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HomeMy WebLinkAbout2007/01/16 Item 5 CITY COUNCIL AGENDA STATEMENT ~~ (llY OF ----=--"CHUIA VISTA January 16, 2007 Item~ ITEM TITLE: RESOLUTION APPROVING THE FIRST AMENDMENT TO THE PHASE II AGREEMENT WITH STRATUS, A DIVISION OF HEERY INTERNATIONAL AND AUTHORIZING THE MAYOR TO EXECUTE THE AMENDMENT ACTING DIRECTO~F COMMUNITY DEVELOPMENT ffl~ CITY MANAGER if i SUBMITTED BY: REVIEWED BY: 4/STHS VOTE: YES D NO ~ BACKGROUND Phase II of the University Park and Research Center project began on March 8, 2005 with the formation of the University Blue Ribbon Committee and the City Council's approval of contracts for consultants Stratus and BMS Design. Seven major deliverables were required of the consultants during Phase II and the phase was expected to last approximately 6 months. Discussions with landowners regarding dedication of additional land for the UPRC were ongoing during Phases I and II. These discussions and negotiations were also targeted for completion during Phase II. As Phase II consultant deliverables were being completed, several events resulted in staff requesting additional deliverables beyond the scope and timeframe of the original Stratus Phase II contract. Staff is recommending amendments to the existing contract with Stratus, a division of Heery International, for additional consultant services related to the formalization of charter university partners and the development of key collaboration, business and academic plans between and among those partners, and requesting authorization for the Mayor to sign the amended agreement. ENVIRONMENTAL REVIEW The Environmental Review Coordinator has reviewed the proposed actiVIty for compliance 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 5-1 January 16, 2007, Itern~ Page 2 of 4 Guidelines, therefore, pursuant to Section 15060(c)(3) of the State CEQA Guidelines the activity is not subject to CEQA. Thus, no environmental review is necessary. RECOMMENDATION The City Council of the City of Chula Vista adopt the resolution approving a first amendment to the Phase II agreement between the City of Chula Vista and Stratus, a division of Heery International, for a total cost not to exceed $47,300. The amendment is for additional consultant services related to the formalization of charter university partners and the development of key collaboration, business and academic plans between and among those partners, and authorize the Mayor to sign the amended agreement. BOARDS/COMMISSION RECOMMENDATION Not applicable. DISCUSSION Phase II of the University Park and Research Center project began in March of 2005. Seven major objectives were completed during the phase as part of the original scope of work for the consultants: I. Establish the charter institutional partners; 2. Develop financial requirements and funding strategy; 3. Document the economic development strategy for the University study area; 4. Development of the collaborative university organization; 5. Formation of the Blue Ribbon Advisory Committee; 6. Develop the UPRC Prospectus; and 7. Develop campus plan concept and framework strategy. In anticipation of successful completion of land acquisition activities for the UPRC, Phase II activities were scheduled for completion within six months of City Council approval of the Phase II Stratus contract. Staff felt that it was critical to have major organizational, economic and physical strategies completed during Phase II and ready to execute when the land dedications (or agreements describing the dedications) were in place. As Phase II consultant activities were being completed, changes to major components of the UPRC model and several elements of the Prospectus were requested by a key potential university partner. The completion of Phase II was subsequently deferred while the changes were prepared by Stratus; discussions regarding the changes were conducted with the other "charter" university partners; agreements were reached; and the changes were ultimately incorporated into previously completed documents and reports. Amended Scope Of Work The activities and tasks that were requested and completed beyond the original scope of the Phase II agreement with Stratus, and are included in the requested contract amendment, are listed below: 5-2 January 16, 2007, ltem~ Page 3 of 4 1. Working with Major Public Institutions a. Rework the Enrollment Pipeline, Workforce Development Plan, and Economic Development Plan; and draft language for the Prospectus on potential roles, additional requirements, criteria for participation, and modifications to the model for review by these institutions. b. Schedule and meet with the major public institutions to review data on the Enrollment Pipeline, Workforce Development Plan, Economic Development Plan, and develop approach for resolving differences. c. Meet with Sweetwater Union High School District and Southwestern College to discuss their visions for 2- and 4-year higher education enrollment. d. Modify Prospectus to address Enrollment Pipeline, Economic Development and Workforce Development issues raised by major public institutions. e. Schedule follow-up meeting(s) with the major public institutions to finalize components of the Prospectus. f. Reach agreement with major public institutions on conditions for participation in the UPRC and language for detailing their involvement. II. Finalizing the Work of the Blue Ribbon Committee a. Conduct one-on-one conversations with Academic Partners and Blue Ribbon Committee Members to discuss a "shift" in model to the "Claremont Colleges" approach of autonomous land control for each institution with shared central resources. b. Schedule and conduct a meeting of the Academic Planning Task Force (APTF) to discuss the "shift" in models as a group, also discuss including "acknowledgements" in Prospectus, and "impact of Otay Mesa Center". c. Complete Prospectus with shift in model, and incorporate all additional comments and feedback. DECISION MAKER CONFLICT Staff has reviewed the property holdings of the City Council and has found no property holdings within 500 feet of the boundaries of the property, which is the subject of this action. 5-3 January 16, 2007, Item~ Page 4 of 4 FISCAL IMP ACT There are sufficient funds in the fiscal year 2007 Community Development Department budget for these costs (which total $47,300). No additional appropriations are required as a result of approval of this resolution. ATTACHMENTS Attachment I - Original Agreement and Resolution elated March 8, 2005 ]:\COMMDEV\STAFF.REP\2007\OI-16-07\Stratus\Stratus -First Amendment Staff report 07.doc Prepared by: Denny Stone, Acting Asst. Director, Community Development Department Gustava Perez, Senior Community Development Specialist, Community Development Dept. 5-4 Attachment 1 RESOLUTION NO. 2005-076 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA WANING THE FORMAL CONSULTANT SELECTION PROCESS AND GRANTING AN AGREEMENT WITH STRATUS, A DIVISION OF THE JCM GROUP, FOR THE FORMALIZATION OF CHARTER UNIVERSITY PARTNERS AND THE DEVELOPMENT OF KEY COLLABORATION, BUSINESS AND ACADEMIC PLANS BETWEEN AND AMONG THOSE PARTNERS, AND APPROPRIATING $451,000 FROM THE AVAILABLE FUND BALANCE OF THE GENERAL FUND FOR THE PERFORMANCE OF THESE TASKS WHEREAS, the City Council has established a policy to