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HomeMy WebLinkAbout2005 CON P & D Consultants - Housing Element 2005-2010AGREEMENT BY AND BETWEEN THE CITY OF NATIONAL CITY AND P&D Consultants, Inc. THIS AGREEMENT is entered into this 17th day of May, 2005, by and between the CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and P&D Consultants, Inc (the "CONTRACTOR"). RECITALS WHEREAS, the CITY desires to employ a CONTRACTOR to provide consultant services for the preparation of the 2005-2010 Housing Element, as further defined in Exhibit `A", attached hereto. WHEREAS, the CITY has determined that the CONTRACTOR is a planning consulting firm qualified by experience and ability to perform the services desired by the CITY, and the CONTRACTOR is willing to perform such services. NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS FOLLOWS: 1. ENGAGEMENT OF CONTRACTOR. The CITY hereby agrees to engage the CONTRACTOR and the CONTRACTOR hereby agrees to perform the services hereinafter set forth in accordance with all terms and conditions contained herein. The CONTRACTOR represents that all services required hereunder will be performed directly by the CONTRACTOR or under direct supervision of the CONTRACTOR. 2. SCOPE OF SERVICES. The CONTRACTOR will perform services as set forth in the attached Exhibit "A". The CONTRACTOR shall be responsible for all research and reviews related to the work and shall not rely on personnel of the CITY for such services, except as authorized in advance by the CITY. The CONTRACTOR shall appear at meetings as required and requested to keep staff and City Council advised of the progress on the project. The CITY may unilaterally, or upon request from the CONTRACTOR, from time to time reduce or increase the Scope of Services to be performed by the CONTRACTOR under this Agreement. Upon doing so, the CITY and the CONTRACTOR agree to meet in good faith and confer for the purpose of negotiating a corresponding reduction or increase in the compensation associated with said change in services, not to exceed a factor of 10% from the base amount. Revised April 2005 3. PROJECT COORDINATION AND SUPERVISION. Ms. Mary Jo Wilson, AICP, Principal Planner is hereby is designated as the Project Coordinator for the CITY and will monitor the progress and execution of this Agreement. The CONTRACTOR shall assign a single Project Director to provide supervision and have overall responsibility for the progress and execution of this Agreement for the CONTRA- CTOR. Mr. Jeff Goldman, Principal of P&D Consultants is thereby designated as the Project Director for the CONTRACTOR. 4. COMPENSATION AND PAYMENT. The compensation for the CONTRACTOR shall be based on monthly billings covering actual work performed. Billings shall include labor classifications, respective rates, hours worked and also materials, if any. The total cost for all work described in Exhibit "B" shall not exceed the schedule given in Exhibit "B" (the Base amount) without prior written authorization from the CITY. Monthly invoices will be processed for payment and remitted within thirty (30) days from receipt of invoice, provided that work is accomplished consistent with Exhibit "A" as determined by the CITY. The CONTRACTOR shall maintain all books, documents, papers, employee time sheets, accounting records, and other evidence pertaining to costs incurred and shall make such materials available at its office at all reasonable times during the term of this Agreement and for three (3) years from the date of final payment under this Agreement, for inspection by the CITY and for furnishing of copies to the CITY, if requested. 5. LENGTH OF AGREEMENT. Completion dates or time durations for specific portions of the Project are set forth in Exhibit "C". 6. DISPOSITION AND OWNERSHIP OF DOCUMENTS. The Memoranda, Reports, Maps, Drawings, Plans, Specifications and other documents prepared by the CONTRACTOR for this Project, whether paper or electronic, shall become the property of the CITY for use with respect to this Project, and shall be turned over to the CITY upon completion of the Project, or any phase thereof, as contemplated by this Agreement. Contemporaneously with the transfer of documents, the CONTRACTOR hereby assigns to the CITY and CONTRACTOR thereby expressly waives and disclaims, any copyright in, and the right to reproduce, all written material, drawings, plans, specifications or other work prepared under this agreement for which the Contractor has been fully compensated, except upon the CITY's prior authorization regarding reproduction, which authorization shall not be unreasonably withheld. The CONTRACTOR shall, upon request of the CITY, execute any further document(s) necessary to further effectuate this waiver and disclaimer. The CONTRACTOR agrees that the CITY may use, reuse, alter, reproduce, modify, assign, transfer, or in any other way, medium or method utilize the CONTRACTOR's written work product for which the Contractor has been fully Page 2 of 10 Revised August 2003 compensated for the CITY's purposes, and the CONTRACTOR expressly waives and disclaims any residual rights granted to it by Civil Code Sections 980 through 989 relating to intellectual property and artistic works. Any modification or reuse by the CITY of documents, drawings or specifications prepared by the CONTRACTOR shall relieve the CONTRACTOR from liability under Section 14 but only with respect to the effect of the modification or reuse by the CITY, or for any liability to the CITY should the documents be used by the CITY for some project other than what was expressly agreed upon within the Scope of this project, unless otherwise mutually agreed. 7. INDEPENDENT CONTRACTOR. Both parties hereto in the performance of this Agreement will be acting in an independent capacity and not as agents, employees, partners or joint venturers with one another. Neither the CONTRACTOR nor the CONTRACTOR'S employees are employee of the CITY and are not entitled to any of the rights, benefits, or privileges of the CITY's employees, including but not limited to retirement, medical, unemployment, or workers' compensation insurance. This Agreement contemplates the personal services of the CONTRACTOR and the CONTRACTOR's employees, and it is recognized by the parties that a substantial inducement to the CITY for entering into this Agreement was, and is, the professional reputation and competence of the CONTRACTOR and its employees. Neither this Agreement nor any interest herein may be assigned by the CONTRACTOR without the prior written consent of the CITY. Nothing herein contained is intended to prevent the CONTRACTOR from employing or hiring as many employees, or subcontractors, as the CONTRACTOR may deem necessary for the proper and efficient performance of this Agreement. All agreements by CONTRACTOR with its subcontractor(s) shall require the subcontractor to adhere to the applicable terms of this Agreement. 8. CONTROL. Neither the CITY nor its officers, agents or employees shall have any control over the conduct of the CONTRACTOR or any of the CONTRACTOR's employees except as herein set forth, and the CONTRACTOR expressly agrees not to represent that the CONTRACTOR or the CONTRACTOR's agents, servants, or employees are in any manner agents, servants or employees of the CITY, it being understood that the CONTRACTOR, its agents, servants, and employees are as to the CITY wholly independent contractors and that the CONTRACTOR's obligations to the CITY are solely such as are prescribed by this Agreement. 9. COMPLIANCE WITH APPLICABLE LAW. The CONTRACTOR, in the performance of the services to be provided herein, shall comply with all applicable State and Federal statutes and regulations, and all applicable ordinances, rules and regulations of the City of National City, whether now in force or subsequently enacted. The CONTRACTOR, and each of its subcontractors, shall obtain and maintain a current City of National City business license prior to and during performance of any work pursuant to this Agreement. Page 3 of 10 Revised August 2003 10. LICENSES, PERMITS, ETC. The CONTRACTOR represents and covenants that it has all licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession. The CONTRACTOR represents and covenants that the CONTRACTOR shall, at its sole cost and expense, keep in effect at all times during the term of this Agreement, any license, permit, or approval which is legally required for the CONTRACTOR to practice its profession. 11. STANDARD OF CARE. A. The CONTRACTOR, in performing any services under this Agreement, shall perform in a manner consistent with that level of care and skill ordinarily exercised by members of the CONTRACTOR'S trade or profession currently practicing under similar conditions and in similar locations. B. The CONTRACTOR is responsible for identifying any unique products, treatments, processes or materials whose availability is critical to the success of the project the CONTRACTOR has been retained to perform, within the time requirements of the CITY, or, when no time is specified, then within a commercially reasonable time. Accordingly, unless the CONTRACTOR has notified the CITY otherwise, the CONTRACTOR warrants that all products, materials, processes or treatments identified in the project documents prepared for the CITY are reasonably commercially available. Any failure by the CONTRACTOR to use due diligence under this sub -paragraph will render the CONTRACTOR liable to the CITY for any increased costs that result from the CITY's later inability to obtain the specified items or any reasonable substitute within a price range that allows for project completion in the time frame specified or, when not specified, then within a commercially reasonable time. 12. NON-DISCRIMINATION PROVISIONS. The CONTRACTOR shall not discriminate against any employee or applicant for employment because of age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. The CONTRACTOR will take positive action to insure that applicants are employed without regard to their age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. Such action shall include but not be limited to the following: employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The CONTRACTOR agrees to post in conspicuous places available to employees and applicants for employment any notices provided by the CITY setting forth the provisions of this non-discrimination clause. 