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Home My WebLink AboutMUNI FINANCIAL - 2000-04-17CITY OF' HUNTINGTON BEACH 2000 MAIN STREET CALIFORNIA 92648 OFFICE OF THE CITY CLERK CONNIE BROCKWAY CITY CLERK - LETTER OF TRANSMITTAL OF ITEM APPROVED BY THE CITY COUNCIL/ REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH DATE: June 26, 2001 TO: MuniFinancial ATTENTION: Name 28765 Single Oak Drive, Suite 200 DEPARTMENT: Street _ Temecula, CA 92590 REGARDING: 1st Amendment to City, State, Zip Traffic Impact Fee Study See Attached Action Agenda Item F-2 Date of Approval 6/ 18/0.1 Enclosed For Your Records Is An Executed Copy Of The Above Referenced Agenda Item. Remarks: OW4411 Connie Brockway City Clerk Attachments: Action Agenda Page X Agreement X Bonds Insurance X RCA Deed Other CC: R. Beardsley DPW X_ X X Name Department RCA Agreement Insurance Other L. Daily DPW X X- X Name Department RCA Agreement Insurance Other Name Department RCA Agreement Insurance Other Name Department RCA Agreement Insurance Other C. Mendoza Risk Mgmt. X X Name Department RCA Insurance ( Telephone: 714-536-5227 ) CITY OF HUNTINGTON BEARD MEETING DATE: June 4, 2001 DEPARTMENT ID_KUMBER: CA 01-013 Council/Agency Meeting Held: 6� -M--m D ferre tinu o: 4--1$-01 Ob ON = ��'f� —19-01 Approves 0 Conditionally Approved 0 Denied _ -P City Clerk gnature Council Meeting Date: June 4, 2001 Department ID Number: CA 01-013 CITY OF HUNTINGTON BEACH REQUEST FOR ACTION SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS SUBMITTED BY: RAY SILVER, City Administrator emirs = _o E PREPARED BY: GAIL HUTTON, City Attorney J —' ROBERT F. BEARDSLEY, Director of Public Works o::;_< -- Z -< C') r. co C� SUBJECT: Approve a contract amendment with MuniFinancial for the Holtz D-n.r Seacliff Impact Fee Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachm (s) Statement of Issue: Should the City Council approve a contract amendment with MuniFinancial to provide for the Holly-Seacliff Impact Fee. Funding Source: Funds in the amount of $15,000 are available in Traffic Impact Fund, contract services. 20685210.69365. Recommended Action: Motion to: Approve, and authorize the Mayor and City Clerk to execute the contract amendment with MuniFinancial to complete preparation of the Holly- Seacliff Impact Fee -Report. Alternative Action(s): Do not approve the contract amendment. Analysis: MuniFinancial was the firm selected to prepare the Holly-Seacliff Traffic Impact Fee Report. It was originally estimated that the cost of this work would not -exceed $20,000. Consequently, it was not necessary to obtain City Council approval for the contract. Since then, the work necessary to complete this project has expanded, to a revised budget of $35,000. Accordingly, Council approval is requested for the contract amendment. As a matter of background, in December 1990, the City and Pacific Coast Homes entered into the Holly-Seacliff Development Agreement. The Development Agreement provided for 2001-013 MuniFinancial -2- 5/29/01 4:13 PM t REQUEST FOR ACTION MEETING DATE: June 4, 2001 DEPARTMENT ID NUMBER: CA 01-013 the development of a residential and commercial project of approximately 545 acres bounded generally by Central Park and Ellis Avenue on the north, Huntington and Main Streets on the east, Yorktown.and Clay Avenues on the south, and the City of. Huntington Beach boundary line on the west ("Holly-Seacliff'). In May 1996, the City consented to the sale of a portion of the Holly-Seacliff property to PLC, a California general partnership, and the remainder to MS Vickers, II, a Delaware limited liability company. As part of the transfer, PLC agreed to assume the obligations -to install and pay for the public facilities required under the Development Agreement. The Development Agreement required (among other things) for the Developer to construct certain traffic and circulation improvements, specifically Main, Garfield, Edwards, Goldenwest, Ellis, and Gothard (the "Arterials"). The Development Agreement also obliged the City to (1) determine the extent to which these road improvements created street capacity in excess of the amount necessary to serve the Holly-Seacliff development; and (2) reimburse the Developer for the excess capacity from fees or exactions from other developments that.would be served by the excess street capacity. IV When the City and PLC failed to agree on the reimbursement obligation for the $35,300,000 in roads and. arterial improvements PLC installed, PLC initially sought to arbitrate its cost reimbursement as permitted under the Development Agreement. Ultimately, the City and PLC entered into a Settlement Agreement on April 17, 2000 that, among other things, authorized reimbursing PLC from the property owners adjacent to the Arterials in the amount of the cost of ten (10) feet of pavement, plus curb, gutter and sidewalk, and related acquisition costs. Absent PLC's construction of the Arterials, these property owners would have been required to install these same improvements as a condition of development. Consequently, the Settlement Agreement provides that these property owners would pay these costs as a condition of their development. More specifically, the first $812,000 the City receives from these property owners will be paid to PLC. All further amounts will be retained by the City, in order to reimburse the City for the $500,000 it has already paid PLC for the completion of Gothard between Garfield and Main, and the completion of Goldenwest between Garfield and Ellis. In order to implement this portion of the Settlement Agreement, the City contracted with MuniFinancial to prepare a report setting forth its recommendation on the appropriate Traffic Impact Fee. The draft report has been completed. Ultimately, this report will form the basis of a fee to be established pursuant to a City ordinance and resolution. The ordinance and resolution will be considered by the City Council at a public hearing. In anticipation of the public hearing, City Staff is circulating the draft report so that property owners may review it and provide comments prior to the public hearing. In order to further explain the report, City Staff has set an information meeting on June 7, at 10:00 a.m. in the City Council Chambers. 2001-013 MuniFinancial -3- 5/22/01 11:12 AM REQUEST FOR ACTION 0 MEETING DATE: June 4, 2001 DEPARTMENT ID NUMBER: CA 01-013 Environmental Status: N/A Attachment(s): List attachment(s) below. RCA Author: Scott Field 2001-013 MuniFinancial -4- 5/22/01 11:12 AM . ..... . ....... . . . .... .. .. ...... .. ... .... ... .. ....... . ..... Tl-ACHMEN............. '. T.#ni 1. . .... .... . FIRST AMENDMENT TO PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND MUNIFINANCIAL FOR TRAFFIC IMPACT FEE STUDY This Amendment to the Agreement between MuniFinancial and the City of Huntington Beach, dated May 20, 2000, is entered into by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as "City," and MuniFinancial, a California corporation hereinafter referred to as "Consultant." Whereas the City and Consultant previously entered into a professional services contract on or about May 20, 2000; and The City and Consultant desire to expand the scope of services; NOW, THEREFORE, the May 20, 2000 Agreement is revised to read as follows: Section 4 of the Agreement is amended to read as follows: 4. COMPENSATION. In consideration of the performance of the services described herein, City agrees to pay Consultant on a time and materials basis according to the schedule set forth in Exhibit B attached hereto. The total compensation shall not exceed Forty Three Thousand Two Hundred Forty Dollars ($43,240.00). 2. Exhibits A and B to the original agreement are revised in their entirety and replaced with Exhibits A and B attached hereto. 3. In all other respects, the original Agreement remains unchanged. SF-2001 Agree: Amend 1 MuniFinancial 5-9-01 • 0 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers the day, month and year first above written. CONSULTANT: MUNIFINANCIAL, a California corporation I_--- By: �vw AOA ((circ print nameIte on Chairma residen ice President I10I �7 print name Its (circle one) Secretary/Chief Financial Officer/ Asst. Secretary -Treasurer REVIEWED AND APPROVED: 6o= a.--A4 City Kdministrator 2 SF-2001 Agree: Amend 1 MumFinancial 5-9-01 CITY OF HUNTINGTON BEACH, a munici al corporation of the State of California �c�cl�sL Mayor ATTEST: L� City Clerk 0 APPROVED AS TO FORM: ,-_1�_ City Attorney INI ED A APP V y� Director of Public Works MAY-24-2001 14:21 CITY OF HUNTINGTON BEACH 714 374 1590 P.03 IN. WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers the day, month and year first above written. CONSULTANT: CITY OF HUNTINGTON BEACH, a MUN.IFINANCIAL, a California municipal corporation of the State of California corporation By: Mayor r /I G L t11 1 LJ 1 :. /V print name Its (cite on Chairma reside ice President AND City Clerk $y� "/--� i APPROVED AS TO FORM: 06 a.