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HomeMy WebLinkAboutReso RDA 3-2004RESOLUTION NO. RDA 03-2004 REDEVELOPMENT AGENCY, CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA A RESOLUTION AI~THORIZING AN AGREEMENT WITH SEIFEL CONSULTING INC. IN THE AMOUNT OF $199,100 TO PROVIDE CONSUl,TING SERVICES FOR THE PREPARATION AND ADOPTION OF A REDEVELOPMENT PLAN AMENDMENT AND A FISCAl, MERGER WHEREAS, staffrecommends that the Board authorizes an agreement with Seifel Consulting Inc. in the amount of $199,100 to provide consulting services for the preparation and adoption of a Redevelopment Plan Amendment and a Fiscal Merger; and WHEREAS, the Redevelopment Plan Amendment will include adding the Oyster Point Marina to the Downtown/Center Redevelopment Area; and WHEREAS, in addition, the Fiscal Merger will include the merging of the tax increment collection caps and outstanding bonded indebtedness caps for the Gateway, Shearwater, and Downtown/Central Redevelopment Project Areas. NOW, THEREFORE, BE IT RESOLVED by the Redevelopment Agency of the City of South San Francisco that the Redevelopment Agency hereby authorizes an agreement with Seifel Consulting Inc. in the amount of $199,100 to provide consulting services for the preparation and adoption of a Redevelopment Plan Amendment and a Fiscal Merger. A copy of the Agreement is attached as Exhibit A. BE IT, FURTHER RESOLVED that the Executive Director is hereby authorized to execute the agreement on behalf of the Redevelopment Agency of the City of South San Francisco. I hereby certify that the foregoing Resolution was regularly introduced and adopted by the Redevelopment Agency of the City of South San Francisco at a regular meeting held on the 10~ day of March 2004 by the following vote: AYES: Boardmembers Joseph A. Femekes, Richard A. Garbarino, and Pedro Gonzalez, Vice Chair Raymond L. Green, and Chair Karyl Matsumoto NOES: None. ABSTAIN: None. ABSENT: None. ATTEST: / ~.~ ' ~/ Clerk CONSULTING SERVICES AGREEMENT BETWEEN THE REDEVELOPMENT AGENCY OF THE CiTY OF SOUTH SAN FRANCISCO AND SEIFEL CONSULTING, INC. THIS AGREEMENT for consulting services is made by and between the Redevelopment Agency of the City of South San Francisco ("Agency") and Siefel Consulting, Inc. ("Consultant") (together sometimes referred to as the "Parties") as of March 10, 2003 (the "Effective Date"). Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Consultant shall provide to Agency the services described in the Scope of Work attached as Exhibit A, attached hereto and incorporated herein, at the time and place and in the manner specified therein. In the event of a conflict in or inconsistency between the terms of this Agreement and Exhibit A, the Agreement shall prevail. 1.1 Term of Services. The term of this Agreement shall begin on the Effective Date and shall end on June 30, 2005, the date of completion specified in Exhibit A, and Consultant shall complete the work described in Exhibit A prior to that date, unless the term of the Agreement is otherwise terminated or extended, as provided for in Section 8. The time provided to Consultant to complete the services required by this Agreement shall not affect the Agency's right to terminate the Agreement, as provided for in Section 8. 1.2 Standard of Performance. Consultant shall perform all services required pursuant to this Agreement in the manner and according to the standards observed by a competent practitioner of the profession in which Consultant is engaged in the geographical area in which Consultant practices its profession. Consultant shall prepare all work products required by this Agreement in a substantial, first-class manner and shall conform to the standards of quality normally observed by a person practicing in Consultant's profession. 1.3 Assignment of Personnel. Consultant shall assign only competent personnel to perform services pursuant to this Agreement. In the event that Agency, in its sole discretion, at any time during the term of this Agreement, desires the reassignment of any such persons, Consultant shall, immediately upon receiving notice from Agency of such desire of Agency, reassign such person or persons. 1.4 Time. Consultant shall devote such time to the performance of services pursuant to this Agreement as may be reasonably necessary to meet the standard of performance provided in Section 1.1 above and to satisfy Consultant's obligations hereunder. Section 2. COMPENSATION. Agency hereby agrees to pay Consultant a sum not to exceed one hundred ninety-nine thousand one hundred dollars ($199,100), notwithstanding any contrary indications that may be contained in Consultant's proposal, for services to be performed and reimbursable costs incurred under this Agreement. In the event of a conflict between this Agreement and Consultant's proposal, attached as Exhibit A, regarding the amount of compensation, the Agreement shall prevail. Agency shall pay Consultant for services rendered pursuant to this Agreement at the time and in the manner set forth herein. The payments specified below shall be the only payments from Agency to Consultant for services rendered pursuant to this Agreement. Consultant shall submit all invoices to Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifel Consulting, Inc. March 10, 2004 Page 1 of 14 Agency in the manner specified herein. Except as specifically authorized by Agency, Consultant shall not bill Agency for duplicate services performed by more than one person. Consultant and Agency acknowledge and agree that compensation paid by Agency to Consultant under this Agreement is based upon Consultant's estimated costs of providing the services required hereunder, including salaries and benefits of employees and subcontractors of Consultant. Consequently, the parties further agree that compensation hereunder is intended to include the costs of contributions to any pensions and/or annuities to which Consultant and its employees, agents, and subcontractors may be eligible. Agency therefore has no responsibility for such contributions beyond compensation required under this Agreement. [NOTE TO STAFF: THE FOLLOWING PROVISIONS OF THIS SECTION MAY BE ALTERED AS NECESSARY TO FIT THE CIRCUMSTANCES OF A PARTICULAR AGREEMENT.] 2.1 Invoices. Consultant shall submit invoices, not more often than once a month during the term of this Agreement, based on the cost for services performed and reimbursable costs incurred prior to the invoice date. Invoices shall contain the followin9 information: · Serial identifications of progress bill.s; i.e., Progress Bill No. 1 for the first invoice, etc.; · The beginning and ending dates of the billing period; · A Task Summary containing the original contract amount, the amount of prior billings, the total due this period, the balance available under the Agreement, and the percentage of completion; · At Agency's option, for each work item in each task, a copy of the applicable time entries or time sheets shall be submitted showing the name of the person doing the work, the hours spent by each person, a brief description of the work, and each reimbursable expense; · The total number of hours of work performed under the Agreement by Consultant and each employee, agent, and subcontractor of Consultant performing services hereunder, as well as a separate notice when the total number of hours of work by Consultant and any individual employee, agent, or subcontractor of Consultant reaches or exceeds 800 hours, which shall include an estimate of the time necessary to complete the work described in Exhibit A; · The Consultant's signature. 2.2 Monthly Payment. Agency shall make monthly payments, based on invoices received, for services satisfactorily performed, and for authorized reimbursable costs incurred. Agency shall have 30 days from the receipt of an invoice that complies with all of the requirements above to pay Consultant. 2.3 Final Payment. Agency shall pay the last 10% of the total sum due pursuant to this Agreement within sixty (60) days after completion of the services and submittal to Agency of a final invoice, if all services required have been satisfactorily performed. Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifel Consulting, Inc. March 10, 2004 Page 2 of 14 2.4 2.5 2.6 2.7 2.8 2.9 Total Payment. Agency shall pay for the services to be rendered by Consultant pursuant to this Agreement. Agency shall not pay any additional sum for any expense or cost whatsoever incurred by Consultant in rendering services pursuant to this Agreement. Agency shall make no payment for any extra, further, or additional service pursuant to this Agreement. In no event shall Consultant submit any invoice for an amount in excess of the maximum amount of compensation provided above either for a task or for the entire Agreement, unless the Agreement is modified prior to the submission of such an invoice by a properly executed change order or amendment. Hourly Fees. Fees for work performed by Consultant on an hourly basis shall not exceed the amounts shown on the following fee schedule: · President · Managing Consultant: · Senior Consultant: · Consultant: · Analyst: · Research Assistant: · Graphics/Support: $185/hour $145/hour $125/hour $105/hour $95/hour $85/hour $65/hour Reimbursable Expenses. Reimbursable expenses are specified below, and shall not exceed seven thousand nine hundred sixty-four dollars ($7,964). Expenses not listed below are not chargeable to Agency. Reimbursable expenses are included in the total amount of compensation provided under this Agreement that shall not be exceeded. · Telephone charges are computed at 2 percent of billed professional services. · Automobile mileage charges are at IRS mileage rates. · Photocopying/report reproduction charges are 10 cents per page, except for bulk reproduction of reports, which is charged on a direct reimbursable basis. · Delivery service charges are at cost. Payment of Taxes. Consultant is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes. Payment upon Termination. In the event that the Agency or Consultant terminates this Agreement pursuant to Section 8, the Agency shall compensate the Consultant for all outstanding costs and reimbursable expenses incurred for work satisfactorily completed as of the date of written notice of termination. Consultant shall maintain adequate logs and timesheets in order to verify costs incurred to that date. Authorization to Perform Services. The Consultant is not authorized to perform any services or incur any costs whatsoever under the terms of this Agreement until receipt of authorization from the Contract Administrator. Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifel Consulting, Inc. March 10, 2004 Page 3 of 14 Section 3. FACILITIES AND EQUIPMENT. Except as set forth herein, Consultant shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this Agreement. Agency shall make available to Consultant only the facilities and equipment listed in this section, and only under the terms and conditions set forth herein. Agency shall furnish physical facilities such as desks, filing cabinets, and conference space, as may be reasonably necessary for Consultant's use while consulting with Agency employees and reviewing records and the information in possession of the Agency. The location, quantity, and time of furnishing those facilities shall be in the sole discretion of Agency. In no event shall Agency be obligated to furnish any facility that may involve incurring any direct expense, including but not limited to computer, long-distance telephone or other communication charges, vehicles, and reproduction facilities. Section 4. INSURANCE REQUIREMENTS. Before beginning any work under this Agreement, Consultant, at its own cost and expense, unless otherwise specified below, shall procure the types and amounts of insurance listed below against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by the Consultant and its agents, representatives, employees, and subcontractors. Consistent with the following provisions, Consultant shall provide Certificates of Insurance, attached hereto and incorporated herein as Exhibit B, indicating that Consultant has obtained or currently maintains insurance that meets the requirements of this section and under forms of insurance satisfactory, in all respects, to the Agency. Consultant shall maintain the insurance policies required by this section throughout the term of this Agreement. The cost of such insurance shall be included in the Consultant's bid. Consultant shall not allow any subcontractor to commence work on any subcontract until Consultant has obtained all insurance required herein for the subcontractor(s) and provided evidence thereof to Agency. Verification of the required insurance shall be submitted and made part of this Agreement prior to execution. 4.1 Workers' Compensation. Consultant shall, at its sole cost and expense, maintain Statutory Workers' Compensation Insurance and Employer's Liability Insurance for any and all persons employed directly or indirectly by Consultant. The Statutory Workers' Compensation Insurance and Employer's Liability Insurance shall be provided with limits of not less than ONE MILLION DOLLARS ($1,000,000.00) per accident. In the alternative, Consultant may rely on a self-insurance program to meet those requirements, but only if the program of self-insurance complies fully with the provisions of the California Labor Code. Determination of whether a self-insurance program meets the standards of the Labor Code shall be solely in the discretion of the Contract Administrator. The insurer, if insurance is provided, or the Consultant, if a program of self-insurance is provided, shall waive all rights of subrogation against the Agency and its officers, officials, employees, and volunteers for loss arising from work performed under this Agreement. 4.2 Commercial General and Automobile Liability Insurance. 4.2.1 General requirements. Consultant, at its own cost and expense, shall maintain commercial general and automobile liability insurance for the term of this Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,000.00) per occurrence, combined single limit coverage for risks associated with the work Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifel Consulting, Inc. March 10, 2004 Page 4 of 14 contemplated by this Agreement. If a Commercial General Liability Insurance or an Automobile Liability form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this Agreement or the general aggregate limit shall be at least twice the required occurrence limit. Such coverage shall include but shall not be limited to, protection against claims arising from bodily and personal iniury, including death resulting therefrom, and damage to property resulting from activities contemplated under this Agreement, including the use of owned and non- owned automobiles. 4.2.2 Minimum scope of covera.qe. Commercial general coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form CG 0001 or GL 0002 (most recent editions) covering comprehensive General Liability and Insurance Services Office form number GL 0404 covering Broad Form Comprehensive General Liability. Automobile coverage shall be at least as broad as Insurance Services Office Automobile Liability form CA 0001 (ed, 12/90) Code 8 and 9. No endorsement shall be attached limiting the coverage. 4.2.3 Additional requirements. Each of the following shall be included in the insurance coverage or added as a certified endorsement to the policy: The insurance shall cover on an occurrence or an accident basis, and not on a claims-made basis. Any failure of Consultant to comply with reporting provisions of the policy shall not affect coverage provided to Agency and its officers, employees, agents, and volunteers. 4.3 Professional Liability Insurance. 4.3.1 General requirements. Consultant, at its own cost and expense, shall maintain for the period covered by this Agreement professional liability insurance for licensed professionals performing work pursuant to this Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,000) covering the licensed professionals' errors and omissions. Any deductible or self-insured retention shall not exceed $150,000 per claim. 4.3.2 Claims-made limitations. The following provisions shall apply if the professional liability coverage is written on a claims-made form: The retroactive date of the policy must be shown and must be before the date of the Agreement, Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifel Consulting, Inc. March 10, 2004 Page 5 of 14 4.4 Insurance must be maintained and evidence of insurance must be provided for at least five years after completion of the Agreement or the work, so long as commercially available at reasonable rates. If coverage is canceled or not renewed and it is not replaced with another claims-made policy form with a retroactive date that precedes the date of this Agreement, Consultant must provide extended reporting coverage for a minimum of five years after completion of the Agreement or the work. The Agency shall have the right to exercise, at the Consultant's sole cost and expense, any extended reporting provisions of the policy, if the Consultant cancels or does not renew the coverage. A copy of the claim reporting requirements must be submitted to the Agency prior to the commencement of any' work under this Agreement. All Policies Requirements. 