HomeMy WebLinkAbout2013/02/12 Item 05CITY COUNCIL
AGENDA STATEMENT
- ~_ j ~`~~ CIN OF
CHULAVISTA
Item No.: 5
Meeting Date: 2/12/13
ITEM TTTLE: RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CHULA VISTA, WAIVING THE FORMAL CONSULTANT
SELECTION PROCESS, APPROVING AN AGREEMENT
BETWEEN THE CITY OF CHULA VISTA; BURKETT &
WONG ENGINEERS, CONSULTANT; AND BALDWIN AND
SONS, LLC, APPLICANT FOR CONSULTING SERVICES
FOR PREPARATION OF AN AMENDED PUBLIC
FACILITIES FINANCING PLAN (PFFP) AND FISCAL
IMPACT ANALYSIS (FIA) FOR THE OTAY RANCH
VILLAGE TWO SECTIONAL PLANNING AREA (SPA) PLAN,
AND AUTHORIZING THE CITY MANAGER TO EXECUTE
SAID AGREEMENT.
SUBMTI'TED BY: ASSISTANT CIT MANAGEIUDIRECTOR OF DEVELOPMENT
SERVICES ~ ~ ~'~`'`~
CITY ATTORNEY
REVIEWED BY: CITY MANAGER ~-~o~-~7D5
4/5~ VOTE REQUIRED YES _ NO X
SUMNIAIiY
The applicant has filed an application (PCM 12-17) to amend the General Plan, the Otay Ranch
General Development Plan (GDP) respective to Village 2 and the Village 2 Sectional Planning
Area (SPA) Plan. The Development Services Director has determined that the proposed project
requires the prepazation of an amendment to the Otay Ranch Village 2 Public Facilities Financing
Plan (PFFP) and Fiscal Impact Analysis (FIA). The item before the City Council is a request for the
City Council to approve the proposed contract with Burkett and Wong for an amount not to exceed
$53,500 to provide consultant services for the prepazation of the required PFFP and FIA documents
for the proposed project and an additional $13,375 for additional services should they be necessary.
ENVIRONMENTAL REVIEW
The Development Services Director has reviewed the proposed contract approval for compliance
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Page 2, Item No.: 5
Meeting Date: 2/12/12
with the California Environmental Quality Act (CEQA) and has determined that the activity is
not a "Project" as defined under Section 15378 of the State CEQA Guidelines; therefore,
pursuant to Section 15060(c)(3) of the State CEQA Guidelines the activity is not subject to
CEQA. Thus, no environmental review of contract approval is necessary.
RECOMMENDATION:
That the City Council adopt the Resolution.
BOARDS/COMMISSIONS RECOMMENDATION: N/A
DISCUSSION:
Back round
The Village 2 SPA Plan area is located south of Olympic Pazkway, east of the future Heritage
Road extension and west of La Media Road (see Attachment #1, Locator Map). The applicant
proposes amendments to the General Plan, Otay Ranch GDP and Village 2 SPA Plan to add
approximately 1,600 residential units and necessary land use changes associated with the
additional units. The proposed additions to Village 2 would result in the following land use
totals: 4,607 dwelling units, 23.9 acres of mixed use, 96.1 acres of industrial, 17.5 acres of
community purpose facilities, 23.7 acres of parkland, and 2 elementary schools.
The proposed project requires the prepazation of an amendment to the Otay Ranch Village 2 SPA
Plan PFFP and FIA to address the changes in infrastructure requirements 'and fiscal impact
associated with the development proposal. Development Services Department staff does not have
the expertise to prepare the needed PFFP and FIA. Therefore, the applicant is proposing that the
applicant enter into athree-party agreement for the prepazation of the PFFP and FIA.
Consultant Services Selection Process
Based on the Consultant's prior experience preparing PFFP's within the City of Chula Vista, their
knowledge of the Otay Ranch Village 2 SPA Plan regulations, and the fact that this firm prepared
the original PFFP for this SPA Plan, Burkett & Wong Engineers, has unique performance
capabilities and knowledge not available from other sources. Typically, the formal bidding process
requires staff to prepaze a Request for Proposals (RFP), solicit proposals, review the proposals, and
conduct consultant selection interviews, which would incur additional time and expenses for the
applicant. The formal bidding process would be more appropriate for a new SPA Plan, because the
competing consultants would be bidding from a level playing field. For this amendment to an
approved PFFP, other consultants responding to the RFP would not possess the same level of
knowledge of Village 2, the existing SPA and financing plans, or current infrastructure
requirements. The absence of such knowledge would require other consultants to take additional
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Meeting Date: 2/12/12
time and incur additional expense to simply acquire the current level of knowledge possessed by
Burkett & Wong Engineers and add additional delay to the proposed expansion of Village 2.
Therefore; in this case, a waiver of the consultant selection process is appropriate. Thus, staff is
recommending that the Council waive the formal bidding process in accordance with Chula Vista
Municipal Code section 2.56.070(B)(4) and hire Burkett and Wong based on their expertise and
experience as stated above.
Scone of Work
Burkett and Wong will function as the PFFP and FIA Consultant to the City of Chula Vista under
a three-party agreement with the Applicant and under the supervision ofthe City's Development
Services Department Project Manager. The responsibilities of the PFFP and FIA Consultant will
include the following:
Review of the available Project information;
Preparation of draft and final PFFP and FIA;
Response to City and Applicant review comments; and
Attendance at team meetings and public heazings
Contract Payment
The total cost of the contract for consulting services is $53,500 with an additional 25%
contingency ($13,375) for additional services to cover unforeseen issues that may arise during
prepazation of the PFFP and FIA and if determined to be necessary by the City's Development
Services Director. The project applicant will pay all consultant costs, as well as reimburse any
City staff time associated with prepazation of the PFFP and FIA.
The City Attorney's Office has reviewed and approved the form of the contract
DECISION-MAKER CONFLICTS
Staff has reviewed the property holdings of the City Councihnembers and has found no property
holdings within 500 feet of the boundaries of he property which is subject to this action. Staff is
not independently awaze, nor has staff been informed by any City Councilmember, of any other fact
that may constitute a basis for a decision maker conflict of interest in this matter.
FISCAL IMPACT:
There will be no resulting impact to the General Fund. The applicant will fully cover contract costs.
The contract amount for consulting services is $53,500. The contract allows the Contract
Administrator to negotiate additional fees, which will be paid by the applicant, not to exceed 25%
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Meeting Date: 2/12/12
of the total contract amount ($13,375) to cover unforeseen issues that may be identified during the
preparation of the PFFP and FIA.
ON-GOING FISCAL IMPACT
Approval of the three-party agreement will not result in on-going fiscal impacts since the contract
will temunate once all required work is completed by the consultant.
Attachments:
1. Project Boundary Map
2. Three Party Agreement
Prepared by: Stan Donn, Senior Planner, Development Services Department
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Attachment 1
5-5
RESOLUTION NO.