�.� print name City Attorney Its (circle one) Secretary/Chief Financial Officers. Asst. Secretary -Treasurer REVIEWED AND APPROVED: INITIATED AND APPROVED: City Administrator Director of Public Works 2 SF-2001 Agree: amend t MuniFinanclal 5-9-01 7 • • Exhibit A Traffic Impact Fee Study Budget and Schedule Robert D. Mont- Chris Spencer gomery Thomas Project Research Research Total Total Task Manager Analyst Analyst Hours Costs Schedule 1. Internal data collection a. Initiate project & attend 1 meeti b. Gather construction cost data c. Gather ROW & misc. cost data d. Build impact fee model Subtotal 2. Prepare impact fee report a. Prepare admin. draft report b. Conduct ROW credit analysis c. Prepare public draft report Subtotal 3. Attend property owner meetings a. Prepare for & attend 2 meetings b. Integrate PLC payment data c. Prepare final report Subtotal 4. Attend Council meetings a. Prepare for & attend 1 meeting b. Attend 1 public meeting Subtotal Total Hours Hourly Rate Subtotal Labor Direct Expenses Total Budget Source: MuniFinancial. 4.0 - 8.0 12.0 $ 1,180 1.0 - 16.0 17.0 1,485 1.0 - 69.0 70.0 5,990 4.8 - 48.0 52.8 4,680 10.8 - 141.0 151.8 $13,335 4/00-1/01 11.0 16.0 - 27.0 2,735 16.0 31.5 - 47.5 4,678 7.5 43.0 - 50.5 4,593 34.5 96.5 - 125.0 $12,005 1/01-5/01 16.0 8.0 - 24.0 2,680 8.0 48.0 - 56.0 5,080 4.0 8.0 - 12.0 1,180 6/01-8/01 28.0 64.0 - 92.0 $ 8,940 2.0 4.0 - 6.0 590 6.0 - - 6.0 750 8.0 4.0 - 12.0 $ 1,340 9/01 81.3 158.5 141.0 380.8 125 85 85 $10,163 $13,473 $11,985 $ 35,620 1,980 $ 37,600 Exhibit "B" Robert D. Spencer $125./hr. Chris Thomas $ 85./hr. Diane Montgomery $ 85./hr. Exhibit `B" SF-2001 Agree: Amend I MuniFinancial 5-9-01 c i i e nL ' b b 4 U W_L 11.L11J1i1V 1-11 90CERTIFIC E OF LIABILITY INS NCE 11/0/0 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Dealey, Renton & Associates ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE P . 0 . BOX 10550 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Santa Ana, CA 92711-0550 714 4 2 7 - 6 810 INSURERS AFFORDING COVERAGE WSURED - INSURERA: Hartford Fire Ins. Co. _ Muni Financial INSURERS: Travelers Indemnity Co. of IL 28765 Single Oak Drive, Suite 200 INSURER C: American Motorists Ins. Co. Temecula, CA 92590 INSURERD: Security Ins. Co. of Hartford I INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTi LADING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSI;F!-- MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS C= POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ILTR TYPE OF INSURANCE POLICY NUMBER POLICY MMIDD/YY POLICY EXPIRATION LIMITS A _GENERAL LIABILITY X COMMERCIAL GENERAL LIABILITY CLAIMS MADE I V I OCCUR X CONTRACTUAL 5 7 CE S OA14 4 6 APP I NDP . CONTRACTORBAI IS INCLUDED. j 0 91, 0 j 0v�' T K X 401 / 01 EACH OCCURRENCE S 1 0 0 0, 0 0 0 FIRE DAMAGE (Any one fire) s300, 000 MED EXP (Any one person) _ $1 0 , 000 PERSONALS ADV INJURY $1 0 0 0 000 XJBFPD, XCU, OCP 0EN'L AGGREGATE LIM ITAPPLIES PER: POLICY JEa LOC By i P tt01'±1 9'� GENERAL AGGREGATE s2,000, 000 PRODUCTS -COMP/OP AGG $2 0 0 O 000 _ B AUTOMOBILE LIABILITY ANY AUTO P 810 5 0 0 D3 5 6 8 0 0 0 9/ O 1/ 0 0 0 9/ 01 / 01 COMBINED SINGLE LIMIT (Ea eooldeN) $1 0 0 0, 000 r X BODILY INJURY (Per person) $ ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS 'NON -OWNED AUTOS 'For Professional Liability aggregate limit is the total ln8L for all covered claims presented coverage, the ranee available within the I X_ X BODILY INJURY (Paraccidsm) $ (Per ac Ida f�AMAGE $ GAR AGE LIABILITY ANY AUTO policy period. The limit will payments for Indemnity and expenses. be reduced y AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC AUTO ONLY: AGG S S EXCESS LIABILITY OCCUR CLAIMS MADE EACH OCCURRENCE $ AGGREGATE $ S $ DEDUCTIBLE S RETENTION $ C WORKERS COMPENSATION AND EMPLOYERS' LIABILITY 7 BG 0 8 8 9 9 5 0 0 CA 11 / 0 9/ 0 0 11 / 0 9/ O 1 X wO Y TATU- I OTH- LIMITS ER E.L. EACH ACCIDENT $1, 0 0 0, 000 E.L. DISEASE -EA EMPLOYEE $1 , 0 0 0 000 E. L. DISEASE -POLICY LIMIT $1 L 0 0 O 000 D OTHER professional AEE0700906 11/09/00 11/09/01 $1,000,000 Per Claim lability* $1,000,000 Annual Aggr DESCRIPTION OF OPERATIONSILOCATIONS/VEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS Re: Traffic impact fee nexus study. City of Huntington Beach, its officers and employees are Additional Insureds as respects to General Liability. Primary and Non -Contributing coverage applies to GL. (AI/PR/X) (INDUSTRY) CERTIFICATE HOLDER I I ADD mONALINSURED; INSURER LETTER: CANCELLATION Ten nay Notice for Non-Pavment SHOULD ANY OF TH E ABOVE DESCRIBED POLICIES B E CANCELLED BEFORE TH E EXPIRATION City of Huntington Beach DATE THEREOF, THE ISSUING INSURER WILL WAIL 3 0_ DAYS W RITTEN Attn: Karen Foster, Risk Manager NOTICETOTHECERTIFICATE HOLDERNAMEDTOTHELEFT XX 2000 Main Street Huntington Beach, CA 92648 KDEMME 77n- . -1 Arnen 9e_& MJn'A 1 _ G -, U.- -1 1 TrL J V i 1 J 0 i POLICY NUMBER: 57CESOA1446 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: City of Huntington Beach Attn: Karen Foster, Risk Manager 2000 Main Street Huntington Beach, CA 92648 (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 II) 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 work" for that insured by or for you. Schedule Continued: its officers and employees PRIMARY INSURANCE: 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. CG 20 10 11 85 • F Consistent with the revised budget provided for the consultant's contract for the Holly-Seacliff Traffic Impact Fee, we have revised the contract amendment to be approved. The revised contract amendment is attached. GAIL HUTTON, City Attorney By:—��►' SCOTT F. FIELD Assistant City Attorney L#�� coMMmIcATIo� SF-2001 Memos: M&CC Traffic Impact Fee 6-13 FIRST AMENDMENT TO PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND MUNIFINANCIAL FOR TRAFFIC IMPACT FEE STUDY This A(nendment to the Agreement between MuniFinancial and the City of Huntington Beach, dated MayNO, 2000, is entered into by and between the City of Huntington Beach, a municipal corporation,qf the State of California, hereinafter referred to as "City," and MuniFinancial, a Caliform corporation hereinafter referred to as "Consultant." Whereas the City and nsultant previously entered into a professional services contract on or about May 20, 2000; and The City and Consultant desire% expand the scope of services; NOW, THEREFORE, the May 20, 1. Section 4 of the Agreement is 4. COMPENSATION. Agreement is revised to read as follows: to read as follows: In consideration of the performance the services described herein, City agrees to pay Consultant on a time and materi s basis according to the schedule set forth in Exhibit B attached hereto. The totapensation shall not exceed Thirty-five Thousand Dollars ($35,000.00). l om 2. Exhibits A and B to the original agreement are revised ?q their entirety and replaced with Exhibits A and B attached hereto. 3. In all other respects, the original Agreement remains unchanged. SF-2001 Agree: Amend 1 MuniFinancial 5-9-01 1 1 4 Y195�1) I W *At • IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by a d through their authorized officers the day, month and year first above written. CONSULTA T: MUNIFINAN L, a California corporation By: CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California Mayor ATTEST: print name Its (circle one) Chairman/Presiden ice President AND City Clerk By: APPROVED AS TO FORM: print name City Attorney Its (circle one) Secretary/Chief Financial Officer/ Asst. Secretary -Treasurer REVIEWED AND APPROVED: IN TED AND APPROVED: City Administrator I) ctor of Public Works 2 SF-2001 Agree: Amend 1 MuniFinancial 5-9-01 • U Exhibit A Traffic Impact Fee Study Budget and Schedule Task Robert Spencer Project Manager D. Mont- gomery Research Analyst Chris Thomas Research Analyst Total Hours Total Costs Schedule 1. Internal data collection a. Initiate project & atten `meeting 4.0 - 8.0 12.0 $ 1,180 b. Gather construction cost data 1.0 - 16.0 17.0 1,485 c. Gather ROW & misc. cost data 1.0 - 69.0 70.0 5,990 d. Build impact fee model 4.8 - 48.0 52.8 4,680 Subtotal 10.8 - 141.0 151.8 $13,335 4/00-1/01 2. Prepare impact fee report a. Prepare admin. draft report 11.0 16.0 - 27.0 2,735 b. Conduct ROW credit analysis 0 31.5 - 47.5 4,678 c. Prepare public draft report 7.6 43.0 - 50.5 4,593 Subtotal 34.5 90.5 - 125.0 $12,005 1/01-5/01 3. Attend property owner meetings - a. Prepare for & attend 2 meetings 16.0 .0 - 24.0 2,680 b. Integrate PLC payment data 8.0 48. - 56.0 5,080 c. Prepare final report 4.0 8.0 - 12.0 1,180 6/01-8/01 Subtotal 28.0 64.0 - 92.0 $ 8,940 4. Attend Council meetings a. Prepare for & attend 1 meeting 2.0 4.0 - 6.0 590 b. Attend 1 public meeting 6.0 - - 6.0 750 Subtotal 8.0 4.0 - 12.0 $ 1,340 9/01 Total Hours 81.3 158.5 141.0 0.8 Hourly Rate 125 85 85 Subtotal Labor $10,163 $13,473 $11,985 $ 35,620 Direct