13. CONFIDENTIAL INFORMATION. The CITY may from time to time communicate to the CONTRACTOR certain confidential information to enable the CONTRACTOR to effectively perform the services to be provided herein. The CONTRACTOR shall treat all such information as confidential and shall not disclose any part thereof without the prior written consent of the CITY until three years after completion or termination of the services hereunder, unless witholding such information would violate the law, create a risk of significant harm to the public or prevent the CONTRACTOR from establishing a claim or defense in an adjudicatory proceeding. The CONTRACTOR shall limit the use and circulation of such information, even within its own organization, to the extent necessary to perform the services to be provided Page 4 of 10 Revised August 2003 herein. The foregoing obligation of this Section 13, however, shall not apply to any part of the information that (i) has been disclosed in publicly available sources of information; (ii) is, through no fault of the CONTRACTOR, hereafter disclosed in publicly available sources of information; (iii) is already in the possession of the CONTRACTOR without any obligation of confidentiality; or (iv) has been or is hereafter rightfully disclosed to the CONTRACTOR by a third party, but only to the extent that the use or disclosure thereof has been or is rightfully authorized by that third party. The CONTRACTOR shall not disclose any reports, recommendations, conclusions or other results of the services or the existence of the subject matter of this Agreement without the prior written consent of the CITY unless witholding such information would violate the law, create a risk of significant harm to the public or prevent the CONTRACTOR from establishing a claim or defense in an adjudicatory proceeding. In its performance hereunder, the CONTRACTOR shall comply with all legal obligations it may now or hereafter have respecting the information or other property of any other person, firm or corporation. CONTRACTOR shall be liable to CITY for any damages caused by breach of this condition, pursuant to the provisions of Section 14. 14. INDEMNIFICATION AND HOLD HARMLESS. The CONTRACTOR agrees to defend, indemnify, and hold harmless the City of National City, its officers and employees, against and from any and all liability, loss, damages to property, injuries to, or death of any person or persons, and all claims, demands, suits, actions, proceedings, reasonable attorneys' fees, and defense costs, of any kind or nature, including workers' compensation claims, of or by anyone whomsoever, resulting from or arising out of, and to the extent of, the CONTRACTOR's negligent performance of this Agreement. This indemnity is not intended to act as a guarantee or warranty of the success of any legal service provided hereunder, which service will be provided to the level of expertise identified in Section 11, above. 15. WORKERS' COMPENSATION. The CONTRACTOR shall comply with all of the provisions of the Workers' Compensation Insurance and Safety Acts of the State of California, the applicable provisions of Division 4 and 5 of the California Government Code and all amendments thereto; and all similar state or Federal acts or laws applicable; and shall indemnify, and hold harmless the CITY and its officers, and employees from and against all claims, demands, payments, suits, actions, proceedings and judgments of every nature and description, including reasonable attorney's fees and defense costs presented, brought or recovered against the CITY or its officers or employees, 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 the CONTRACTOR under this Agreement. 16. INSURANCE. The CONTRACTOR, at its sole cost and expense, shall purchase and maintain, and shall require its subcontractors, when applicable, to purchase and maintain throughout the term of this agreement, the following insurance policies: xLJ A. If checked, Professional Liability Insurance (errors and omissions) with minimum limits of $1,000,000 per occurrence. Page 5 of 10 Revised August 2003 B. Automobile insurance covering all bodily injury and property damage incurred during the performance of this Agreement, with a minimum coverage of $1,000,000 combined single limit per accident. Such automobile insurance shall include non -owned vehicles. C. Comprehensive general liability insurance, with minimum limits of $1,000,000 combined single limit per occurrence, covering all bodily injury and property damage arising out of its operation under this Agreement. D. Workers' compensation insurance covering all of CONSULTANT's employees. E. The aforesaid policies shall constitute primary insurance as to the CITY, its officers, employees, and volunteers, so that any other policies held by the CITY shall not contribute to any loss under said insurance. Said policies shall provide for thirty (30) days prior written notice to the CITY of cancellation or material change. F. Said policies, except for the professional liability and worker's compensation policies, shall name the CITY and its officers and employees as additional insureds. G. If required insurance coverage is provided on a "claims made" rather than "occurrence" form, the CONTRACTOR shall maintain such insurance coverage for three years after expiration of the term (and any extensions) of this Agree- ment. Agreement. H. Any aggregate insurance limits must apply solely to this I. Insurance shall be written with only California admitted or authorized companies which hold a current policy holder's alphabetic and financial size category rating of not less than A VIII according to the current Best's Key Rating Guide, or a company equal financial stability that is approved by the CITY's Risk Manager. J. This Agreement shall not take effect until certificate(s) or other sufficient proof that these insurance provisions have been complied with, are filed with and approved by the CITY's Risk Manager. If the CONTRACTOR does not keep all of such insurance policies in full force and effect at all times during the terms of this Agreement, the CITY may elect to treat the failure to maintain the requisite insurance as a breach of this Agreement and terminate the Agreement as provided herein. 17. LEGAL FEES. If any party brings a suit or action against the other party arising from any breach of any of the covenants or agreements or any inaccuracies in any of the representations and warranties on the part of the other party arising out of this Agreement, then in that event, the prevailing party in such action or dispute, whether by final judgment or out -of -court settlement, shall be entitled to have and recover of and from the other party all costs and expenses of suit, including reasonable attorneys' fees. For purposes of determining who is to be considered the prevailing party, it is stipulated that attorney's fees incurred in the prosecution or defense of the action or suit shall not be considered in determining the amount of the judgment or award. 18. MEDIATION/ARBITRATION. If a dispute arises out of or relates to this Agreement, or the breach thereof, the parties agree first to try, in good faith, to Page 6 of 10 Revised August 2003 settle the dispute by mediation in San Diego, California, in accordance with the Commercial Mediation Rules of the American Arbitration Association (the "AAA") before resorting to arbitration. The costs of mediation shall be borne equally by the parties. 19. TERMINATION. A. This Agreement may be terminated with or without cause by the CITY. Termination without cause shall be effective only upon 60-day written notice to the CONTRACTOR. During said 60-day period the CONTRACTOR shall continue to perform services in accordance with this Agreement. B. This Agreement may also be terminated immediately by the CITY for cause in the event of a material breach of this Agreement, misrepresentation by the CONTRACTOR in connection with the formation of this Agreement or the performance of services, or the failure to perform services as directed by the CITY. C. Termination with or without cause shall be effected by delivery of written Notice of Termination to the CONTRACTOR as provided for herein. D. In the event of termination, all finished or unfinished Memoranda Reports, Maps, Drawings, Plans, Specifications and other documents prepared by the CONTRACTOR, whether paper or electronic, shall, within a reasonable period of time, become the property of and be delivered to the CITY, and the CONTRACTOR shall be entitled to receive just and equitable compensation for any work satisfactorily completed on such documents and other materials up to the effective date of the Notice of Termination, not to exceed the amounts payable hereunder, and less any damages caused the CITY by the CONTRACTOR's breach, if any. Thereafter, ownership of said written material shall vest in the CITY all rights set forth in Section 6. E. The CITY further reserves the right to immediately terminate this Agreement upon: (1) the filing of a petition in bankruptcy affecting the CONTRACTOR; (2) a reorganization of the CONTRACTOR for the benefit of creditors; or (3) a business reorganization, change in business name or change in business status of the CONTRACTOR. 20. NOTICES. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered; or sent by overnight mail (Federal Express or the like); or sent by registered or certified mail, postage prepaid, return receipt requested; or sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex, telecopy, facsimile or fax; and shall be deemed received upon the earlier of (i) if personally delivered, the date of delivery to the address of the person to receive such notice, (ii) if sent by overnight mail, the business day following its deposit in such overnight mail facility, (iii) if mailed by registered, certified or ordinary mail, five (5) days (ten (10) days if the address is outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or other like facility regularly maintained by the United States Postal Service, (iv) if given by telegraph or cable, when delivered to the telegraph company with charges prepaid, or (v) if given by telex, telecopy, facsimile or fax, when sent. Any notice, request, demand, direction or other communication delivered or sent as specified above shall be directed to the following persons: Page 7 of 10 Revised August 2003 To the CITY: Chris Zapata, City Manager City of National City 1243 National City Boulevard National City, CA 91950-4301 To the CONTRACTOR: Jeff Goldman, Principal P&D Consultants, Inc. 3840 Rosin Court, Suite 130 Sacramento, CA 95834 USA Notice of change of address shall be given by written notice in the manner specified in this Section. Rejection or other refusal to accept or the inability to deliver because of changed address of which no notice was given shall be deemed to constitute receipt of the notice, demand, request or communication sent. Any notice, request, demand, direction or other communication sent by cable, telex, telecopy, facsimile or fax must be confirmed within forty-eight (48) hours by letter mailed or delivered as specified in this Section. 