attract a first-rate college or university to a 1,500-acre site in Otay Ranch; and WHEREAS, to achieve this goal, the City Council approved an agreement, dated February 3, 2004 (Resolution No. 2004-034), with Stratus, a division of the JCM Group ("Stratus"), for development ofthe City's Higher Education Recruitment Strategy; and WHEREAS, the Consultants were selected due to their experience in developing university strategies and their comprehensive understanding of both the Chula Vista community as well as the San Diego region; and WHEREAS, Phase I of the Higher Education Recruitment Strategy has been completed and the City now wishes to move on to Phase II; and WHEREAS, to complete Phase II, the City requires consultant services to help it with the formalization of charter university partners and the development of key collaboration, business and academic plans; and WHEREAS, staff recommends that the City's selection process with respect to this professional service agreement be waived because Stratus has: Provided quality services to the City for over a year; Demonstrated a deep and unique understanding of the dynamics of the region and its need for a higher education institution; Understands the intricacies and potential of the specific type of university project that is contemplated/proposed; and Developed strong, project-specific relationships with state and local leaders in the higher education field whose support is essential to the success of the project. WHEREAS, Stratus has performed excellent work for the City over the past year and is the most qualified consultant to assist the City in completing Phase II of the project. 1) 2) 3) 4) NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Chula Vista does hereby waive the formal consultant selection process and approve a consulting agreement between the City and Stratus for the formalization of charter university partners and the development of key collaboration, business and academic plans in an amount not to exceed $451,000. 5-5 Resolution 2005-076 Page 2 BE IT FURTHER RESOLVED that $451,000 is hereby appropriated from the available balance of the general fimd to the Community Development Department's Fiscal Year 2004/2005 supplies and services budget. Presented by Approved as to form by Laurie . Madigan Comm .ty Developmen Director ~Z!J ",,,,\\ \~\\>:l-\\ ,C ~ Ann Moore City Attorney PASSED, APPROVED, and ADOPTED by the City Council of the City ofChula Vista, California, this 8ti1 day of March, 2005, by the following vote: AYES: Councilmembers: Castaneda, Davis, McCann, Rindone and Padilla NAYS: Councilmembers: None ABSENT: Councilmembers: QLtL ATTEST: Stephen C. Padilla, Mayor ~ ?lll If I~' ~~~ d') Susan Bigelow, MMC, City lerk STATE OF CALIFORNIA ) COUNTY OF SAN DIEGO ) CITY OF CHULA VISTA ) I, Susan Bigelow, City Clerk of Chula Vista, California, do hereby certifY that the foregoing Resolution No. 2005-076 was duly passed, approved, and adopted by the City Council at a regular meeting of the Chula Vista City Council held on the 8th day of March, 2005. Executed this 8th day of March, 2005. - ~lL!.1 1-=:S'~ ~~ Susan Bigelow, MMC, City C k 5 6---- - - Agreement Between City of Chula Vista and STRATUS, A Division OfThe JCM Group For Consulting Services Related to the Development of a Phase II Higher Education Recruitment Strategy This agreement ("Agreemenf'), dated January 25, 2005 for the purposes of reference only, and effective as of the date last executed unless another date is otherwise specified in Exhibit A, Paragraph 1 is between the City-related entity as is indicated on Exhibit A, paragraph 2, as such ("City"), whose business form is set forth on Exhibit A, paragraph 3, and the entity indicated on the attached Exhibit A, paragraph 4, as Consultant, whose business form is set forth on Exhibit A, paragraph 5, and whose place of business and telephone numbers are set forth on Exhibit A, paragraph 6 ("Consultant"), and is made with reference to the following facts: Whereas, the City has established a policy to attract a first-rate college or university to a 1 ,SOD-acre site in Otay Ranch; and Whereas, to achieve this goal, the City and Stratus entered into an agreement, dated February 3, 2004 (Resolution No. 2004-034), for development of the City's Higher Education Recruitment Strategy; and Whereas, Phase I of the Higher Education Recruitment Strategy has been completed and the City now wishes to move onto Phase II; and Whereas, to complete Phase II, the City requires consultant services to help it with the formalization of charter university partners and the development of key collaboration, business and academic plans; and Whereas, Consultant possesses extensive expertise in advising public and private entities regarding the development of higher education campuses; and Whereas, Consultant warrants and represents that they are experienced and staffed in a manner such that they are and can prepare and deliver the services required of Consultant to City within the time frames herein provided all in accordance with the terms and conditions of this Agreement. [end of recitals. next page starts obligatory provisions.] Stratus Agreement - University Project Phase II Page 1 of 22 5-7 C9;;;cvS--cJ7 (p Oblioatorv Provisions Paoes NOW, THEREFORE, BE IT RESOLVED that the City and Consultant do hereby mutually agree as follows: 1. Consultant's Duties A. General Duties Consultant shall perform all of the services described on the attached Exhibit A, Paragraph 7, entitled "General Duties"; and, B. Scope of Work and Schedule In the process of performing and delivering said "General Duties", Consultant shall also perform all of the services described in Exhibit A, Paragraph 8, entitled" Scope of Work and Schedule", not inconsistent with the General Duties, according to, and within the time frames set forth in Exhibit A, Paragraph 8, and deliver to City such Deliverables as are identified in Exhibit A, Paragraph 8, within the time frames set forth therein, time being of the essence of this agreement. The General Duties and the work and deliverables required in the Scope of Work and Schedule shall be herein referred to as the "Defined Services". Failure to complete the Defined Services by the times indicated does not, except at the option of the City, operate to terminate this Agreement. Time extensions for delays beyond the consultant's control, other than delays caused by the City, shall be requested in writing to the City's Contract Administrator, or designee, prior to the expiration of the specified time. Extensions of time, when granted, will be based upon the effect of delays to the work and will not be granted for delays to minor portions of work unless it can be shown that such delays did or will delay the progress of the work. C. Reductions in Scope of Work City may independently, or upon request from Consultant, from time to time reduce the Defined 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. D. Additional Services In addition to performing the Defined Services herein set forth, City may require Consultant to perform additional consulting services related to the Defined Services ("Additional Services"), and upon doing so in writing, if they are within the scope of services offered by Consultant, Consultant shall perform same on a time and materials basis at the rates set forth in the "Rate Schedule" in Exhibit A, Paragraph 11 (C), unless a separate Stratus Agreement - University Project Phase II Page 2 of 22 5-8 fixed fee is otherwise agreed upon. All compensation for Additional Services shall be paid monthly as billed. E. Standard of Care Consultant, in performing any Services under this agreement, whether Defined Services or Additional Services, shall perform in a manner consistent with that level of care and skill ordinarily exercised by members of the profession currently practicing under similar conditions and in similar locations. F. 