Expenses 1 980 Total Budget $ Source: MuniFinancial. Exhibit `B" SF-2001 Agree: Amend 1 MuniFinancial 5-9-01 nlicnhwok. r,S4rl W11,10JAN �CDRQ„ E OF LIABILITY INS ANCE 10CERTIFIC 1/09/0 PRODUCER Dealey, Resto50 n & Associates O. BOX 15 nta Ana, CA 92711-0550 014 4 2 7 - 6 810 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE INSURED MuniFinancial 28765 Single Oak rive, Suite 200 Temecula, CA 92590 INSURERA: Hartford Fire Ins. Co. _ INSURERS. Travelers Indemnity Co. of IL INSURERcAmerican Motorists Ins. Co. _ INSURERD: Security Ins. Co. of Hartfor _ INSURER E COVERAGES \ THE POLICIES OF INSURANCE LISTED BELO HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION F ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED B E POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE EN REDUCED BY PAID CLAIMS. i, LTR TYPE OF INSURANCE PO L Y NUMBER POLICY EFFECTIVE MM/D Y POLICY EXPIRATION D LIMITS A GENERAL LIABILITY �X COMMERCIAL GENERAL LIABILITY CLAIMS MADE u OCCUR X CONTRACTUAL 5 7 CE SOAl 4 6 l�PP INDP . CONT CTOR6,kiL IS INCLUDED . CI 0_�n� O�I� 0 T x MIO 1/ 01 EACH OCCURRENCE Sl 0-0-0, O 00 FIRE DAMAGE (Any one firs) S3 0 Q 0 0 0 MED EXP (Any one person) _ S 10 , 0 0 0 PERSONAL& ADV INJURY S1,000,000 X BFPD, XCU, OCP GENERAL AGGREGATE s2,000,000 $� y iv ttorney GEN'L AGGREGATE LIM ITAPPL IES PER: POLICY PRO JECTLOC PRODUCTS -COMP/OPAGG S2,000,000 B AUTOMOBILE X LIABILITY ANY AUTO P 810 5 0 0 D3 5 6 8 0 0 0 9/ 01 / 0 0 0 9/ 01 / O 1 COMBINED SINGLE LIMIT (Ea accfdenf) $ 1 0 0 0, 0 0 0 I BODILY INJURY (Per person) $ ALL OWNED AUTOS SCHEDULED AUTOS (P°D:«oiRY s X HIRED AUTOS 'NON -OWNED AUTOS 'For Professional Liabllit Y aggregate limit Is the total ins for all covered clalms prose cover e, the rance av liable ted wlthin`t e X . PROPERTY dentDAMAGE $ LIABILITY GARAGENY AUTO A policy peroo a imt willa payments for Indemnity and expenses. reduced AUTO ONLY• EA ACCIDENT S OTHER THAN EA ACC AUTO ONLY: AGG S S EXCESS UABIUTY OCCUR CLAWS MADE EACH OCCURRENCE $ AGGREGATE S S _ S DEDUCTIBLE S RETENTION S C WORKERS COMPENSATION AND EMPLOYERS' LIABIUTV 7BG 0 8 8 9 9 5 0 0 CA 11 / 0 9/ 0 0 11 / 0 9/ 0 TH- ATu• OER j� WC STLIM .L EACH ACCIDENT S 1 0 0 0, 0 0 0 E. DISEASE - EA EMPLOYEE S1 0 0 0 0 0 0 E.L. SE --SE - POLICY LIMIT S 1 0 0 O 0 0 0 D OTHER Professional AEE0700906 11/09/00 11/09/01 $1NQOO,000 Per Claim Liability* -•$1". .01,00.0 Annual _QAggr_. DESCRIPTION OF OPERATIONSILOCATIONSNEHICLES/EXCLUSIONS ADDED BY ENDORSEMENTISPECIAL PROVISIONS Re. Traffic impact fee nexus study. City of Huntington Beach, its officers and employees are Addition 1 Insureds as respects to General Liability. Primary and Non-Contri uting coverage applies to GL. (AI/PR/X) (INDUSTRY) Fity oft' Huntington Beach Attn: Karen Foster, Risk Manager 2000 Main Street Huntington Beach, CA 92648 SHOULD ANYOFTHE ABOVE DESCRIBED POUCIESBECANCELLED BI DATE THEREOF, THE ISSUING INSURER WILLXNqgo)OL"PAIL NOTICETOTHE CERTIFICATE HOLDERNAMED TOTHELEFritm { EXPIRATION fS W RITTEN ACORD 25-S (/97)1 of 1 #M50113 JLL 0 ACORD 4, p- i ►TIO N 1989 0 POLICY NUMBER: 57CESOA1446 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: City of Huntington Beach Attn: Karen Foster, Risk Manager 2000 Main Street Huntington Beach, CA 92648 (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 II) 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 work" for that insured by or for you. Schedule Continued: its officers and employees PRIMARY INSURANCE: 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. • 11 � 1 CG 20 10 11 85 CITY OF HUNTINGTON BEACH Inter -Department Communication TO: Honorable Pam Julien Houchen, Mayor, and Members of the City Council FROM: Robert F. Beardsley, Director of Public Works Gail Hutton, City Attorney DATE: June 14, 2001 SUBJECT: Holly-Seacliff Traffic Impact Fee; MuniFinancial Contract Amendment At its last meeting, the City Council requested more detail regarding the consultant's fees for preparing the Holly-Seacliff Traffic Impact Fee. Enclosed please find a revised budget. This attachment would replace the Exhibit A to the contract previously submitted to the City Council. As a matter of background, the consultant has completed Tasks 1 and 2, and has begun Task 3. The hourly rates are being retained at $125.00 per hour and $85.00 per hour for associates, not the $180.00 per hour originally stated in the RCA. In connection with performing a further detailed review of the right-of-way acquisition history, Task 3 was added. We are also conducting two days of individual property owner meetings. ,, Depending upon the nature of questions submitted by property owners, additional work may be necessary. Should this occur, we will request further City Council approval before proceeding, if the cost exceeds 15% of the budget ($5,640). Recommended Action: Based on the above information, Staff is recommending that the City Council approve the Recommended Action as listed below: Approve and authorize the Mayor and City Clerk to execute the First Amendment to the Professional Services Contract between the City and MuniFinancial for Traffic Impact Fee Study with the attached amended Exhibit A. Robert F. Beardsley Gail Hutton Director of Public Works City Attorney SF-2001 Memos: M&CC Traffic Impact Fee 6-13 ,'i � ovj G u • 04. Exhibit A Phase 4/11 - 1/01 Internal data collection. CONSULTANT will collect information identifying for Goldenwest Street, Gothard Street, Main Street, and Garfield Avenue within the Holly-Seacliff Specific Plan area: (i) the cost of constructing curb, gutter and sidewalk and 10 feet of pavement; (ii) the acquisition cost of right-of-way, through reviewing eminent domain judgments; settlement agreements, and attorneys fees bills; (iii) improvements and/or bonds for prior roadway improvements that may be a credit against the impact fee; and (iv) other relevant materials. Cost not to exceed U 0, <Fvo - . Phase 2 1/01 -- 4/01 CONSULTANT drafts impact fee report. Cos \not to exceed $ S, arao Phase 3 6/01 - 7/01 Proowner meetin s. CONSULTANT will meet with property owners to eview the accuracy of the internal data, and collect additional i %exc mation from the property owners. Revise report as necessary. Cost not to end $ S Phase 4 7/11 - City Attorney draft\hearingt nance and resolution. 7/24/00 Phase 5 8/01 City Staff to noticeearning. Phase 6 9/01 City Council publicder impact fee report and fee ordinance. CONSULTANT'S d $J4 0M Exhibit "A" ,A CI' 1 -D �Jr� `I SF-2001 Agree: Amend 1 ;vluniFinancial pp I�h v� 5-9-01 I` ` �CF� t � 10i Ij' A 51&IV 0b-l4-0- r (' RECEIVED FROM ""�"-� • AND MADE A PART Of AT • COUNCL MEETING !j D / UMIGE OF THE WYC�� cONNIE CITY CLERIC CITY OF HUNTINGTON BEACH Inter -Department Communication TO: HOM MAYOR and MEMBERS OF THE CITY COUNCIL FROM: GAIL HUTTON, City Attorney DATE: June 4, 2001 SUBJECT: Item No. E-19 on the City Council Agenda of June 4, 2001 entitled "Approve First Amendment to Professional Services Contract Between the City and Muni Financial for the Holly Seacliff Impact Fee (PLC Land Company, Developer)" Agenda Item E-19 requests that the Council approve a contract to complete the Holly Seacliff Traffic Impact Fee Program. It is anticipated that the Fee Program will be presented to the City Council during September 2001. The Agenda Item does not request approval of the Program. It merely requests approval of the consultant's contract to complete the work necessary for the Council to be able to consider the Program. The question has arisen what obligation the City has to complete this staff work. On April 17, 2000 the City entered into a Settlement Agreement and Mutual General Release with PLC. (A copy of the Agreement is attached.) One particularly critical provision of the Agreement addresses Traffic and Circulation Improvements. It provides that the City shall pay PLC "Reimbursable Costs" in the amount of $1,312,000. The first $500,000 would be payable in two separate payments of $250,000 each, the first due upon the completion of Goldenwest between Ellis Avenue and Summit Drive, the second upon the completion of Gothard between Garfield Avenue and Main Street. The Agreement further provides that "The City, in good faith, shall attempt to establish a major thoroughfare and bridge fee program, an impact fee program, an integrated finance district, or similar program to reimburse PLC the remaining $812,000." (Section 2.5.1 of the Agreement.) Finally, the Agreement provides that the failure of the City to establish the district "shall not be deemed a breach of the Settlement Agreement." (Section 2.5.2). The consulting agreement to complete the work on the Traffic Impact Fee is intended to satisfy the City's obligation to attempt, "in good faith" to establish an impact fee program. The City has no obligation to actually establish a program. However, failure to even proceed with completing the impact fee proposal will be argued to be a lack of