nor any regular AGENCY employee in the work performed pursuant to this Agreement. No officer or employee of AGENCY shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 16. NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to CONSULTANT's agent (as designated in Section 1 hereinabove) or to AGENCY as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses specified below. AGENCY and CONSULTANT may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U. S. certified mail -return receipt requested: TO AGENCY: Redevelopment Agency of the City of Huntington Beach ATTN: David C. Biggs 2000 Main Street Huntington Beach, CA 92648 17. CONSENT TO CONSULTANT: Mr. James Rabe Keyser Marston Associates, Inc. 500 South Grand Avenue, Suite 1480 Los Angeles, California 90071 Phone: (213) 622-8095 When AGENCY's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transaction or event. agree/fornxVagency profserv/4/14/03-A 7 0 18. MODIFICATION No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 19. SECTION HEADINGS The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 20. INTERPRETATION OF THIS AGREEMENT The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement agree/fornWagency profsm/4/14/03-A 8 . • M which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 21. DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 22. IMMIGRATION CONSULTANT shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification. 23. LEGAL SERVICES SUBCONTRACTING PROHIBITED CONSULTANT and AGENCY agree that AGENCY is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder. CONSULTANT understands that pursuant to Huntington Beach City Charter Section 309, the Agency Counsel is the exclusive legal counsel for AGENCY; and AGENCY shall not be liable for payment of any legal services expenses incurred by CONSULTANT. 24. ATTORNEY'S FEES In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, agree/forms/agency profserv/4/14/03-A 9 each parry shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the non -prevailing party. 25. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. 26. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California. 27. ENTIRETY The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by that party or anyone acting on that party's behalf, which are not embodied in this Agreement, and that that parry has not executed this Agreement in reliance on any representation, inducement, promise, agreement, warranty, fact or circumstance not expressly set forth in this Agreement. This Agreement, and the attached exhibits, contain the entire agreement between the parties respecting the subject matter of this Agreement, and supercede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof agree/forms/agency profserv/4/14/03-A 10 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized offices the day, month and year first above written. CONSULTANT, print name ITS: (circle one) Chairman/President/Vice President AND By: print name ITS: (circle on Secret Chief Financial Officer/Asst. Secretary — Treasurer agree/forms/agency profserv/4/14/03-A 11 REDEVELOPMENT AGNECY OF THE CITY OF HUNTINGTON BEACH, a, municipal corporation of the State of California &"4� Deputy Executive Director APPROVED AS TO FORM: Qj Agency CounsW ► T1o. aLitjI ,N0) 7iZ1PM1aaZ6,• 3 f ✓' Executive Director (only for contracts $50, 000.00 and over) 0 0 Exhibit A Professional Services Economic Analysis Redevelopment O Housing O Economic Development THE ASSIGNMENT The Redevelopment Agency of the City of Huntington Beach needs professional services in the area of economic analysis that will take several forms. Advice and financial analysis may be requested in any of the following areas: 1. Economic Analysis — The consultant must be able to provide highly qualified advice and financial analysis pertaining to any redevelopment or housing project, including feasibility studies or proforma analysis, conducting 33433 Reports, or any other economic study or review. 