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CHULA VISTA, WAIVING THE FORMAL CONSULTANT
SELECTION PROCESS, APPROVING AN AGREEMENT
BETWEEN THE CITY OF CHULA VISTA; BURKETT &
WONG ENGINEERS, CONSULTANT; AND BALDWIN AND
SONS, LLC, APPLICANT FOR CONSULTING SERVICES FOR
PREPARATION OF AN AMENDED PUBLIC FACILITIES
FINANCING PLAN (PFFP) AND FISCAL IMPACT ANALYSIS
(FIA) FOR THE OTAY RANCH VILLAGE TWO SECTIONAL
PLANNING AREA (SPA) PLAN, AND AUTHORIZING THE
CITY MANAGER TO EXECUTE SAID AGREEMENT
WHEREAS, the Development Services Director has determined that the proposed project
requires the preparation of an amended PFFP and FIA; and
WHEREAS, it was determined by the Development Services Director that staff has neither
the available time or expertise to perform the subject work; and
WHEREAS, the Applicant has deposited or will deposit an initial sum to hire a consultant to
perform the consulting services necessary for the preparation of the amended PFFP and FIA for the
Village 2 SPA Plan; and
WHEREAS, typically, the hiring of a consultant requires a formal bidding process through
which staff would prepare a Request for Proposals (RFP), solicit proposals, review the proposals,
and conduct consultant selection interviews; and
WHEREAS, the Chula Vista Municipal Code allows for a waiver of the formal bidding
process where a "commodity or service [is] available from only one known source as the result of
unique performance capabilities..."; and
WHEREAS, Burkett & Wong Engineers has extensive, prior experience preparing PFFP's
throughout Eastern Chula Vista, knowledge of the Otay Ranch Village 2 SPA Plan regulations,
and prepared the original PFFP for this SPA Plan; and
WHEREAS, such knowledge and background of Village 2, the existing SPA and
financing plans, or current infrastructure requirements is not possessed by other consultants who
may have responded to an RFP under a formal bidding process; and
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Resolution No.
Page 2
WHEREAS, the absence of such knowledge would require other consultants to take
additional time and incur addition expense to simply acquire the current level of knowledge
possessed by Burkett & Wong Engineers and add additional delay to the proposed expansion of
Village 2; and
WHEREAS, based on Burkett & Wong Engineers extensive, prior experience preparing
PFFP's throughout Eastern Chula Vista, their knowledge of the Otay Ranch Village 2 SPA Plan
regulations, and the fact that this firm prepared the original PFFP for this SPA Plan, Burkett &
Wong Engineers has unique performance capabilities and knowledge not available from other
sources; and
WHEREAS, based on the preceding factors, the Development_Services Director requests
waiving the formal bidding process in accordance with Section 2.56.070(B)(4) of the Chula Vista
Municipal Code, and recommends the above noted Consultant perform the required services for the
City.
NOW THEREFORE BE IT RESOLVED that the City Council of the City of Chula Vista
does hereby waive the consultant selection process in accordance with Chula Vista Municipal
Code section 2.56.070(B)(4), approve athree-party agreement between the City of Chula Vista,
Burkett & Wong Engineers ("Consultant") and Baldwin and Sons, LLC ("Applicant") for
consulting services for preparation and submittal of an amended PFFP and FIA for the Otay
Ranch Village 2 SPA Plan, and authorize the City Manager to execute said Agreement on behalf
of the City of Chula Vista.
Presented by Approved as to form by
Gary Halbert, AICP, P.E.
Development Services Director/
Assistant City Manager
Glen R. Googin ~;~~ ~ri~
City Attorney ~'
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THE ATTACHED AGREEMENT HAS BEEN REVIEWED
AND APPROVED AS TO FORM BY THE CITY.
ATTORNEY'S OFFICE AND WILL BE
FORMALLY SIGNED UPON APPROVAL BY
THE CITY COUNCIL
-/ ~~~1~3Y~ ~
Glen R. Googins
City Attorney
Dated: 2l ~ I j `~j
THREE-PARTY AGREEMENT
BETWEEN
THE CITY OF CHULA VISTA,
BURKETT & WONG ENGINEERS, AND
BALDWIN AND SONS, LLC
FOR OTAY RANCH VILLAGE 2
PUBLIC FACILITIES FINANCING PLAN AND
FISCAL IMPACT ANALYSIS UPDATE
ASSOCIATED WITH VILLAGE 2 SPA PLAN AMENDMENT
5-S
Three-Party Agreement Between
City of Chula Vista,
Burkett & Wong Engineers, Consultant, and
Baldwin and Sons LLC, Applicant
for the preparation of Otay Ranch Village 2 Public Facilities Financing Plan (PFFP) and
Fiscal Impact Analyis (FIA) update associated with Village 2 SPA P-an Amendment
1. Parties.
This agreement (Agreement), effective February 12, 2013, is between the City of Chula Vista
(City) herein, a municipal corporation of the State of California, the person designated on the
attached Exhibit A as "Consultant", Tony Ambrose (Burkett & Wong Engineers) whose business
form and address are indicated on the attached Exhibit A, and Stephen Haase (Baldwin & Sons) the
persons collectively designated on the attached Exhibit A as "Applicant," whose business form and
address aze indicated on the attached Exhibit A, and is made with reference to the following facts:
2. Warranties and Representations
2.1. Applicant warrants that Applicant is the owner of land (Property) commonly known as,
or generally located as, described on Exhibit A, Pazagraph 1, or has an option or other entitlement to
develop said Property.
2.2. Applicant desires to develop the Property with the Project described on Exhibit A,
Paragraph 2, and in that regazd, has made application (Application) with the City for approval of the
plan, map, zone, or other permits (Entitlements) described on Exhibit A, Paragraph 3.
2.3. In order for the City to process the Application of Applicant, Work ofthe general nature
and type described in Exhibit A, Pazagraph 4, (Work) will need to be completed.
2.4. City does not presently have the "in-house" staff or resources to process the application
within the time frame requested for review by the Applicant.
2.5. This Agreement proposes an arrangement by which Applicant shall retain, and be liable
for the costs of retaining, Consultant, who shall. perform the services required of Consultant by this
Agreement solely to, and under the direction of, the City.
2.6 Additional facts and circumstances regarding the background for this Agreement aze
set forth on Exhibit B.
3. Agreement.
Three Party Agreement Between City ojChula Partq Burkett & WongEngineers mid Baldwin and Sons
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NOW, THEREFORE, for valuable consideration it is mutually agreed to by and between the
City, Consultant, and Applicant as follows:
3.1. Employment of Consultant by Annlicants.
Consultant is hereby engaged by the Applicant, not the City, and at Applicant's sole cost and
expense, to perform to, and for the primary benefit of, City, and solely at City's direction, all of the
services described on the attached Exhibit A, Pazagraph 4, entitled "General Nature of Consulting
Services," (General Services), and in the process ofperforming and delivering said General Services,
Consultant shall also perform to and for the benefit of City all of the services described in Exhibit A,
Paragraph 5, entitled "Detailed Scope of Work," (Detailed Services), and all services reasonably
necessary to accomplish said General Services and Detailed Scope of Work, and shall deliver such
documents required (Deliverables) herein, all within the time frames herein set forth, and in
particular as set forth in Exhibit A, Paragraph 6, and if none are set forth, within a reasonable period
of time for the diligent execution of Consultant's duties hereunder. Consultant understands and
agrees that time is of the essence for this Agreement.
The Consultant does hereby acknowledge and agree that, though its costs and expenses shall
be paid in full by the Applicant, its obligations under this Agreement are due solely to the City and
for the primary benefit of the City.