good faith. For these reasons, we Page 2 • Mayor and City Council Agenda Item E-19 recommend that the City Council approve the Amendment to the Consulting Agreement so that this matter can be properly considered by the City Council in September 2001. " 1 4�- /YC " (- � GAIL HUTTON, City Attorney 9q� Ray Silver, City Administrator Bill Workman, Asst. City Administrator Robert Beardsley, Director of Public Works Howard Zelefsky, Director of Planning field/city of huntington beach T SETTLEMENT AGREEMENT AND MUTUAL GENERAL RELEASE This SETTLEMENT AGREEMENT AND MUTUAL GENERAL RELEASE ("Agreement") is entered into as of April 17, 2000, by and between the CITY OF HUNTINGTON BEACH, a California municipal corporation (the "City"), and PLC, a California general partnership ("PLC"). RECITALS A. Effective December 5, 1990, the City and Pacific Coast Homes, a California corporation, and Garfield Partners, a California corporation (collectively, "Developer") entered into Development Agreement No. 90-1 ("Development Agreement") which was recorded in the Official Records of Orange County, California as Document No. 90-599766 on November 14, 1990. B. The Development Agreement provides for the development of a residential and commercial development of approximately 545 acres of real property in City (the "Project"). The development area is bounded generally by Central Park and Ellis Avenue on the north, Huntington and Main Streets on the east, Yorktown and Clay Avenues on the south, and the City of Huntington Beach boundary line on the west (the "Property") C. The Development Agreement provides, among other things, for the Developer to construct certain public facilities and to pay certain public facilities fees to the City and for the City to: (1) determine the cost of the public facilities required under the Development Agreement that are in excess of those required to service the Project ("Reimbursable Costs"); (2) reimburse Developer for its verified Reimbursable Costs from funds generated by fees or exaction from other developments served by the excess capacity of the public facilities, and (3) to the extent lawful, apportion any Reimbursable Costs not reimbursed from fees or exactions in an equitable manner between the Developer and any subsequent developer(s) which are found to benefit from the public facilities. 1 SF-OOAgree-PLC Settlement Agreement 3/31/00 • D. Effective May 6, 1996, City consented to the sale of a portion of the Property from Developer to PLC, a California general partnership ("PLC"), and the remaining portion of the Property to MS Vickers, II, L.0 a Delaware limited liability company ("MS Vickers") E. As a condition of the transfer, PLC agreed to assume the Developer's obligation to install or pay for the fire and police facilities, sewer, storm drain and water facilities, and traffic and circulation improvements required under Sections 2.2.4 through 2.2.7 (the "Public Facilities") of the Development Agreement. F. City and PLC are in dispute (the "Dispute") regarding the amount of Reimbursable Costs the City is obligated to cause to be paid to PLC in connection with the Public Facilities. G. Because an actual dispute has arisen and PLC has previously invoked the arbitration provisions of Section 3.4 of the Development Agreement, and the City and PLC have previously agreed to an arbitrator as provided therein, PLC and City desire to settle and compromise any and all disputes, claims, differences, actions or causes of action, whether actual or potential, without admitting or conceding the truth of any allegations or assertions made in connection with the Dispute. H. It is agreed that the arbitrator the City and PLC previously selected shall remain as the arbitrator to resolve any disputes arising regarding this Settlement Agreement. NOW THEREFORE, in consideration of the mutual covenants set forth herein and for other good and valuable consideration, the sufficiency of which is hereby acknowledged; the parties agree as follows: TERMS 1. Purpose. It is the intention and purpose of PLC and City in entering into this Settlement Agreement to amicably settle and resolve any and all disputes, claims, differences, actions or causes of action, whether actual or potential, in connection 2 SF-OOAgree-PLC Settlement Agreement 3/31/00 with the -Dispute. In order to resolve the Dispute, the parties recognize that a compromise is necessary and, accordingly, enter,into this Settlement Agreement. 2. Settlement Terms. 2.1 .Police Facilities. PLC shall pay the City the sum of Eight Hundred Fifty Thousand Dollars ($850,000) (the "Police Facilities Payment") for police related services and facilities required in connection with Project. PLC shall pay said amount to the City in three (3) payments as follows: (i) Two Hundred Seventy Five Thousand Dollars ($275,000) shall be. paid on or before December 31, 1999, or within thirty (30) days of the effective date of the Settlement Agreement, whichever is later; (ii) Two Hundred Seventy Five Thousand Dollars ($275,000) shall be paid on or before June 30, 2000; and (iii) Three Hundred Thousand Dollars ($300,000) shall be paid on or before December 31, 2000. In the event of a delay in this Agreement becoming effective under this subsection, no interest shall accrue or further adjustment be made on the amounts due. In addition, PLC agrees that City shall have no obligation to use the Police Facilities Payment for construction of a police substation, but rather that City may use the Police Facilities Payment for any police -related purposes. PLC shall not be eligible for any Reimbursable Costs in connection with the expenditure of the Police Facilities Payment or the construction and establishment of any police -related facilities. 2.2 Sewer Improvements. PLC shall have no further obligation to construct sewer lines other than onsite sewer lines constructed within PLC's residential or commercial developments. PLC shall not be entitled to any Reimbursable Costs in connection with sewer facilities constructed, or to be constructed, by PLC. 2.3 Storm Drainage Improvements. PLC shall not be entitled to any Reimbursable Costs, other than the sum of $538,000 already paid by City to PLC, in connection with storm drainage improvements constructed, or to be constructed, by PLC. PLC shall have no further obligation to construct storm drainage improvements other than on -site storm drain lines, pursuant to the Development Agreement. Notwithstanding the foregoing, the parties agree that PLC shall not be relieved from its obligation to pay any and all storm drainage fees payable in connection with the development of current and future subdivision maps on the Property. 3 SF-OOAgree-PLC Settlement Agreement 3/31/00 2.4 Water Facilities. 2.4.1 Amount of Reimbursement. PLC and City agree that the Reimbursable Costs to be paid by City to PLC in connection with the reservoir, booster pumps, transmission lines and water well ("Water Facilities") constructed, and to be constructed, by PLC shall be Three Million Seven Hundred Twenty Four Thousand Dollars ($3,724,000), as adjusted for actual construction costs. This amount is based upon the total estimated Water Facilities construction cost of Eleven Million Five Hundred Sixty Five Thousand Six Hundred Ten Dollars ($11,565,610), which amount represents Nine Million, Three Hundred Nine Thousand, Six Hundred Ten Dollars ($9,309,610), which is the estimated construction cost of the Edwards Hill Reservoir and Booster Station (the "Reservoir"), as set forth in Attachment 1, plus Two Million, Two Hundred Fifty-six Thousand Dollars ($2,256,000) which is the amount PLC agrees it owes the City in lieu of construction of the water well required pursuant to Section 2.2.5(h) of the Development Agreement. The amount of Reimbursable Costs to be paid by City to PLC shall be subject to pro. rata adjustment, upward or downward as applicable, based upon the actual cost of constructing the Reservoir incurred by PLC. For each $1.00 increase/decrease in the actual construction costs of the Reservoir abovelbelow the estimated amount set forth in Attachment 1, the amount of Reimbursable Costs to be paid by City to PLC shall be increased or decreased by $0.40. The Reimbursement Amount may only be modified to the extent actual costs differ from the cost items set forth in Attachment 1. PLC shall submit copies of invoices and other evidence reasonably satisfactory to the City evidencing the amount of Reservoir construction costs claimed by PLC, pursuant to Subsections (b) and (c) of Section 2.2.11 of the Development Agreement. 