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 Besfs Rating of "A, Class V' or better, or shall meet with the approval of the City: Statutory Worker's Compensation Insurance and Employer's Liability Insurance coverage in the amount set forth in the attached Exhibit A, Paragraph 9. Commercial General Liability Insurance including Business Automobile Insurance coverage in the amount set forth in Exhibit A, Paragraph 9, combined single limit applied separately to each project away from premises owned or rented by Consultant, which names City 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 in the same manner as members of the general public ("Cross-liability Coverage"). Errors and Omissions insurance, in the amount set forth in Exhibit A, Paragraph 9, unless Errors and Omissions coverage is included in the General Liability policy. G. Proof of Insurance Coverage. (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. (2) Policy Endorsements Required. 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 demonstrating same, which shall be reviewed and approved by the Risk Manager. Stratus Agreement - University Project Phase II Page 3 of 22 5-9 H. Security for Performance. (1) Performance Bond. In the event that Exhibit A. at Paragraph 19. indicates the need for Consultant to provide a Performance Bond (indicated by a check mark in the parenthetical space immediately preceding the subparagraph entitled "Performance Bond"). then Consultant shall provide to the City a performance bond in the form prescribed by the City and by such sureties which are authorized to transact such business in the State of California, listed as approved by the United States Department of Treasury Circular 570, http://www.fms.treas.gov/c570, and whose underwriting limitation is sufficient to issue bonds in the amount required by the agreement. and which also satisfy the requirements stated in Section 995.660 of the Code of Civil Procedure, except as provided otherwise by laws or regulations. All bonds signed by an agent must be accompanied by a certified copy of such agent's authority to act. Surety companies must be duly licensed or authorized in the jurisdiction in which the Project is located to issue bonds for the limits so required. Form must be satisfactory to the Risk Manager or City Attomey which amount is indicated in the space adjacent to the term. "Performance Bond", in said Paragraph 19. Exhibit A. (2) Letter of Credit. In the 'event that Exhibit A, at Paragraph 19. indicates the need for Consultant to provide a Letter of Credit (indicated by a check mark in the parenthetical space immediately preceding the subparagraph entitled "Letter of Credit"), then Consultant shall provide to the City an irrevocable letter of credit callable by the City at their unfettered discretion by submitting to the bank a letter. signed by the City Manager, stating that the Consultant is in breach of the terms of this Agreement. The letter of credit shall be issued by a bank. and be in a form and amount satisfactory to the Risk Manager or City Attorney which amount is indicated in the space adjacent to the term. "Letter of Credit", in said Paragraph 19, Exhibit A. (3) Other Security In the event that Exhibit A. at Paragraph 19, indicates the need for Consultant to provide security other than a Performance Bond or a Letter of Credit (indicated by a check mark in the parenthetical space immediately preceding the subparagraph entitled "Other Security"). then Consultant shall provide to the City such other security therein listed in a form and amount satisfactory to the Risk Manager or City Attorney. I. Business License Consultant agrees to obtain a business license from the City and to otherwise comply with Title 5 of the Chula Vista Municipal Code. Stratus Agreement - University Project Phase II Page 4 of 22 5-10 2. Duties of the City A. Consultation and Cooperation City shall regularly consult the Consultant for the purpose of reviewing the progress of the Defined Services and Schedule therein contained, and to provide direction and guidance to achieve the objectives of this agreement. The City shall permit access to its office facilities, files and records by Consultant throughout the term of the agreement. In addition thereto, City agrees to provide the information, data, items and materials set forth on Exhibit A, Paragraph 10, and with the further understanding that delay in the provision of these materials beyond 30 days after authorization to proceed, shall constitute a basis for the justifiable delay in the Consultant's performance of this agreement. B. Compensation Upon receipt of a properly prepared billing from Consultant submitted to the City periodically as indicated in Exhibit A, Paragraph 18, but in no event more frequently than monthly, on the day of the period indicated in Exhibit A, Paragraph 18, City shall compensate Consultant for all services rendered by Consultant according to the terms and conditions set forth in Exhibit A, Paragraph 11, adjacent to the governing compensation relationship indicated by a "checkmark" next to the appropriate arrangement, subject to the requirements for retention set forth in paragraph 1 g of Exhibit A, and shall compensate Consultant for out of pocket expenses as provided in Exhibit A, Paragraph 12. Timely payment of Consultant's invoices is a material part of the Agreement. If Consultant's invoices are not paid within sixty (60) days of submission, Consultant may, at its sole discretion, stop work until the past due invoices have been paid, at which time Consultant shall resume work. All billings submitted by Consultant shall contain sufficient information as to the propriety of the billing to permit the City to evaluate that the amount due and payable thereunder is proper, and shall specifically contain the City's account number indicated on Exhibit A, Paragraph 18 (C) to be charged upon making such payment. 3. Administration of Contract Each party designates the individuals ("Contract Administrators") indicated on Exhibit A, Paragraph 13, as said party's contract administrator who is authorized by said party to represent them in the routine administration of this agreement. 4. Term. This Agreement shall terminate when the Parties have complied with all executory provisions hereof. 