In delivering the General and Detailed Services hereunder, the Consultant shall do so in a
good, professional manner consistent with that level of care and skill ordinarily exercised by
members of the profession currently practicing under similaz conditions and in similar locations, at
its own cost and expense except for the compensation and/or reimbursement, if any, herein promised,
and shall furnish all of the labor, technical, administrative, professional and other personnel, all
supplies and materials, machinery, equipment, printing, vehicles, transportation, office space and
facilities, calculations, and all other means whatsoever, except as herein otherwise expressly
specified to be famished by the City or Applicant, necessary or proper to perform and complete the
work and provide the Services required of the Consultant.
3.2. Compensation of Consultant.
Applicant shall compensate Consultant for all services rendered by Consultant without regard
to the conclusions reached by the Consultant, and according to the terms and conditions set forth in
Exhibit C adjacent to the governing compensation relationship indicated by a "checkmazk" next to
the appropriate arrangement, by paying said amount to the City, within 30 days of Consultant's
billing, or in accordance with the security deposit provisions of Paragraph 3.3 ofthis Agreement and
Exhibit C, if checked, and upon receipt of such payment by the City, City shall promptly, pay said
amount to the Consultant in accordance with the Bill Processing provisions in Exhibit C, if checked
City is merely acting in the capacity as a conduit for payment, and shall not be liable for the
Three Party Agreement Between City ojChula Ytttq Burkett & Wong Engineers and Baldwin and Sons
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compensation unless it receives same from Applicant. Applicants shall not make any payments of
compensation or otherwise directly to the Consultant.
3.2.1. Additional Work. If the Applicant, with the concurrence of City, determine
that additional services ("Additional Services") aze needed from Consultant of the type Consultant
is qualified to render or reasonably related to the Services Consultant is otherwise required to
provide by this Agreement, the Consultant agrees to provide such additional services on a time and
materials basis paid for by Applicant at the rates set forth in Exhibit C, unless a separate fixed fee is
otherwise agreed upon in writing for said Additional Work between the parties.
3.2.2. Irr the event that the City shall determine that additional work is required to be
performed above and beyond the scope of work herein provided, City will consult with Applicant
regarding the additional work, and if thereupon the Applicant fails or refuses to arrange and pay for
said Additional Services, the City may, at its option, suspend any fm-ther processing of Applicant's
Application until the Applicant deposits the City's estimate of the costs of the additional work which
the City determines is or may be required. Applicant shall pay any and all additional costs for the
additional work.
3.2.3. Reductions in Scope of Work. City may independently, or upon request from
Consultant, from time to time reduce the Services to be performed by the Consultant under this
Agreement. Upon doing so, City and Consultant agree to meet in good faith and confer for the
purpose of negotiating a corresponding reduction in the compensation associated with said reduction.
Upon failure to agree, the Fixed Fee may be unilaterally reduced by the City by the amount of time
and materials budgeted by Consultant for the Services deleted.
3.3. Security for Payment of Compensation by Applicant.
3.3.1. Deposit. As security for the payment of Consultant by Applicant, Applicant
shall, upon execution of this Agreement, deposit the amount indicated on Exhibit C as "Deposit
Amount" with the City, the conditions of such deposit being as indicated on Exhibit C and as herein
below set forth:
3.3.1.1 Other Terms of Deposit.
3.3.1.1.1. All interest earned on the Deposit Amount, if any, shall
accrue to the benefit of, and be used for such purposes as determined by the City. City may, in lieu
of deposit into a separate bank account, separately account for said deposit in one or more of its
vazious bank accounts, and upon doing so, shall proportionately distribute to the Deposit, the average
interest earned during the period on its general fund.
Three Party Agreement Between City oJChula I'utq Burkett & WongEngineers and Bddwin and Sons
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3.3.1.1.2. Any unused balance of Deposit Amount, including any
unused interest earned, shall be returned to Applicant not later than 30 days after the termination of
this Agreement and any claims resulting therefrom.
3.3.1.1.3. Applicant shall be notified within 30 days after of the use of
the Deposit in any manner. Nothing herein shall invalidate use of the Deposit in the manner herein
authorized.
3.3.1.1.4. At such time as City shall reasonably determine that
inadequate funds remain on Deposit to secure future compensation likely due Consultant or City,
City may make demand of Applicant to supplement said Deposit Amount in such amount as City
shall reasonably specify, and upon doing so, Applicant shall, within 30 days pay said amount
(Supplemental Deposit Amount) to City. Said Supplement Deposit Amount or Amounts shall be
governed by the same terms governing the original Deposit.
3.3.2. Withholding of Processing. In addition to use of the Deposit as security, in
order to secure the duty of Applicant to pay Consultant for Services rendered under this Agreement,
City shall be entitled to withhold processing ofApplicant's Application upon a breach ofApplicant's
duty to compensate Consultant.
4. Non-Service Related Duties of Consultant.
4.1. Insurance.
Consultant represents that it and its agents, staff and subconsultants employed by it in
connection with the Services required to be rendered, are protected against the risk of loss by the
following insurance coverages, in the following categories, and to the limits specified, policies of
which are issued by Insurance Companies that have a Best's Rating of "A, Class V" or better, or
shall meet with the approval of the City:
4.1.1. Statutory Worker's Compensation Insurance and Employer's Liability
Insurance coverage in the amount set forth in the attached Exhibit A, Paragraph 10.
4.1.2. Commercial General Liability Insurance including Business Automobile
Insurance coverage in the amount set forth in Exhibit A, Paragraph 10, combined single limit applied
separately to each project away from premises owned or rented by Consultant, which names City and
Applicant as an Additional Insured, and which is primary to any policy which the City may otherwise
carry (Primary Coverage), and which treats the employees of the City and Applicant in the same
manner as members of the general public (Cross-liability Coverage).
4.1.3. Errors and Omissions insurance, in the amount set forth in Exhibit A,
Pazagraph 10, unless Errors and Omissions coverage is included in the General Liability policy.
Three Party Agreement Between C5(y ajChuia Vista, Burkett & Wong Engineers and Baldwin and Sons
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4.2. Proof of Insurance Coverage.
4.2.1. Certificates of Insurance. Consultant shall demonstrate proof of coverage
herein required, prior to the commencement of services required under this Agreement, by delivery
of Certificates of Insurance demonstrating same, and further indicating that the policies may not be
canceled without at least thirty (30) days written notice to the Additional Insured.
4.2.2. Policy Endorsements Requued. In order to demonstrate the Additional Insured
Coverage, Primary Coverage and Cross-liability Coverage required under Consultant's Commercial
General Liability Insurance Policy, Consultant shall deliver a policy endorsement to the City and
Applicant demonstrating same.
4.3. Public Statements.
All public statements and releases to the news media shall be the responsibility of the City
and the Applicant. The Consultant shall not publish or release news items, articles or present lectures
on the Project, either during the course of the study or after its completion, except on written
concurrence of the City and Applicant.
4.4. Communication to Applicant.
Consultant shall not communicate directly to the Applicant except in the presence of the City,
or by writing an exact copy of which is simultaneously provided to City, except with the express
consent of City. The Consultant may request such meetings with the Applicant to ensure the
adequacy of services performed by Consultant.