2.4.2 Reimbursement Schedule. Payment of the Reimbursable Costs shall be made by City to PLC as follows: Upon the satisfactory completion of construction of the Reservoir and booster station facilities by PLC, the acceptance thereof _=- by City, and the verification of PLC's Reservoir construction costs by City, City shall: (i) waive the requirement that PLC either (a) construct and install a water well or (b) pay Two Million Two Hundred Fifty Six Thousand Dollars ($2,256,000) towards the costs of constructing and installing said water well; and (ii) pay to PLC the balance of the actual Reimbursable Costs which, based upon the estimated construction cost amount set forth above, is estimated at One Million Four Hundred Sixty Eight Thousand Dollars 4 SF-OOAgree-PLC Settlement Agreement 3/31 /00 ($1,468,000). In lieu of paying PLC cash, the City may elect to pay PLC some or all of the balance of Reimbursable Costs in the form of credit against water capital facilities fees due from development of other PLC -owned property in Huntington Beach. 2.4.3 Rescission of Fee Protest. By executing this Agreement, PLC rescinds with prejudice its fee protest letter of September 15, 1999, objecting to $153,655 of inspection fees for the Reservoir, and agrees not to challenge Resolution No. 98-36 establishing public works inspection fees, either facially or as applied to any of the Public Facilities, and further pay the balance of inspection fees currently due. 2.5 Traffic and Circulation Improvements. 2.5.1 Reimbursement. In connection with the traffic and circulation improvements constructed, and to be constructed,. by PLC, City shall pay PLC Reimbursable Costs in the amount of One Million Three Hundred Twelve Thousand Dollars ($1,312,000). The first Five Hundred Thousand Dollars ($500,000) shall be payable as follows: (i) Two Hundred Fifty Thousand Dollars ($250,000) shall be payable upon the satisfactory completion by PLC of that portion of Goldenwest Street between Ellis Avenue and Summit Drive, and the acceptance thereof by City; and (ii) Two Hundred Fifty Thousand Dollars ($250,000) shall be payable upon the satisfactory completion by PLC of that portion of Gothard Street between Garfield Avenue and Main Street, and the acceptance thereof by City. The City, in good faith, shall attempt to establish a major thoroughfare and bridge fee program (Gov. Code § 66484), an impact fee program (Gov. Code § 66000, et seq.), an integrated financing district (Gov. Code § 53175, et seq.) or a similar program (collectively, "New Fee Program") to reimburse PLC the remaining Eight Hundred Twelve Thousand Dollars ($812,000). 2.5.2 New Fee Program. The New Fee Program is in addition to the City's current traffic impact fee program pursuant to Chapter 17.65 of the Huntington Beach Municipal Code. The New Fee Program shall be designed to recover the cost of right-of-way acquisition and construction costs for curb, gutter, sidewalk and ten feet of pavement, in connection with PLC's widening of Gothard, Goldenwest, Main and Garfield. The first Eight Hundred Twelve Thousand Dollars ($812,000) from the New Fee Program shall be paid to PLC. Any additional funds generated shall be paid to the City to repay the Five Hundred Thousand Dollars ($500,000) (plus interest) paid to PLC SF-OOAgree-PLC Settlement Agreement 3/31 /00 • • pursuant to Section 2.5.1 above. However, failure of the Cityto establish the New Fee . Program to reimburse PLC any portion of the Eight Hundred Twelve Thousand Dollars ($812,000) shall not be deemed a breach of this Settlement Agreement or the Development Agreement. No traffic impact fees collected pursuant to existing City regulations shall be used to pay PLC any portion of the Eight Hundred Twelve Thousand Dollars ($812,000). The Eight Hundred Twelve Thousand Dollars ($812,000) shall be payable over time as fees are collected and received by City pursuant to the New Fee Program from other property owners in connection with other development projects located within the Holly-Seacliff area. Any New Fee collected in excess of Eight Hundred Twelve Thousand Dollars ($812,000) will be returned to the City traffic impact ,. fee fund that paid the Five Hundred Thousand Dollars ($500,000) traffic reimbursement to PLC. 2.5.3 Ellis Avenue. On February 20, 1996, the City and PLC's predecessor -in -interest, the Developer, (dba Seacliff Partners), entered into the Traffic Fee Credit and Reimbursement Agreement (the "TFCRA"), which implemented certain provisions of the Development Agreement regarding off -site traffic and circulation improvements, including the construction of the north half of Ellis Avenue between Edwards Street and Goldenwest Street. Concurrently with executing this Settlement Agreement, the City and PLC shall execute the Amendment to the TFCRA , which is contained in Attachment 2. 2.6 Performance Bond. On July 20, 1998, PLC posted a performance bond in the amount of Eleven Million, Two Hundred Thirty-six Thousand Four Hundred Sixty-one Dollars ($11,236,461), to secure faithful completion of the Water Facilities. Upon execution of this Agreement and the Performance Agreement contained in Attachment 3, PLC is authorized to reduce the amount of the performance bond to Six Million Two Hundred Thousand Dollars ($6,200,000). _ - 3. Mutual Discharge. PLC and City hereby release and forever discharge each other, together with their agents, representatives, employees, officers, directors, partners, stockholders, attorneys, predecessors, successors, assigns, heirs, personal representatives and executors, both past and present, and all persons, firms, associations, co-partners, co -venturers, insurers, contractors, engineers, subcontractors, subsidiaries, parents, affiliates, or corporations connected therewith, and each of them (hereinafter all T SF-OOAgree-PLC Settlement Agreement 3/31 /00 referred to as the "Parties" for purposes of this paragraph), from any and all claims, debts, liabilities, demands, obligations, costs, expenses, attorneys' fees, actions, and causes of actions of every nature, character, and description, whether in law or in equity and whether known or unknown, which the Parties have held, now hold, or may hold in the future arising out of any matter, fact, and/or allegation arising from, regarding or relating to the Dispute. 4. Civil Code Section 1542. The parties further acknowledge that they are aware of the provisions of Section 1542 of the California Civil Code, which provides: "A general release does not extend to claims which the creditor does not know or suspect,to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor." and, having been so informed, elect to and do hereby waive the provisions and benefits of Section 1542, effective upon the execution of this Agreement. 5. No Further Action or Claim. PLC and City agree that they will not pursue any action of any sort before any court or agency against each other nor make any further claim, complaint, grievance, or the like against the other related to the Dispute. In the event that a dispute arises over the terms or the performance under this Settlement Agreement, the parties agree to retain the arbitrator previously selected and to proceed according to Section 3.4 of the Development Agreement. 6. Indemnification. PLC hereby agrees for the benefit of the City that if MS Vickers should ever allege or assert in any administrative or judicial proceeding that the City has any obligation to reimburse MS Vickers for the cost of any Public Facilities or to cause anyone to construct any of the Public Facilities, or to excuse MS Vickers from constructing any Public Facilities that they contend PLC should have constructed under _ the Development Agreement, then PLC shall defend, indemnify and hold harmless the City and its officers, employees, and agents from such claims. PLC shall defend such claims with legal counsel of City's own choosing. 7 SF-OOAgree-PLC Settlement Agreement 4/3/00 7. No Admission of Liability. Nothing herein shall be construed as an admission on the part of any of the parties of any claims, demands, causes of action, obligations, damages or liabilities asserted by any other party. 8. Informed Consent. Each party declares that prior to the execution of this Agreement, it and/or its duly authorized representatives have apprised themselves of sufficient relevant data, either through experts or other sources of their own selection, in order to intelligently exercise their judgment in deciding whether to execute, and in deciding the contents of, this Agreement. Each party states that this Agreement is entered into freely and voluntarily, upon the advice and with the approval of its counsel. 9. Construction. The drafting and negotiation of this Agreement has been participated in by each of the parties or their counsel and for all purposes of this Agreement shall be deemed to have been drafted jointly by all parties. 10. Entire Agreement. This Agreement constitutes the entire agreement and understanding between the parties relating to settlement of the Dispute and supersedes all prior agreements, written or oral, among the parties. There are no oral understandings, terms or conditions, and no party has relied upon any representation, express or implied, not contained in this Agreement. All prior understandings, terms or conditions are deemed merged into this Agreement. 