2. Redevelopment — The consultant must be able to provide guidance in implementing redevelopment programs, requirements and procedures, as it relates to California Redevelopment Law (Health & Safety Code 33000) 3. Housing — The consultant must be able to provide highly qualified advice regarding implementing housing programs as they relate to California Redevelopment Law, the CDBG and HOME programs, and SCAG requirements. • 0 Exhibit B Professional Services Economic Analysis Redevelopment O Housing O Economic Development COMPENSATION Agency agrees to pay and Consultant agrees to accept compensation on an hourly basis according to the following fee schedule, which will remain in effect through June 30, 2005: A Jerry Keyser* $245.00 Managing Principals* $240.00 Principals* $230.00 Managers* $185.00 Senior Associates $165.00 Associates $145.00 Senior Analysts $130.00 Analysts $110.00 Technical Staff $ 85.00 Administrative Staff $ 70.00 Directly related job expenses not included in the above rates are: Auto mileage, air fares, hotels and motels, meals, car rentals, taxies, telephone calls, delivery, electronic data processing, graphics and printing. Directly related job expenses will be billed at 110% of cost. The total compensation for all services performed pursuant to this Agreement shall not exceed the sum of FIFTY THOUSAND DOLLARS ($50,000.00), without prior approval of the Agency. METHOD OF PAYMENT Consultant shall submit monthly requisitions to Agency specifying the amount due for services performed by Consultant's staff and a list of incurred expenses for the past calendar month. Upon approval of the services performed and the requisition, Agency shall pay Consultant in accordance with such requisition up to the agreed -upon maximum. Monthly billings will be payable within thirty (30) days of invoice date. A charge of 1% per month will be added to all past due accounts. * Rates for individuals in these categories will be increased by 50% for time spent in court testimony. INSURANCE AND INDEMNIFICATION WAIVER MODIFICATION REQUEST 1. Requested by: Carol Runzel 2 04 2. Date: September 3, 2004 3. Name of contractor/permittee: Keys`411Y�ten�-Ag,6idfes lnc. DEC 2 1 2004 4. Description of work to be performed: Economic Analysis c'fYOfHunttn° city Attomey sco eeCh 5. Value and length of contract: $50,000; 3 years 6. Waiver/modification request: $25,000 deductible 7. Reason for request and why it should be granted: Zero deductible not available 8. Identify the risks to the City in approving this waiver/modification: None 04 Department Head Signature Date: APPROVALS Approvals must be obtained in the order listed on this form.Two approvals are required for a request to be granted. Approval from the City Administrator's Office is only required if Risk Management and the City;Attorney's Office disagree. 1. Risk Management'` Approved El Denied v Signature Date 2. City Attorneys Office pproved El Denied M(u ignature Date 3. City Administrator's Office ❑ Approved ❑ Denied Signature Date If approved, the completed waiver/modification request is to be submitted to the City Attorney's Office along with the contract for approval. Once the contract has been approved, this form is to be filed with the Risk Management Division of Administrative Services 1 �.....�........