4.4.1 Acceptability of insurers. All insurance required by this section is to be placed with insurers with a Bests' rating of no less than A:Vll. 4.4.2 Verification of coverage. Prior to beginning any work under this Agreement, Consultant shall furnish Agency with complete certified copies of all policies, including complete certified copies of all endorsements. All copies of policies and certified endorsements shall show the signature of a person authorized by that insurer to bind coverage on its behalf. 4.4.3 Notice of Reduction in or Cancellation of Coverage. A certified endorsement shall be attached to all insurance obtained pursuant to this Agreement stating that coverage shall not be suspended, voided, canceled by either party, or reduced in coverage or in limits, except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the Agency. In the event that any coverage required by this section is reduced, limited, cancelled, or materially affected in any other manner, Consultant shall provide written notice to Agency at Consultant's earliest possible opportunity and in no case later than ten (10) days after Consultant is notified of the change in coverage. 4.4.4 Additional insured; primary insurance. Agency' and its officers, employees, and volunteers shall be covered as additional insureds with respect to each of the following: liability arising out of activities performed by or on behalf of Consultant, including the insured's general supervision of Consultant; products and completed operations of Consultant, as applicable; premises owned, occupied, or used by Consultant; and automobiles owned, leased, or used by the Consultant in the course of providing services pursuant to this Agreement. The coverage shall contain no special limitations on the scope of protection afforded to Agency or its officers, employees, or volunteers. Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifel Consulting, Inc. March 10, 2004 Page 6 of 14 4.5 4,4.5 A certified endorsement must be attached to all policies stating that coverage is primary insurance with respect to the Agency and its officers, officials, employees and volunteers, and that no insurance or self-insurance maintained by the Agency shall be called upon to contribute to a loss under the coverage. Deductibles and Self-Insured Retentions. Consultant shall disclose to and obtain the approval of Agency for the self-insured retentions and deductibles before beginning any of the services or work called for by any term of this Agreement. During the period covered by this Agreement, only upon the prior express written authorization of Contract Administrator, Consultant may increase such deductibles or self-insured retentions with respect to Agency, its officers, employees, agents, and volunteers. The Contract Administrator may condition approval of an increase in deductible or self-insured retention levels with a requirement that Consultant procure a bond, guaranteeing payment of losses and related investigations, claim administration, and defense expenses that is satisfactory in all respects to each of them. 4.4.6 Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein, 4.4.7 Variation. The Agency may approve a variation in the foregoing insurance requirements, upon a determination that the coverage, scope, limits, and forms of such insurance are either not commercially available, or that the Agency's interests are otherwise fully protected. Remedies. In addition to any other remedies Agency may have if Consultant fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, Agency may, at its sole option exercise any of the following remedies, which are alternatives to other remedies Agency may have and are not the exclusive remedy for Consultant's breach: · Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under the Agreement; Order Consultant to stop work under this Agreement or withhold any payment that becomes due to Consultant hereunder, or both stop work and withhold any payment, until Consultant demonstrates compliance with the requirements hereof; and/or · Terminate this Agreement. Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifel Consulting, Inc. March 10, 2004 Page 7 of 14 Section 5, INDEMNIFICATION AND CONSULTANT'S RESPONSIBILITIES, Consultant shall indemnify, defend with counsel selected by the Agency, and hold harmless the Agency and its officials, officers, employees, agents, and volunteers from and against any and all losses, liability, claims, suits, actions, damages, and causes of action arising out of any personal injury, bodily injury, loss of life, or damage to property, or any violation of any federal, state, or municipal law or ordinance, to the extent caused, in whole or in part, by the willful misconduct or negligent acts or omissions of Consultant or its employees, subcontractors, or agents, by acts for which they could be held strictly liable, or by the quality or character of their work. The foregoing obligation of Consultant shall not apply when (1) the injury, loss of life, damage to property, or violation of law arises wholly from the gross negligence or willful misconduct of the Agency or its officers, employees, agents, or volunteers and (2) the actions of Consultant or its employees, subcontractor, or agents have contributed in no part to the injury, loss of life, damage to property, or violation of law. It is understood that the duty of Consultant to indemnify and hold harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code. Acceptance by Agency of insurance certificates and endorsements required under this Agreement does not relieve Consultant from liability under this indemnification and hold harmless clause. This indemnification and hold harmless clause shall apply to any damages or claims for damages whether or not such insurance policies shall have been determined to apply. By execution of this Agreement, Consultant acknowledges and agrees to the provisions of this Section and that it is a material element of consideration. In the event that Consultant or any employee, agent, or subcontractor of Consultant providfng services under this Agreement is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of Agency, Consultant shall indemnify, defend, and hold harmless Agency for the payment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of Agency. Section 6. STATUS OF CONSULTANT. 6,1 Independent Contractor. At all times during the term of this Agreement, Consultant shall be an independent contractor and shall not be an employee of Agency. Agency shall have the right to control Consultant only insofar as the results of Consultant's services rendered pursuant to this Agreement and assignment of personnel pursuant to Subparagraph 1.3; however, otherwise Agency shall not have the right to control the means by which Consultant accomplishes services rendered pursuant to this Agreement. Notwithstanding any other Agency, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Consultant and any of its employees, agents, and subcontractors providing services under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any and all claims to, any compensation, benefit, or any incident of employment by Agency, including but not limited to eligibility to enroll in the California Public Employees Retirement System (PERS) as an employee of Agency and entitlement to any contribution to be paid by Agency for employer contributions and/or employee contributions for PERS benefits. Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifel Consulting, Inc. March 10, 2004 Page 8 of 14 6.2 Consultant No Agent, Except as Agency may specify in writing, Consultant shall have no authority, express or implied, to act on behalf of Agency in any capacity whatsoever as an agent. Consultant shall have no authority, express or implied, pursuant to this Agreement to bind Agency to any obligation whatsoever. Section 7. LEGAL REQUIREMENTS. 7.1 Governing Law. The laws of the State of California shall govern this Agreement. 7.2 Compliance with Applicable Laws. Consultant and any subcontractors shall comply with all laws applicable to the performance of the work hereunder. 7.3 Other Governmental Regulations. To the extent that this Agreement may be funded by fiscal assistance from another governmental entity, Consultant and any subcontractors shall comply with all applicable rules and regulations to which Agency is bound by the terms of such fiscal assistance program. 