21. CONFLICT OF INTEREST AND POLITICAL REFORM ACT OBLIGATIONS. During the term of this Agreement, the CONTRACTOR shall not perform services of any kind for any person or entity whose interests conflict in any way with those of the City of National City. The CONTRACTOR also agrees not to specify any product, treatment, process or material for the project in which the CONTRACTOR has a material financial interest, either direct or indirect, without first notifying the CITY of that fact. The CONTRACTOR shall at all times comply with the terms of the Political Reform Act and the National City Conflict of Interest Code. The CONTRACTOR shall immediately disqualify itself and shall not use its official position to influence in any way any matter coming before the CITY in which the CONTRACTOR has a financial interest as defined in Government Code Section 87103. The CONTRACTOR represents that it has no knowledge of any financial interests that would require it to disqualify itself from any matter on which it might perform services for the CITY. xL1 If checked, the CONTRACTOR shall comply with all of the reporting requirements of the Political Reform Act and the National City Conflict of Interest Code. Specifically, the CONTRACTOR shall file a Statement of Economic Interests with the City Clerk of the City of National City in a timely manner on forms which the CONTRACTOR shall obtain from the City Clerk. The CONTRACTOR shall be strictly liable to the CITY for all damages, costs or expenses the CITY may suffer by virtue of any violation of this Paragraph 21 by the CONTRACTOR. 22. MISCELLANEOUS PROVISIONS. A. Computation of Time Periods. If any date or time period provided for in this Agreement is or ends on a Saturday, Sunday or federal, state or legal holiday, then such date shall automatically be extended until 5:00 p.m. Pacific Time of the next day which is not a Saturday, Sunday or federal, state or legal holiday. Page 8 of 10 Revised August 2003 B. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which, together, shall constitute but one and the same instrument. C. Captions. Any captions to, or headings of, the sections or subsections of this Agreement are solely for the convenience of the parties hereto, are not a part of this Agreement, and shall not be used for the interpretation or determination of the validity of this Agreement or any provision hereof. D. No Obligations to Third Parties. Except as otherwise expressly provided herein, the execution and delivery of this Agreement shall not be deemed to confer any rights upon, or obligate any of the parties hereto, to any person or entity other than the parties hereto. E. Exhibits and Schedules. The Exhibits and Schedules attached hereto are hereby incorporated herein by this reference for all purposes. F. Amendment to this Agreement. The terms of this Agreement may not be modified or amended except by an instrument in writing executed by each of the parties hereto. G. Waiver. The waiver or failure to enforce any provision of this Agreement shall not operate as a waiver of any future breach of any such provision or any other provision hereof. H. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. I. Entire Agreement. This Agreement supersedes any prior agreements, negotiations and communications, oral or written, and contains the entire agreement between the parties as to the subject matter hereof. No subsequent agreement, representation, or promise made by either party hereto, or by or to an employee, officer, agent or representative of any party hereto shall be of any effect unless it is in writing and executed by the party to be bound thereby. J. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors and assigns of the parties hereto. K. Construction. The parties acknowledge and agree that (i) each party is of equal bargaining strength, (ii) each party has actively participated in the drafting, preparation and negotiation of this Agreement, (iii) each such party has consulted with or has had the opportunity to consult with its own, independent counsel and such other professional advisors as such party has deemed appropriate, relative to any and all matters contemplated under this Agreement, (iv) each party and such party's counsel and advisors have reviewed this Agreement, (v) each party has agreed to enter into this Agreement following such review and the rendering of such advice, and (vi) any rule or construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this Agreement, or any portions hereof, or any amendments hereto. Page 9 of 10 Revised August 2003 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first above written. CITY OF NATIONAL CITY By: Nick Inzunza Mayor APPROVED AS TO FROM: P&D Consultants, Inc. (Two signatures required for a corporation) By. (Title) /Dp By: (Name) George H. Eiser, III City Attomey (Title) Page 10 of 10 Revised August 2003 Exhibit A Scope of Services Typically, the Housing Element work plan involves four basic tasks: 1) preparation of the Housing Element; 2) involvement of the community and policymakers; 3) HCD review; and 4) environmental clearance. We understand the City anticipates eligibility to self -certify the 2005 Housing Element. Therefore, we have only included HCD review as an optional task contingent upon the assessment of housing accomplishments under the current Housing Element. Finally, although not specifically included in the RFP, we have included, also as an optional task, preparation of environmental documentation for CEQA clearance of the Housing Element. A. Housing Element The Housing Element involves four basic components: 1) an assessment of the City's housing needs, 2) analysis of the constraints to meeting identified housing needs, 3) inventory and analysis of land, financial and administrative resources to address housing needs, and 4) a five- year plan with goals, policies, programs and quantified objectives for addressing the community's housing needs. 1. Housing Needs Assessment A thorough needs assessment is important to understand National City and develop responsive housing programs. The Assessment reviews population and household characteristics, housing characteristics, and special needs groups to identify and determine the extent of housing need. Data for this effort will be gathered from the Census, State Department of Finance, SANDAG, DataQuick, Board of Realtors, and local newspapers, among others. The profile will consist of the following: • Population and Household Characteristics. Consultant will analyze population growth, age distribution, race/ethnicity, and employment of City residents. Also discussed will be the trends and characteristics of households, including family type, size, and income. Finally, we will focus on describing and analyzing select housing issues, such as overcrowding, overpayment, and other important indicators of housing needs. • Special Housing Needs Analysis. The Housing Element must thoroughly describe and analyze the special needs of the disabled, elderly, large families, single -parent households, the homeless, farmworkers, and other special needs groups identified by the City. We will supplement 2000 Census data with information from social service agencies, City studies, and other information to provide greater insight into unmet needs. • Housing Characteristics. The Housing Element will analyze the housing characteristics in the City and the extent to which the housing meets the needs of residents. These include building permit data, housing mix, tenure and vacancy rates, rental rates and sales prices, housing age and condition. Information will be derived from the 2000 Census, recent City studies, market studies, Department of Finance, and other data sources. Exhibit A A-1 Scope of Services • Inventory of Publicly -Assisted Housing. Consultant will analyze affordable housing at risk of converting to non -low income uses by June 30, 2015 due to termination of subsidy contracts, mortgage prepayment, or expiration of use restrictions. For at -risk projects, Consultant will analyze the costs of and resources for preserving/replacing the units, as well as programs and quantified objectives for preserving/replacing units at risk. 2. Constraint Analysis Having identified priority housing needs, the second task will be to identify the various constraints to addressing the City's housing needs. This task includes assessing constraints to the maintenance, improvement, and development of housing affordable for households of all income levels and those with special needs. To that end, Consultant will perform the following analysis: • Review of Potential Market Constraints. Consultant will analyze the various market constraints to the maintenance, development, and improvement of housing in National City. Potential market constraints may include land availability and costs, market demand for and supply of housing, construction costs, and financing. Recent market studies and interviews with realtors will help provide information for analyzing potential market constraints. • Review of Potential Governmental Constraints. Consultant will analyze City land use and zoning policies, residential development standards, fees and exactions, permit procedures, building codes, and policies affecting the development, maintenance, and improvement of housing for persons of all income levels, including constraints to housing for people with disabilities. • Review of Environmental/Infrastructure Constraints. State law requires an analysis of the adequacy of potential sites proposed for new housing. Consultant will review the availability of public services, facilities, and infrastructure needed to address the housing needs. This includes the provision of water, sewer service, and other necessary public services. 3. Resource Analysis Consultant will also conduct an analysis of resources to meeting housing needs. Although the Regional Housing Needs Plan has yet to be adopted by SANDAG, we understand that the City's regional housing needs goal will be approximately 317 housing units, with approximately 56 of the units allocated to the lower income affordability level. The primary focus of this section will be to determine the land and financial resources available to address this housing goal. • Inventory of Development Capacity. We understand the City anticipates providing the land use inventory in GIS (ArcView) for the consultant and the consultant is expected to update the land use inventory to reflect new construction and changes to the Combined General Plan/Zoning Map. Our proposed scope of work and budget assume that the City will provide the amended General Plan/Zoning map, highlighting areas of changes. Our residential sites analysis will take into the following considerations: Exhibit A A-2 Scope of Services Changes to the Combined General Plan/Zoning Map Identification of the remaining vacant residential sites Capacity on underutilized sites using the methodology developed by Professor John Landis of UC Berkeley and accepted by HCD Potential in the proposed Downtown Specific Plan - Increased residential densities in commercial districts (CG, CT, CM, and CH) - Potential for zone changes to allow for additional capacity Feasibility of including housing in the Coastal Zone Residential potential, if any, in the Westside area Based on our previous experience updating the City's Housing Element, developing the sites inventory for National City can be an involved task. Our budget is structured to reflect the realistic efforts involved. • Analysis of Site Suitability. Consultant will then analyze the suitability of proposed sites for new housing. Using information on development trends provided by the City and interviews with local developers, Consultant will analyze the capacity of each site, based on existing and potential zoning and development standards. • Inventory of Financial and Administrative Resources. Consultant will inventory and review financial resources (includes federal, state, and local resources) available for program implementation. Also included will be an inventory of administrative resources (such as local nonprofits) available to help the City preserve at -risk housing. 