Loading...
HomeMy WebLinkAbout2008 CON CDC Keyser Marston - Economic Consultant ServicesAGREEMENT BY AND BETWEEN THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CITY AND KEYSER MARSTON ASSOCIATES, INC THIS AGREEMENT is entered into this 17th day of June, 2008, by and between the COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CITY, a municipal corporation (the "CDC"), and KEYSER MARSTON ASSOCIATES, INC (the "CONTRACTOR"). RECITALS WHEREAS, the CDC desires to employ a CONTRACTOR to provide as needed economic consulting services related to redevelopment, economic development and affordable housing. WHEREAS, the CDC has determined that the CONTRACTOR is a economic consultant firm and is qualified by experience and ability to perform the services desired by the CDC, and the CONTRACTOR is willing to perform such services. NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS FOLLOWS: 1. ENGAGEMENT OF CONTRACTOR. The CDC 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 CDC for such services, except as authorized in advance by the CDC. The CONTRACTOR shall appear at meetings cited in Exhibit "A" to keep staff and the Community Development Commission advised of the progress on the projects. The CDC may unilaterally, or upon request from the CONTRACTOR, from time to time reduce or increase the Scope of Services to be performed by the Revised August 2005 CONTRACTOR under this Agreement. Upon doing so, the CDC 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. 3. PROJECT COORDINATION AND SUPERVISION. Patricia Beard hereby is designated as the Project Coordinator for the CDC 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 CONTRACTOR. Gerald M. Trimble hereby is 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 "A" shall not exceed $75,000 (the Base amount) without prior written authorization from the Executive Director. 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 CDC. 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 CDC and for fumishing of copies to the CDC, if requested. 5. LENGTH OF AGREEMENT. CONTRACTOR services as set forth in "A" shall be completed by June 30, 2009. 6. DISPOSITION AND OWNERSHIP OF DOCUMENTS. Memoranda, reports, maps, drawings, plans, specifications and other documents prepared by the CONTRACTOR for this Project, whether paper or electronic, with the exception of computer models developed by CONTRACTOR, shall become the property of the CDC for use with respect to this Project, and shall be turned over to the CDC in PDF format upon completion of the Project, or any phase thereof, as contemplated by this Agreement. Computer models remain the exclusive property of CONTRACTOR. Contemporaneously with the transfer of documents, the CONTRACTOR hereby assigns to the CDC, 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, except upon the CDC's prior authorization regarding reproduction, which authorization shall not be unreasonably withheld. The CONTRACTOR shall, upon request of the CDC, execute any further document(s) necessary to further effectuate this waiver and disclaimer. 2 Revised August 2005 The CONTRACTOR agrees that the CDC may use, reuse, alter, reproduce, modify, assign, transfer, or in any other way, medium or method utilize the CONTRACTOR's written work product for the CDC'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 CDC 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 CDC, or for any liability to the CDC should the documents be used by the CDC 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 employees of the CDC and are not entitled to any of the rights, benefits or privileges of the CDC'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 CDC 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 CDC. 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 CDC 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 CDC, it being understood that the CONTRACTOR, its agents, servants and employees are as to the CDC wholly independent contractors, and that the CONTRACTOR's obligations to the CDC 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. 3 Revised August 2005 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. 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. The CONTRACTOR shall take all special precautions necessary to protect the CONTRACTOR's employees and members of the public from risk of harm arising out of the nature of the work and/or the conditions of the work site. B. Unless disclosed in writing prior to the date of this agreement, the CONTRACTOR warrants to the CDC that it is not now, nor has it for the five (5) years preceding, been debarred by a governmental agency or involved in debarment, arbitration or litigation proceedings concerning the CONTRACTOR's professional performance, or the furnishing of materials or services relating thereto. C. 