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HomeMy WebLinkAboutKEYSER MARSTON ASSOCIATES, INC. - 2007-05-07S. S/n q-t / 7 2, Council/Agency Meeting Held: o Deferred/Continued to: 1>(,�pproved ❑ Conditionally Approved ❑ Denied C lerk;C Sign e Council Meeting Date: 5/7/2007 Department ID Number: ED07-13 CITY OF HUNTINGTON BEACH REQUEST FOR REDEVELOPMENT AGENCY ACTION SUBMITTED TO: HONORABLE CHAIRMAN AND AGENCY MEMBERS SUBMITTED BY: PENELOPE CULBRETH-GRAFT, DPA, EXECUTIVE DIRECTOR )� PREPARED BY: STANLEY SMALEWITZ, DEPUTY EXECUTIVE DIRECTOR`4 SUBJECT: APPROVE PROFESSIONAL SERVICES CONTRACTS WITH KEYSER MARSTON ASSOCIATES, INC. AND TIERRA WEST ADVISORS, LLC FOR "AS -NEEDED" ECONOMIC DEVELOPMENT CONSULTING SERVICES. Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachment(s) Statement of Issue: Transmitted for Redevelopment Agency consideration are professional services contracts with Keyser Marston Associates, Inc. and Tierra West Advisors, LLC to provide Economic Development Consulting Services for various redevelopment projects. Funding Source: Redevelopment Agency Capital Projects Fund Balance (Attachment #3) Recommended Action(s): Motion to: 1. Approve the Professional Services contract between the City of Huntington Beach Redevelopment Agency and Keyser Marston Associates, Inc. in the amount of $525,000 for Economic Analysis Services over a three-year period, and authorize the Chairman and Agency Clerk to execute the agreement and appropriate $525,000 from undesignated Redevelopment Agency Merged Capital Funds Balance to account 30580101.69325. 2. Approve the Professional Services contract between the City of Huntington Beach Redevelopment Agency and Tierra West Advisors.,_LLC in the amount of $525,000 for Economic Analysis Services over a three-year period, and authorize the Chairman and Agency Clerk to execute the agreement and appropriate $525,000 from undesignated Redevelopment Agency Merged Capital Funds Balance to account 30580101.69325. %i�'74� GIST �-d vrro.2s� L Lam. REQUEST FOR REDEVELOPMENT AGENCY ACTION MEETING DATE: 5/7/2007 DEPARTMENT ID NUMBER: ED07-13 Alternative Action(s): The Redevelopment Agency may make the following alternative motion(s): Deny the Professional Services Contract between the Agency and Keyser Marston Associates, Inc. 2. Deny the Professional Services Contract between the Agency and Tierra West Advisors, LLC. 3. Continue the item and direct staff accordingly. Analysis: A. PROJECT BACKGROUND The Economic Development Department requires ongoing economic consulting services in order to provide assistance with its redevelopment projects and housing programs regulated under federal housing and assistance programs. Redevelopment activities conducted under California law and other statutes are highly specialized and are generally provided by a small number of companies. Technical advice and financial analysis may be requested in any one of the following areas: 1. Economic Development — The consultant must be able to provide highly qualified advice and financial analysis including feasibility studies or pro forma analysis, preparation of 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 they relate 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. Staff is requesting the services of two economic consulting firms in order to provide the necessary level of service and knowledge. The consultants will provide assistance in their respective fields of expertise and will augment Economic Development staffing on certain projects requiring a high level of understanding of each of the areas noted above. B. CONSULTANT SELECTION PROCESS Economic Development Staff solicited proposals from the following six qualified consultants for the "as needed" consulting services: -2- 4/25/2007 10:02 AM REQUEST FOR REDEVELOPMENT AGENCY ACTION MEETING DATE: 5/7/2007 DEPARTMENT ID NUMBER: ED07-13 CBRE, Sedway Group Economic Research Associates Tierra West Advisors, LLC Rosenow Spevacek Group Inc. Keyser Marston Associates Inc. Springsted Each proposal was carefully reviewed and scored based on the criteria outlined in the RFP. Criteria used in the evaluation of submittals included: proven track record of successfully implementing and monitoring redevelopment projects; ability to manage multiple projects with varying complexity; ability to commit key personnel and provide in-house services; ability to meet strict deadlines; and competitive fee schedule. After evaluating the responses and checking references, staff concluded that Keyser Marston Associates and Tierra West Advisors best demonstrated the ability to provide top quality in-house services at competitive prices. The consultants were selected by a panel comprised of Planning and Economic Development staff. C. STAFF RECOMMENDATION Based on their expertise in this field, knowledge of Huntington Beach, and understanding of the City's request and competitive rates, staff