4. Housing Plan Earlier chapters of the Housing Element established housing needs within the City as well as the constraints and resources to meeting those needs. The Housing Plan represents the tangible steps that the City will undertake to address the housing needs. We understand that the City desires to enhance existing neighborhoods and emphasize homeownership with its Housing Plan. • Evaluation of Housing Programs. Consultant will evaluate the effectiveness of the housing programs contained in the current Housing Element in facilitating the maintenance, improvement, and development of housing, including affordable housing. This evaluation helps determine the need to modify existing programs, introduce new programs, and eliminate obsolete programs. City data provided to SANDAG for evaluation of eligibility of self -certification will be reviewed and incorporated. • Development of Housing Goals and Policies. Consultant will develop a series of housing goals and policies related to the affordability, availability, and adequacy of the City's housing. Quantified objectives relative to the maintenance, preservation, and construction of housing will also be provided. Consultant will ensure that the Housing Element goals build upon and are consistent with the goals and policies of the Redevelopment Implementation Plan, Specific Plans, and other City housing studies. • Housing Plan Programs. With input from City staff and City policymakers, Consultant will develop a housing plan to implement the goals and policies of the Housing Element. Exhibit A A-3 Scope of Services Consultant is sensitive to formulating programs that are relevant to meeting the community's needs, practical and feasible, and acceptable to decision -makers. Pursuant to State law requirements, a comprehensive plan will be developed that: Identifies the availability of sites for a variety of housing types, including ownership housing, rental housing, factory -built housing, second units, mobile homes, emergency shelters and transitional housing to meet the City's identified housing needs. - Contains programs to assist in the development, maintenance, improvement, and preservation of adequate housing for all economic and social segments. Addresses, and where appropriate, mitigates the governmental constraints on the maintenance, improvement, and development of housing. - Ensures that housing opportunities are available for all persons regardless of age, religion, sex, marital status, ancestry, national origin, color, familial status, disability, sexual orientation, and source of income. Achieves internal consistency with other general plan elements, community goals, and other planning documents. 5. Self -Certification Determination Workbook SANDAG has developed a workbook to assist jurisdictions in determine self -certification eligibility. Although not mentioned in the RFP, we have included this task to complete the worksheet, documenting the City's eligibility for self -certification. B. Community Involvement State law requires that cities make a diligent effort at involving the community (particularly low and moderate income households) in developing the Housing Element. We have designed the following public participation process to solicit input from residents and decision -makers. CBA will lead the meetings and prepare materials for City distribution. We assume the City will advertise the meetings and make facility arrangements. • Contingency Meetings: We understand the City may establish an advisory committee to oversee the development of the Housing Element. Upon request, Consultant can conduct community workshops or public meetings to facilitate the community involvement process. Our budget includes contingency to accommodate four meetings (including time for preparation of handout materials and presentation). • Planning Commission Public Hearing: Upon completion of the 45-day public review period for the Draft Housing Element and environmental documentation (optional task), Consultant will attend a public hearing before the Planning Commission for consideration of the Draft Element. • City Council Public Hearing: Consultant will attend a public hearing before the City Council for adoption of the Housing Element. Exhibit A A-4 Scope of Services C. Products The following products are included in our scope: • Screendraft Housing Element for staff review (4 copies) • Public Review Draft Housing Element (20 bound, one unbound reproducible copy, and electronic copy on CD-ROM in Microsoft Word and Acrobat Reader) • Revised Draft Housing Element for Adoption Hearings (20 bound, one unbound reproducible copy, and electronic copy on CD-ROM in Microsoft Word and Acrobat Reader) • Final Adopted Housing Element (20 bound, 1 original reproducible and electronic copy on CD-ROM in Microsoft Word and Acrobat Reader) • Final Adopted Housing Element in Microsoft Word (Windows Version 97 or later). Exhibit A A-5 Scope of Services Exhibit B Cost The budget on the next page is our best estimate of the fee required to complete the Scope of Work outlined in this proposal. Costs are identified by individual staff members by indicating number of hours for each phase of the work program multiplied by hourly billing rates. Hourly billing rates reflect both direct labor and overhead costs. This offer is good for 90 days from the proposal date. Our base budget of $43,505 includes 40 hours for our GIS staff to update the City's land use inventory to reflect changes made to the Combined General Plan/Zoning Map, new construction, etc. With optional task, the total budget is $51,505. Task City of National City Housing Element Update Project Support Principal Manager Planners Graphics $ 175 $ 80 $ 65 $ 65 Total Housing Element 1. Housing Needs Assessment 8 20 60 8 $ 7,420 2. Constraints Analysis 8 20 48 4 $ 6,380 3. Resource Analysis 12 40 8 40 $ 8,420 4. Housing Plan 12 24 40 4 $ 6,880 5. Self -Certification Workbook 2 8 12 0 $ 1,770 Community Involvement Planning Commission Public Hearing (1) 6 8 4 2 $ 2,080 City Council Public Hearing (1) 4 6 2 $ 1,310 Document Preparation Screencheck Draft 4 16 8 2 $ 2,630 City Review Draft 2 12 4 2 $ 1,700 Revised Draft 2 8 4 2 $ 1,380 Final Housing Element 8 4 2 $ 1,030 Direct Costs Reproduction (total 127 copies of drafts and final docs) $ 1,005 Travel, phone, postage $ 1,500 Total 60 170 194 66 $ 43,505 Contingency Budget for: Conduct Additional Public Meetings (up to 4) $ 8,000 Total with Contingency $ 51,505 Exhibit B B-1 Cost Exhibit C Completion Dates The statutory due date for the City's Housing Element update is June 30, 2005. However, based on the community involvement process, the challenge of developing an adequate site inventory (including the need to update the GIS database), we propose to complete the Draft Housing Element within six months. Assuming that the City is able to self -certify, adoption of the Housing Element within an additional two months is possible, concluding by January 31, 2006. This schedule will be subject to modifications should: 1) the City appoint a Housing Element advisory task force to participate in the update of the Housing Element, 2) the Planning Commission or City Council require more than one public hearing on the draft Housing Element or continue their public hearings to more than one meeting date, or 3) the City not meet the SANDAG criteria and state law requirements for self -certification. 1. Contract Initiation 2. Screencheck Draft Housing Element 3. Staff Review and Comment 4. Draft Housing Element 5. City/Consultant Revisions 6. Planning Commission Public Hearing 7. City Council Adoption May 18, 2005 September 30, 2005 October 21, 2005 November 11, 2005 November 23, 2005 December 2005 January 2005 Exhibit C C-1 Completion Dates C2U.S--2G RESOLUTION NO. 2005 —104 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE MAYOR TO EXECUTE AN AGREEMENT IN THE AMOUNT OF $43,505 WITH P & D CONSULTANTS TO PREPARE THE 2005-2010 HOUSING ELEMENT OF THE GENERAL PLAN WHEREAS, the California Government Code require cities to adopt a General Plan Housing Element every five years; and WHEREAS, the City has determined that P & D Consultants is a qualified firm with extensive experience in the area of housing policy development and is qualified by experience and ability to perform the services desired by the City, and P & D Consultants is willing to perform such services. NOW, THEREFORE, BE IT RESOLVED that the City Council hereby authorizes the Mayor to execute an agreement with P & D Consultants in the amount of $43,505 to prepare the 2005-2010 Housing Element. Said Agreement in on file in the office of the City Clerk. PASSED and ADOPTED this 7th day of June, 2005. Nick Inzunza, ayor ATTEST: 4$/ Mic 1ejt el Dalla, ell Clerk APPROVED AS TO FORM: George H. Eiser, III City Attorney Passed and adopted by the Council of the City of National City, California, on June 7, 2005, by the following vote, to -wit: Ayes: Councilmembers Inzunza, Natividad, Parra, Zarate Nays: None. Absent: Morrison Abstain: None. AUTHENTICATED BY: NICK INZUNZA Mayor of the City of National City, California City Cle k of the City of ational City, California By: Deputy I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of RESOLUTION NO. 2005-104 of the City of National City, California, passed and adopted by the Council of said City on June 7, 2005. City Clerk of the City of National City, California By: Deputy dEETING DATE June 7, 2005 City of National City, California COUNCIL AGENDA STATEMENT 4 AGENDA ITEM NO. /)TEM TITLE A Resoluon Authorizing the Mayor to Execute a Contract in the Amount of $43,505 to Hire P&D Consultants to Prepare the 2005-2010 Housing Element. F 'I� son, Principal Planner- . ArtrAinMENITtg EXPLANATION State law requires all cities and counties to update the Housing Element of their General Plans every five years to reflect a community's changing needs. The City's existing Housing Element is now required to be updated. The Housing Element evaluates housing needs in National City based on the City's demographic and housing characteristics. It includes an inventory of resources available to address those needs, evaluates existing housing programs being implemented by the City and establishes a five-year housing strategey of policies and programs than would effectively address the housing issues of the community. Those programs and policies mainly focus on preserving and enhancing