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 CDC, or, when no time is specified, then within a commercially reasonable time. Accordingly, unless the CONTRACTOR has notified the CDC otherwise, the CONTRACTOR warrants that all products, materials, processes or treatments identified in the project documents prepared for the CDC are reasonably commercially available. Any failure by the CONTRACTOR to use due diligence under this sub -paragraph will render the CONTRACTOR liable to the CDC for any increased costs that result from the CDC'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 4 Revised August 2005 places available to employees and applicants for employment any notices provided by the CDC setting forth the provisions of this non-discrimination clause. 13. CONFIDENTIAL INFORMATION. The CDC 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 CDC. 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 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 CDC. 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 CDC 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 Community Development Commission of 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 the CONTRACTOR's negligent performance of this Agreement. 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 CDC 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 CDC or its officers, employees or volunteers 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. 5 Revised August 2005 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: ® A. If checked, Professional Liability Insurance (errors and omissions) with minimum limits of $1,000,000 per occurrence. 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 CONTRACTOR's employees. E. The aforesaid policies shall constitute primary insurance as to the CDC, its officers, employees, and volunteers so that any other policies held by the CDC shall not contribute to any loss under said insurance. Said policies shall provide for thirty (30) days prior written notice to the CDC of cancellation or material change. F. Said policies, except for the professional liability and worker's compensation policies, shall name the CDC and its officers, agents 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 Agree- ment. I. All insurance required by this Agreement shall be provided by insurers licensed to do business in the State of California which are rated "A, VIII" or better by the current Best's Key Rating Guide and approved by the City's Risk Manager. Insurance may be accepted from a non -admitted, surplus lines carrier provided that insurer is included in the current California List of Eligible Surplus Lines Insurers (LESLI list) and otherwise meets the approval of 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 CDC 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 6 Revised August 2005 and recover of and from the other party all costs and expenses of suit, including 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. Attorney's fees to the prevailing party if other than the CDC shall, in addition, be limited to the amount of attorney's fees incurred by the CDC in its prosecution or defense of the action, irrespective of the actual amount of attorney's fees incurred by the prevailing party. 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 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. Any controversy or claim arising out of, or relating to, this Agreement, or breach thereof, which is not resolved by mediation shall be settled by arbitration in San Diego, California, in accordance with the Commercial Arbitration Rules of the AAA then existing. Any award rendered shall be final and conclusive upon the parties, and a judgment thereon may be entered in any court having jurisdiction over the subject matter of the controversy. The expenses of the arbitration shall be borne equally by the parties to the arbitration, provided that each party shall pay for,and bear the costs of, its own experts, evidence and attorneys' fees, except that the arbitrator may assess such expenses or any part thereof against a specified party as part of the arbitration award. 19. TERMINATION. A. This Agreement may be terminated with or without cause by the CDC. Termination without cause shall be effective only upon 60- day's written notice to the CONTRACTOR. During said 60-day period the CONTRACTOR shall perform all services in accordance with this Agreement. B. This Agreement may also be terminated immediately by the CDC 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 CDC. 