recommends approval of the professional services contracts with Keyser Marston Associates, Inc. (Attachment #1) and Tierra West Advisors, LLC (Attachment #2). Strategic Plan Goals: L - 4 Create an environment that promotes tourism to increase revenues to support community services and transform the City's economy into a destination economy. The Main -Pier redevelopment project area in downtown Huntington Beach is one of the largest project areas and contains the most redevelopment activity. The services of a qualified consultant are necessary to provide guidance in implementing and monitoring redevelopment programs. The use of a consultant to augment City staff will ensure the efficient and productive use of redevelopment resources which will aid in the transformation of the City's economy into a destination economy. C - 2 Provide quality public services with the highest professional standards to meet community expectations and needs, assuring that the City is sufficiently staffed and equipped overall. The chosen consultants are well respected and highly knowledgeable in their respective fields. These firms will support staff resources in performing necessary tasks in order to assure that specialized economic development activities are executed according to California law and other statutes. -3- 4/25/2007 10:02 AM REQUEST FOR REDEVELOPMENT AGENCY ACTION MEETING DATE: 5/7/2007 DEPARTMENT ID NUMBER: ED07-13 Environmental Status: Projects over which public agencies exercise ministerial authority, such as this agreement contracting for consulting services, are categorically exempt from the California Environmental Quality Act pursuant to Section 15300.1. Attachment(s): 1. Professional Services Agreement between the Agency and Keyser Marston Associates, Inc. 2. Professional Services Agreement between the Agency and Tierra West Advisors, LLC 3. Fundinq Source -4- 4/25/2007 10:02 AM ATTACHMENT #1 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 PROFESSIONAL SERVICES CONTRACT BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH AND KEYSER MARSTON ASSOCIATES, INC. FOR ECONOMIC ANALYSIS SERVICES Table of Contents Scope of Services Agency Staff Assistance..........................................................................................2 Tenn; Time of Performance.....................................................................................2 Compensation..........................................................................................................2 ExtraWork...............................................................................................................2 Methodof Payment..................................................................................................3 Disposition of Plans, Estimates and Other Documents...........................................3 HoldHarmless.........................................................................................................3 Professional Liability Insurance.............................................................................4 Certificate of Insurance............................................................................................5 IndependentContractor............................................................................................5 Tennination of Agreement.......................................................................................6 Assignmentand Delegation......................................................................................6 Copyrights/Patents...................................................................................................6 Agency Employees and Officials.............................................................................7 Notices.........................................................................................7 Consent....................................................................................................................7 Modification.............................................................................................................8 SectionHeadings.....................................................................................................8 Interpretation of this Agreement..............................................................................8 DuplicateOriginal....................................................................................................9 Immigration...............................................................................................................9 Legal Services Subcontracting Prohibited................................................................9 Attorney's Fees..........................................................................................................9 Survival.....................................................................................................................10 