5. Liquidated Damages Stratus Agreement - University Project Phase II Page 5 of 22 5-11 The provisions of this section apply if a Liquidated Damages Rate is provided in Exhibit A, Paragraph 14. It is acknowledged by both parties that time is of the essence in the completion of this Agreement. It is difficult to estimate the amount of damages resulting from delay in performance. The parties have used their judgment to arrive at a reasonable amount to compensate for delay. Failure to complete the Defined Services within the allotted time period specified in this Agreement shall result in the following penalty: For each consecutive calendar day in excess of the time specified for the completion of the respective work assignment or Deliverable, the consultant shall pay to the City, or have withheld from monies due, the sum of Liquidated Damages Rate provided in Exhibit A, Paragraph 14 ("Liquidated Damages Rate"). Time extensions for delays beyond the consultant's control, other than delays caused by the City, shall be requested in writing to the City's Contract Administrator, or designee, prior to the expiration of the specified time. Extensions of time, when granted, will be based upon the effect of delays to the work and will not be granted for delays to minor portions of work unless it can be shown that such delays did or will delay the progress of the work. 6. Financial Interests of Consultant A. Consultant is Designated as an FPPC Filer. If Consultant is designated on Exhibit A, Paragraph 15, 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 economic interests to the City Clerk on the required Statement of Economic Interests in such reporting categories as are specified in Paragraph 15 of Exhibit A, or if none are specified, then as determined by the City Attomey. B. 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. C. 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 Stratus Agreement - University Project Phase II Page 6 of 22 5-12 the Fair Political Practices Commission, 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. D. Promise Not to Acquire Conflicting Interests. Regardless 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. E. Duty to Advise of Conflicting Interests. Regardless of whether Consultant is designated as an FPPC Filer, Consultant further warrants and represents that Consultant will immediately advise the City Attorney of City if Consultant leams 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. F. Specific 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 any property which may be the subject matter of the Defined Services, or in any property within 2 radial miles from the exterior boundaries of any property which may be the subject matter of the Defined Services, ("Prohibited Interest"), other than as listed in Exhibit A, Paragraph 15. Consultant further warrants and represents that no promise of future employment, remuneration, consideration, gratuity or other reward or gain has been made to Consultant or Consultant Associates in connection with 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, except with the written permission of City. 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, except with the written permission of City. Stratus Agreement - University Project Phase II Page 7 of 22 5-13 7.1 Indemnification and Hold Harmless Agreement. With respect to any liability, including but not limited to claims asserted or costs, losses, attorney fees, or payments for injury to any person or property caused or claimed to be caused by the acts or omissions of the Consultant, or Consultant's employees, agents, and officers, arising out of any services performed involving this project, except liability for Professional Services covered under Section 7..2, the Consultant agrees to defend, indemnify, protect, and hold harmless the City, its agents, officers, or employees from and against all liability. 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 may be in combination with the active or passive negligent acts or omissions of the Consultant, its employees, agents or officers, or any third party. The Consultant's duty to indemnify, protect and hold harmless shall not include any claims or liabilities arising from the sole negligence or sole willful misconduct of the City, its agents, officers or employees. This section in no way alters, affects or modifies the Consultant's obligation and duties under Section Exhibit A to this Agreement. 7.2 Indemnification for Professional Services. As to the Consultant's professional obligation, work or services involving this Project, the Consultant agrees to indemnify, defend and hold harmless the City, its agents, officers and employees from and against any and all liability, claims, costs, and damages, including but not limited to, attorneys fees, losses or payments for injury to any person or property, caused directly or indirectly from the negligent acts, errors or omissions of the Consultant or Consultant's employees, agents or officers; provided, however, that the Consultant's duty to indemnify, defend and hold harmless shall not include any claims or liability arising from the negligence or willful misconduct of the City, its agents, officers and employees. 8. Termination of Agreement for Cause If, through any cause, Consultant shall fail to fulfill in a timely and proper manner Consultant's obligations under this Agreement, or if Consultant shall violate any of the covenants, agreements or stipulations of this Agreement, City shall have the right to terminate this Agreement by giving written notice to Consultant of such termination and specifying the effective date thereof at least fIVe (5) days before the effective date of such termination. In that event, all finished or unfinished documents, data, studies, surveys, drawings, maps, reports and other materials prepared by Consultant shall, at the option of the City, become the property of the City, and Consultant shall be entitled to receive just and equitable compensation for any work satisfactorily completed on such documents and other materials up to the effective date of Notice of Termination, not to exceed the amounts payable hereunder, and less any damages caused City by Consultant's breach. 9. Errors and Omissions Stratus Agreement - University Project Phase II Page 8 of 22 5-14 In the event that the City Administrator determines that the Consultants' negligence, errors, or omissions in the performance of work under this Agreement has resulted in expense to City greater than would have resulted if there were no such negligence, errors, omissions, Consultant shall reimburse City for any additional expenses incurred by the City. Nothing herein is intended to limit City's rights under other provisions of this agreement. 10. Termination of Agreement for Convenience of City . City may terminate this Agreement at any time and for any reason, by giving specific written notice to Consultant of such termination and specifying the effective date thereof, at least thirty (30) days before the effective date of such termination. In that event, all finished and unfinished documents and other materials described hereinabove shall, at the option of the City, become City's sole and exclusive property. If the Agreement is terminated by City as provided in this paragraph, Consultant shall be entitled to receive just and equitable compensation for any satisfactory work completed on such documents and other materials to the effective date of such termination. Consultant hereby expressly waives any and all claims for damages or compensation arising under this Agreement except as set forth herein. 