5. Non-Compensation Duties of the Applicant.
5.1. Documents Access.
The Applicant shall provide to the Consultant, through the City, for the use by the Consultant
and City, such documents, or copies of such documents requested by Consultant, within the
possession of Applicant reasonably useful to the Consultant in performing the services herein
required of Consultant, including but not limited to those described in Exhibit A, Paragraph 7.
5.2. Property Access.
The Applicant hereby grants permission to the City and Consultant to enter and access the
Property, to take any borings, make any tests, conduct any surveys or reconnaissance necessary to
deliver the Services of Consultant, subject to the approval of the Applicant which shall not be
unreasonably denied. Consultant shall promptly repair any damage to the subj ect property occasioned
Three Party Agreement Between City ojCkula Vutq Burkett & Wong Engineers and Baldwin and Sons
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by such entry and shall indemnify, defend, and hold the City and Applicant, and their agents, and
employees harmless from all loss, cost, damage, expenses, claims, and liabilities in connection with
or arising from any such entry and access.
5.3. Communication to Consultant.
Applicant shall not communicate directly to the Consultant except in the presence of the City,
or by writing an exact copy of which is simultaneously provided to City, except with the express
consent of City. The Applicant may request such meetings as they desire with the Consultant to
ensure the adequacy of services performed by Consultant.
6. Administrative Representatives.
Each party designates the individuals (Administrators) indicated in Exhibit A, Paragraph 8,
as said party's contract administrator who is authorized by said party to represent them in the routine
administration of this Agreement.
7. Conflicts of Interest.
7.1. Consultant is Designated as an FPPC Filer.
If Consultant is designated on Exhibit A, Pazagraph 9, as an "FPPC filer," Consultant is
deemed to be a "Consultant" for the purposes of the Political Reform Act conflict of interest and
disclosure provisions, and shall report his economic interests to the City Clerk on the required
Statement of Economic Interests in such reporting categories as are specified in Paragraph 9 of
Exhibit A, or if none are specified, then as determined by the City Attorney.
7.2. Decline to Participate.
Regardless of whether Consultant is designated as an FPPC Filer, Consultant shall not make,
or participate in making or in any way attempt to use Consultant's position to influence a
governmental decision in which Consultant knows or has reason to know Consultant has a financial
interest other than the compensation promised by this Agreement.
7.3. Search to Determine Economic Interests.
Regardless of whether Consultant is designated as an FPPC Filer, Consultant warrants and
represents that Consultant has diligently conducted a search and inventory of Consultant's economic
interests, as the term is used in the regulations promulgated by the Fair Political Practices
Comrnission, and has determined that Consultant does not, to the best of Consultant's knowledge,
have an economic interest which would conflict with Consultant's duties under this Agreement.
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7.4. Promise Not to Acquire Conflicting Interests.
Regazdless of whether Consultant is designated as an FPPC Filer, Consultant further warrants
and represents that Consultant will not acquire, obtain, or assume an economic interest during the
term of this Agreement which would constitute a conflict of interest as prohibited by the Fair
Political Practices Act.
7.5. Duty to Advice of Conflictive Interests.
Regardless of whether Consultant is designated as an FPPC Filer, Consultant fiu-ther warrants
and represents that Consultant will immediately advise the City Attorney of City if Consultant learns
of an economic interest of Consultant's which may result in a conflict of interest for the purpose of
the Fair Political Practices Act, and regulations promulgated thereunder.
7.6. Suecific Warranties Against Economic Interests.
Consultant warrants and represents that neither Consultant, nor Consultant's immediate
family members, nor Consultant's employees or agents (Consultant Associates) presently have any
interest, directly or indirectly, whatsoever in the property which is the subject matter of the Project,
or in any property within 10 radial miles from the exterior boundaries of the property which is the
subject matter of the Project, or (Prohibited Interest).
Consultant further warrants and represents that no promise of future employment,
remuneration, consideration, gratuity or other rewazd or gain has been made to Consultant or
Consultant Associates by Applicants or by any other party as a result of Consultant's performance of
this Agreement. Consultant promises to advise City of any such promise that may be made during
the Term of this Agreement, or for 12 months thereafter.
Consultant agrees that Consultant Associates shall not acquire any such Prohibited Interest
within the Term of this Agreement, or for 12 months after the expiration of this Agreement.
Consultant may not conduct or solicit any business for any party to this Agreement, or for any
third party which may be in conflict with Consultant's responsibilities under this Agreement.
8. Default of the Consultant for Breach.
This Agreement may be terminated by the City for default if the Consultant breaches this
Agreement or if the Consultant refuses or fails to pursue the work under this Agreement or any phase
of the work with such diligence which would assure its completion within a reasonable period of
time. Termination of this Agreement because of a default of the Consultant shall not relieve the
Consultant from liability of such default.
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9. City's Right to Terminate Payment for Convenience, Documents.
9.1. Notwithstanding any other section or provision of this Agreement, the City shall have
the absolute right at any time to terminate this Agreement or any work to be performed pursuant to
this Agreement.
9.2. In the event of termination of this Agreement by the City in the absence of default of
the Consultant, the City shall pay the Consultant for the reasonable value of the services actually
performed by the Consultant up to the date of such termination, less the aggregate of all sums
previously paid to the Consultant for services performed after execution of this Agreement and prior
to its termination.
9.3. The Consultant hereby expressly waives any and all claims for damage or
compensation arising under this Agreement, except as set forth herein, in the event of such
termination.
9.4. In the event of termination of this Agreement, and upon demand of the City, the
Consultant shall deliver to the City, all field notes, surveys, studies, reports, plans, drawings and all
other materials and documents prepared by the Consultant in performance ofthis Agreement, and all
such documents and materials shall be the property of the City; provided however, that the
Consultant may retain copies for their own use and the City shall provide a copy, at Applicant's cost,
of all such documents to the Applicant.
9.5. Applicant shall have no right to terminate Consultant, and shall not exercise any control
or direction over Consultant's work.
10. Administrative Claims Reouirement and Procedures.
No suit shall be brought arising out of this Agreement, against the City, unless a claim has
first been presented in writing and filed with the City of Chula Vista and acted upon by the City of
Chula Vista in accordance with the procedures set forth in Chapter 1.34 ofthe Chula Vista Municipal
Code, the provisions of which aze incorporated by this reference as if set fully set forth herein.
11. Hold Harmless and Indemnification.
11.1. Consultant to Indemnify City re. Iniuries.
11.1.1 General Indemnity Requirement. Except for liability for Design Professional
Services covered in Section 11.1.2, Consultant shall defend, indemnify, protect and hold harmless
the City, its elected and appointed officers, agents and employees, from and against any and all
claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity,
to property or persons, including wrongful death, in any manner arising out of or incident to any
Three Parry Agreement Between City ojChula I~Estq Burkett & Wong Engineers and Baldwin and Sons
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alleged acts, omissions, negligence, or willful misconduct of Consultant, its officials, officers,
employees, agents, and contractors, arising out of or in connection with the performance of the
Defined Services or this Agreement. This indemnity provision does not include any claims,
damages, liability, costs and expenses (including without limitations, attorneys fees) arising from the
sole negligence, active negligence or willful misconduct of the City, its officers, employees. Also
covered is liability arising from, connected with, caused by or claimed to be caused by the active or
passive negligent acts or omissions of the City, its agents, officers, or employees which maybe in
combination with the active or passive negligent acts or omissions of the Consultant, its employees,
agents or officers, or any third party.