GoverningLaw.........................................................................................................10 Entirety......................................................................................................................10 PROFESSIONAL SERVICES CONTRACT BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH AND KEYSER MARSTON ASSOCIATES, INC. FOR ECONOMIC ANALYSIS SERVICES THIS AGREEMENT ("Agreement") is made and entered into by and between the Redevelopment Agency of the City of Huntington Beach; a public body corporate and politic, hereinafter referred to as "AGENCY, and Keyser Marston Associates, Inc., a California corporation, hereinafter referred to as "CONSULTANT." WHEREAS, AGENCY desires to engage the services of a consultant to provide economic analysis services; 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 Kathleen Head, Vice -President, who shall represent it and be its sole contact and agent in all consultations with AGENCY during the performance of this Agreement. 1 07-999/9443 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 on as soon as practicable after the execution of this Agreement (the "Commencement Date"). This Agreement shall automatically terminate three (3) years from the Commencement Date, unless extended or sooner terminated as provided herein. 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 Five Hundred Twenty - Five Thousand Dollars ($525,000.00). 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. Additional compensation for such extra work shall be allowed only if the prior written approval of AGENCY is obtained. 2 07-999/9443 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, with the exception of computer models developed by CONSULTANT, 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. Computer models remain the exclusive property of CONSULTANT. Contractual obligations to not include access to or ownership transfer of any electronic data processing file, programs or models completed directly for, or as by-products of any research effort, unless.explicitly so agreed as part of this agreement. 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 07-999/9443 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 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 4 07-999/9443 provision of at least two (2) years to report claims arising from work performed in connection with this Agreement. 10. CERTIFICATE OF INSURANCE Prior to commencing performance of the work hereunder, CONSULTANT shall furnish to AGENCY a certificate of insurance subject to approval of the Agency Attorney 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. state that the policy is currently in force; and C. promise that such policy shall not be suspended, voided or canceled by either party, 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 tunes in the performance of this Agreement as an independent contractor herein and not as an employee of AGENCY. 5 07-999/9443 CONSULTANT shall secure at its own cost and 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 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. 6 07-999/9443 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: Executive Director 2000 Main Street Huntington Beach, CA 92648 17. CONSENT TO CONSULTANT: Keyser Marston Associates, Inc. ATTN: Kathleen Head, Vice -President 500 South Grand Avenue, Suite 1450 Los Angeles, CA 90071 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. 7 07-999/9443 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 fixture 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 8 07-999/9443 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 Attorney 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, 9 07-999/9443 each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the nonprevailing 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 party 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 supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. 10 07-999/9443 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers on 20y--T' CONSULTANT, REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, KEYSER MARSTON ASSOCIATES, INC. a public body corporate and politic By :lf1-- - KATHLEEN HEAD, Vice -President AND By's/'� DIANE CHAMBERS, Secretary R.Werson! ency Clerk APP ED AS TO FORM: Agency General t sel 1, teLCk �5107 REVIEW AND APPROVED: INITIATED AND APPROVED: Executive Director Deputy Executive Director 1Z�1 07-999/9443 EXHIBIT "A" A. STATEMENT OF WORK: Keyser Marston Associates, Inc. will provide economic analysis consulting services on an "as -needed" basis for projects to be determined during the term of the contract. Advice and financial analysis may be requested in any one of the following areas: 1. Economic Analysis — 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 — provide guidance in implementing redevelopment programs, requirements and