11 . Assignability The services of Consultant are personal to the City, and Consultant shall not assign any interest in this Agreement, and shall not transfer any interest in the same (whether by assignment or novation), without prior written consent of City. City hereby consents to the assignment of the portions of the Defined Services identified in Exhibit A, Paragraph 17 to the subconsultants identified thereat as "Permitted Subconsultants". 12. 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. Wrthout obtaining City's express written consent, Consultant may use the Project name, Project description, and any non- technical and non-professional public documents it produces to facilitate Consultant's future marketing efforts. 13. Independent Contractor City is interested only in the results obtained and Consultant shall perform as an independent contractor with sole control of the manner and means of performing the Stratus Agreement - University Project Phase II Page 9 of 22 5-15 services required under this Agreement. City maintains the right only to reject or accept Consultant's work products. Consultant and any of the Consultant's agents, employees or representatives are, for all purposes under this Agreement, an independent contractor and shall not be deemed to be an employee of City, and none of them shall be entitled to any benefits to which City employees are entitled including but not limited to, overtime, retirement benefits, worker's compensation benefits, injury leave or other leave benefits. Therefore, City will not withhold state or federal income tax, social security tax or any other payroll tax, and Consultant shall be solely responsible for the payment of same and shall hold the City harmless with regard thereto. 14. Administrative Claims Requirements and Procedures No suit or arbitration 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 and acted upon by the City in accordance with the procedures set forth in Chapter 1.34 of the Chula Vista Municipal Code, as same may from time to time be amended, the provisions of which are incorporated by this reference as if fully set forth herein, and such policies and procedures used by the City in the implementation of same. Upon request by City, Consultant shall meet and confer in good faith with City for the purpose of resolving any dispute over the terms of this Agreement. 15. Attorney's Fees Should a dispute arising out of this Agreement result in litigation, it is agreed that the prevailing party shall be entitled to a judgment against the other for an amount equal to reasonable attorney's fees and court costs incurred. The "prevailing party" shall be deemed to be the party who is awarded substantially the relief sought. 16. Statement of Costs In the event that Consultant prepares a report or document, or participates in the preparation of a report or document in performing the Defined Services, Consultant shall, if requested by City, include, or cause the inclusion of, in said report or document, a statement of the numbers and cost in dollar amounts of all contracts and subcontracts relating to the preparation of the report or document. 17. Miscellaneous A. Consultant not authorized to Represent City Unless specifically authorized in writing by City, Consultant shall have no authority to act as City's agent to bind City to any contractual agreements whatsoever. B. Consultant is Real Estate Broker and/or Salesman Stratus Agreement - University Project Phase II Page 10 of 22 5-16 If the box on Exhibit A, Paragraph 16 is marked, the Consultant and/or their principals is/are licensed with the State of Califomia or some other state as a licensed real estate broker or salesperson. Otherwise, Consultant represents that neither Consultant, nor their principals are licensed real estate brokers or salespersons. C. 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 party 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 herein as the places of business for each of the designated parties. D. 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 matter hereof. Neither this Agreement nor any provision hereof may be 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. E. 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, and that all resolutions or other actions have been taken so as to enable it to enter into this Agreement. F. Governing lawNenue 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. [next page is signature page] Stratus Agreement - University Project Phase II Page 11 of22 5::-tL _ Signature Page to Agreement Between City of Chula Vista and STRATUS, a division of The JCM Group For Consulting Services Related to the Development of a Higher Education Recruitment Strategy IN WITNESS WHEREOF, City and Consultant have executed this Agreement thereby indicating that they have read and understood same, and indicate their full and complete consent to its terms: I!a.. CITY OF CHULA VISTA Dated:~ ~ ,2005 GdL Attest: - <tJJ,L,'-~~~~ Susan Bigelow, City erk Approved as to form: ~7.~ Ann Moore, City Attorney STRATUS, a division of the JCM Group B~ y: Wayne . Twedell, President Dated: ~. \ . ,2005 Exhibit List to Agreement ( x ) Exhibit A. Stratus Agreement - University Project Phase II Page 12 of 22 5-18 Exhibit A to Agreement between City af Chula Vista and STRATUS, a division of The JCM Group 1. Effective Date of Agreement: January 19, 2005. 2. City-Related Entity: (x) City of Chula Vista, a municipal chartered corporation of the State of California () Redevelopment Agency of the City of Chula Vista, a political subdivision of the State of California () Industrial Development Authority of the City of Chula Vista, a ( ) Other: ,a 3. Place of Business for City: City of Chula Vista, 276 Fourth Avenue, Chula Vista, CA 91910 4. Consultant: STRATUS, a division afThe JCM Group 5. Business Form of Consultant: ( ) Sole Proprietorship ( ) Partnership (x) Corporation 6. Place of Business, Telephone and Fax Number of Consultant: 6420 Wilshire Boulevard, Suite 1800 Los Angeles, California 90048-5502 Voice Phone (323) 651-1776 Fax Phone (323) 606-4248 Stratus Agreement - University Project Phase II Page 130f22 5-:-.19 7. General Duties: The Consultant shall assist the City in developing Phase II of a Higher Education Recruitment Strategy. Consultant was previously retained to develop recommendations for positioning goals and drive consensus among key department staff on these goals. During Phase II, Consultant shall: (1) provide support to the City as conducts the oversight'approval; (2) help formalize initial university partners; (3) assist in forming the university organization; (4) develop financial requirements and funding strategies for next- phase project activity and initial physical development of the university site; (5) assist in the development of overall financial and business plans for the university study area; and (6) represent university partners in development of the framework land use strategy and campus plan concept. 