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, with the exception of computer models developed by CONTRACTOR, shall immediately become the property of, and be delivered to, the CDC in PDF format, 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 CDC by the CONTRACTOR's breach, if any. Thereafter, ownership of said written material shall vest in the CDC all rights set forth in Section 6. E. The CDC further reserves the right to immediately terminate this Agreement upon: (1) the filing of a petition in bankruptcy affecting the CONTRACTOR; 7 Revised August 2005 (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: To the CDC: Patricia Beard Redevelopment Manager Community Development Commission of the City of National City 1243 National City Boulevard National City, CA 91950 To the CONTRACTOR: Gerald M. Trimble, Managing Principal Keyser Marston Associates, Inc. 1660 Hotel Circle North, Suite 716 San Diego CA 92108 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 Community Development Commission 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 CDC of that fact. The CONTRACTOR 8 Revised August 2005 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 CDC 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 CDC. E 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 CDC for all damages, costs or expenses the CDC 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. 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 agree- ments, negotiations and communications, oral or written, and contains the entire agreement between the parties as to the subject matter hereof. No subsequent 9 Revised August 2005 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. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first above written. COMMUNITY DEVELOPMENT OF THE CITY OF NATIONAL CITY By: Ron Morrison, Chairman APPROVED AS TO FORM: George H. Eiser, III CDC Legal Counsel KEYSER MARSTON ASSOCIATES, INC. (Corporation - signatures of two corporate officers) (Partnership - one signature) (Sole proprietorship - one signature) By: V By. (Name) Paul Marra, Senior Principal (Name — Gerald M. Trimble, Managing Principal 10 Revised August 2005 EXHIBIT A ADVISORS IN: REAL ESTATE REDEVELOPMENT AlfORDABLE HOUSING ECONOMIC DEVELOPMENT SAN FRANCISCO A. ARM KEYSER TIMOTHY KELLY KATE EARLE FUNK DEBBIE M. KERN ROBERT 1 WETMORE LOS ANGELE.S CALVIN E. HOLLS. I1 KATIU.EEN H. HEAD JAMES A. RASE PAUL C ANDERSON GREGORY D. Soo•Iloo SAN DIEGO GERALD M. TRIMBLE PAUL C M ARRA KEYSER MARSTON ASSOCIATES ADVISORS IN PUBLIC/PRIVATE REAL ESTATE DEVELOPMENT July 18, 2007 Ms. Patricia Beard Redevelopment Manager Community Development Commission of the City of National City 1243 National City Boulevard National City, CA 91950 Re: Proposal for Real Estate Economic Consulting Services Dear Pat Per your request, Keyser Marston Associates, Inc. (KMA) is pleased to submit this proposal for economic consulting services to assist the Community Development Commission of the City of National City (Commission) with its redevelopment objectives. In order to assist the Commission with redevelopment activities, KMA proposes to provide the following menu of economic consulting services on an as -needed basis: • Market Support and Valuation - KMA assists clients with market demand analyses; identification of appropriate development programs; and projection of absorption potential and achievable rents and prices. KMA also works with community stakeholders and planning and design professionals to evaluate the development potential — both commercial and residential — for specific districts or neighborhoods, • Fiscal and Economic Impact - KMA prepares assessments of fiscal and economic benefits for proposed developments, including in -fill residential and commercial uses. These assessments consider the potential impacts of a development proposal on the surrounding community; the level of property tax and sales tax generation; and potential benefits in terms of jobs/housing balance. • Financial Analysis - KMA assists clients in reviewing the financial feasibility of proposed developments. This task serves our clients in several ways: comparison of competing proposals; identification of supportable land value, or, alternatively, need for "gap" financing; and assessment of the overall feasibility of altemative development concepts. Typically, the KMA pro forma analyses are used extensively in the context of negotiations with developers and/or property owners. 1660 HOTEL CIRCLE NORTH, surrE 716 > SAN DIEGO, CALIFORNIA 92108 > PHONE: 619 718 9500 > FAX: 619 718 9508 W W W. KEYSERMARSION.CO M 07123ndh 99900.000.003 Ms. Patricia Beard Community Development Commission of the City of National City July 18, 2007 Page 2 • Identification of Financing Sources - The development process, in particular the development of affordable housing, typically relies on the `layering" of various public and private financing sources — including competitively allocated federal, state, and local funding. KMA has worked extensively with redevelopment and housing agencies to successfully implement affordable and mixed -income housing developments. • Transaction Structuring/Negotiations - One of KMA's key roles is to assist public agencies in soliciting and evaluating development proposals from qualified developers and property owners. We also assist our public sector clients in negotiating the terms of land sales, lease transactions, and public financial assistance. • Preparation of Reuse Analyses and Summary Reports - Section 33433 of the Health and Safety Code defines the specific process a redevelopment agency must follow in order to dispose of public assets for purposes of private development. This process