11. Execution in Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original. 12. Written Notification. Any notice, demand, request, consent, approval or communications that either party desires or is required to give to the other party shall be in writing and either served personally or sent by prepaid, first-class mail. Any such notice, demand, etc. shall be addressed to the other party at the address set forth hereinbelow. Either party may change its address by notifying the other party of the change of address. Notice shall be deemed communicated within 48 hours from the time of mailing if mailed as provided in this Section. P SF-OOAgree-PLC Settlement Agreement 3/31/00 • PLC: PLC Land Company attn: Chris Gibbs 23 Corporate Plaza, Suite 250 Newport Beach, CA 92660 City: City Clerk City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 with copies to: City Attorney City of Huntington Beach 2000 Main Street, 4th Floor Huntington Beach, CA 92648 And Planning Director City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 13. No Assignment. Each party represents and warrants that there has been no assignment or other transfer of any claims, actions, causes of action, demands, rights, damages, -costs, expenses, compensation, or any other interests which it may have, or may have had, at any time whatsoever against the other party, or its officers, agents, partners, representatives, employees, successors, assigns or affiliates to any person, firm, corporation, partnership, or any other entity of any kind whatsoever. 14. Successors and R presentatives. This Agreement shall bind and inure to the benefit of each party and each party's agents, representatives, employees, beneficiaries, officers, directors, predecessors, successors, and assigns. 15. Further Actions and Documents. Each party shall take such further actions and shall execute, acknowledge and deliver, or cause to be executed, acknowledged or delivered, to the other party such further instruments and documents as may be necessary in order to effectuate this Agreement. 16. Forum Selection/Attomeys Fees. In the event of a dispute and/or any legal action taken to enforce the terms of this Agreement any such action shall be in V] SF-OOAgree-PLC Settlement Agreement 3/31/00 Orange County, California. Each party shall bear its o11n attorneys' fees, costs and expenses. 17. Severability. Should any provision of this Agreement be determined to be illegal or unenforceable, all other provisions of this Agreement shall be given effect to the fullest extent permitted by law. 18. Time of the Essence. Time is of the essence of this Agreement and of the performance of all obligations hereunder. ATTE T: City Clerk REVIEWED AND APPROVED: City of Huntington Beach . ate Mayor APPROVED AS TO FORM: G`' Fes' _ City Attorney }" INITIATED AND APPRU r—dCit Administrator r PL-b 1, c 10 SF-OOAgree-PLC Settlement Agreement 3/31/00 Dated: L 5 =oa PLC: 11 PLC, a California General Partnership By: PLC Holdings, a California general partnership as a general partner By: PACLACO, INC., a California corporation as it er 1 partner, By Name: (type or print) Its (circle one) Chairman o Presiden ice President By nnt) Its (circle one)- t�Assistant Secretary/ Chief Financial Officer/Any Assistant Treasurer SF-OOAgree-PLC Settlement Agreement 3/31/00 STATE OF CALIFORNIA ) ss. COUNTY OF ORANGE ) On cr , 2000, before me, AfV,7f4# S�-bP-kQ , personally appeared GQP,,+6� and e. &ZTDPH,3z C. G(t3ir, , personally known to me ( e) to be the person(s) whose name (s) ' are subscribed to the within instrument and acknowledged to me that he/she/ ie executed the same in hitheir uthorized capacity(ies), and that by his4lert6eirignature(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. Signature NAotaryv Pub V,ARTHA J. DICKEY i Comrn,csior, € 11a7120 Z Nvc y Public.- California z Orange County =✓y My Co,--;r-,. Expires Jul 18, 2001 • Dated: _ -Avri I appo 12 By: T/L HUNTINGTON BEACH, L.L.C., a Delaware limited liability company, as a general partner By: LENNAR LAND PARTNERS II, a Florida general partnership, its managing member By: LENNAR HOMES OF CALIFORNIA, INC., a Califom' oration, its Attorney -in - Fact By Name: a (type or print) Its (circle one) Chairman of Xhe_Board/ President By Name:c�� (type or print) Its (circle one) Secretary/Assistant Secretary/ e financial Officer y Assistant Treasurer SF-OOAgree-PLC Settlement Agreement 3/31/00 STATE OF CALIFORNIA ) ) ss. COUNTY OF ORANGE ) On �� Y; l q , 2000, before me, personally appeared T%yv�6_!N i�Vl Tie and rc_ l .F1�1Sr41'►a s;� personally known to me (&F-pr-),v cd :c inn en the4asis =f c-.`sfaeter vi4e ee) to be the persor (s whose name ("s isa subscribed to thewithin instrument and acknowledged to me that hc/s}:e they executed the same in Sher their authorized capacity es ,and that by hi&4iei their ignature@s) on the instrument the person) or the entity upon behalf of which the person@s acted, executed the instrument. WITNESS my hand and official seal. DEE EAO- comtraw # MM7 .� N0t0y puw, _ c 6'crr;0 orange County i =' 1,1y Comm. D#93 Apr 19, 2 . 11�1 &kw Signature of Notary Public � rvnvrrrw�vrtav�n rri�a�. vr J' ity of Huntington Beach This number must (714) 536-5221 • appear on Date 2/14/01 Billing Inquiries: (714) 536-5448/374-1568 Packages and Invoices Please send invoices Attn: Accounts Payable Branch/Plant 20685201 --P.O. Box 784 2580 Huntington Beach, CA 92648 Supplier: MUNI-FINANCIAL Ship to: CITY OF HB - PUBLIC WORKS 28765 SINGLE OAK DR #200: _2000 MAIN ST TEMECULA CA 92590-3661 ' HUNTINGTON. BEACH CA.92648 . Order Date2/13/01 Delivery Date2/13/01 Buyer # 102921 Freight: Terms: Net 30 Days (Default) Contract established by the City Attorney's office. Scott Field, with Public Works $$. OTY EXTENDED ORDER ORDER LINE NUMBER DESCRIPTION/SU PPLIER. ITEM ORDERED UOM UNIT PRICE PRICE NUMBER TYPE 1.000 Traffic Reim. Fee Attorney Fee EA 19,999.00 00005136 OR Reimbursement District J TERMS AND CONDITIONS ON REVERSE FORM A PART OF THIS ORDER Order Subtotal 19,999.00 Sales Tax .00 Total Order 19,999.00 Richard Ama no M n r- City of H inaton Beach Pit PROFESSIONAL SERVICES CO RACT BETWEEN - _ 3 THE -CITY OF HUNTINGTON BEACH AND MuniFinancial FOR TRAFFIC IMPACT FEE STUDY Table of Contents 1 Work Statement........................................................................................................1 2 City Staff Assistance................................................................................................1 3 Time of Performance................................................................................................ 4 Compensation.........:.......::....................................................................................... 5 Extra Work............................................................................................................... 6 Method of Payment.............................................................................................: 7 Disposition of Plans, Estimates and Other Documents ............................................ 8 Indemnification and Hold Harmless........................................................................� 9 Workers' Compensation.............................................................................................. 10 Insurance ................... ............................................................... , ............. ....:............. _ 11 Certificates of Insurance.......................................................................................... t 12 Independent Contractor........................................................................................... t 13 Termination of Agreement...................................................................................... 14 Assignment and Subcontracting.................................................................., .......... 15 Copyrights/Patents..................................................................................................... 16 City Employees and Officials................................................................................... 17 Notices.................................................................................................................. 18 Immigration............................................................................................................. : 19 Legal Services Subcontracting Prohibited............................................................... 