\A/..:...... A-- Ain/]AAA A.41 ARA Nnv.9A. 9nld 1:9ipm N n. 1114 3 P. 1 CERTIFICA LIABILITY INSURAN F ii/a //22004 PRODUCER (41S)957-0600 FAX (415)957-OS77 Maroevich O'Shea E Coghl an & Anton 44 Montgomery St. 17th Floor San Francisco, CA 94104 THIS CERTIFICATE IS ISSUED AS A MATTER OF WORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIMJohnson ALTER THE C vERAGE ATAFFORDED 13Y TDOIES NOTHE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIL IMaw ra Keyser Marston Associates, Inc. SS Pacific Avenue Mail San Francisco, CA 94111 INSURERA. Hartford INSURERS. Republic Indemnity INSURERe: Philadelphia Insurance Co. INSURER D: w—&MR E . THE POLICIES OF INSURANCE LISTED BELOW HAVE. BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDNCATED. NOTWITHSTANDING - ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICWS DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PART CLAIMS. WWL TY►S of 0"W Aatc POLICY NIUsER 06MY EFFECTVE f+O11CY TION LM TS GENERALUMLrTY 57tXNUP0340 11/11/2004 11/11/2005 EAC"OCCURRENCE S 1.000.000 — DAMAGE TO RENTEO S S0 ,0001 X commeRCIAL GENERAL LIABILITY CLANU"i MADE r,1 OCCUR MED OW (MY one pe—) S 5,0001 PERSONAL Pi ADV INJURY i 10000, A GENERAL AGGREGATE S 2,000,000 GEN1 AGGREGATE LIMIT APPLIES PER PRODUCTS . COMPIOP AOG S 1 000 00 POLICY LOC _ AUT"OBLLE LIABILITY X ANY AUTO 57UUNUP0340 11/11/2004 11/11/200S COINED SINGLE L*XT (E° awdenq S 1.000.000 BODILY INJURY (Pct Ppr"n) S A ALL OWNED AUTOS SCHEDULED AUTOS X HIM AUTOS X N ONAMMI) AUT05 BODILY INJURY (Pet SOWN%) S PROPERTY DAMAGE (Pw--d&d) 3 X Cop DED $500 X Coll DED $500 GARAGE LIABILITY AUTO ONLY - EA ACCIDENT S OT'" THAN EA ACC AUTOONLY: AGO S ANY AUTO F a -1 EXCESSARMELLALL46MM S7RHUUN9941 11/11/2004 11 11/200S EACHOCCURRENNCE s 4,000,000 X OCCUR CLAIMS AAOE A=REOATE S 4,000,000 s A S DEDUCTIBLE RETENTION S 10,000 s WOOMIS B COMPENSATION AND 3954609 11/11/2004 11/11/200S TH- 1=TLATuTsjOrR B EMPLOYEAB' LIABILITY ANY PfOPRICTORIPARTNGRIEXECUTIYE OFFICEFWMMBER EXCLIAEDT SSPWAL PROVISIOW oehm E-L- EACH ACCIDENT S 1. ON, O E.L. DISEASE - EA EMPLOY S 1.000 .000 EX. DISEASE -POLICY LIMIT S 1 ONO Ciability-C1 TH ro ional aiIs Made. PHW209709 RETRO DATE 10/05/1976 11/11/2004 11/11/2005 1 $1.000,000 Each Wrongful Act $1,000.000 Aggregate Limit $25,000 Deductible OESCWTION OF 8MRATIOW I LOCATE I VENICUHI I EXCLUSIONS ADM BY ENDORMUGHr ISPECGL PROWIMONS he City of Huntington Beach, its Agents, Officers and Employees are named as Additional Insured as their interst may appear as repects General Liability per attached endorsement. Per endorsement CG 2010 10/93. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION IRATE THEREOF, THE ISSUING. INSURER WILL i61tIfIX*Oi M MALL City of Huntington Beach 30 DAYs wmnm NOTICE TO THE CERTw-ICATE HOLDER NAMED TO THE LEFT. Attn: Risk Management x 2000 Main Street XXXXXX Huntington Beach, CA 9264E AUTHORMISPRVI "FNTATNE A ( n ACORD 25 (=I/08) AP PIFER ED AMCGRS TO FORM: ft4t,� E ATH, City AtIoll," OACORD CORPORATION 1988 Nov..24. 2004 3:21PM No•1093 P. 4 POLICY NUMBER: 57UUNUP0340 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -- OWNERS, LESSEES OR CONTRACTORS (FORM B) This endorsement modifies Insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART. SCHEDULE Name of Person or Organization: The City of Huntington Beach, its Agents, Officers and Employees (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) WHO IS AN INSURED (Section 11) is amended to include as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of your ongoing operations performed for that insured. CG 20 10 10 93 Copyright, Insurance Services Office, Inc., 1992 APPROVED TO FORM' NIFER WGRATI Cit�ttoZ,/�©y Nov.24. 