procedures, as it relates to California Redevelopment Law (Health & Safety Code 33000) 3. Housing — provide highly qualified advice regarding implementing housing programs as they relate to California Redevelopment Law, the CDBG and HOME programs, and SCAG requirements. B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: Task No. 1 Prepare analyses and reports as needed for City and Redevelopment Agency projects, opportunities, and accomplishments. Prepare Five Year Implementation Plans for Southeast Coastal and 2 Merged Redevelopment Project Areas. Review development proformas to determine project feasibility and the 3 extent of.public assistance required. Assist with property acquisition and disposition by providing appraisal 4 analysis, assisting with negotiations, and providing similar real estate related services. Prepare and review disposition and development agreements, loan 5 agreements, grant deeds, restrictive covenants, promissory notes, deeds of trust, and other instruments used in real estate transactions. Evaluate the use of Redevelopment Set Aside, federal HOME funds, 6 and other funding sources for acquisition, rehabilitation, and new construction of multifamily and single family housing: jmp/contracts group/exA/4/12/07 EXHIBIT "A" Ensure compatibility of Redevelopment funds, federal funds, bond 7 proceeds, and other public funding sources with private funding sources for development projects. Evaluate and respond to requests for projects or services, such as 8 multifamily rehabilitation and new construction projects. C. CITY'S DUTIES AND RESPONSIBILITIES: No specific duties and responsibilities have been identified. D. WORK PROGRAM/PROJECT SCHEDULE: Keyser. Marston Associates, Inca will provide the above services on an "as - needed" basis for projects to be determined during the term of the contract. pip/contracts group/exA/4/12/07 EXHIBIT "B" Payment Schedule (Hourly Payment) A. Hourly CONSULTANT'S fees for such services shall be based upon the following hourly rate and cost schedule: A. Jerry Keyser*............................................................. $260 Managing Principals*................................................................ $260 SeniorPrincipals*...................................................................... $250 Principals.................................................................... $230 Managers..................................................................... $205 SeniorAssociate.................................................................. $135 Associate............................................................................. $155 SeniorAnalyst......................................................................... $140 Analyst..................................................................................... $ 120 Technical Staff........................................................................ $ 90 Administrative Staff.................................................................. $ 75 Clerical.................................................................................... $ 50 Directly related job expenses will be billed at 110% of cost. B. 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 CITY or as otherwise arranged with CITY. 2. As CITY sometimes uses consultants that are outside of the nearest metropolitan area, CITY is very conscious of travel costs. Subject to agreement otherwise, CONSULTANT will be held to charging no fees on travel time to or from Huntington Beach. 3. Automobile expenses are limited to the IRS standard business mileage rate. All other travel expenses must be approved in advance by CITY in writing. Requests for approval shall be submitted at least fourteen (14) days in advance, to allow for reduced transportation fares. Meals are not billable to CITY, without prior written consent of CITY. C. Billing All billing shall be done monthly 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. agree/forms/exB-hourly fee/4/12/07 EXHIBIT B 1 Hourly Payment EXHIBIT "B" Payment Schedule (Hourly Payment) Minimum billing charges are unacceptable. CONSULTANT shall only charge for actual time spent. For example, minimum of 0.2 hours for phone calls or 0.4 hours for letters is unreasonable unless that is an accurate measure of time spent. 2. 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 or matter. 3. 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 Seventy -Five Dollars ($75.00). The fee for the sending or receiving of facsimiles shall not exceed Twenty-five Cents ($0.25) per page. CITY will not pay a fee or charge for telephone calls or facsimiles to CITY. Photocopier costs should be no more than the actual cost of duplication, or Ten Cents ($0.10) per page, whichever is less. 4. CITY will not pay for secretarial time or secretarial overtime. CITY will not pay for secretarial tasks or tasks that should be subsumed into CONSULTANT's overhead. For example, time spent for faxing, mailing, arranging for messengers and calendaring are not acceptable charges. 