requires that an agency prepare a Summary Report comparing the fair market value of the property at highest and best use, the re -use value of the property subject to the covenants and conditions imposed by the agency, and the agency's costs under the proposed development agreement. • Public Hearings and Presentations — KMA participates as needed in public meetings when redevelopment transactions are considered. • Additional Services — KMA will provide additional related services at the request of the Commission. In order to assist the Commission with these services, KMA recommends that the Commission establish a budget of $75,000. We will provide all services, as requested, on a time -and -materials basis subject to the attached standard hourly billing rate schedule. Sincerely, KEYSER MARSTON ASSOCIATES, INC. Gerald nnmmble Managing Pnncipaf attachment 07123ndh 99900.00U.UO3 KEYSER MARSTON ASSOCIATES, INC. HOURLY FEE SCHEDULE 200712008 A. JERRY KEYSER* $270.00 MANAGING PRINCIPALS. $270.00 SENIOR PRINCIPALS* $260.00 PRINCIPALS* $240.00 MANAGERS* $215.00 SENIOR ASSOCIATES $180.00 ASSOCIATES $160.00 SENIOR ANALYSTS $145.00 ANALYSTS $125.00 TECHNICAL STAFF $92.50 ADMINISTRATIVE STAFF $77.50 Directly related job expenses not included in the above rates are: auto mileage, air fares, hotels and motels, meals, car rentals, taxies, telephone calls, delivery, electronic data processing, graphics and printing. Directly related job expenses will be billed at 110% of cost. Monthly billings for staff time and expenses incurred during the period will be payable within thirty (30) days of invoice date. * Rates for individuals in these categories will be increased by 50% for time spent in court testimony. 07123ndh 99000.000.003 ACORD,r CERTIFICATE OF LIABILITY INSURANCE 1--". (415)957-0600 FAX: (415)957-0577 D. Insurance Services License No. 0589960 44 Montgomery St., 17th F1. San Francisco CA 94104 DATE MMIDDIYYYY) 10/23/2007 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# INSURED Keyser Marston Associates, Inc. 55 Pacific Avenue Mall San Francisco CA 94111 INSURER A: Hartford 29424 INSURER B: Republic Indemnity INsuRER c: Philadelphia Insurance INSURER 0: . 22179 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 POLCEES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BCrIV EDUCED BY PAID CLAIMS. NSR LTR ADO_ jNSRD TYPE OF INSURANCE POUCY NUMBER POLICY EFFECTIVE DATE (MWDDIYY) POLICY EXPIRATION PATE (MMIDDNY) ' LIMITS A GENERAL UABIUTY COMMERCIAL GENERAL LIABILITY 57DDNOPO340 - 11/11/2007 11/11/2008• EACH OCCURRENCE S 1,000, 000 X ACE TD RENTED �MeggFqlFqy___S 50,000 DAMS MADE X OCCUR F.ED D(P(Any me esncnl $ 5,000 PERSONAL 8AOYINJDRY S 1,000,000 GENERAL AGGREGATE $ 2,000,000 GENL AGGREGATE LIMIT APPLIES PER PRODUCTS- COMP/OP AGO S 1,000,000 X POLICY n .I ^ PEC I 1 LOC . A / ! i AUTOMOBILE UABIUTY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS 57DONDP0340 11/11/2007 11/11/2008 COMBINED SINGLE LIMIT (Ea ) s 1,000,000 X BDDAYNJURY (Pe person) S X BODILY INJURY (Pe/ aCcklenl) S X PROPERTY DAMAGE (Per acddeM) $ GARAGE LIABILITY ANY AUTO AUTO ONLY -EA ACCIDENT S 1 OTHER THAN EA ACC S AUTO ONLY. AGO S A EXCESSIUMBRELLA LIABILITY • 57R5UUN9941 11/11/2007 11/11/2008 FAC.H nth IRRFOrf S 4,000,000 -- J occtm ❑ CLAIMS MADE AGGREGATE . s 4,000,000 I TiEoucrlBtF RETENTION S 0 s --1 s $ B WORKERS EMPLOYERS' ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICERIENDER a yeA (*scrbe,vier SPECIAL PROVISIONS COMPENSATION ANO LABILITY • 03954612 11/11/2007 • 11/11/2008 7U X T LMRS FR E.L. EACH ACCIDENT $ 1,000,000 EXCLUDED? below E.L. DISEASE -EA EMPLOYEE S - 1,000,000 EL, DISEASE-PIC OI.YI SIM $ 1,000,000 C OTHER Professional Liability -Claims Made PH1311285631 Retro Date 10/05/1976 11/11/2007 11/11/2008 $1,000,000 Each $2,000,000 Aggregate $25, 000 Wrongful Act Limit Deductible DESCRIPTION OF OPERAT1ONSILOCATIONSNBIICLESiEXCLUSIONS ADOEO BY ENDORSEMENT/SPECIAL PROVISIONS Certificate Holder is included as Additional insured as respect. General Liability end Automobile Liability per attached endorsements. Re: Agreement to Provide"as needed" real estate economic advisory services. Policies constitute primary insurance as.to certificate holder CERTIFICATE HOLDER • ( ) Community Development Commission City of National City, its officers, agents, and employees - 140 E. 12th Street, Suite B� National City, CA 91950-3312 SHOULD ANY or THE ABOVE DESCRIBED POLICES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER 1MLL ibY9XKX MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, WAX i+ii Ji(Ii(r itXXX1iCa(uXXXXXXLYoU AUTHORIZED REPRESENTATIVE Loretta Pearson/1,PE .....r;_(::4_7-Za...-o.