11.1.2 Indemnity for Design Professional Services. If Consultant provides design
professional services, as defined by California Civil Code section 2782.5, as may be amended from
time to time, Consultant shall defend, indemnify and hold the City, its officials, officers, employees,
volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs,
expenses, liability, loss, damage or injury, in law or equity, to property or persons, including
wrongful death, in any manner arising out of, pertaining to, or relating to the negligence,
recklessness, or willful misconduct of Consultant, its officials, officers, employees, agents,
consultants, and contractors arising out of or in connection with the performance of Consultant's
services. Consultant's duty to defend, indemnify, and hold harmless shall not include any claims or
liabilities arising from the sole negligence, active negligence or willful misconduct of the City, its
agents, officers or employees. This section in no way alters, affects or modifies the Consultant's
obligations and duties under this Agreement.
11.1.3 Costs of Defense and Award. Included in the obligations in Sections 11.1.1
and 11.1.2, above, is the Consultant's obligation to defend, at Consultant's own cost, expense and
risk, any and all suits, actions or other legal proceedings, that maybe brought or instituted against
the City, its directors, officials, officers, employees, agents and/or volunteers, subject to the
limitations in Sections 11.1. 1 and 11.1.2 Consultant shall pay and satisfy any judgment, award or
decree that maybe rendered against City or its directors, officials, officers, employees, agents and/or
volunteers, for any and all related legal expenses and costs incurred by each of them, subject to the
limitations in Sections 11.1. 1 and 11.1.2.
11.1.4 Insurance Proceeds. Consultant's obligation to indemnify shall not be
restricted to insurance proceeds, if any, received by the City, its directors, officials, officers,
employees, agents, and/or volunteers.
11.1.5 Declarations. Consultant's obligations under Section 11 shall not be limited
by any prior or subsequent declaration by the Consultant.
11.1.6 Enforcement Costs. Consultant agrees to pay any and all costs City incurs
enforcing the indemnity and defense provisions set forth in Section 11.
Three Parry Agreement Between City ojChula I'utq Burkea & Wong Engineers and Baldwin and Sons
jor OR Vdlage 2 PFFP-FlAAmendment
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11.1.7 Survival. Consultant's obligations under Article V shall survive the termination of
this Agreement
11.2. Applicant to Indemnify City re. Compensation of Consultant.
Applicant agrees to defend, indemnify and hold the City harmless against and from any and
all claims, losses, damages, expenses or expenditures of City, including its elected officials, officers,
employees, agents, or representatives of the City (City Indemnitees), in any way resulting from or
arising out of the refusal to pay compensation as demanded by Consultant for the performance of
services required by this Agreement.
12. Business Licenses.
Applicant agrees to obtain a business license from the City and to otherwise comply with
Chula Vista Municipal Code, Title 5. Applicant further agrees to require Consultant to obtain such
business license and to comply with Chula Vista Municipal Code, Title 5.
13. Miscellaneous.
13.1. Consultant not authorized to Represent Citv.
Unless specifically authorized in writing by City, neither Consultant nor Applicant shall have
authority to act as City's agent to bind City to any contractual agreements whatsoever.
13.2. Notices.
All notices, demands or requests provided for or permitted to be given pursuant to this
Agreement must be in writing. All notices, demands and requests to be sent to any parry shall be
deemed to have been properly given or served if personally served or deposited in the United States
mail, addressed to such party, postage prepaid, registered or certified, with return receipt requested,
at the addresses identified for the parties in Exhibit A.
13.3. Entitlement to Subseouent Notices.
No notice to or demand on the parties for notice of an event not herein legally required to be
given shall in itself create the right in the parties to any other or further notice or demand in the same,
similaz or other circumstances.
13.4. Entire Agreement.
This Agreement, together with any other written document referred to or contemplated
herein, embody the entire Agreement and understanding between the parties relating to the subject
Three Parry Agreement Between LYty ojChula I~utq Burkett & Wong Engineers and Baldwin and Sons
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matter hereof. Neither this Agreement nor any provision hereof maybe amended, modified, waived
or discharged except by an instrument in writing executed by the party against which enforcement of
such amendment, waiver or discharge is sought.
13.5. Capacity of Parties.
Each signatory and party hereto hereby warrants and represents to the other party that it has
legal authority and capacity and direction from its principal to enter into this Agreement; that all
resolutions or other actions have been taken so as to enable it to enter into this Agreement.
13.6. Governing Law/Venue.
This Agreement shall be governed by and construed in accordance with the laws of the State
of California. Any action arising under or relating to this Agreement shall be brought only in the
federal or state courts located in San Diego County, State of California, and if applicable, the City of
Chula Vista, or as close thereto as possible. Venue for this Agreement and performance hereunder,
shall be the City of Chula Vista.
13.7. Modification.
No modification or waiver of any provision of this Agreement shall be effective unless the
same shall be in writing and signed by the parties hereto, and then shall be valid only in the specific
instance and for the purpose for which given.
13.8. Counterparts.
This Agreement may be executed in more than one counterpart, each of which shall be
deemed to be an original but all of which, when taken together shall constitute but one instrument.
13.9. Severability.
In the event that any provision of this Agreement shall for any reason, be determined to be
invalid, illegal, or unenforceable in any respect, the parties hereto shall negotiate in good faith and
agree to such amendments, modifications, or supplements to this Agreement or such other
appropriate action as shall, to the maximum extent practicable in light of such determination,
implement and give effect to the intentions of the parties as reflected herein.
13.10. Headings.
The captions and headings in this Agreement are for convenience only and shall not define or
limit the provisions hereof.
Three Parry Agreement Belweert City ojChula I'utq BarkeG & Wong Engineers and Baldwin and Sons
jor OR Vdlage 2 PFFP-F7AAmendmem
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13.11. Waiver.
No course of dealing or failure or delay, nor the single failure or delay, or the partial exercise
of any right, power or privilege, on the part of the parties shall operate as a waiver of any rights
herein contained. The making or the acceptance of a payment by either party with knowledge ofthe
existence of a breach shall not operate or be construed to operate as a waiver of any such breach.
13.12. Remedies.
The rights of the parties under this Agreement are cumulative and not exclusive of any rights
or remedies which the parties might otherwise have unless this Agreement provides to the contrary.
13.13. No Additional Beneficiaries.
Despite the fact that the required performance under this Agreement may have an effect upon
persons not parties hereto, the parties specifically intend no benefit therefrom, and agree that no
performance hereunder may be enforced by any person not a party to this Agreement.
Notwithstanding the foregoing, this is a three party agreement and the City is an express third party
beneficiary of the promises of Consultant to provide services paid for by Applicant.
14. Ownership, Publication, Reproduction and Use of Material
All reports, studies, information, data, statistics, forms, designs, plans, procedures, systems
and any other materials or properties produced under this Agreement shall be the sole and exclusive
property of City. No such materials or properties produced in whole or in part under this Agreement
shall be subject to private use, copyrights or patent rights by Consultant in the United States or in any
other country without the express written consent of City. City shall have unrestricted authority to
publish, disclose (except as may be limited by the provisions of the Public Records Act), distribute,
and otherwise use, copyright or patent, in whole or in part, any such reports, studies, data, statistics,
forms or other materials or properties produced under this Agreement.