20 Attomey's Fees.......................................................................................................... 21 Entirety .................................................................................................................... PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND MuniFinancial FOR TRAFFIC IMPACT FEE STUDY THIS AGREEMENT, made and entered into this day of 2000, by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as "CITY," and MuniFinancial, a California corporation, hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to assist_ in the preparation of a traffic impact fee study in the City of Huntington Beach; and Pursuant to documentation on file in the office of the City Clerk, the provisions of HBMC Chapter 3.03 relating to procurement of professional service contracts has been complied with; and CONSULTANT has been selected to perform said services, NOW, THEREFORE, it is agreed by CITY and CONSULTANT as follows: I. WORK STATEMENT CONSULTANT shall provide a "nexus" study analyzing a traffic impact fee in compliance with California Government Code Sections 66000 et seq. The study shall analyze whether an impact fee should be imposed on property owners abutting major thoroughfares constructed by PLC pursuant to the Holly-Seacliff Development Agreement. In preparing the study, CONSULTANT shall provide those services described in Exhibit A, attached hereto, and hereinafter referred to as the PROJECT." CONSULTANT hereby designates Robert D. Spencer who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. 2. CITY STAFF ASSISTANCE CITY shall assign a staff coordinator to work directly with CONSULTANT in the performance of this Agreement. 1 SF-2000 Agree: MuniFinancial A/1'1 MA Y1 • 3. TIME OF PERFORMANCE Time is of the essence of this Agreement. The services of the CONSULTANT are to commence as soon as practicable after the execution of this Agreement and all tasks specified in Exhibit "A" shall be completed no later than six months from the date of this Agreement. These times maybe extended with the written permission of the CITY. The time for performance of the tasks is generally set forth in Exhibit "A." This schedule may be amended to benefit the PROJECT if mutually agreed to by the CITY and CONSULTANT. 4. COMPENSATION In consideration of the performance of the services described herein, CITY agrees to pay CONSULTANT on a time and materials basis according to the schedule set forth in Exhibit "B" attached hereto. The total compensation shall not exceed Twenty Thousand Dollars ($20,000.00). 5. EXTRA WORK In the event CITY requires additional services not included in Exhibit "A," or changes in the scope of services described in Exhibit "A," CONSULTANT will undertake such work after receiving written authorization from CITY. Additional compensation for such extra work shall be allowed only if the prior written approval of CITY is obtained. 6. METHOD OF PAYMENT A. CONSULTANT shall be entitled to progress payments upon submitted completion of each phase of the PROJECT, as set forth in Exhibit "A." B. Delivery of work product: A copy of every technical memo and report prepared by CONSULTANT shall be submitted to the CITY to demonstrate progress toward completion of tasks. In the event CITY rejects or has comments on any such product, CITY shall identify specific requirements for satisfactory completion. Any such product which has not been formally accepted or rejected by CITY shall be deemed accepted. C. The CONSULTANT shall submit to the CITY an invoice for each progress payment due. Such invoice shall: 2 SF-2000 Agree: MuniFinancial 1) Reference this Agreement; 2) Describe the services performed; 3) Show the total amount of the payment due; 4) Include a certification by a principal member of the CONSULTANT's firm that the work has been performed in accordance with the provisions of this Agreement; and completed. 5) For all payments include an estimate of the percentage of work Upon submission of any such invoice, if CITY is satisfied that CONSULTANT is making satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall promptly approve the invoice, in which event payment shall be made within thirty (30) days of receipt of the invoice by CITY. Such approval shall not be unreasonably withheld. If the CITY does not approve an invoice, CITY shall notify CONSULTANT in writing of the reasons for non -approval, within seven (7) calendar days of receipt of the invoice, and the schedule of performance set forth in Exhibit "A" shall be suspended until the parties agree that past performance by CONSULTANT is in, or has been brought into compliance, or until this Agreement is terminated as provided herein. D. Any billings for extra work or additional services authorized by CITY shall be invoiced separately to the CITY. Such invoice shall contain all of the information required above, and in addition shall list the hours expended and hourly rate charged for such time. Such invoices shall be approved by CITY if the work performed is in accordance with the extra work or additional services requested, and if CITY is satisfied that the statement of hours worked and costs incurred is accurate. Such approval shall not be unreasonably withheld. Any dispute between the parties concerning payment of such an invoice shall be treated as separate and apart from the ongoing performance of the remainder of this Agreement. 3 SF-2000 Agree: MuniFinancial 7. DISPOSITION OF PLANS, ESTIMATES AND OTHER DOCUMENTS CONSULTANT agrees that all materials prepared hereunder, including all original drawings, designs, reports, both field and office notices, calculations, maps and other documents, shall be turned over to CITY upon termination of this Agreement or upon PROJECT completion, whichever shall occur first. In the event this Agreement is terminated, said materials may be used by CITY in the completion of PROJECT or as it otherwise sees fit. Title to said materials shall pass to the CITY upon payment of fees determined to be earned by CONSULTANT to the point of termination or completion of the PROJECT, whichever is applicable. CONSULTANT shall be entitled to retain copies of all data prepared hereunder. 8. INDEMNIFICATION AND HOLD HARMLESS CONSULTANT hereby agrees to indemnify, defend, and hold and save harmless CITY, its officers and employees from any and all liability, including any claim of liability and any and all losses or costs arising out of the negligent performance of this Agreement by CONSULTANT, its officers or employees. 9. WORKERS' COMPENSATION CONSULTANT shall comply with all of the provisions of the Workers Compensation Insurance and Safety Acts of the State of California, the applicable provisions of the California Labor Code and all amendments thereto; and all similar state or federal acts or laws applicable; and shall indemnify, defend and hold harmless CITY from and against all claims, demands, payments, suits, actions, proceedings and judgments of every nature and description, including attorney fees and costs presented, brought or recovered against CITY, for or on account of any liability under any of said acts which may be incurred by reason of any work to be performed by CONSULTANT under this Agreement. CONSULTANT shall obtain and furnish evidence to CITY of maintenance of statutory workers compensation insurance and employers liability in an amount of not less than One Hundred Thousand Dollars ($100,000) bodily injury by accident, each occurrence; One 4 SF-2600 Agree: MuniFinancial • • Hundred Thousand Dollars ($100,000) bodily injury by disease, each employee; and Two Hundred Fifty Dollars ($250,000) bodily injury by disease, policy limit. 10. INSURANCE In addition to the workers' compensation insurance and CONSULTANT's covenant to indemnify CITY, CONSULTANT shall obtain and furnish to CITY the following insurance policies covering the PROJECT: A. General Liability Insurance A policy of general public liability insurance, including motor vehicle coverage. Said policy shall indemnify CONSULTANT, its officers, agents and employees, while acting within the scope of their duties, against any and all claims of arising out of or in connection with the PROJECT, and shall provide coverage in not less than the following amount: combined single limit bodily injury and property damage, including products/completed operations liability . and blanket contractual liability, of $1,000,000 per occurrence. If coverage is provided under a form which includes a designated general aggregate limit, the aggregate limit must be no less than $1,000,000. Said policy shall name CITY, its officers, and employees as Additional Insureds, and shall specifically provide that any other insurance coverage which may be applicable to the PROJECT shall be deemed excess coverage and that CONSULTANT's insurance shall be primary. Under no circumstances shall said above -mentioned insurance contain a self - insured retention, or a "deductible" or any other similar form of limitation on the required coverage. B. Professional Liability Insurance. CONSULTANT shall acquire a professional liability insurance policy covering the work performed by it hereunder. Said policy shall provide coverage for CONSULTANT's professional liability in an amount not less than $500,000 per claim. A claims made policy shall be acceptable. 