✓,--_ 25(2001/08 INS025 (0108).08a ®ACORD CORPORATION 1988 Page 1 of 2 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(les) must be endorsed. A statement on this certificate does not confer rightsto 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 after the coverage afforded by the policies listed thereon. ACORD 25 (2001/08) INS025 (aioe).os+ Pape 2 of POLICY NUMBER: 57UUNUP0340 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY ADDITIONAL INSURED DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM SCHEDULE Name of Person or Organization: Blanket Additional Insured as requires by written contract, agreement or permit. A. The person or organization shown in the Schedule is included as an insured, but only liable for the conduct of an "insured" and only to the extent of the liability. B. CANCELLATION 1. If we cancel the policy, we will mail or deliver notice to such person or organization In accordance with the Common Policy Conditions. 2. If you cancel the policy, we will mail or deliver notice to such person or organization. 3. Cancellation ends this agreement. BU1114 (1-93) RESOLUTION NO. 2008 — 121 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CITY AUTHORIZING THE CHAIRMAN TO EXECUTE AN AGREEMENT WITH KEYSER MARSTON ASSOCIATES INC. IN THE NOT -TO -EXCEED AMOUNT OF $75,000 TO PROVIDE AS -NEEDED ECONOMIC CONSULTING SERVICES FOR FISCAL YEAR 2008/2009 FOR REDEVELOPMENT, ECONOMIC DEVELOPMENT, AND AFFORDABLE HOUSING WHEREAS, the Community Development Commission (CDC) desires to employ a contractor to provide as -needed consulting services related to redevelopment, economic development and affordable housing; and WHEREAS, the CDC has determined that Keyser Marston Associates Inc. is an economic consultant firm that is qualified by experience and ability to perform the services desired by the CDC, and the contractor is willing to perform such services. NOW, THEREFORE, BE IT RESOLVED that the Community Development Commission of the City of National City hereby authorizes the Chairman to execute an Agreement by and between the Community Development Commission of the City of National City and Keyser Marston Associates, Inc. to provide as needed consulting services related to redevelopment, economic development and affordable housing. PASSED and ADOPTED this 17th day of June, APPROVED AS TO FORM: George H. Eiser, I11 Legal Counsel h Morrison, Chairman Passed and adopted by the Community Development Commission of the City of National City, California, on June 17, 2008, by the following vote, to -wit: Ayes: Commissioners Morrison, Parra, Ungab, Zarate. Nays: None. Absent: Commissioner Natividad. Abstain: None. AUTHENTICATED BY: RON MORRISON Chairman, Community Development Commission Secrty Development Commission By: Deputy I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of RESOLUTION NO. 2008-121 of the Community Development Commission of the City of National City, California, passed and adopted on June 17, 2008. Secretary, Community Development Commission By: Deputy City of National City, California COMMUNITY DEVELOPMENT COMMISSION AGENDA STATEMENT MEETING DATE June 17, 2008 28 AGENDA ITEM NO. ITEM TITLE A resolution approving an agreement with Keyser Marston Associates to provide as needed economic consulting services for fiscal year 08-09 not to exceed $75,000 for redevelopment, economic development and affordable housing. PREPARED BY Patricia Beard (ext 4255) Redevelopment Manager DEPARTMENT Redevelopment EXPLANATION Keyser Marston Associates is a highly qualified economic consulting firm which has assisted the Redevelopment Agency ("CDC") in analyzing the economics and feasibility of a wide variety of economic development and housing activities. For example in recent months the firm has analyzed the Economic Impact Report issued by the Port of San Diego, a subsidy request submitted by Habitat for Humanity for projects on two CDC -owned properties as well as the potential sale of the former Days Inn site (owned by CDC) to a developer for a market -rate housing project at Palm Avenue and Plaza Boulevard. Staff desires to continue utilizing the firm's services on an as -needed basis during the 2008-09 fiscal year, should the City Council so desire. Environmental Review Not applicable Financial Statement This contract is limited to $75,000 for the fiscal year. As such, it gives staff the authority to request services for various projects during the year. As services are provided, charges will be made against specific projects. Many such charges will be paid for through developer deposits. STAFF RECOMMENDATION Adopt the resolution. BOARD / COMMISSION RECOMMENDATION Not applicable. STRATEGIC GOAL 2 — Fiscal Sustainability. ATTACHMENTS 1. Proposed agreement for FY 08-09 1. Resolution No. a ° ° °` City of National City 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 June 25, 2008 Mr. Gerald M. Trimble Managing Principal Keyser Marston Associates, Inc. 1660 Hotel Circle North, Suite 716 San Diego, CA 92108 Dear Mr. Trimble, On June 17th, 2008, .Resolution No. 2008-121 was passed and adopted by the Community Development Commission of the City of National City, executing an Agreement with Keyser Marston Associates, Inc. We are enclosing for your records a certified copy of the above Resolution and a fully executed original agreement. Michael R. Dalla, CMC City Clerk Enclosures cc: Community Development Commission ® Rec}cled Paper