I5. Entire Agreement.
This Agreement supersedes any and all other agreements, either oral or written with respect
to the subject matter contained herein.
[Remainder of page intentionally left blank]
Three Party Agreement Between City ojChula !'utq Barkett & R'ong Engineers and Baldwin and Sons
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Signature Page To
the Agreement Between
City of Chula Vista,
Burkett & Wong Engineers, and
Baldwin and Sons
for the preparation of Otay Ranch Village 2 Public Facilities Financing Plan (PFFP) and
Fiscal Impact Analyis (FIA) update associated with Village 2 SPA Plan Amendment
(Page 1 of 2)
NOW THEREFORE, the parties hereto, having read and understood the terms and conditions
of this Agreement, do hereby express their consent to the terms hereof by setting their hand hereto on
the date set forth adjacent thereto.
City of Chula Vista
By:
Cheryl Cox, Mayor
Attest:
Donna Norris, City Clerk
Approved as to Form:
Glen R. Googins, City Attorney
Consultant: Burkett and Wong
By: /~!/
r -----------
Three Party Agreement Between City of Chula Pum, Burkeft & Wong Engineers and Baldwin and Sons
far OR Village 2 PFFP-F7A Amendment
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Signature Page To
the Agreement Between
City of Chula Vista,
Burkett & Wong Engineers, and
Baldwin and Sons
for Consulting Work to be Performed with Regard to Applicant's Project
(Page 2 of 2)
Applicant: Baldwin and Sons, LLC
By: C
Stephen H~~a~~ase, Authorized~)signatory~
Title: >f.i11t7Y ~i~~ T1C'SI~Ci1l
Three Parry Agreement Between City of Chula Vista, Burkett & Wong Engineers and Baldwin and Sons
for OR Village 1 PFFP-F/A Amendment
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Exhibit A
Effective Date: The Agreement shall take effect upon full execution of the Agreement, as of the
effective date stated on page 1 of the Agreement.
City:
Consultant:
Business Form of Consultant:
City of Chula Vista
276 Fourth Avenue
Chula Vista, CA 91910
Burkett & Wong Engineers
( )Sole Proprietorship
( )Partnership
(X) Corporation
Address: 3434 Fourth Avenue
San Diego, CA 92103
(619)299-5555
Applicant: Baldwin & Sons
Business Form of Applicants: OSole Proprietorship
( )Partnership
( )Corporation
(X) Other: A California Limited Liability Company
Address: 610 West Ash Street, Suite 1500
San Diego, CA 92101
1. Property (Commonly known address or General Description): Parcel 2 of adopted Village 2 SPA.
2. Project Description (Project): Preparation of a Public Facilities Financing Plan (PFFP)
Amendment including a Fiscal Impact Analysis (FIA) for the 765-acre property as required by the
City's Growth Management Ordinance in conjunction with the concurrent processing of the
requested amendments to the Village 2 Sectional Planning Area (SPA) Plan.
3. Entitlements applied for: Comprehensive SPA Plan Amendments
i. General Plan Amendment to add more multi-family residential in the Village 2 planning
azea;
Three Party Agreement Between Crty ojChula Vulq BurkrX & WangEngineers and Baldwin and Sans
jor OR VfIIage 2 PFFP-FIAAmendmend
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ii. GDP/SPA Amendment for an increase of 1,600 units, change in residential land use
designations, and Rezone from SF-4 to RM-1; and
iii. Four(4) Tentative Subdivision Maps for PCS-11-02 (R-5, R8b, R9b), PCS-12-03 (R-4a,
R-4b(a&b), PCS-12-04 (R-ISb), PCS-I2-OS (R-17b(a), R-19b, R-20, R-21b, R-23.
4. General Nature of Consulting Services (General Services):
Prepare an amendment to the PFFP and FIA for the 765-acre Village 2 SPA Plan to identify
the amount, location, timing and financing mechanisms necessary to build and deliver required
public facilities and services to the project, and to identify the overall, net fiscal impact that the
project will have on the City in terms of revenues and expenditures and to meet the City of Chula
Vista Municipal Code Requirements.
5. Detailed Scope of Work (Detailed Services):
The Detailed Services to be provided aze described below:
The following tasks shall be performed by the consultant to the satisfaction of the Director of
Development Services:
Public Facilities Financing Plan (PFFP) Amendment
Task A: Preliminary Reseazch/Data Gathering
Gather and review all available data regarding the Village 2 project, including the existing
Otay Ranch General Development Plan, and related documents, and any conditions of approval; the
technical studies prepared for the project; PFFP's for other eastern Chula Vista projects; Master
Facilities plans; related tentative maps and associated conditions of approval; related City
Resolutions; current environmental impact reports with all related back-up technical reports; and any
other environmental documentation including prior EIR's. Hold meetings with City staff, the
applicant or their consultants, and affected agencies as necessary to gather and review data.
Task B: Identify and Describe Facilities and Services Impact.
Following the review of the available data, identify in writing, (at first draft of the PFFP)
facilities and services that may be impacted by the SPA pursuant to the adopted City Growth
Management Threshold Standards; provide in writing, (at first draft of the PFFP) a preliminary cost
estimate for the new and/or upgraded infrastructure and services required both on-site and off-site to
support the proposed additiona11,600 residential units within the Village 2 SPA; and identify costs,
(at first draft of the PFFP) and financing methods for that infrastructure and services. The cost
estimate for the new and/or upgraded infrastructure and services analysis shall summarize the impact
Three Party Agreement Between City ajChala Villa, BarkeG & Wortg Engineers and Baldwin atd Sons
jar OR Village 1 PFFP-FIAAmendment
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fees and any fee credits as applicable, and shall coordinate with and incorporate any other relevant
fiscal impact data, evaluations or recommendations arising from the FIA.
Task C: Independent Evaluation and Recommendations to Mitigate Impacts.
Conduct an independent evaluation of the project's compliance with the adopted City
Threshold Standards and provide in writing, (at first draft of the PFFP Amendment) an
assessment of the probable short- and long-term impacts as well as recommendations to mitigate
impacts and maintain compliance with the City's Growth Management Threshold Standards.
Task D: Attendance at meetings and other coordination
The Consultant (and any of their subcontractors) shall attend one public forum, and up to two
Planning Commission hearings and two City Council hearings. These are in addition to meetings
with City staff, coordination with EIR consultant, or others as the Development Services Department
deems necessary to complete the work. Attendance at said meetings or other methods of coordination
is required of the Consultant on an as needed basis as determined by the City, given sufficient lead-
time (minunum five days) for the Consultant to schedule such coordination. It is further anticipated
that informal coordination will take place between the Consultant and the EIR consultant at various
times throughout the process.
Task E: Preparation of Draft and Final PFFP Amendment Documents
Prepaze a Draft and Final PFFP Amendment for Village 2 project, including but not
limited to the statistical tables, exhibits, text, public facilities and services phasing, methods of
financing public facilities and services, and other pertinent items to ensure that the project would
have the necessary infrastructure and services prior to or concurrent with need. PFFP should
contain a financial feasibility assessment analysis that evaluates the proposed project's financial
impact on the City's facilities and service delivery capacity.
The Consultant shall deliver the requisite number of copies, which will include incorporation
of staff comments, of the Draft and Final PFFP Amendment documents as set forth in Paragraph 6.