2004 3:21PM Na.1093 P. 1 • Is DATE: 11/24/2004 MOC Insurance Services Mwoevich, ashes & COOS Insurance. Inc. Johnson & Anton, Irtc. 425 Marked Street, le Floor San Francisco, CA 94105 PM (415) 957-0600 - Fax (415) 957.0577 vAmmocins.com mocinfo@maroevich.com License No. 0589960 NUMBER OF PAGES (including cover shoot)- 1T FAX COVER SHEET TO: City of Huntington Beach/Keyser Marston Assoc ATTN: C Mendoza/Diane Chambers FAX: 714 536 5212 / 415 397 5065 FROM: Loretta Pearson PHONE: (415)357 9232 EMAIL: ipearson@maroevich.com FAX 415 957 0577 RE: Certificate of Insurance MESSAGE: Revised Certificate of Insurance attached, and original mailed 11/2412004. Please provide Waiver Procedure for the zero deductible for our insured/ Keyser Marston Assoc. If you have any questions, please do not hesitate to contact our office. Thanks again for all your help. Thank you, Loretta Pearson Account Executive PRIVACY NOTICE TM "MUM Is Inrertded (or the use or the mdiaduel of Wrety to witch a Is addressed anti may contaln lnkww4 t R that K P"w eyed, ovtlgenfal or awW from dWokure wow appGable federal or pate taw. N the reader Of this manage a rpl ass +rtanded McVk" Or the Ordtria of dgera resporis Me for d0yering the messeye to the tmended reaWent. you are hereby named met any dissem nation. dsf<ib~. or copying W out ewwww afion is slridly prohibited. If you have retched this conww"cahon m uror, Please no* us irnrediately by lelaphone andratum the alylnal message 1n us a1 NC abo.e address wa U S. Pasta Senrim. Thank you. IF POOR TRANSMITAL OR ALL PAGES NOT RECEIVED PLEASE CALL 415457-0600 or lo0-951-0600 ov-24. 2004_ 3.21PM No-1093_P. 3 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the ~1es) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in Kau of such endorsemord(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy. certain policies may require an endorsement, A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s)- DISCLAIMER The Certificate of insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively of negatively amend, extend or after the coverage afforded by the policies listed thereon. ACORD 25 (2M/08) 1 U 'ity PROFESSIONAL SERVICE CONTRACTS Hw� awn:® PURCHASING CERTIFICATION 1. Requested by: Carol A. Runzel, Assistant Project Manager 2. Date: August 27, 2004 3. Name of consultant: Keyser Marston Associates, Inc. 4. Description of work to be performed: Economic Analysis 5. Amount of the contract: $50,000.00 6. Are sufficient funds available to fund this contract?' ® Yes, ❑ No 7. Company number and object code where funds are budgeted: 305.80101 8. Is this contract generally described on the list of professional service contracts approved by the City Council'? ® Yes, ❑ No 9. Is this contract within $25,000 or 25% (whichever is less) of the amount stated on the list of professional service contracts approved by the City Council?' ® Yes, ❑ No_. 10. Were (at least) informal written proposals requested of three consultants? ® Yes, ❑ No 11. Attach list of consultants from whom proposals were requested (including a contact telephone number). 12. Attach proposed scope of work. 13. Attach proposed payment schedule. ;CHAnager Purchasing/Central Services ' If the answer to any these questions is "No," the contract will require approval from the City Council. Purchasing Cert Marston.doc 8/27/2004 9:58 AM Economic Development Department Economic Analysis RFP — June 2004 DISTRIBUTION Frank Spevacek Rosenow Spevacek Group, Inc. 217 North Main Street, Ste. 300 Santa Ana, CA 92701-4822 Phone: (714) 541-4585 Fax: (714) 836-1748 spevacek _aol.com Lynn Sedway The Sedway Group 505 Montgomery Street Ste 600 San Francisco, CA 94111 (415) 781-8900 Mr. Jim Rabe Keyser Marston Associates, Inc. 500 S. Grand Avenue, #1480 Los Angeles, CA 90071 Phone: (213) 622-98095 Allen Kotin Allen D. Kotin & Associates 949 S Hope Street, Ste. 200 Los Angeles, Ca 90015-1455 http://www.adkotin.com/firm quals.asp Stephen Copenhaven GRC Associates, Inc. 500 S. Kraemer Blvd. Ste. 565 Brea, CA 92821-6777 Mr. Larry Kosmont Kosmont Companies 601 S. Figueroa St., Ste. 3550 Los Angeles, CA 90017-5754 Phone: (213) 623-8484 Fax: (213) 623-8288 http://www.kosmont.com/ Jon B. Huffman Urban Futures, Inc. Crestview Corporate Center 3111 N. Tustin Avenue, Ste. 230 Orange, CA 92865-1753