7.4 Licenses and Permits. Consultant represents and warrants to Agency that Consultant and its employees, agents, and any subcontractors have all licenses, permits, qualifications, and approvals of whatsoever nature that are legally required to practice their respective professions. Consultant represents and warrants to Agency that Consultant and its employees, agents, any subcontractors shall, at their sole cost and expense, keep in effect at all times during the term of this Agreement any licenses, permits, and approvals that are legally required to practice their respective professions. In addition to the foregoing, Consultant and any subcontractors shall obtain and maintain during the term of this Agreement valid Business Licenses from Agency. 7.5 Nondiscrimination and Equal Opportunitv. Consultant shall not discriminate, on the basis of a person's race, religion, color, national origin, age, physical or mental handicap or disability, medical condition, marital status, sex, or sexual orientation, against any employee, applicant for employment, subcontractor, bidder for a subcontract, or participant in, recipient of, or applicant for any services or programs provided by Consultant under this Agreement. Consultant shall comply with all applicable federal, state, and local laws, policies, rules, and requirements related to equal opportunity and nondiscrimination in employment, contracting, and the provision of any services that are the subject of this Agreement, including but not limited to the satisfaction of any positive obligations required of Consultant thereby. Consultant shall include the provisions of this Subsection in any subcontract approved by the Contract Administrator or this Agreement. Section 8. TERMINATION AND MODIFICATION. 8.1 Termination. Agency may cancel this Agreement at any time and without cause upon written notification to Consultant. Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifel Consulting, Inc. March 10, 2004 Page 9 of 14 8.2 8.3 8.4 8.5 8,6 Consultant may cancel this Agreement upon 30 days' written notice to Agency and shall include in such notice the reasons for cancellation. In the event of termination, Consultant shall be entitled to compensation for services performed to the effective date of termination; Agency, however, may condition payment of such compensation upon Consultant delivering to Agency any or alt documents, photographs, computer software, video and audio tapes, and other materials provided to Consultant or prepared by or for Consultant or the Agency in connection with this Agreement. Extension. Agency may, in its sole and exclusive discretion, extend the end date of this Agreement beyond that provided for in Subsection 1.1. Any such extension shall require a written amendment to this Agreement, as provided for herein. Consultant understands and agrees that, if Agency grants such an extension, Agency shall have no obligation to provide Consultant with compensation beyond the maximum amount provided for in this Agreement. Similarly, unless authorized by the Contract Administrator, Agency shall have no obligation to reimburse Consultant for any otherwise reimbursable expenses incurred during the extension period. Amendments. The parties may amend this Agreement only by a writing signed by all the parties. Assignment and Subcontracting. Agency and Consultant recognize and agree that this Agreement contemplates personal performance by Consultant and is based upon a determination of Consultant's unique personal competence, experience, and specialized personal knowledge. Moreover, a substantial inducement to Agency for entering into this Agreement was and is the professional reputation and competence of Consultant. Consultant may not assign this Agreement or any interest therein without the prior written approval of the Contract Administrator. Consultant shall not subcontract any portion of the performance contemplated and provided for herein, other than to the subcontractors noted in the proposal, without prior written approval of the Contract Administrator. Survival. All obligations arising prior to the termination of this Agreement and all provisions of this Agreement allocating liability between Agency and Consultant shall survive the termination of this Agreement. Options upon Breach by Consultant. If Consultant materially breaches any of the terms of this Agreement, Agency's remedies shall include, but not be limited to, the following: 8.6.1 Immediately terminate the Agreement; 8.6.2 Retain the plans, specifications, drawings, reports, design documents, and any other work product prepared by Consultant pursuant to this Agreement; Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifel Consulting, Inc. March 10, 2004 Page 10 of 14 Section 9. 9.1 9,2 9.3 Section 10 10.1 8.6.3 Retain a different consultant to complete the work described in Exhibit A not finished by Consultant; or 8.6.4 Charge Consultant the difference between the cost to complete the work described in Exhibit A that is unfinished at the time of breach and the amount that Agency would have paid Consultant pursuant to Section 2 if Consultant had completed the work. KEEPING AND STATUS OF RECORDS. Records Created as Part of Consultant's Performance. All reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that Consultant prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the Agency. Consultant hereby agrees to deliver those documents to the Agency upon termination of the Agreement. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this Agreement are prepared specifically for the Agency and are not necessarily suitable for any future or other use. Agency and Consultant agree that, until final approval by Agency, all data, plans, specifications, reports and other documents are confidential and will not be released to third parties without prior written consent of both parties unless required by law. Consultant's Books and Records. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services or expenditures and disbursements charged to the Agency under this Agreement for a minimum of three (3) years, or for any longer period required by law, from the date of final payment to the Consultant to this Agreement. Inspection and Audit of Records. Any records or documents that Section 9.2 of this Agreement requires Consultant to maintain shall be made available for inspection, audit, and/or copying at any time during regular business hours, upon oral or written request of the Agency. Under California Government Code Section 8546.7, if the amount of public funds expended under this Agreement exceeds TEN THOUSAND DOLLARS ($10,000.00), the Agreement shall be subject to the examination and audit of the State Auditor, at the request of Agency or as part of any audit of the Agency, for a period of three (3) years after final payment under the Agreement. MISCELLANEOUS PROVISIONS. Attorneys' Fees. If a party to this Agreement brings any action, including an action for declaratory relief, to enforce or interpret the provision of this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same actiOn or in a separate action brought for that purpose. Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifel Consulting, Inc. March 10, 2004 Page 11 of 14 10.2 Venue. In the event that either party brings any action against the other under this Agreement, the parties agree that trial of such action shall be vested exclusively in the state courts of California in the County San Mateo or in the United States District Court for the First District of California. 10.3 SeverabiliW. If a court of competent jurisdiction finds or rules that any provision of this Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so adjudged shall remain in full force and effect. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. 10.4 No Implied Waiver of Breach. The waiver of any breach of a specific provision of this A§reement does not constitute a waiver of any other breach of that term or any other term of this Agreement. 10.5 Successors and Assigns. The provisions of this Agreement shall inure to the benefit of and shall apply to and bind the successors and assigns of the parties. 10.6 Use of Recycled Products. Consultant shall prepare and submit all reports, written studies and other printed material on recycled paper to the extent it is available at equal or less cost than virgin paper. 