FIA
Task F: Preliminary Research
Gather and review all available and relevant data regarding the Village 2 SPA's impact upon
the operation and maintenance budgets of the City and: its General Fund. Gather and review
information from the Applicant regarding the land uses, residential product types, and phasing and
build-out schedules for .the SPA. This shall include as many meetings with City staff and
administrators, and the applicant or their consultants as are necessary to gather and review the data.
Tkree Party Agreement Between Cuy of Chula P~stq Burkett & Wong Engineers and Baldwin and Sons
jor OR Village 1 PFFP-FIAAmendment
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Task G: Identify and Describe Fiscal Impacts
Conduct an analysis utilizing City of Chula Vista's current fiscal model. Update the model
with the appropriate budget data to be provided by City Staff and customize it as necessary to fit the
characteristics of the 765-acre Village 2 project. Analyze and address the fiscal impacts that the
project will have upon the City's operation and maintenance budgets considering the costs and
revenues to the City in providing infrastructure and services to, and as a result of, the project. FIA
shall include a compazison of the annual net revenues of the baseline projections to the net revenues
under the Village 2 amendment to identify the incremental impacts of the proposed land use change.
Using the fiscal impact model of the Village 2 amendment, FIA will evaluate the range of land use
mix that provide a net neutral fiscal impact to the City. Contacts with City Department heads and
staff will be conducted as necessary to help identify any unique conditions or problems with
providing infrastructure and services to the project.
The analyses shall be presented (at first draft of the PFFP) in both written and tabular format,
and shall present City revenues and expenditures annually based upon the project's development
absorption schedule, and the according fiscal surpluses and deficits. Fiscal impact should capture the
change(s) in revenues and expenditures based on the change in land use mix and number of units
associated with the Village 2 SPA Amendment.
Task H: Incorporation of FIA into Drag PFFP document
Prepare a Draft Fiscal Impact Analysis Report for incorporation into the PFFP document for
review by City staff and any affected agency in the requisite number of copies and per the schedule
presented in Pazagraph 6. Prepare a FIA to be incorporated into the PFFP document.
Task I: Revise Drafts as City Determines Necessary
The consultant shall prepaze revisions to the satisfaction of City staff to the PFFP document
based upon comments received from City staff, Planning Commission and City Council and any
other comments from outside agencies or individuals. Said revisions shall be incorporated into the
appropriate draft or final document as outlined in paragraph 6 below under "Dates or Time Limits for
Delivery of Deliverables".
Task J: Draft Conditions of Approval
The Consultant shall collaborate with City staff to prepare the draft conditions of
approval for the Village 2 SPA Amendment project based on the threshold analysis of the PFFP
Amendment.
6. Schedule, Milestone, Time-Limitations within which to Perform Services.
Three Party Agreement Between CFty ojChula Yutq BurkeC & Wong Engineers and Baldwin and Sons
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Date for Commencement of Consultant Services:
(X) Same as Effective Date of Agreement
Dates or Time Limits for Delivery of Deliverables:
Deliverable No. 1: Delivery of the First Draft PFFP Amendment for staff review and
distribution in the form of 6 copies.
Due date: Maximum of six weeks after City's notice to proceed.
Deliverable No. 2 Delivery ofthe revised Second Drag PFFP Amendment containing all
staff comments on the First Draft in the form of six copies.
Due date: Maximum of three weeks after the consultant receives
comments back from the City's review of first draft.
Deliverable No. 3 Delivery of pre-press (screencheck) copy of PFFP Amendment
incorporating all of staff s comments in the form of three copies.
Due date: Maximum of one week after consultant receives comments
back and or staff/consultant discuss staff comments on the second
draft.
Deliverable No. 4: Delivery of the Final PFFP (including the Fiscal Impact Analysis
Report) for public hearings in the form of 10 copies and a computer
diskette file formatted for Microsoft Word.
Due date: Maximum of one week after City delivers pre-press
(screencheck) comments to the Consultant.
Deliverable No.S: Delivery of City Council approved PFFP Amendment (including the
Fiscal Impact Analysis Report) to City Staff in the form of 10 copies
plus one master copy set up to print additional copies to be
incorporated into binders, plus draft conditions of approval.
Due date: Maximum of two weeks following City Council hearing.
Deliverable No.6: Delivery of draft conditions of approval
Three Party Agreement Between City ojChula Vtstq Burket[ & WongEngineers and Baldwin and Sons
jor OR !'Blage 2 PFFP-FlAAmendment
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Due date: Maximum of two weeks after the consultant delivers pre-
press (screencheck) copy of PFFP (including the Fiscal Impact
Analysis Report).
7. Documents to be provided by Applicants to Consultant:
(X) site plans Ograding plans Oarchitectural elevations (X) project description .
(X) other: Proposed General Plan Amendment revised text, including new/revised policies
and supporting graphics.
8. Contract Administrators.
City: Stan Donn, AICP
Project Manager
City of Chula Vista Development Services
276 Fourth Avenue
Chula Vista, CA 91910
Three Party Agreement Between City ojChula Vutq Burkett & Wong Engineers and Baldwin and Sons
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Applicant: Stephen Haase, AICP
Baldwin and Sons, LLC
610 West Ash Street, Suite 1500
San Diego, CA 92101
Consultant: Anthony G. Ambrose, AICP
Burkett & Wong Engineers
3434 Fourth Avenue
San Diego, CA 92103
9. Statement of Economic Interests, Consultant Reporting Categories, per Conflict of Interest Code:
(X) Not Applicable. Not an FPPC Filer.
O Category No. 1. Investments and sources of income.
O Category No. 2. Interests in real property.
O Category No. 3. Investments, interest in real property and sources of income
subject to the regulatory, permit or licensing authority ofthe
department.
O Category No. 4. Investments in business entities and sources of income which
engage in land development, construction or the acquisition or
sale of real property.
O Category No. 5. Investments in business entities and sourcesof income ofthe
type which, within the past two yeazs, have contracted with
the City of Chula Vista (Redevelopment Agency) to provide
services, supplies, materials, machinery or equipment.
O Category No. 6. Investments in business entities and sources of income of the
type which, within the past two years, have contracted with
the designated employee's department to provide services,
supplies, materials, machinery or equipment.
O Category No. 7. Business positions.
10. Insurance Requirements:
OCommercial General Liability: $1,000,000.
OAutomobile Liability: $1,000,000.
()Worker's Compensation: Statutory
Three Party Agreement Between City ojChula Yuta, Burkea B~ Wong Engineers and Baldwin and Sons
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Employer's Liability: $1,000,000.
Errors and Omissions Liability: $2,000,000.
Three Parry Agreement Between City ojChu[a Yrstq BurkeC & WongEngineers and Baldwin and Sons
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Exhibit B
Additional Recitals
WHEREAS, the Applicant has deposited or will deposit an initial sum for the processing of
requests for proposals, draft and final Public Facilities Financing Plans, and all other necessary
documents as outlined in Exhibit A, and
WHEREAS, Burkett and Wong has acquired an in-depth knowledge of the PFFP and
fiscal details of the site through their preparation of the PFFP and Fiscal report for the original
Village 2 SPA plan; and
WHEREAS, Burkett and Wong's comprehensive familiazity with the original Village 2
SPA Plan, coupled with the knowledge gained through their extensive work on PFFP's and
Fiscal studies throughout Eastern Chula Vista, makes them uniquely qualified to serve as the
Consultant for this project; and
WHEREAS, the Contract Administrator has negotiated the details of this Agreement in
accordance with procedures set forth in Sections 2.56.110 of the Chula Vista Municipal Code.