affordable housing for all segments of the population, balancing the supply and demand for housing and maintaining a balance between employement and housing opportunties. EXT. The Planning Department sent out Requests for Proposals (RFP's) for the completion of the Housing Element update and received response from one qualified firm, P & D Consultants. P & D Consultants has extensive experience in the area of housing policy development and is highly qualified to complete the project. Additonally, this consultant prepared the previous Housing Element for the City and is currently preparing the National City Consolidated Plan for the Community Development Commission. CEnvironmental Review N/A N/A MIS Approval Financial Statement The funds have been appropriated in the General Plan Reserve Account >STAFF RECOMMENDATION >`` Adopt the attached resolution. �"r' Approved By: PPP• 159-406-000-299 Account No. BD / COMMISSION RECOMMENDATION A7-1Streitiadiliglegleac Below ,Za0S-la A-200 (Rev. 7/03) Resolution No. RESOLUTION NO. 2005 —104 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE MAYOR TO EXECUTE AN AGREEMENT IN THE AMOUNT OF $43,505 WITH P & D CONSULTANTS TO PREPARE THE 2005-2010 HOUSING ELEMENT OF THE GENERAL PLAN WHEREAS, the Califomia Govemment Code require cities to adopt a General Plan Housing Element every five years; and WHEREAS, the City has determined that P & D Consultants is a qualified firm with extensive experience in the area of housing policy development and is qualified by experience and ability to perform the services desired by the City, and P & D Consultants is willing to perform such services. NOW, THEREFORE, BE IT RESOLVED that the City Council hereby authorizes the Mayor to execute an agreement with P & D Consultants in the amount of $43,505 to prepare the 2005-2010 Housing Element. Said Agreement in on file in the office of the City Clerk. PASSED and ADOPTED this 7th day of June, 2005. Nick Inzunza, Mayor ATTEST: Michael Dalla, City Clerk APPROVED AS TO FORM: George H. Eiser, III City Attomey AGREEMENT BY AND BETWEEN THE CITY OF NATIONAL CITY AND P&D Consultants, Inc. THIS AGREEMENT is entered into this 17th day of May, 2005, by and between the CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and P&D Consultants, Inc (the "CONTRACTOR"). RECITALS WHEREAS, the CITY desires to employ a CONTRACTOR to provide consultant services for the preparation of the 2005-2010 Housing Element, as further defined in Exhibit 'A", attached hereto. WHEREAS, the CITY has determined that the CONTRACTOR is a planning consulting firm qualified by experience and ability to perform the services desired by the CITY, and the CONTRACTOR is willing to perform such services. NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS FOLLOWS: 1. ENGAGEMENT OF CONTRACTOR. The CITY hereby agrees to engage the CONTRACTOR and the CONTRACTOR hereby agrees to perform the services hereinafter set forth in accordance with all terms and conditions contained herein. The CONTRACTOR represents that all services required hereunder will be performed directly by the CONTRACTOR or under direct supervision of the CONTRACTOR. 2. SCOPE OF SERVICES. The CONTRACTOR will perform services as set forth in the attached Exhibit "A". The CONTRACTOR shall be responsible for all research and reviews related to the work and shall not rely on personnel of the CITY for such services, except as authorized in advance by the CITY. The CONTRACTOR shall appear at meetings as required and requested to keep staff and City Council advised of the progress on the project. The CITY may unilaterally, or upon request from the CONTRACTOR, from time to time reduce or increase the Scope of Services to be performed by the CONTRACTOR under this Agreement. Upon doing so, the CITY and the CONTRACTOR agree to meet in good faith and confer for the purpose of negotiating a corresponding reduction or increase in the compensation associated with said change in services, not to exceed a factor of 10% from the base amount. Revised April 2005 3. PROJECT COORDINATION AND SUPERVISION. Ms. Mary Jo Wilson, AICP, Principal Planner is hereby is designated as the Project Coordinator for the CITY and will monitor the progress and execution of this Agreement. The CONTRACTOR shall assign a single Project Director to provide supervision and have overall responsibility for the progress and execution of this Agreement for the CONTRA- CTOR. Mr. Jeff Goldman, Principal of P&D Consultants is thereby designated as the Project Director for the CONTRACTOR. 4. COMPENSATION AND PAYMENT. The compensation for the CONTRACTOR shall be based on monthly billings covering actual work performed. Billings shall include labor classifications, respective rates, hours worked and also materials, if any. The total cost for all work described in Exhibit "B" shall not exceed the schedule given in Exhibit "B" (the Base amount) without prior written authorization from the CITY. Monthly invoices will be processed for payment and remitted within thirty (30) days from receipt of invoice, provided that work is accomplished consistent with Exhibit "A" as determined by the CITY. The CONTRACTOR shall maintain all books, documents, papers, employee time sheets, accounting records, and other evidence pertaining to costs incurred and shall make such materials available at its office at all reasonable times during the term of this Agreement and for three (3) years from the date of final payment under this Agreement, for inspection by the CITY and for fumishing of copies to the CITY, if requested. 5. LENGTH OF AGREEMENT. Completion dates or time durations for specific portions of the Project are set forth in Exhibit "C". 6. DISPOSITION AND OWNERSHIP OF DOCUMENTS. The Memoranda, Reports, Maps, Drawings, Plans, Specifications and other documents prepared by the CONTRACTOR for this Project, whether paper or electronic, shall become the property of the CITY for use with respect to this Project, and shall be tumed over to the CITY upon completion of the Project, or any phase thereof, as contemplated by this Agreement. Contemporaneously with the transfer of documents, the CONTRACTOR hereby assigns to the CITY and CONTRACTOR thereby expressly waives and disclaims, any copyright in, and the right to reproduce, all written material, drawings, plans, specifications or other work prepared under this agreement for which the Contractor has been fully compensated, except upon the CITY's prior authorization regarding reproduction, which authorization shall not be unreasonably withheld. The CONTRACTOR shall, upon request of the CITY, execute any further document(s) necessary to further effectuate this waiver and disclaimer. The CONTRACTOR agrees that the CITY may use, reuse, alter, reproduce, modify, assign, transfer, or in any other way, medium or method utilize the CONTRACTOR's written work product for which the Contractor has been fully Page 2 of 10 Revised August 2003 compensated for the CITY's purposes, and the CONTRACTOR expressly waives and disclaims any residual rights granted to it by Civil Code Sections 980 through 989 relating to intellectual property and artistic works. Any modification or reuse by the CITY of documents, drawings or specifications prepared by the CONTRACTOR shall relieve the CONTRACTOR from liability under Section 14 but only with respect to the effect of the modification or reuse by the CITY, or for any liability to the CITY should the documents be used by the CITY for some project other than what was expressly agreed upon within the Scope of this project, unless otherwise mutually agreed. 7. INDEPENDENT CONTRACTOR. Both parties hereto in the performance of this Agreement will be acting in an independent capacity and not as agents, employees, partners or joint venturers with one another. Neither the CONTRACTOR nor the CONTRACTOR'S employees are employee of the CITY and are not entitled to any of the rights, benefits, or privileges of the CITY's employees, including but not limited to retirement, medical, unemployment, or workers' compensation insurance. This Agreement contemplates the personal services of the CONTRACTOR and the CONTRACTOR's employees, and it is recognized by the parties that a substantial inducement to the CITY for entering into this Agreement was, and is, the professional reputation and competence of the CONTRACTOR and its employees. Neither this Agreement nor any interest herein may be assigned by the CONTRACTOR without the prior written consent of the CITY. Nothing herein contained is intended to prevent the CONTRACTOR from employing or hiring as many employees, or subcontractors, as the CONTRACTOR may deem necessary for the proper and efficient performance of this Agreement. All agreements by CONTRACTOR with its subcontractor(s) shall require the subcontractor to adhere to the applicable terms of this Agreement. 8. CONTROL. Neither the CITY nor its officers, agents or employees shall have any control over the conduct of the CONTRACTOR or any of the CONTRACTOR's employees except as herein set forth, and the CONTRACTOR expressly agrees not to represent that the CONTRACTOR or the CONTRACTOR's agents, servants, or employees are in any manner agents, servants or employees of the CITY, it being understood that the CONTRACTOR, its agents, servants, and employees are as to the CITY wholly independent contractors and that the CONTRACTOR's obligations to the CITY are solely such as are prescribed by this Agreement. 9. COMPLIANCE WITH APPLICABLE LAW. The CONTRACTOR, in the performance of the services to be provided herein, shall comply with all applicable State and Federal statutes and regulations, and all applicable ordinances, rules and regulations of the City of National City, whether now in force or subsequently enacted. The CONTRACTOR, and each of its subcontractors, shall obtain and maintain a current City of National City business license prior to and during performance of any work pursuant to this Agreement. Page 3 of 10 Revised August 2003 10. LICENSES. PERMITS. ETC. The CONTRACTOR represents and covenants that it has all licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession. The CONTRACTOR represents and covenants that the CONTRACTOR shall, at its sole cost and expense, keep in effect at all times during the term of this Agreement, any license, permit, or approval which is legally required for the CONTRACTOR to practice its profession. 