10.7 Conflict of Interest. Consultant may serve other clients, but none whose activities within the corporate limits of Agency or whose business, regardless of location, would place Consultant in a "conflict of interest," as that term is defined in the Political Reform Act, codified at California Government Code Section 81000 et seq. Consultant shall not employ any Agency official in the work performed pursuant to this Agreement. No officer or employee of Agency shall have any financial interest in this Agreement that would violate California Government Code Sections 1090 et seq. Consultant hereby warrants that it is not now, nor has it been in the previous twelve (12) months, an employee, agent, appointee, or official of the Agency. If Consultant was an employee, agent, appointee, or official of the Agency in the previous twelve months, Consultant warrants that it did not participate in any manner in the forming of this Agreement. Consultant understands that, if this Agreement is made in violation of Government Code §1090 et. seq., the entire Agreement is void and Consultant will not be entitled to any compensation for services performed pursuant to this Agreement, including reimbursement of expenses, and Consultant will be required to reimburse the Agency for any sums paid to the Consultant. Consultant understands that, in addition to the foregoing, it may be subject to criminal prosecution for a violation of Government Code § 1090 and, if applicable, will be disqualified from holding public office in the State of California. Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifel Consulting, Inc. March 10, 2004 Page 12 of 14 10.8 10.9 10.10 10.11 Solicitation. Consultant agrees not to solicit business at any meeting, focus group, or interview related to this Agreement, either orally or through any written materials. Contract Administration. This Agreement shall be administered by Norma Fragoso, Redevelopment Manager ("Contract Administrator"). All correspondence shale be directed to or through the Contract Administrator or his or her designee. Notices. Any written notice to Consultant shall be sent to: Elizabeth Seifel Seifel Consulting, Inc. 1388 Sutter Street, Suite 520 San Francisco, CA 94109 Any written notice to Agency shall be sent to: Norma Fragoso, Redevelopment Manager City of South San Francisco 400 Grand Avenue South San Francisco, CA 94080 And City Clerk City of South San Francisco 400 Grand Avenue South San Francisco, CA 94080 Professional Seal. Where applicable in the determination of the contract administrator, the first page of a technical report, first page of design specifications, and each page of construction drawings shall be stamped/sealed and signed by the licensed professional responsible for the report/design preparation. The stamp/seal shall be in a block entitled "Seal and Signature of Registered Professional with report/design responsibility," as in the following example. Seal and Signature of Registered Professional with report/design responsibility, 10.12 Integration. This Agreement, including the scope of work attached hereto and incorporated herein as Exhibit A, represents the entire and integrated agreement between Agency and Consultant and supersedes all prior negotiations, representations, or agreements, either written or oral. Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifel Consulting, Inc. March 10, 2004 Page 13 of 14 10.13 Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which together shall constitute one agreement. The Parties have executed this Agreement as of the Effective Date. CITY OF SOUTH SAN FRANCISCO CONSULTANT Michael A. Wilson, Executive Director Name: Elizabeth Seifel Title: President Attest: Sylvia Payne, City Clerk Approved as to Form: Steven T. Mattas, Legal Counsel 207532_1 Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifel Consulting, Inc. March 10, 2004 Page t4 of t4 EXHIBIT A SCOPE OF SERVICES The South San Francisco Redevelopment Agency is proposing to amend the Downtown/Central, Shearwater, and Gateway Redevelopment Plans to do the following: · Add the Marina Oyster Point Marina and Business Park area to the Downtown/Central Project Area. · Fiscally merge the Gateway, Shearwater and Downtown Project Areas. · Merge the tax increment collection caps and outstanding bonded indebtedness caps for each of these three Redevelopment Plans into one combined tax increment collection, cap and one combined outstanding indebtedness cap for all three Redevelopment Projects. Overview of Responsibilities Seifel Consulting Inc. (Seifel Consulting), as the redevelopment consultant, shall work with staff to provide redevelopment plan amendment and fiscal merger consulting services to the Agency for the preparation and adoption of the Plan Amendments and Fiscal Merger. The amendment process will focus on assessing existing conditions in the Survey Area, recommending the area to be added to the Downtown/Central Redevelopment Project Area, documenting remaining blight in the three Project Areas and blighting conditions in the proposed Added Area, preparing the Preliminary Report and Report to the Council (to include the 2004 Implementation Plan), assisting with developing the amended Redevelopment Program, conducting the financial feasibility analysis, and consulting with taxing entities. Seifel Consulting, under staff supervision, shall manage the completion of the steps in the adoption process for the Plan Amendments and Fiscal Merger, except for the preparation of any environmental documentation that might be required. This Scope of Services contains the proposed work program for the Plan Amendments and Fiscal Merger and is designed to facilitate the Plan Amendment and Fiscal Merger process in accordance with the provisions of the California Community Redevelopment Law (CRL). Seifel Consulting shall coordinate the Plan Amendments and Fiscal Merger process with Agency staff and the legal Counsel, Meyers Nave Riback Silver & Wilson (Meyers Nave). Time Frame Agency and Consultant intend to complete the Plan Amendments and Fiscal Merger in Spring 2005, with consideration scheduled by June 2005. A,, Task Descriptions The Agency shall handle the administrative plan amendment processes such as meeting notices, staff reports, and preparation of public hearings and meetings, including the mailing of notices. Meyers Nave shall prepares the Redevelopment Plan Amendments, all required legal documents, and the legal notices and resolutions as required by the Agency. A separate consultant under direct contract with the Agency will prepare the environmental documentation. The following tasks describe the Consultant's role. Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifel Consulting, Inc. -Exhibit A March 10, 2004 Page 1 of 11 Task 1. Project Coordination and Management With the initiation of the contract, Seifel Consulting shall meet with the Agency and City staff and legal counsel to review the proposed work tasks and agree upon a process towards an efficient and cost effective work plan. This initial meeting shall include compiling a master list of relevant material, reviewing the proposed scope and timeline for completion of each task, establishing roles and responsibilities, determining how each work task can best be accomplished, and allocating roles and responsibilities among staff and consultant team members to assure the timely and efficient completion of each step. Consultant shall schedule the proposed preparation of documents and the public participation process. Consult shall provide the Agency with project management and staff support services as needed, up to a proposed budget, which may include, but are not limited to, the following services: · Assist staff with preparation and/or provide review of up to four (4) staff reports or other reports, · Coordinate or review Plan Amendment and Fiscal Merger related documents prepared by Agency staff. · Provide other advice and assistance regarding the Plan Amendment and redevelopment activities as necessary. · Assist staff with collection of documents and data relevant to the Amendments and Fiscal Merger. Staff Meetings Consultant shall participate in regularly scheduled team coordination meetings and conference calls throughout the duration of the project with Agency staff. The purpose of these meetings will be to evaluate progress of the project work, obtain additional information such as reports from Agency staff and review work performed to date. Eight meetings will be held either in person, or conducted as conference calls when appropriate. The meetings will be billed to the relevant task. Task :Z. Consultations