(End of Recitals)
Three Party Agreement Between Cdy ojChula YuYq Barkett & Wong Engineers and Bddwin and Sons
jor OR Ydlage 2 PFFP-FdAAmendment
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Exhibit C
Compensation Schedule and Deposit: Terms and Conditions.
( X) Single Fixed Fee Arrangement.
For performance of all of the General and Detailed Services of Consultant as herein required,
Applicant shall pay a single fixed fee in the amounts and at the times or milestones set forth below:
(x) Single Fixed Fee Amount: $53,500
Milestone or Event Amount or Percent
of Fixed Fee
1. Signing of this agreement by all parties and upon the
request of the Consultant. _
$g,025 (15%)
2. Submittal of First Screen Check Draft $18,725 (35%)
3. Submittal of Second Screen Check Draft $18,725 (35%)
4. Submittal of Final Documents $8,025 (15%)
Sub-Total Fixed Fee Amount $53,500
25% Contingency Fee* * $13,375
Total Fixed Fee Amount $66,875
*For purposes of payment the first draft shall completely address and analyze all
issues identified iri the detailed scope-of--work (described in Exhibit "A", Section 5) to the
satisfaction of the Assistant City Manager/Development Services Director or designee. Payment
shall not be made until the City's Assistant City Manager/Development Services Director or
designee deternnes that a complete draft ELA document has been submitted.
** Pursuant to section's 3.2.1 and 3.2.1.1, the Assistant City Manager/Development Services
Director or designee in his discretion independently or if the Applicant, with the concurrence of the
City determines that additional services are needed from the Consultant, from time to time, may
negotiate additional services to be performed by the Consultant under this Agreement in order to
cover unforeseen issues that may be identified during the preparation ofthe .The
cost of additional services in connection with the
total contract amount ($15,000.00).
()Phased Fixed Fee Arrangement.
shall not exceed 30% of the
Three Party Agreement Between City oJChula Vista, Burkea & Wang Engineers and Ba[dwirt and Sons
jor OR Village 2 PFFP-F7.4 Amendment
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For the performance of each phase or portion of the General and Detailed Services of
Consultant as aze separately identified in Exhibit C, under the category labeled "Phased Fixed Fee
Arrangement", Applicant shall pay the fixed fee associated with each phase of Services, in the
amounts and at the times or milestones set forth herein below (Phase Fixed Fee Arrangement).
Consultant shall not commence Services under any Phase, and shall not be entitled to the
compensation for a Phase, unless Applicants shall have issued a notice to proceed to Consultant as to
said Phase.
Fee for Phase
Said Phase
( )Time and Materials
For performance of the General and Detailed Services of Consultant as herein required,
Applicants shall pay Consultant for the productive hours of time and material spent by Consultant in
the performance of said Services, at the rates or amounts set forth herein below according to the
following terms and conditions:
() Not-to-Exceed Limitation on Time and Materials Arrangement
Notwithstanding the expenditure by Consultant of time and materials in excess of said
Maximum Compensation amount, Consultant agrees that Consultant will perform all of the
General and Detailed Services herein required of Consultant for $
including all Materials, and other "reimburseables" (Maximum Compensation).
( )Limitation without Further Authorization on Time and Materials Arrangement
At such time as Consultant shall have incurred time and materials equal to
(Authorization Limit), Consultant shall not be entitled to any
additional compensation without further authorization issued in writing and approved by the
City Council. Nothing herein shall preclude Consultant from providing additional Services
at Consultant's own cost and expense.
Consultant's Rate Schedule
Category of Employee
of Consultant Name
Principal-in-Chazge
Principal Associate
Survey Manager
Engineer/Surveyor
Technician
Support Staff
Tkree Party Agreement Between City ojCkula I'uta, Burken & Wong Engineers and Baldwin and Sons
jor OR Vdlage 1 PFFP-F7AAmendmenl
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Hourly
Rate
$165
$130
$130
$100
$80
$60
Page 25
*Other individuals from the Consultant firm maybe substituted in place ofthe names listed
solely at the discretion of the Assistant City Manager/Development Services Director.
)Hourly rates may increase by 6% for services rendered after
Materials Separately Paid For by Applicant -
Cost or Rate
)Materials NA
Reports
Copies
( )Travel NA
OPrinting NA
()Postage NA
ODelivery NA
OLong Distance Telephone Charges NA
( )Other NA
Deposit
(X) Deposit Amount: $53,500 - As agreed by the Applicant, 100% ofthe Deposit ($53,500) is to
be made by January 30, 2013. In addition, Applicant agrees to deposit, within 10 days if City
requests to do so, a sum (estimated to be up to $66,875) for any additional services which
shall sepazately be paid for by the Applicant.
(X) Use of Deposit to Pay Consultant.
Notwithstanding the sole duty and liability of Applicant to pay Consultant,. if this pazagraph is
"checked," upon City's receipt of billing by Consultant, and determination by City in good faith that
Consultant's billing is proper, a judgment for which Applicant agrees to hold City harmless and
waive any claim against City, City shall pay Consultant's billing from the amount of the Deposit. If
Applicant shall protest the propriety of a billing to City in advance of payment, City shall consider
Applicant's protest and any evidence submitted prior to the due date for the payment of said bill by
Applicant in making its good faith determination of propriety.
O Use of Deposit as Security Only; Applicants to Make Billing Payments.
Upon determination by City made in good faith that Consultant is entitled to compensation
which shall remain unpaid by Applicant 30 days after billing, City may, at its option, use the Deposit
to pay said billing.
(X) Bill Processing:
A. Consultant's Billing to be submitted for the following period of time:
Three Party Agreement Between City ojChula Vtstq Burkett & WongEngineers and Baldwin and Sons
jor OR VAlage 1 PFFP-FLAAmendmem
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( )Monthly
( )Quarterly
( )Other: Milestone
B. Day of the Period for submission of Consultant's Billing:
( )First of the Month
( ) 15th Day of each Month
( )End of the Month
(X) Other: Upon Completion of Milestone
C. City's Account Number: DQ1696
D. Security for Performance
OPerformance Bond, $
() Letter of Credit, $_
OOther Security:
Type:
Amount: $
() Retention. If this space is checked, then notwithstanding other provisions to
the contrary requiring the payment of compensation to the Consultant sooner,
the City shall be entitled to retain, at their option, the following Retention
Percentage until the City determines that the Retention Release Event, listed
below, has occurred:
Retention Percentage:
Retention Amount: $
Retention Release Event:
( ) Completion of All Consultant Services to the satisfaction of the Assistant
City Manager/Development Services Director
Monthly
Quarterly
Other: In accordance with the milestones provided herein.
E. Day of the Period for submission of Consultant's Billing:
)First of the Month
( )End of the Month
( )Other: Upon completion of the milestones identified herein.
Tkree Party Agreement Between GF1y ojCkula Ycrtq Burkett d. Wong Engineers and Baldwin and Sons
jor OR Ydlage 2 PFFP-FIAAmendment
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