8. Scope of Work and Schedule: A. Detailed Scope of Work: 1. Support for City Oversight/Approval a. Consultant shall participate in up to six (6) meetings total of the existing University Working Group and the proposed new City- appointed University "Advisory Group," This Group will be the primary body tasked with overseeing the development of the University Park and Research Center concept. To that end, the group will meet monthly to review the progress of the consultant and to provide advice. The Group, with support from its consultant, will report to the full City Council on a monthly-basis to brief them on progress and present items for discussionJdecision. Consultant shall staff the Advisory Group, preparing meeting agendas, presentations and other supporting meeting materials, as well as minutes of the meeting. b. Consultant shall participate in up to three (3) City Council meetings and prepare agenda statements, presentations and supporting meeting materials. Those meetings dates are proposed as follows: March 15, 2005; May 24, 2005; and August 30, 2005. c. Consultant will provide a weekly oral status reports on the project's progress to the Project Director. Any outstanding issues associated with the project shall be discussed by both Parties at those times. Consultant also agrees to attend monthly-scheduled consultant'client meetings in which issues and the project's progress will be discussed in greater depth. 2. Formalization of Initial Institutional (University) Partners Stratus Agreement - University Project Phase II Page 14 of 22 5-20 a. Consultant shall confirm the number of initial or charter institutional partners by utilizing the following process: i. Consultant will schedule and conduct meetings with potential institutional partners. During those meetings consultant will determine opportunities and constraints of each partner institution; discuss appropriate consultation process needed for each partner institution; and discuss issues that each partner wants to raise with the other partners. ii. Following initial meetings, consultant shall seek to confirm potential partners' willingness to participate in the development of the University Prospectus (see Item 2.b below). Should desired partners' be unwilling to participate directly at this time, consultants shall use their knowledge of higher education and confer with appropriate sources as needed to represent that institution(s)' interests in the prospectus development process. iii. Consultant shall advise the Project Director on the progress and number of confirmed charter institutions and recommend approaches for addressing unresolved partners. b. Consultant shall develop a University Center Prospectus. The consultant shall convene up to five (5) working sessions of the participants; prepare a template for the Prospectus; and prepare agendas and document action items from each meeting. The Prospectus shall include pro form as andlor agreements relative to: i. Higher education need for the region ii. Academic programs iil. Program articulation among the institutions iv. Financial participation v. Capital participation vI. Physical concepts (i.e., academic neighborhoods or cluster colleges or stand-alone institutions) c. Consultant shall provide a formal progress report to City Council on May 24, 2005, and with Council approval, will deliver a final prospectus to Council on August 30, 2005. 3. Formation of University Organization a. Consultant shall assist the City in establishing a new City-appointed University "Advisory Group," see Item 1.a above, by: Stratus Agreement - University Project Phase II Page 15 of 22 5-21 i. Advising staff and the existing University Working Group on composition of the new group. ii. Meeting and interviewing potential candidates. iii. Working with staff to develop the new group's charter and areas of responsibilities. iv. Participating at the City Council meeting when group members are appointed, anticipated for March 15, 2005. b. Consultant shall take the lead roll in formalizing the University Organization's Project Vision, Mission, and Guiding Principles, and shall consult with the institutional partners, the University Advisory Group, and full City Council when performing this task. More specifically, Consultant will: i. Draft the project vision, mission, and guiding principles. ii. Review with University Advisory Group. iii. Review with Charter Partners. iv. Review with and the full City Council at the May 24, 2005 Council meeting. v. Finalize the project vision, mission, and guiding principles, to be delivered to City Council August 30, 2005. c. Consultant shall define the University Organization's Governance Framework and Organizational Structure, which will become the basis for a permanent legal entity. More specifically, Consultant will: i. Draft governance framework and organizational structure elements (hereinafter "framework") including items such as the responsibilities of the central coordinating institution, delivery of instructional services, procedures for new academic partners and other institutions, facilities and land-use, and officers and board members. ii. Review the framework with University Advisory Group. iii. Review the framework with Charter Partners, and reconcile with the University Center Prospectus developed in 2.b above. Stratus Agreement - University Project Phase II Page 16 of 22 5-22 iv. Review the framework with City Council Members. v. Finalize governance framework and organizational structure, to be delivered to City Council August 30, 2005. 4. Development of Financial Requirements and Funding Strategy for Next- Phase Project Activity and Initial Physical Development of the University Site. a. Consultant shall use its expertise to develop enrollment, faculty and staff assumptions. b. Consultant shall estimate planning, capital and operating costs for start-up through University opening. c. Consultant shall develop a financing strategy for additional planning, capital, and operating costs; for example: Charter Partners, State and Federal funds, foundations, donors, etc. d. Consultant shall provide a formal progress report to City Council on May 24, 2005, and with Council approval, will deliver a final Funding Strategy to Council on August 30, 2005. 5. Assistance in the Development of Overall Financial and Business Plans for the University Study Area. a. Consultant shall assist the Project Director, who shall be responsible for developing an economic development strategy for the entire University Park and Research Center. More specifically, Consultant will: i. Work with the Project Director to outline the strategy. ii. Identify key issues that the City will need to address with respect to potential institutional partners. ili. Review and provide substantive and material input to preliminary and final drafts of the strategy developed by Project Director. b. Consultant shall create a comprehensive report, which identifies all significant economic benefits to the City/Region, with respect to the University Center, to be incorporated in the City's economic development strategy. Stratus Agreement - University Project Phase II Page 17 of 22 5-23 6. Represent the University Partners in Development of the Framework land Use Strategy and Campus Plan Concept. a. Consultant shall be available to participate in one-on-one meetings with landowners, group charrettes, and/or working meetings with BMS Design Group. b. Consultant shall generate conceptual space needs for both the initial phase of development and buildout of the University Center to inform the development of the Campus Plan Concept and capital costs in Item 4.b above. B. Date for Commencement of Consultant Services: (x) Same as Effective Date of Agreement ( ) Other: C. Dates or Time Limits for Delivery of Deliverables: Besides those dates listed in the Detailed Scope of Work above, Consultant shall be deliver to City such Deliverables as are identified below, within the time frames set forth therein. Deliverable NO.1: Support for City Oversight/Approval Due date: August 3D, 2005 Deliverable No.2: Formalization of Initiallnstitutionai (University) Partners Due date: August 3D, 2005 Deliverable NO.3: Formation of University Organization Due date: August 3D, 2005 Deliverable NO.4; Development of Financial Requirements and Funding Strategy for Next-Phase Project Activity and Initial Physical Development of the University Site. Due date: August 3D, 2005 Deliverable No.5: Assistance in the Development of Overall Financial and Business Plans for the University Study Area. Due date: August 3D, 2005 Stratus Agreement - University Project Phase II Page 18 of 22 5-24 Deliverable NO.6: Represent the University Partners in Development of the Framework Land Use Strategy and Campus Plan Concept. Due date: August 30,2005 D. Date for completion of all Consultant services: August 30, 2005 (except attendance at public hearings which could occur after this date) 9. Insurance Requirements: (x) Statutory Worker's Compensation Insurance (x) Employer's Liability Insurance coverage: $1,000,000. (x) Commercial General Liability Insurance: $1,000,000. (x) Errors and Omissions insurance: None Required (included in Commercial General Liability coverage). () Errors and Omissions Insurance: $250,000 (not included in Commercial General Liability coverage). 10. Materials Required to be Supplied by City to Consultant: None. 11. Compensation: A. ( ) Single Fixed Fee Arrangement. B. ( ) Phased Fixed Fee Arrangement. C. (X) Hourly Rate Arrangement For perfonnance of the Defined Services by Consultant as herein required, City shall pay Consultant for the productive hours of time spent by Consultant in the perfonnance of said Services, at the rates or amounts set forth in the Rate Schedule hereinbelow according to the following tenns and conditions: (1) (x) 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 perfonn all of the Defined Services herein required of Consultant for Four Hundred Fifty-One Thousand Dollars ($451,000), which includes all Materials and other "reimbursables" ("Maximum Compensation"). Stratus Agreement - University Project Phase II Page 19 of 22 5-25 RATE SCHEDULE Category of Consultant's EmployeeName Hourly Rate Strategic Consultant Rod Rose (STRATUS) $200 Strategic Consultant Sal Rinella (STRATUS) $200 Strategic Consultant Lee Kerschner $150 Project Manager James Hawkes (STRATUS) $140 Research/Communications Annie Yao (STRATUS) $95 Graphics/Clerical STRATUS Staff Person $80 (x) Hourly rates may increase by 6% for services rendered after December 31, 2005, it delay in providing services is caused by City. 12. Materials Reimbursement Arrangement For the cost of out of pocket expenses incurred by Consultant in the performance at services herein required, City shall pay Consultant at the rates or amounts set forth below: ( ) None, the compensation includes all costs. Only Reports, Copies, Travel, Printing, Postage, Delivery, Long Distance Charges, and Other Identifiable Direct (no overhead) Costs shall be reimbursed. The out-of-pocket expenses shall be reimbursed at a rate not to exceed the direct cost of the expenses, plus a 10% administration fee. In any event, the total amount at out-at-pocket expenses that will be reimbursed shall not exceed Fifty Four Thousand Dollars ($54,000). 13. Contract Administrators: City: Gustava Perez, Senior Community Development Specialist Community Development Department City at Chula Vista 276 Fourth Avenue Chula Vista, CA 91910 Telephone: 619.691.5047 Fax: 619.476.5310 Email: gperez@cLchula-vista.ca.us Consultant: James Hawkes, Vice President STRATUS, a division of The JCM Group 6420 Wiishire Blvd Los Angeles, CA 90048-5502 Stratus Agreement - University Project Phase II Page 20 of 22 5-26 Telephone: 323.606.4079 Fax: 323.606.4248 Email: jhawkes@stratus.nu 14. Liquidated Damages Rate: N/A 15. Statement of Economic Interests, Consultant Reporting Categories, per Conflict of Interest Code: (X) Not Applicable. Not an FPPC Filer. () FPPC Filer ( ) Category NO.1. Investments and sources of income. ( ) Category No.2. Interests in real property. ( ) Category No.3. Investments, interest in real property and sources of income subject to the regulatory, permit or licensing authority of the department. ( ) 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. ( ) Category No.5. Investments in business entities and sources of income of the type which, within the past two years, have contracted with the City of Chula Vista (Redevelopment Agency) to provide services, supplies, materials, machinery or equipment. ( ) 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. ( ) Category NO.7. Business positions. (x ) List "Consultant Associates" interests in real property within 2 radial miles of Project Property, if any: None. 16. () Consultant is Real Estate Broker and/or Salesman 17. Permitted Subconsultants: Stratus Agreement - University Project Phase II Page 21 of 22 5-27 Lee Kerschner EIP Associates 7. Bill Processing: A. Consultant's Billing to be submitted for the following period of time: (x) Monthly ( ) Quarterly ( ) Other: B. Day of the Period for submission of Consultant's Billing ( ) First of the Month ( ) 5th Day of each Month (x) End of the Month ( ) Other: C. City's Account Number: 8. Security for Performance ( ) Performance Bond, $ ( ) Letter of Credit, $ ( ) Other 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, either the following "Retention Percentage" or "Retention Amount" until the City determines that the Retention Release Event, listed below, has occurred: ( ) Retention Percentage: None ( ) Retention Amount:_ Retention Release Event: ( ) Completion of All Consultant Services ( ) Other: Stratus Agreement - University Project Phase II Page 22 of 22 5:::2~ COUNCIL RESOLUTION NO. 2007-~ RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING A FIRST AMENDMENT TO PHASE II AGREEMENT BETWEEN THE CITY OF CHULA VISTA AND STRATUS, A DIVISION OF HEERY INTERNATIONAL AND AUTHORIZING THE MAYOR TO EXECUTE SAID AMENDMENT WHEREAS, the City Council has established a policy to attract a first-rate college or university to a I,SOO-acre site in Otay Ranch; and WHEREAS, to achieve its Economic Development Strategy goal to "Promote Educational Excellence," the City of Chula Vista has retained a consultant to assist it with the preparation of proven positioning goals and a higher education recruitment strategy; and WHEREAS, the City approved a Phase II Agreement with Stratus ("Consultant") dated March 8, 2005 for services related to the formalization of charter university partners and the development of key collaboration, business and academic plans between and among those partners; and WHEREAS, the City requests that the Consultant conduct additional servIces not included in the original Agreement; and WHEREAS, both City and Consultant desire to amend the Agreement to revise the scope of work to include additional items that are required to move forward the overall project; and WHEREAS, the existing contract provides for the Consultant to perform additional services related to the originally defined services as requested by the City in writing with such services to be provided on a time and materials basis; and WHEREAS, the additional services will not exceed a total cost of $47,300; and WHEREAS, Consultant was selected due to their exceptional performance in the original agreement, their experience in developing university strategies and their comprehensive understanding of both the Chula Vista community as well as the San Diego region. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Chula Vista does hereby approve the First Amendment to the Phase II Agreement between the City of Chula Vista and STRATUS, a division of Heery International, for the additional work that will effectively lead the City to the phase II planning approach of the Higher Education Recruitment Strategy. Presented by Approved as to form by Ann Hix Acting Director of Community Development ~.t/dJJ.<11Wt oare ./ Ity Attorney 1:\COMMDEV\STAFF.REP\2007\OI-16-07\Stratus\Stratus RESO -First Amendment to Phase II Agreementdoc 5-29 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 Ann Moore' City Attorne Dated: 11(1/67 . First Amendment to Agreement Between City of Chula Vista and Stratus, a Division of Heery International 5-30 FIRST AMENDMENT TO AGREEMENT BETWEEN CITY OF CHULA VISTA AND STRATUS, A DIVISION OF HEERY INTERNATIONAL THIS AMENDMENT TO THE PHASE II AGREEMENT BETWEEN THE CITY OF CHULA VISTA AND STRATUS, A DIVISION OF HEERY INTERNATIONAL for additional consultant services related to the formalization of charter university partners and the development of key collaboration, business and academic plans between and amo~g those partners as entered into as of March 8, 2005 ("Effective Date"), by and between the City OfChula Vista ("City"), a chartered municipal corporation and Stratus, a corporation ("Consultant"). Recitals Whereas, the City approved a Phase II Agreement with Stratus, a division ofthe JCM Group, dated March 8, 2005, for services related to the formalization of charter university partners and the development of key collaboration, business and academic plans between and among those partners; and Whereas, the JCM Group was subsequently acquired by Heery International making Stratus a division of Heery International; and Whereas, subsequent to the completion ofthe originally defined services, additional services were required to address the concerns of a critical potential future partner; and Whereas, the City requests that the Consultant conduct additional services that were not included in the original Agreement; and Whereas, both City and Consultant desire to amend the Agreement to revise the scope of work to include additional items that are required to move forward the overall project; and Whereas, the existing contract provides for the Consultant to perform additional services related to the originally defined services as requested by the City in writing with such services to be provided on a time and materials basis; and Whereas, the additional services will not exceed a total cost of $47,300; and Whereas, Consultant was selected due to their exceptional performance in the original agreement, their experience in developing university strategies and their comprehensive understanding of both the Chula Vista community as well as the San Diego region; NOW, THEREFORE, the Agreement is hereby amended as follows; 1. Exhibit A, Section 8.A., Scope of Work and Schedule, is hereby amended to add the following: 8.A.7. Working with Major Public Institutions 1 5-31 a. Rework the Enrollment Pipeline, Workforce Development Plan, and Economic Development Plan; and draft language for the Prospectus on potential roles, additional requirements, criteria for participation, and modifications to the model for review by these institutions. b. Schedule and meet ",,:ith the major public institutions to review data on the Enrollment Pipeline, Workforce Development Plan, Economic Development Plan, and develop approach for resolving diff~rences. c. Meet with Sweetwater Union High School District and Southwestern College to discuss their visions for 2- and 4-year higher education enrollment. d. Modify Prospectus to address Enrollment Pipeline, Economic Development and Workforce Development issues raised by major public institutions. e. Schedule follow-up meeting(s) with the major public finalize components of the Prospectus. f. Reach agreement with major public institutions on conditions for participation in the UPRC and language for detailing their involvement. 8A8. Finalizing the Work of the Blue Ribbon Committee a. Conduct one-on-one conversations with Academic Partners and Blue Ribbon Committee Members to discuss a "shift" in model to the "Claremont Colleges" approach of autonomous land control for each institution with shared central resources. b. Schedule and conduct a meeting of the Academic Planning Task Force (APTF) to discuss the "shift" in models as a group, also discuss including "acknowledgements" in Prospectus, and "impact of Otay Mesa Center". c. Complete Prospectus with shift in model, and incorporate all additional comments and feedback. d. Schedule and Conduct Final Meeting of the BRC. II. Exhibit A, Section 8.C. is hereby amended to add: Dates or Time Limits for Delivery of Deliverables: Deliverable NO.7: Working with Major Public Institutions Due date: February 28, 2007 Deliverable No.8: Finalizing the Work of the Blue Ribbon Committee Due date: February 28,2007 2 5-32 III. Exhibit A, Section 8.D., Date for Completion of all Consultant Services, is hereby amended as follows: February 28,2007, or completion of all executory provisions to the satisfaction of the City (except attendance at public hearings which could occur after this date) IV. Exhibit A, Section 11.C., Compensation, Hourly Rate ~angement is hereby amended to add the following: For performance of Consultant work relating to preparing a Higher Education Recruitment Strategy, Tasks 7 and 8, City shall pay a net augment amount not-to-exceed $47,300. The hourly fixed fee amount shall be payable for the productive hours of time spent by Consultant in the performance of said Services, at the rates or amounts set forth in the Rate Schedule hereinbelow: Rate Schedule Category of Consultant's Employee Name Hourly Rate Strategic Consultant Rod Rose (STRATUS) $200 Strategic Consultant Sal Rinella (STRATUS) $200 Proiect Manager James Hawkes (STRATUS) $140 Research/Communi- Annie Yao (STRATUS) $95 cations Graphics/Clerical STRA IUS Staff Person $80 The proposed amendment will increase the contract with the Consultant, as amended to a total of $498,300. V. Except as expressly provided here in, all other provisions of the original Agreement approved on March 8, 2005, shall remain in full force and effect. [NEXT PAGE IS SIGNATURE PAGE] 3 5-33 Signature Page For the First Amendment to Agreement between City of Chula Vista and Stratus, a division of Heery Intemational, for additional Consultant Services IN WITNESS WHEREOF, City and Consultant have executed this First Amendment thereby indicating that they have read and understood same, and indicate their full and complete consent to its terms as of (Effective Date) CITY OF CHULA VISTA by: Cheryl Cox, Mayor STRA.TUS BY~ Robert York Regional Manager, Westem Region Dated: 1.1 I (/Zo~7 Approved as to form: Am1 Moore, City Attomey Attest to: Susan Bigelow, City Clerk Dated: 4 5-34