11. STANDARD OF CARE. A. The CONTRACTOR, in performing any services under this Agreement, shall perform in a manner consistent with that level of care and skill ordinarily exercised by members of the CONTRACTOR'S trade or profession currently practicing under similar_ conditions and in similar locations. B. The CONTRACTOR is responsible for identifying any unique products, treatments, processes or materials whose availability is critical to the success of the project the CONTRACTOR has been retained to perform, within the time requirements of the CITY, or, when no time is specified, then within a commercially reasonable time. Accordingly, unless the CONTRACTOR has notified the CITY otherwise, the CONTRACTOR warrants that all products, materials, processes or treatments identified in the project documents prepared for the CITY are reasonably commercially available. Any failure by the CONTRACTOR to use due diligence under this sub -paragraph will render the CONTRACTOR liable to the CITY for any increased costs that result from the CITY's later inability to obtain the specified items or any reasonable substitute within a price range that allows for project completion in the time frame specified or, when not specified, then within a commercially reasonable time. 12. NON-DISCRIMINATION PROVISIONS. The CONTRACTOR shall not discriminate against any employee or applicant for employment because of age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. The CONTRACTOR will take positive action to insure that applicants are employed without regard to their age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. Such action shall include but not be limited to the following: employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The CONTRACTOR agrees to post in conspicuous places available to employees and applicants for employment any notices provided by the CITY setting forth the provisions of this non-discrimination clause. 13. CONFIDENTIAL. INFORMATION. The CITY may from time to time communicate to the CONTRACTOR certain confidential information to enable the CONTRACTOR to effectively perform the services to be provided herein. The CONTRACTOR shall treat all such information as confidential and shall not disclose any part thereof without the prior written consent of the CITY until three years after completion or termination of the services hereunder, unless witholding such information would violate the law, create a risk of significant harm to the public or prevent the CONTRACTOR from establishing a claim or defense in an adjudicatory proceeding. The CONTRACTOR shall limit the use and circulation of such information, even within its own organization, to the extent necessary to perform the services to be provided Page 4 of 10 Revised August 2003 herein. The foregoing obligation of this Section 13, however, shall not apply to any part of the information that (i) has been disclosed in publicly available sources of information; (ii) is, through no fault of the CONTRACTOR, hereafter disclosed in publicly available sources of information; (iii) is already in the possession of the CONTRACTOR without any obligation of confidentiality; or (iv) has been or is hereafter rightfully disclosed to the CONTRACTOR by a third party, but only to the extent that the use or disclosure thereof has been or is rightfully authorized by that third party. The CONTRACTOR shall not disclose any reports, recommendations, conclusions or other results of the services or the existence of the subject matter of this Agreement without the prior written consent of the CITY unless witholding such information would violate the law, create a risk of significant harm to the public or prevent the CONTRACTOR from establishing a claim or defense in an adjudicatory proceeding. In its performance hereunder, the CONTRACTOR shall comply with all legal obligations it may now or hereafter have respecting the information or other property of any other person, firm or corporation. CONTRACTOR shall be liable to CITY for any damages caused by breach of this condition, pursuant to the provisions of Section 14. 14. INDEMNIFICATION AND HOLD HARMLESS. The CONTRACTOR agrees to defend, indemnify, and hold harmless the City of National City, its officers and employees, against and from any and all liability, loss, damages to property, injuries to, or death of any person or persons, and all claims, demands, suits, actions, proceedings, reasonable attorneys' fees, and defense costs, of any kind or nature, including workers' compensation claims, of or by anyone whomsoever, resulting from or arising out of, and to the extent of, the CONTRACTOR's negligent performance of this Agreement. This indemnity is not intended to act as a guarantee or warranty of the success of any legal service provided hereunder, which service will be provided to the level of expertise identified in Section 11, above. 15. WORKERS' COMPENSATION. The CONTRACTOR shall comply with all of the provisions of the Workers' Compensation Insurance and Safety Acts of the State of California, the applicable provisions of Division 4 and 5 of the California Govemment Code and all amendments thereto; and all similar state or Federal acts or laws applicable; and shall indemnify, and hold harmless the CITY and its officers, and employees from and against all claims, demands, payments, suits, actions, proceedings and judgments of every nature and description, including reasonable attomey's fees and defense costs presented, brought or recovered against the CITY or its officers or employees, 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 the CONTRACTOR under this Agreement. 16. INSURANCE. The CONTRACTOR, at its sole cost and expense, shall purchase and maintain, and shall require its subcontractors, when applicable, to purchase and maintain throughout the term of this agreement, the following insurance policies: xD A. If checked, Professional Liability Insurance (errors and omissions) with minimum limits of $1,000,000 per occurrence. Page 5 of 10 Revised August 2003 B. Automobile insurance covering all bodily injury and property damage incurred during the performance of this Agreement, with a minimum coverage of $1,000,000 combined single limit per accident. Such automobile insurance shall include non -owned vehicles. C. Comprehensive general liability insurance, with minimum limits of $1,000,000 combined single limit per occurrence, covering all bodily injury and property damage arising out of its operation under this Agreement. D. Workers' compensation insurance covering all of CONSULTANT's employees. E. The aforesaid policies shall constitute primary insurance as to the CITY, its officers, employees, and volunteers, so that any other policies held by the CITY shall not contribute to any loss under said insurance. Said policies shall provide for thirty (30) days prior written notice to the CITY of cancellation or material change. F. Said policies, except for the professional liability and worker's compensation policies, shall name the CITY and its officers and employees as additional insureds. G. If required insurance coverage is provided on a "claims made" rather than "occurrence" form, the CONTRACTOR shall maintain such insurance coverage for three years after expiration of the term (and any extensions) of this Agree- ment. H. Any aggregate insurance limits must apply solely to this Agreement. I. Insurance shall be written with only California admitted or authorized companies which hold a current policy holder's alphabetic and financial size category rating of not Tess than A VIII according to the current Best's Key Rating Guide, or a company equal financial stability that is approved by the CITY's Risk Manager. J. This Agreement shall not take effect until certcate(s) or other sufficient proof that these insurance provisions have been complied with, are filed with and approved by the CITY's Risk Manager. If the CONTRACTOR does not keep all of such insurance policies in full force and effect at all times during the terms of this Agreement, the CITY may elect to treat the failure to maintain the requisite insurance as a breach of this Agreement and terminate the Agreement as provided herein. 17. LEGAL FEES. If any party brings a suit or action against the other party arising from any breach of any of the covenants or agreements or any inaccuracies in any of the representations and warranties on the part of the other party arising out of this Agreement, then in that event, the prevailing party in such action or dispute, whether by final judgment or out -of -court settlement, shall be entitled to have and recover of and from the other party all costs and expenses of suit, including reasonable attorneys' fees. For purposes of determining who is to be considered the prevailing party, it is stipulated that attomey's fees incurred in the prosecution or defense of the action or suit shall not be considered in determining the amount of the judgment or award. 18. MEDIATION/ARBITRATION. If a dispute arises out of or relates to this Agreement, or the breach thereof, the parties agree first to try, in good faith, to Page 6 of 10 Revised August 2003 settle the dispute by mediation in San Diego, Califomia, in accordance with the Commercial Mediation Rules of the American Arbitration Association (the `AAA") before resorting to arbitration. The costs of mediation shall be bome equally by the parties. 19. TERMINATION. A. This Agreement may be terminated with or without cause by the CITY. Termination without cause shall be effective only upon 60-day written notice to the CONTRACTOR. During said 60-clay period the CONTRACTOR shall continue to perform services in accordance with this Agreement. B. This Agreement may also be terminated immediately by the CITY for cause in the event of a material breach of this Agreement, misrepresentation by the CONTRACTOR in connection with the formation of this Agreement or the performance of services, or the failure to perform services as directed by the CITY. C. Termination with or without cause shall be effected by delivery of written Notice of Termination to the CONTRACTOR as provided for herein. D. In the event of termination, all finished or unfinished Memoranda Reports, Maps, Drawings, Plans, Specifications and other documents prepared by the CONTRACTOR, whether paper or electronic, shall, within a reasonable period of time, become the property of and be delivered to the CITY, and the CONTRACTOR shall be entitled to receive just and equitable compensation for any work satisfactorily completed on such documents and other materials up to the effective date of the Notice of Termination, not to exceed the amounts payable hereunder, and less any damages caused the CITY by the CONTRACTOR's breach, if any. Thereafter, ownership of said written material shall vest in the CITY all rights set forth in Section 6. E. The CITY further reserves the right to immediately terminate this Agreement upon: (1) the filing of a petition in bankruptcy affecting the CONTRACTOR; (2) a reorganization of the CONTRACTOR for the benefit of creditors; or (3) a business reorganization, change in business name or change in business status of the CONTRACTOR. 20. NOTICES. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered; or sent by overnight mail (Federal Express or the like); or sent by registered or certified mail, postage prepaid, return receipt requested; or sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex, telecopy, facsimile or fax; and shall be deemed received upon the earlier of (i) if personally delivered, the date of delivery to the address of the person to receive such notice, (ii) if sent by ovemight mail, the business day following its deposit in such ovemight mail facility, (iii) if mailed by registered, certified or ordinary mail, five (5) days (ten (10) days if the address is outside the State of Califomia) after the date of deposit in a post office, mailbox, mail chute, or other like facility regularly maintained by the United States Postal Service, (iv) if given by telegraph or cable, when delivered to the telegraph company with charges prepaid, or (v) if given by telex, telecopy, facsimile or fax, when sent. Any notice, request, demand, direction or other communication delivered or sent as specified above shall be directed to the following persons: Page 7 of 10 Revised August 2003 To the CITY: Chris Zapata, City Manager City of National City 1243 National City Boulevard National City, CA 91950-4301 To the CONTRACTOR: Jeff Goldman, Principal P&D Consultants, Inc. 3840 Rosin Court, Suite 130 Sacramento, CA 95834 USA Notice of change of address shall be given by written notice in the manner specified in this Section. Rejection or other refusal to accept or the inability to deliver because of changed address of which no notice was given shall be deemed to constitute receipt of the notice, demand, request or communication sent. Any notice, request, demand, direction or other communication sent by cable, telex, telecopy, facsimile or fax must be confirmed within forty-eight (48) hours by letter mailed or delivered as specified in this Section. 21. CONFLICT OF INTEREST AND POLITICAL REFORM ACT OBLIGATIONS. During the term of this Agreement, the CONTRACTOR shall not perform services of any kind for any person or entity whose interests conflict in any way with those of the City of National City. The CONTRACTOR also agrees not to specify any product, treatment, process or material for the project in which the CONTRACTOR has a material financial interest, either direct or indirect, without first notifying the CITY of that fact. The CONTRACTOR shall at all times comply with the terms of the Political Reform Act and the National City Conflict of Interest Code. The CONTRACTOR shall immediately disqualify itself and shall not use its official position to influence in any way any matter coming before the CITY in which the CONTRACTOR has a financial interest as defined in Govemment Code Section 87103. The CONTRACTOR represents that it has no knowledge of any financial interests that would require it to disqualify itself from any matter on which it might perform services for the CITY. x0 If checked, the CONTRACTOR shall comply with all of the reporting requirements of the Political Reform Act and the National City Conflict of Interest Code. Specifically, the CONTRACTOR shall file a Statement of Economic Interests with the City Clerk of the City of National City in a timely manner on forms which the CONTRACTOR shall obtain from the City Clerk. The CONTRACTOR shall be strictly liable to the CITY for all damages, costs or expenses the CITY may suffer by virtue of any violation of this Paragraph 21 by the CONTRACTOR. 22. MISCELLANEOUS PROVISIONS. A. Computation of Time Periods. If any date or time period provided for in this Agreement is or ends on a Saturday, Sunday or federal, state or legal holiday, then such date shall automatically be extended until 5:00 p.m. Pacific Time of the next day which is not a Saturday, Sunday or federal, state or legal holiday. Page 8 of 10 Revised August 2003 B. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which, together, shall constitute but one and the same instrument. C. Captions. Any captions to, or headings of, the sections or subsections of this Agreement are solely for the convenience of the parties hereto, are not a part of this Agreement, and shall not be used for the interpretation or determination of the validity of this Agreement or any provision hereof. D. No Obligations to Third Parties. Except as otherwise expressly provided herein, the execution and delivery of this Agreement shall not be deemed to confer any rights upon, or obligate any of the parties hereto, to any person or entity other than the parties hereto. E. Exhibits and Schedules. The Exhibits and Schedules attached hereto are hereby incorporated herein by this reference for all purposes. F. Amendment to this Agreement. The terms of this Agreement may not be modified or amended except by an instrument in writing executed by each of the parties hereto. G. Waiver. The waiver or failure to enforce any provision of this Agreement shall not operate as a waiver of any future breach of any such provision or any other provision hereof. H. Applicable Law. This Agreement shall be govemed by and construed in accordance with the laws of the State of Califomia. I. Entire Agreement. This Agreement supersedes any prior agreements, negotiations and communications, oral or written, and contains the entire agreement between the parties as to the subject matter hereof. No subsequent agreement, representation, or promise made by either party hereto, or by or to an employee, officer, agent or representative of any party hereto shall be of any effect unless it is in writing and executed by the party to be bound thereby. J. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors and assigns of the parties hereto. K. Construction. The parties acknowledge and agree that (i) each party is of equal bargaining strength, (ii) each party has actively participated in the drafting, preparation and negotiation of this Agreement, (iii) each such party has consulted with or has had the opportunity to consult with its own, independent counsel and such other professional advisors as such party has deemed appropriate, relative to any and all matters contemplated under this Agreement, (iv) each party and such party's counsel and advisors have reviewed this Agreement, (v) each party has agreed to enter into this Agreement following such review and the rendering of such advice, and (vi).any rule or construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this Agreement, or any portions hereof, or any amendments hereto. Page 9 of 10 Revised August 2003 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first above written. CITY OF NATIONAL CITY PAD Consultants, Inc. (Two signatures required for a corporation) By: By: Nick Inzunza Mayor APPROVED AS TO FROM: George H. Eiser, III City Attomey BY 41(4 (Name) (Title) Page 10 of 10 Revised August 2003 Exhibit A Scope of Services Typically, the Housing Element work plan involves four basic tasks: 1) preparation of the Housing Element; 2) involvement of the community and policymakers; 3) HCD review; and 4) environmental clearance. We understand the City anticipates eligibility to self -certify the 2005 Housing Element. Therefore, we have only included HCD review as an optional task contingent upon the assessment of housing accomplishments under the current Housing Element. Finally, although not specifically included in the RFP, we have included, also as an optional task, preparation of environmental documentation for CEQA clearance of the Housing Element. A. Housing Element The Housing Element involves four basic components: 1) an assessment of the City's housing needs, 2) analysis of the constraints to meeting identified housing needs, 3) inventory and analysis of land, financial and administrative resources to address housing needs, and 4) a five- year plan with goals, policies, programs and quantified objectives for addressing the community's housing needs. 1. Housing Needs Assessment A thorough needs assessment is important to understand National City and develop responsive housing programs. The Assessment reviews population and household characteristics, housing characteristics, and special needs groups to identify and determine the extent of housing need. Data for this effort will be gathered from the Census, State Department of Finance, SANDAG, DataQuick, Board of Realtors, and local newspapers, among others. The profile will consist of the following: • Population and Household Characteristics. Consultant will analyze population growth, age distribution, race/ethnicity, and employment of City residents. Also discussed will be the trends and characteristics of households, including family type, size, and income. Finally, we will focus on describing and analyzing select housing issues, such as overcrowding, overpayment, and other important indicators of housing needs. • Special Housing Needs Analysis. The Housing Element must thoroughly describe and analyze the special needs of the disabled, elderly, large families, single -parent households, the homeless, farmworkers, and other special needs groups identified by the City. We will supplement 2000 Census data with information from social service agencies, City studies, and other information to provide greater insight into unmet needs. • Housing Characteristics. The Housing Element will analyze the housing characteristics in the City and the extent to which the housing meets the needs of residents. These include building permit data, housing mix, tenure and vacancy rates, rental rates and sales prices, housing age and condition. Information will be derived from the 2000 Census, recent City studies, market studies, Department of Finance, and other data sources. Exhibit A A-1 Scope of Services • Inventory of Publicly -Assisted Housing. Consultant will analyze affordable housing at risk of converting to non -low income uses by June 30, 2015 due to termination of subsidy contracts, mortgage prepayment, or expiration of use restrictions. For at -risk projects, Consultant will analyze the costs of and resources for preserving/replacing the units, as well as programs and quantified objectives for preserving/replacing units at risk. 2. Constraint Analysis Having identified priority housing needs, the second task will be to identify the various constraints to addressing the City's housing needs. This task indudes assessing constraints to the maintenance, improvement, and development of housing affordable for households of all income levels and those with special needs. To that end, Consultant will perform the following analysis: • Review of Potential Market Constraints. Consultant will analyze the various market constraints to the maintenance, development, and improvement of housing in National City, Potential market constraints may indude land availability and costs, market demand for and supply of housing, construction costs, and financing. Recent market studies and interviews with realtors will help provide information for analyzing potential market constraints. • Review of Potential Governmental Constraints. Consultant will analyze City land use and zoning policies, residential development standards, fees and exactions, permit procedures, building codes, and policies affecting the development, maintenance, and improvement of housing for persons of all income levels, induding constraints to housing for people with disabilities. • Review of Environmental/Infrastructure Constraints. State law requires an analysis of the adequacy of potential sites proposed for new housing. Consultant will review the availability of public services, facilities, and infrastructure needed to address the housing needs. This includes the provision of water, sewer service, and other necessary public services. 