5 SF-2000 Agree: MuniFinancial 11. CERTIFICATES OF INSURANCE: ADDITIONAL INSURED ENDORSEMENTS Prior to commencing performance of the work hereunder, CONSULTANT shall furnish to CITY certificates of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverages as required by this Agreement; said certificates shall: 1. provide the name and policy number of each carrier and policy; 2. shall state that the policy is currently in force; 3. shall promise to provide that such policies will not be canceled or modified without thirty (30) days', prior written notice of CITY; 4. and shall state as follows: "The above detailed coverage is not subject to any deductible or self -insured retention, or any other form of similar type limitation." CONSULTANT shall maintain the foregoing insurance coverages in force until. the work under this Agreement is fully completed and accepted by CITY. The requirement for carrying the foregoing insurance coverages shall not derogate from the provisions for indemnification of CITY by CONSULTANT under the Agreement. CITY or its representative shall at all times have the right to demand the original or a copy of all said policies of insurance. CONSULTANT shall pay, in a prompt and timely manner, the premiums on all insurance hereinabove required. 12. INDEPENDENT CONTRACTOR CONSULTANT is, and shall be, acting at all times in the performance of this Agreement as an independent contractor. CONSULTANT shall secure at its expense, and be responsible for any and 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 services to be performed hereunder. 6 SF-2000 Agree: MuniFinancial 0 , 0 13. TERMINATION OF AGREEMENT All work required hereunder shall be performed in a good and workmanlike manner. CITY may terminate CONSULTANT's services hereunder at any time with or without cause, and whether or not PROJECT is fully complete. Any termination of this Agreement by CITY shall be made in writing, notice of which shall be delivered to CONSULTANT as provided herein. 14. ASSIGNMENT AND SUBCONTRACTING This Agreement is a personal service contract and the supervisory work hereunder shall not be delegated by CONSULTANT to any other person or entity without the consent of CITY. 15. COPYRIGHTS/PATENTS CITY shall own all rights to any patent or copyright on any work, item or material produced as a result of this Agreement. 16. CITY EMPLOYEES AND OFFICIALS CONSULTANT shall employ no CITY official nor any regular CITY employee in the work performed pursuant to this Agreement. No officer or employee of CITY shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 17. NOTICES Any notice or special instructions required to be given in writing under this Agreement shall be given either by personal delivery to CONSULTANT's agent (as designated in Section 1 hereinabove) or to CITY's Director of Public Works 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, addressed as follows: SF-2000 Agree: MuniFinancial • a TO CITY: City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 18. IMMIGRATION TO CONSULTANT: Robert D. Spencer, Associate Director MuniFinancial 1736 Franklin Street, Suite 450 Oakland, CA 94612 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. 19. LEGAL SERVICES SUBCONTRACTING PROHIBITED CONSULTANT and CITY agree that CITY 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 City Attorney is the exclusive legal counsel for CITY; and CITY shall not be liable for payment of any legal services expenses incurred by CONSULTANT. 20. ATTORNEY'S FEES In the event suit is brought by either party to enforce the terms and provisions of this agreement or to secure the performance hereof, each party shall bear its own attorney's fees. 8 SF-2000 Agree: MuniFinancial 21. ENTIRETY The foregoing, and Exhibits "A" and "B" attached hereto, set forth the entire Agreement between the parties. 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. CONTRACTOR: a CalifgtW} corporation By: print name .../ V Its: (circle one) Chainm residen ice President CITY OF HUNTINGTON BEACH, a municipal corporation of the State of Calif Director of Public Works AND ATTEST: By: City Clerk T tCe APPROVED ASTO FORM: (circ eief Financial Office Asst. Secret i jt(/O City Attorney REVIEWED AND APPROVED.. yo -° 6 TE AND APPRO D: City mimstrator Director of Public Works 9 SF-2000 Agree: MuniFinancial i • i • Exhibit "A" Phase 1. 4/17 — 5115100 Internal data collection. CONSULTANT will collect information identifying for Goldenwest Street, Gothard Street, Main Street, and Garfield Avenue within the Holly-Seacliff Specific Plan area: (i) the cost of constructing curb, gutter and sidewalk and 10 feet of pavement; (ii) the acquisition cost of right-of-way, through reviewing eminent domain judgments; settlement agreements, and attorneys fees bills; (iii) improvements and/or bonds for prior roadway improvements that may be a credit against the impact fee; and (iv) other relevant materials. Phase 2. 5/16 — 6/12/00 Property owner meetings. CONSULTANT will meet with property owners to review the accuracy of the internal data, and collect additional information from the property owners. Phase 3. 6/13 — 7/10/00 CONSULTANT drafts impact fee report. City Attorney drafts impact fee ordinance. Phase 4. 7/11— 7/24/00 CONSULTANT draft impact fee report and fee ordinance presented at a property owners meeting. Phase 5. 7/25 — 8/25/00 Public Hearing Notice period Phase 6. 9/5/00 City Council public hearing to consider impact fee report and fee ordinance. Exhibit "A" SF-2000 Agree: MuniFinancial 4/12/00 - a2 • • Exhibit `B" Robert D. Spencer $125./hr. Chris Thomas $ 85./hr. SF-2000 Agree: MuniFinancial All 'f /AA .'1 Exhibit "B" Billing Protocol A. Travel 1.. Charges for time during travel are normally not reimbursable and* will only be paid if such time is actually used in performing services for the City or as otherwise arranged with the City. 2. As we sometimes use firms that are outside of the nearest metropolitan area, the City is very conscious of travel costs. Subject to agreement otherwise, you will be held to charging no fees on travel time to or from Huntington Beach. 3. Automobile expenses are limited to $0.27 per mile. All other travel expenses shall be approved in advance. Requests for approval shall be submitted at least 14 days in advance, to allow for reduced transportation fares. Meals are not billable to the City, without prior arrangement. B. Billing (monthly) 4. All billing shall be done monthl In one -tenth hour (0.10) increments and matched to an appropriate breakdown of the time that was taken to perform that work and who performed it. Minimum billing charges are unacceptable. Please charge for actual time spent. For example, minimum of .2 for phone calls or .4 for letters is unreasonable unless that is an accurate measure of time spent. 5. Each month's bill should include a total to date. That total should provide, at a glance, the total fees and costs incurred to date for the case. 6. Telephone, cellular phone and postage charges are billable at actual cost. A copy of all service bills/costs should accompany the billing for each single item that exceeds $75.00. The fee for the sending or receiving of facsimiles will not exceed $0.25 per page. The City will not pay a fee or charge for telephone calls or facsimiles to the City. Photocopier costs should be no more than the actual cost of duplication, or $.10 per page, whichever is less. 7. We do not pay for secretarial time or secretarial overtime. We do not pay for secretarial tasks or tasks that should be subsumed into your overhead. For example, faxing, mailing, arranging for messengers and calendaring are not acceptable charges. 8. We do not pay for word processing charges. This includes per page or hourly charges. SN:C:SF-Billing: Revised 4/12/00 9. We do not pay for billing or discussion of bills. If we have questions about billing or need additional information on bills, that is not a chargeable event; you should respond without charging the city for the time required. 10. We appreciate when you have researched an issue previously and use that research on the present case. The city has retained you because of your past experience. Do not charge the city for work you have done and billed another client for in the past. We appreciate your services and feel that this protocol will make the consultant -client relationship a smooth one for both sides. Because these guidelines are set out in advance, they are designed to minimize any confusion or misunderstanding. If you feel hamstrung by this protocol, please raise the issue. Our concern is the results and total cost, not saving a dollar to spend a thousand. 2 SF\s:G:SF-Billing: Revised 4/12/00