5. CITY will not pay for word processing charges. This includes per page or hourly charges. 6. CITY will not pay for billing or discussion of bills. If CITY has questions about billing or needs additional information on bills, that is not a chargeable event; CONSULTANT should respond without charging CITY for the time required. 7. CITY appreciates. when CONSULTANT has researched an issue previously and uses that research on the present case. CITY has retained CONSULTANT because of its past experience. CONSULTANT shall not charge CITY for work it has done and billed another client for in the past. 8. Delivery of work product: A copy of every memorandum, letter, report, calculation and other documentation prepared by CONSULTANT shall be submitted to 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. 9. CONSULTANT shall submit to CITY an invoice for each monthly payment due. Such invoice shall: A) Reference this Agreement; B) Describe the set -vices performed; C) Show the total amount of the payment due; agree/forms/exB-hourly fee/4/12/07 EXHIBIT B 2 Hourly Payment EXHIBIT "B" Payment Schedule (Hourly Payment) D) Include a certification by a principal member of CONSULTANT's firm that the work has been performed in accordance with the provisions of this Agreement; and E) For all payments include an estimate of the percentage of work completed. 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 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 CITY does not approve an invoice, CITY shall notify CONSULTANT in writing of the reasons for non -approval and the schedule of performance set forth in Exhibit "A" may at the option of CITY be suspended until the parties agree that past performance by CONSULTANT is in, or has been brought into compliance, or until this Agreement has expired or is terminated as provided herein. 10. Any billings for extra work or additional services authorized in advance and in writing by CITY shall be invoiced separately to 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. agree/forms/exB-hourly tee/4/12/07 EXHIBIT B 3 Hourly Payment Su it INSURANCE AND INDEMNIFICATION WAIVER Hunfi Bey,® MODIFICATION REQUESTR E C E I V E D APR 2 4 2007 1. Requested by: Doris Powell, Economic Development 2. Date: April 23, 2007 City of Huntington Beach City Attorney's Off Ice 3. Name of contractor/permittee: Keyser Marston Associates, Inc. 4. Description of work to be performed: Keyser Marston will provide economic analysis consulting services on an "as -needed" basis for Redevelopment, Housing and Economic Development. Duties include: advice and financial analysis;feasibility studies or proforma analysis; preparing reports; provide guidance in implementing programs. (See attached) 5. Value and length of contract: $525,000: 2007-2010 6. Waiver/modification request: $25,000 retention/professional liability insurance 7. Reason for request and why it should be granted: unable to comply with the city's zero deductible/SIR insuraces requirement. 8. Identify the risks to the City in approving this waiver/modification: None Dep�r ent Head Signature April 23, 2007 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 Cit ttorney's Office disagree. 1. rApproved anagement ❑ Denied Signature Date 2. -City Attorney's Office • !! )2�pproved El Deniedsignature U 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 Insurance Waiver KMA 4/23/2007 10:53:00 AM ACORDTM CERTIFICATE OF LIABILI PRODUCER (415) 957-0600 FAX: (415) 957-0577 "')C Insurance Services sense No. 0589960 44 Montgomery St., 17th F1. San Francisco CA 94104 INSURED Keyser Marston Associates, Inc. 55 Pacific Avenue Mall San Francisco CA 94111 INSURANCE 111 7i206 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 NAIC # INSURER A: Hartford 29424 INSURER B:Republic Indemnity 22179 INSURER C: Phi lade DDhia Insurance 18058 INSURER E: 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 ADD'L p TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE MM/DD/YY POLICY EXPIRATION DATE MMIODIYY LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 DAMAGE TO RENTED PREMISES £a occurrence $ 50,000 A X COMMERCIAL GENERAL LIABILITY CLAIMS MADE FRIOCCUR 57UUNTJP0340 11/11/2006 11/11/2007 MEDEXP (Any one erson $ 5,000 PERSONALS DV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GENT AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMPIOP AGG $ 1,000,000 ,. X POLICY DECOT LOG AUTOMOBILE X LIABILITY ANY AUTO COMBINED SINGLE LIMIT (Ea accident) $ 1,000,000 BODILY INJURY (Per person) $ A ALL OWNED AUTOS SCHEDULED AUTOS 57UUNUP0340 11/11/2006 11/11/2007 BODILY INJURY (Per accident) $ X X HIREDAUTOS NON-OWNEDAUTOS PROPERTY DAMAGE (Per accident) $ 1 GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC $ ANY AUTO JE MC $ 01 AUTO ONLY: AGG EXCESS/UMBRELLA