with Taxing Entities Consult shall assist in consultations with the affected taxing entities regarding the fiscal impact of the Plan Amendments and Fiscal Merger on such entities. The eight taxing entities are San Mateo County, South San Francisco Unified School District, San Mateo County Community College District, San Marco County Superintendent of Schools, Bay Area Air Quality, San Mateo County Harbor, Colma Creek Flood Control, and the City of South San Francisco. Consultant shall attend up to four meetings with Agency staff and affected taxing entities. Consult shall prepare a summary of the pass through payments (both statutory and contractual) under the Plan Amendment and Fiscal Merger. Task 3. Preliminary Report Consultant shall prepare the Preliminary Report, as required by the CRL 33344.5, in conjunction with the Agency. Meyers Nave shall review the report for adequacy. The Report will include the reasons for the Fiscal Merger and Plan Amendments. Consultant shall present the reasons for amending the Downtown/Central Project Area to add area; a description of existing conditions and remaining blight in the three Project Areas to be fiscally merged; a description of blighting conditions in the Added Area; an assessment of the financial feasibility of the Plan Amendments and Fiscal Merger, including reasons for tax increment financing; and a description of the projects and activities proposed to alleviate blight. Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifel Consulting, lnc, -Exhibit A March 10, 2004 Page 2 of 11 a. Documentation and Presentation of Blight Findings Consultant shall document physical and economic blight in accordance with the requirements of the California Community Redevelopment Law. Consultant shall lead and manage the physical blight investigation and analysis. The Agency shall assist in investigation and analysis. Blighting Conditions in the Added Area Consultant and Meyers Nave shall assist with the determination of the Added Area boundary. Meyers Nave shall prepare the legal description and base map in accordance with State Board of Equalization guidelines for the Amended Project Area suitable for submission per the requirements of Section 33327. Consultant shall document physical and economic blight in accordance with the requirements of the California Community Redevelopment Law. Consultant's analysis of physical blight shall concentrate on the physical blighting condition of factors preventing or hindering the economically viablE; use or capacity of buildings or lots. Consultant shall conduct a building conditions survey. Consultant's economic blight analysis will focus on the economic blighting condition of depreciated or stagnant property values or impaired investments, including but not limited to those properties containing hazardous wastes. Consultant shall assess the type and degree of blight in the proposed Added Area by conducting a field survey and reviewing documents provided by the Agency (plans, environmental impact reports, studies, etc.) for relevance to the documentation of blight. Consultant shall review available documents prepared by others (such as code compliance reports) for relevance. As appropriate, such documents shall be compiled for incorporation into the plan amendment documents. Documentation of Areas that are No Longer Blighted in Existing Project Areas Consultant shall work with Agency staff and legal counsel to reach a consensus on areas that are no longer blighted in the existing Project Areas, based upon a field survey. When a consensus is reached, Consultant shall map areas that are no longer blighted. Consultant shall identify areas in which blight has been substantially alleviated, but redevelopment assistance is required for effective redevelopment. Specifically, Consultant shall identify those portions of the three existing Project Areas in which blight has been successfully alleviated to the extent that the area does not have substantial and pervasive blight, but redevelopment assistance is required in order to achieve effective redevelopment. Documentation of Remaining Blight in Existing Project Areas Consultant shall document physical and economic blight as described below. Portions of the Project Areas that are no longer blighted are specifically excluded from the blight documentation. Consultant shall assess the type and degree of blight in the existing Project Areas and the proposed Added Area by conducting field surveys and will review documents provided by the Agency (plans, environmental impact reports, studies, etc.) for relevance to the documentation of blight. Consultant shall review available documents prepared by others (such as building inspection or code compliance reports) for relevance. As appropriate, such documents will be compiled for incorporation into the plan amendment documents. Consultant shall meet with Agency staff and others knowledgeable about existing conditions in the area. Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifel Consulting, Inc. -Exhibit A March 10, 2004 Page 3 of 11 Field Survey and Analysis of Existin.q Conditions Using the blight definitions in existence at the time of the adoption of the Plans (with cross references where applicable to current CRL definitions), Consultant shall work closely with the staff and legal advisors to identify the presence or absence of blighting conditions in the Project Area by: · Analyzing information obtained from Agency and other sources to document physical and economic blight; · Performing field surveys of the physical and economic conditions of the existing Project Areas; and, · Meeting with staff to review findings and discuss local conditions, trends, concerns, improvement needs, and long-term planning objectives in the community. It is not anticipated that a Building Conditions Survey will be a necessary component of this work effort. Should it be determined one is necessary, Consultant shall prepare a separate scope and budget. Photographic Documentation of Physical and Economic Blight in Existing Project Areas and Added Area Consultant shall provide photographic documentation of physical and economic blight as appropriate throughout the existing Project Areas and the proposed Added Area, and a map of the general locations of the photographs. b. Report on Urbanization Consultant shall prepare a Report on Urbanization for the Added Area for inclusion in the Preliminary Report and the Report to Council Amendments and Fiscal Merger. c. Map Preparation The Agency will take responsibility for producing base maps and for ensuring that they reflect all existing amendments to the Redevelopment Plans and are consistent with the Redevelopment Plan legal descriptions for the Downtown/Central, Shearwater and Gateway Projects. This task will involve review of the legal descriptions and base maps by City Public Works and/or an outside engineering or other appropriate consultant. The Agency will provide base maps to Consultant in electronic GIS format. Consultant shall use the base maps provided by the Agency to prepare maps and exhibits used in documents leading to the adoption of the Redevelopment Plan Amendments and Fiscal Merger. Using the base maps supplied by the City/Agency, Consultant shall prepare the urbanization map, not more than 10 maps illustrating existing conditions, and a photographic documentation location map. Substantial revisions to maps, or maps in excess of those described above, would be included as additional services on a time and materials basis. d. Financial Analysis Consultant shall analyze the financial feasibility of the Plan Amendments and Fiscal Merger by comparing projected tax increment revenues and the costs of redevelopment projects and activities. Building on previous financial analysis, Consultant shall: · Summarize the time and financial limits under the Plan Amendments and Fiscal Merger. · Refine and create computer models to project potential net tax increment revenues available for projects and activities, including the 20 percent set-aside for affordable housing and the amount of Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifel Consulting, Inc. -Exhibit A March 10, 2004 Page 4 of 11 funds to be allocated to all affected taxing entities (pass-through payments). Consultant shall work with the Agency to determine assumptions for development buildout and other considerations. · Work closely with staff to refine assumptions, including development projections and increases in assessed value due to reassessment and inflation. · Analyze the use of