3. Resource Analysis Consultant will also conduct an analysis of resources to meeting housing needs. Although the Regional Housing Needs Plan has yet to be adopted by SANDAG, we understand that the City's regional housing needs goal will be approximately 317 housing units, with approximately 56 of the units allocated to the lower income affordability level. The primary focus of this section will be to determine the land and financial resources available to address this housing goal. • Inventory of Development Capacity. We understand the City anticipates providing the land use inventory in GIS (ArcView) for the consultant and the consultant is expected to update the land use inventory to reflect new construction and changes to the Combined General Plan/Zoning Map. Our proposed scope of work and budget assume that the City will provide the amended General Plan/Zoning map, highlighting areas of changes. Our residential sites analysis will take into the following considerations: Exhibit A A-2 Scope of Services ▪ Changes to the Combined General Plan/Zoning Map Identification of the remaining vacant residential sites ▪ Capacity on underutilized sites using the methodology developed by Professor John Landis of UC Berkeley and accepted by HCD Potential in the proposed Downtown Specific Plan ▪ Increased residential densities in commercial districts (CG, CT, CM, and CH) ▪ Potential for zone changes to allow for additional capacity Feasibility of including housing in the Coastal Zone - Residential potential, if any, in the Westside area Based on our previous experience updating the City's Housing Element, developing the sites inventory for National City can be an involved task. Our budget is structured to reflect the realistic efforts involved. • Analysis of Site Suitability. Consultant will then analyze the suitability of proposed sites for new housing. Using information on development trends provided by the City and interviews with local developers, Consultant will analyze the capacity of each site, based on existing and potential zoning and development standards. • Inventory of Financial and Administrative Resources. Consultant will inventory and review financial resources (includes federal, state, and local resources) available for program implementation. Also included will be an inventory of administrative resources (such as local nonprofits) available to help the City preserve at -risk housing. 4. Housing Plan Earlier chapters of the Housing Element established housing needs within the City as well as the constraints and resources to meeting those needs. The Housing Plan represents the tangible steps that the City will undertake to address the housing needs. We understand that the City desires to enhance existing neighborhoods and emphasize homeownership with its Housing Plan. • Evaluation of Housing Programs. Consultant will evaluate the effectiveness of the housing programs contained in the current Housing Element In facilitating the maintenance, improvement, and development of housing, including affordable housing. This evaluation helps determine the need to modify existing programs, introduce new programs, and eliminate obsolete programs. City data provided to SANDAG for evaluation of eligibility of self -certification will be reviewed and incorporated. • Development of Housing Goals and Policies. Consultant will develop a series of housing goals and policies related to the affordability, availability, and adequacy of the City's housing. Quantified objectives relative to the maintenance, preservation, and construction of housing will also be provided. Consultant will ensure that the Housing Element goals build upon and are consistent with the goals and policies of the Redevelopment Implementation Plan, Specific Plans, and other City housing studies. • Housing Plan Programs. With input from City staff and City policymakers, Consultant will develop a housing plan to implement the goals and policies of the Housing Element. Exhibit A A-3 Scope of Services Consultant is sensitive to formulating programs that are relevant to meeting the community's needs, practical and feasible, and acceptable to decision -makers. Pursuant to State law requirements, a comprehensive plan will be developed that: Identifies the availability of sites for a variety of housing types, including ownership housing, rental housing, factory -built housing, second units, mobile homes, emergency shelters and transitional housing to meet the City's identified housing needs. Contains programs to assist in the development, maintenance, improvement, and preservation of adequate housing for all economic and social segments. Addresses, and where appropriate, mitigates the govemmental constraints on the maintenance, improvement, and development of housing. Ensures that housing opportunities are available for all persons regardless of age, religion, sex, marital status, ancestry, national origin, color, familial status, disability, sexual orientation, and source of income. Achieves internal consistency with other general plan elements, community goals, and other planning documents. 5. Self -Certification Determination Workbook SANDAG has developed a workbook to assist jurisdictions in determine self -certification eligibility. Although not mentioned in the RFP, we have included this task to complete the worksheet, documenting the City's eligibility for self -certification. B. Community Involvement State law requires that cities make a diligent effort at involving the community (particularly low and moderate income households) in developing the Housing Element. We have designed the following public participation process to solicit input from residents and decision -makers. CBA will lead the meetings and prepare materials for City distribution. We assume the City will advertise the meetings and make facility arrangements. • Contingency Meetings: We understand the City may establish an advisory committee to oversee the development of the Housing Element. Upon request, Consultant can conduct community workshops or public meetings to facilitate the community involvement process. Our budget includes contingency to accommodate four meetings (including time for preparation of handout materials and presentation). • Planning Commission Public Hearing: Upon completion of the 45-day public review period for the Draft Housing Element and environmental documentation (optional task), Consultant will attend a public hearing before the Planning Commission for consideration of the Draft Element. • City Council Public Hearing: Consultant will attend a public hearing before the City Council for adoption of the Housing Element. Exhibit A A-4 Scope of Services C. Products The following products are included in our scope: • Screendraft Housing Element for staff review (4 copies) • Public Review Draft Housing Element (20 bound, one unbound reproduclbie copy, and electronic copy on CD-ROM in Microsoft Word and Acrobat Reader) . • Revised Draft Housing Element for Adoption Hearings (20 bound, one unbound reproducible copy, and electronic copy on CD-ROM in Microsoft Word and Acrobat Reader) • Final Adopted Housing Element (20 bound, 1 original reproducible and electronic copy on CD-ROM in Microsoft Word and Acrobat Reader) • Final Adopted Housing Element in Microsoft Word (Windows Version 97 or later). Exhibft A A-5 Scope of Services Exhibit B Cost The budget on the next page is our best estimate of the fee required to complete the Scope of Work outlined in this proposal. Costs are identified by individual staff members by indicating number of hours for each phase of the work program multiplied by hourly billing rates. Hourly billing rates reflect both direct labor and overhead costs. This offer is good for 90 days from the proposal date. Our base budget of $43,505 includes 40 hours for our GIS staff to update the City's land use inventory to reflect changes made to the Combined General Plan/Zoning Map, new construction, etc. With optional task, the total budget is $51,505. City of National City Housing Element Update Protest support Prindpai Manager Planners Graphics Task $ 175 $ 80 $ 65 $ 65 Total Housing Element 1. Housing Needs Assessment 8 20 60 8 $ 7,420 2. Constraints Analysis 8 20 48 4 $ 6,380 3. Resource Analysis 12 40 8 40 $ 8,420 4. Housing Pan 12 24 40 4 $ 8,880 5. workbook 2 8 12 0 $ 1,770 Community Involvement Panning Commission Public Hearing (1) 6 8 4 2 $ Z080 City Coundl Public Hearing (1) 4 6 2 $ 1,310 Document Preparation Screencheck Draft 4 16 8 2 $ Z630 City Review Draft 2 12 4 2 $ 1,700 Revised Draft 2 8 4 2 $ 1,380 Final Housing Element 8 4 2 $ 1,030 Dlrict Costs Reproduction (total 127 copy of drafts and final docs) $ 1,005 Travel, phone, postage $ 1,500 Total 60 170 194 16 $ 43,505 Contingency Budget for: Conduct Additional Public Meetings (up to 4) $ 8,000 Total with Contingency $ 51,505 Exhibit B B-1 Cost Exhibit C Completion Dates The statutory due date for the City's Housing Element update is June 30, 2005. However, based on the community involvement process, the challenge of developing an adequate site inventory (including the need to update the GIS database), we propose to complete the Draft Housing Element within six months. Assuming that the City is able to self -certify, adoption of the Housing Element within an additional two months is possible, concluding by January 31, 2006. This schedule will be subject to modifications should: 1) the City appoint a Housing Element advisory task force to participate in the update of the Housing Element, 2) the Planning Commission or City Council require more than one public hearing on the draft Housing Element or continue their public hearings to more than one meeting date, or 3) the City not meet the SANDAG criteria and state law requirements for self -certification. 1. Contract Initiation 2. Screencheck Draft Housing Element 3. Staff Review and Comment 4. Draft Housing Element 5. City/Consultant Revisions 6. Planning Commission Public Hearing 7. City Council Adoption May 18, 2005 September 30, 2005 October 21, 2005 November 11, 2005 November 23, 2005 December 2005 January 2005 Exhibit C C-1 Completion Dates City of National City n Office of the City Clerk 1243 National City Boulevard, National City, CA 91950-4397 Michael R. Dalla, CMC - City Clerk (619) 336-4228 Fax: (619) 336-4229 August 22, 2005 Ms. Annette Arredondo P & D Consultants 800 E Colorado Blvd., .Suite 270 Pasadena, CA 91101 Dear Ms. Arredondo, On June 7, 2005, Resolution No. 2005-104 was passed and adopted by the City Council of the City of National City, approving an agreement with P&D Consultants to prepare the 2005-2010 Housing Element of the National City General Plan. Attached you will find a certified copy of the Resolution and a copy of the agreement. Michael R. Dalla City Clerk Enclosures ® Recycled Paper