LIABILITY X OCCUR CLAIMS MADE EACH OCCURRENCE $ 4,000,000 AGGREGATE $ 4,000,000 $ A DEDUCTIBLE 57RHUUN9941 11/11/2006 11/11/2007 $ X RETENTION $ 0 B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE X WRYTAMIUS OE H- E.L. EACH ACCIDENT $ 1,0001000 E.L. DISEASE - EA EMPLOYEE$ 1,000,000 - OFFICER/MEMBER EXCLUDED? It yes• describe under SPECIAL PROVISIONS below 3954611 11/11/2006 11/11/2007 E.L. DISEASE - POLICY LIMIT $ 1,000,000 C OTHER Professional PHSD221059 11/11/2006 11/11/2007 $1,000,000 Each Wrongful Act Liability -Claims Retro Date 10/05/1976 $2,000,000 Aggregate Limit Made -Revised 2/12/07 $25,000 Deductible DESCRIPTION OF OPERATIONS/LOCATIONSNEHICLES/EXCLUSIONS ADDED BY ENDO RSEM ENTISPECIAL PROVISIONS The 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.CG 2010 10/01. City of Huntington Beach Attn: Risk Management j 2000 Main Street Huntington Beach, CA 92648 CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL VMMlXX.AX MyyAII�LLL 30 DAYS yWRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, DVA%( �EFT, i-�i .orO.a�ral IKl/ isvu(3 1�/t�uCwiSRYI iLX4iXf.X1PXAXI�AiYx{wu'U�IX,7kx AUTHORIZED REPRESENTATIVE Loretta Pearson/LPE ACORD 25 (2001/08) NS025 rntnBt oB AMS I.1 T° Wolters Kluwer Financial Services © ACORD CORPORATION 1988 Page I of 2 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 or alter the coverage afforded by the policies listed thereon. ACORD 25 (2001/08) INS025 pioa) oa AMS Page 2 of 2 CG20101001 Policy Number: 57UUNUP0340 Effective Date: 11/11/2006 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: 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. (if nn antry annaarq shove 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 does not apply to "bodily injury" or "property damage" occurring after: CC 20 10 10 01 (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 arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. 1. Date: 2. Department: CITY OF HUNTINGTON BEACH Professional Service Contracts Purchasing Certification 4/23/2007 Economic Development 3. Requested by: Doris Powell 4. Name of consultant: Keyser Marston Associates, Inc. 5. Attach the written statement of the specification, conditions and other requirements for the requested services that was provided to solicited consultants in your answer to 11 of this form. 6. Amount of the contract: $525,000 7. Are sufficient funds available to fund this contract?' ❑ Yes ® No 8. Is this contract generally described on the list of professional service contracts approved by the City Council'? ❑ Yes ® No 9. Company number and object code where funds are budgeted: 10. Is this contract less than $50,000? ❑ Yes ® No 11. Does this contract fall within $50,000 and $100,000? ® Yes ❑ No 12. Is this contract over $100,000? ❑ Yes ® No (Note: Contracts requiring City Council Approval need to be signed by the Mayor and City Clerk. Make sure the appropriate signature page is attached to contract.) 13. Were formal written proposals requested from at least three available qualified consultants? ® Yes ❑ No 14. Attach list of consultants from whom proposals were requested (including a contact telephone number). 15. Attach proposed scope of work. / 16. Attach proposed payment schedule. a,�� Department He"nature nature 6L� 5RIC14ARD A RIL, Manager Purchasing/Central Services 1. If the answer to this question is "No," the contract will require approval from the City Council. Economic Development Department Economic Services RFP — November 27, 2006 Frank Spevacek Rosenow Spevacek Group, 217 North Main Street, Ste. Santa Ana, CA 92701-4822 Phone: (714) 541-4585 Fax: (714) 836-1748 spevacek(a--)aol.com RFP DISTRIBUTION Richard Williams Inc. CBRE 300 355 South Grand Ave, Suite 1200 Los Angeles, CA 90071-1549 (213) 613-3396 Fax: (213) 613-3780 Richard.Williams@cbre.com Kathy Head Keyser Marston Associates, Inc. 500 S. Grand Avenue, #1480 Los Angeles, CA 90071 Phone: (213) 622-8095 khead@keysermarston.com John Yonai Tierra West Advisors, LLC 168 Annandale Road Pasadena, California 91105 (626) 665-1224 jyonai(aD-tierrawestadvisors.com G:DorisPowell\RFP\Disrtibution Econ Sry November 28, 2006 Mr. David Wilcox Economics Research Associates 10990 Wilshire Blvd, Ste. 1500 Los Angeles, CA 90024 (310) 477-9585 daw(a)econres.com Springsted 28137 Espinoza Mission Viejo, CA 92692 Phone: (949) 600-5330 CITY OF HUNTINGTON BEACH 2000 MAIN STREET May 14, 2007 Keyser Marston Associates, Inc. 500 South Grand Avenue, Suite 1450 Los Angeles, CA 90071 Attn: Kathleen Head, Vice -President Dear Ms. Head: OFFICE OF THE CITY CLERK JOAN L. FLYNN CITY CLERK CALIFORNIA 92648 Enclosed for your records is a copy of the Professional Services Contract between the Redevelopment Agency of the City of Huntington Beach and Keyser Marston Associates, Inc. for Economic Analysis Services. Sincerely, oan L. Flynn City Clerk JF:pe Enclosure: Agreement G: fol lowup:agrmtltr (Telephone: 714-536-5227 )