tax increment revenues as the principal source of funding, compared to other potential financial sources and/or mechanisms available to the Agency to carry out the financing portion of the Amended Redevelopment Projects. · Evaluate the proposed method of financing redevelopment and its financial feasibility. Determine which of the activities can be funded given the projected tax increment revenue and other funding sources. e. Project Activities and Costs The Preliminary Report will demonstrate that the proposed project activities are directly related to the alleviation of blight a.s required by the CRL. Consultant shall work with Agency and City staff to review capital improvement programs and all relevant plans, studies, and reports. Consultant shall prepare a list of potential actions and projects to include in the Redevelopment Programs with guidance from the Agency. To the extent feasible, the City and Agency shall provide gross cost estimates and estimates of non- Agency funding sources, expressed in constant 2005 dollars. f. Report Organization Consultant shall prepare the Preliminary Report, as required by CRL, in conjunction with the Agency. The Agency's legal counsel will review the report for adequacy. Consultant shall use existing analyses to the extent possible as the background and framework for the Preliminary Report. The Preliminary Report will be organized as follows: I. Introduction Provides background information, legal requirements and summarizes the legally defensible reasons for selecting the Amended Project Area boundaries and fiscally merging the Downtown/Central, Gateway and Shearwater Projects. Provides an overview of the amendments as discussed in the Project Overview section, above, of this scope of services. II. Existin.q Conditions Documents urbanization and existing conditions contributing to blight in the proposed Added Area, based on blight definitions contained in CRL. Documents existing conditions in existing Project Areas. III. Redevelopment Proqrams Describes Redevelopment Programs' projects and activities to alleviate blighting conditions in the Project Areas and estimated costs. IV. Proposed Methods of Financin¢~ and Feasibility Analyzes potential financial resources and/or mechanisms available to the Agency; provides tax increment projections and evaluates tax increment as the principal project funding mechanism; assesses feasibility of the Plan Amendments and Fiscal Merger and; explains why blight cannot be eliminated without redevelopment assistance through the Plan Amendments and Fiscal Merger. Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifel Consulting, Inc. -Exhibit A March 10, 2004 Page 5 of 11 Task 4. Report to the City Council Consultant shall prepare the Report to the City Council on the Plan Amendments and Fiscal Merger (Report to Council) in accordance with Section 33352 of Community Redevelopment Law (CRL). The Report will incorporate the updated Preliminary Report including additional chapters that provide an analysis of the Agency's initial plans for implementation of the Project and required procedural steps for the adoption of the Amended Redevelopment Plans taken by the Agency. a. Update Preliminary Report Analysis Consultant shall update findings and analysis contained in the Preliminary Report in response to new or additional information requested by the Meyers Nave, and/or the Agency. Such updates shall be made to contribute to a legally defensible, comprehensive, and accurate Report to Council. The areas most likely to be updated would include, but are not limited to, blight findings, development forecasts, proposed projects and activities, and tax increment projections. b. Implementation Plan The Agency shall prepare the 2004 Implementation Plan. Consultant shall prepare a supplement to the 2004 Implementation Plan to include the Plan Amendments Fiscal Merger. Consultant shall advise staff in order to ensure that the Implementation Plan meets current CRL requirements, including the requirements of AB 637. The Implementation Plan consists of non-housing and housing components: Non-Housina Component Consultant shall advise Agency staff in preparing the following material required for adoption of the non- housing component of the Implementation Plan: · Summarize blighting conditions in the Project Areas and develop priorities to address these conditions. · Project available revenue for the remaining years of the five year plan, including tax increment funds, program income, federal and state funds, and other financial resources. · Based on the projected financial resources, refine the list of redevelopment activities to be accomplished over the five year period and describe how they will alleviate blight. Housin.q Component Consultant shall advise Agency staff in preparing the housing component (AB 315 Housing Production Plan) of the Implementation Plan which specifically describes how the goals, objectives, projects and expenditures will implement Iow and moderate income housing programs. The housing section of the plan must contain: · Estimates of deposits to the Housing Set-Aside Fund during the five year plan. · Estimates of the number of units to be assisted from these funds. · Estimates of the number of units to be constructed, rehabilitated, price-restricted, assisted, removed or destroyed by the Agency and others over the life of the Redevelopment Plans and the required ten year period. Consulting Services Agreement between March 10, 2004 Redevelopment Agency of the City of South San Francisco and Seifel Consulting, inc. -Exhibit A Page 6 of 11 c. Additional CRL Documentation Requirements Agency staff shall summarize community meeting minutes, as maintained by the Agency under Section 33387, and Consultant shall incorporate the summaries into the Report to Council. The Section 33328 report for the Added Area, also known as the Auditor-Controller report, will be prepared by County officials per the requirements of the CRL. Consultant shall coordinate with the Agency and the County for its preparation. Consultant shall document that the Agency has followed the correct procedural process and performed all required components of the Report to Council, in accordance with CRL Section 33352. d. Report Organization The Report to Council shall contain: 1) the information included in the Preliminary Report, in addition to a map showing where remaining blighting conditions exist; 2) the five-year implementation plan; 3) an explanation of why blight cannot be eliminated without redevelopment; 4) a method or plan for relocation; 5) an analysis of the Amended Downtown/Central Preliminary Plan; 6) a report and recommendations of the City Planning Commission; 7) a summary of public review; 8) a summary of environmental review; 9) a report of the County Fiscal Officer; 10) a summary of consultations with taxing entities; and 11) a neighborhood impact report. ~'ask 5. Public Meeting Attendance Consultant shall advise staff in their development of a public outreach and community consultation program. Consultant shall prepare for and participate in up to four public meetings, including meetings of the Agency Board, City Council, Planning Commission, and community forums. Task. 6. Legal and Environmental Documentation At the Agency's request, Consultant shall review the Plan Amendment and Fiscal Merger related documents prepared by the Meyers Nave. Meyers Nave shall be responsible for preparing all of the legally required notices and documents, including the following: · Detailed Schedule of Actions identifying 1) legal and procedural steps, 2) action dates, 3) responsible entities, and 4) documents involved. Consultant shall prepare a summary schedule, based on the legal schedule. · Amended Redevelopment Plans and Other Legal Documents and all other legal documents, such as resolutions, notices and miscellaneous documents necessary to accomplish the steps identified on the Schedule of Actions as needed. Agency staff shall be responsible for all legally mandated mailings and notices. The Agency shall be the lead in creating the affected parties list that will include the business and property owners within the boundaries. Meyers Nave shall verify that all the affected parties are properly identified for notification. Consultant shall provide guidance as needed. The environmental documentation, as needed, shall be performed separately. The Agency shall be responsible for preparing all of the legally required notices and documents required for the environmental documentation process. Consultant shall provide input regarding their content based on data and analysis obtained during the Redevelopment Plan Amendments and Fiscal Merger process. Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifel Consulting, Inc. -Exhibit A March 10, 2004 Page 7 of 11 Task 7: Additional Advisory Services In addition to the preparation of documents required in the process, Consultant shall provide Agency staff with advisory services on an as needed basis. Such services may include, but not be limited to: · Prepare special or supplemental fiscal/financial analyses not typically provided in the Preliminary Report and the Report to Council. · Prepare fiscal analysis for and attend additional meetings with affected taxing entities, public meetings and hearings for information presentation purposes. · Prepare responses to written comments received at the joint public hearing. · Prepare more than the number of draft documents described under Deliverables (see following Section B) or redraft documents after Agency staff and legal counsel have given their approval. · Train Agency staff. Deliverables Consultant shall provide two drafts and a final report for each of the following documents: · Preliminary Report · Reportto Council Specifically, Consultant shall provide three types of work products: · Administrative draft for circulation to Agency Counsel and staff · Final draft · Final The administrative draft and final draft shall be prepared for use by staff, redevelopment legal counsel and other interested parties. The administrative and final drafts will be provided electronically in portable document format (PDF). The final document will be provided electronically in portable document format (PDF). In addition, the final will be provided as one (1) unbound original for reproduction. Consultant shall prepare documents for 8 1/2 by 11 paper size and printed on one side. Preparation of more than one draft of the documents described above, or redrafting of documents after Agency staff and legal counsel approval of the final will be billed as additional services under separate contract. Consultant understands that Consultant will need to incorporate periodic reviews by staff and legal counsel. While incorporating staff and legal counsel review of the Preliminary Report and the Report to Council, Consultant reserves the right of final review of these documents. Seifel Consulting Inc. shall not be held responsible for documents that are altered subsequent to delivery of the final draft. Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifel Consulting, Inc. -Exhibit A March 10, 2004 Page 8 of 11 Document Preparation Schedule The overall Plan Amendment and Fiscal Merger schedule will be determined upon discussion with City staff and will incorporate due dates for drafts and final documents. Consultant's document preparation is dependent on timely responses to requests for information and meetings from City staff. Fifteen working days before a deliverable report is due, Consultant shall receive all information required for inclusion in the report in order to complete the draft report as scheduled. The Agency's Project Manager will need ten (10) working days between receipt of the administrative draft and final draft and the provision of comments to the Consultant. Consultant shall be allocated ten (10) working days between receipt of the comments on the administrative draft and provision of final draft and final draft to the Agency's Project Manager. As the deliverable reports (the Preliminary Report and the Report to Council) are legal documents, the administrative draft of each report shall be reviewed by Meyers Nave before Consultant releases the final draft or final report. Consultant shall send the administrative draft to Meyers Nave for comment, Meyers Nave shall provide comments to Consultant within ten working days before the final draft is completed. ~. Role of Agency Staff Consultant shall work closely with Agency staff, who shall assume the following responsibilities: · Timely provision of all available reports, documents, studies, plans, and other information relevant to the documentation of existing conditions and the expeditious conduct of' the plan amendment process. · Provision of the best available zoning, land use, GIS maps and aerial photographs. · Delivery in timely manner of historical 5-year and current assessed values, retail sales tax, transient occupancy (hotel), and property tax information in support of economic blight documentation and the projection of future tax increment revenues. · Provision of available crime statistics. · Provision of other information as needed to document blight, such as infrastructure and public improvement deficiencies, traffic issues and documentation of the need for redevelopment from developers. · Coordination with staff team and various City departments on the provision of relevant data such as that described above. · Schedule and conduct staff team meetings with consultant, including kick-off meeting, regular team meetings, and conference calls. · Schedule and conduct meetings to ensure community participation in the redevelopment plan amendment process at a level consistent with the requirements of the California Community Redevelopment Law. The Consultant will rely on the Agency to identify and assemble stakeholders and facilitate meetings and workshops in the Project Area neighborhoods. Agency will also prepare a summary of meetings and consultations with the community for incorporation into the Report on the Redevelopment Plan. Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifel Consulting, Inc. -Exhibit A March 10, 2004 Page 9 of 11 · Responsibility for mailing and notifications to property owners, business, and residents, including related mailing costs. · Revisions, if necessary due to boundary changes, of Agency prepared legal descriptions and related maps. · Identification and notification of all affected taxing agencies. · Preparation of summary of consultations with taxing agencies for incorporation into the Report to Council. · Timely response to inquiries from the Consultant. · Coordination of review and edits of deliverables with Agency staff and consolidation of edits into one document for delivery to Consultant. (~. Schedule of Plan Amendments and Fiscal Merger The Plan Amendment and Fiscal Merger schedule is to be determined upon discussion with Agency staff. The Preliminary Report and Report to Council will be prepared at suitable dates to meet an anticipated adoption in June 2005. The table below is a proposed schedule for project completion. This schedule is dependent on timely responses of all parties. Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifei Consulting, Inc. -Exhibit A March 10, 2004 Page 10 of 11 Spring to Fall 2004 Winter 2005 to Spring 2005 Schedule for South San Francisco Redevelopment Plan Amendments and Fiscal Merger Perform Eligibility Analysis and Plan Amendment Approach. (complete) Brief Council, Agency Board and Planning Commission regarding the Plan Amendment. (complete) Agency Board authorizes proceeding with formal Plan Amendment. Planning Commission approves Amended Preliminary Plan and Added Area boundaries. (complete) Agency Board accepts Amended Preliminary Plan for Downtown/Central. Consultations begin with affected taxing entities. Initial Community Redevelopment Law (CRL) and California Environmental Quality Act (CEQA) notices distributed. Environmental Impact Report (EIR) Notice of Preparation comment period ends. County Controller completes FY 2004~05 base year assessed valuation report for Added Area Distribution of Draft Preliminary Report, Draft Amended Plans, and Draft EIR (if needed). Hearing on Draft EIR (if needed). Draft EIR comment period ends. Completion of Report to Council on Amended Plans and Fiscal Merger and Final EIR (if needed). Final EIR (if needed), Amended Plans and Report to Council on Amended Plans and Fiscal Merger distributed. Planning Commission makes formal recommendation to Council/Agency Board on EIR and Amended Plans. Community Workshop on Amended Plan. Joint Public Hearing on Amended Plan. Council/Agency Board make required CRL and CEQA findings. Council introduces ordinance to adopt Amended Plans and Fiscal Merger. Council conducts second reading and adopts Amended Plans and Fiscal Merger. File EIR Notice of Determination. Distribute CRL post-adoption documents. 207532_1 Consulting Services Agreement between Redevelopment Agency of the City of South San Francisco and Seifel Consulting, Inc. -Exhibit A March 10, 2004 Page 11 of 11