HomeMy WebLinkAbout2010/06/08 Item 8
CITY COUNCIL
AGENDA STATEMENT
~ CITY OF
~-~ CHUIA VISTA
Item No.: '6
Meeting Date: 06/11/10
ITEM TITLE:
PROPOSED THREE PARTY AGREEMENT FOR CONSULTING
SERVICES TO PROVIDE PROJECT MANAGEMENT FOR THE
PROCESSING OF DEVELOPMENT APPLICATIONS FOR OTAY
RANCH VILLAGES 3, 4, 8 EAST AND 10, RELATED TO THE
UNIVERSITY LAND OFFER AGREEMENTS
SUBMITTED BY:
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CHULA VISTA WAIVING THE FORMAL BIDDING PROCESS
AND APPROVING A THREE PARTY AGREEMENT BETWEEN
THE CITY OF CHULA VISTA, ANTHONY J. LETTIERI, FAICP-
CONSULTANT, AND JPB DEVELOPMENT. LLC. - APPLICANT
FOR CONSULTING WORK WITH REGARD TO APPLICANT'S
PROJECT INVOLVING OTAY RANCH VILLAGES 3, 4, 8 EAST
AND 10, AND AUTHORIZING THE MAYOR TO EXECUTE SAID
AGREEMENT. I:JY
DEPUTY CITY MANAGWDIRECTOR OF DEVELOPMENT
SERVICES 0!74--
CITY MANAG:Rr
4/5 TfI VOTE REQUIRED YES NO X
REVIEWED BY:
SUMMARY
JPB Development, LLC, has and will be filing applications for proposed General Plan and Otay
Ranch General Development Plan amendments, Sectional Planning Area (SPA) Plans, Tentative
Maps and related Environmental Impact Reports involving the Otay Ranch Village 3, 4, 8 East
and 10 areas. Under a University Land Offer Agreement (LOA) approved by Council in May
2008. processing of these complex applications must occur within a defined time period. The
item before Council requests approval of a three-party agreement to hire Mr. Lettieri to serve as a
project manager and ensure the LOA timelines are met.
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Page 2, Item No.: <e
Meeting Date: 06/R/l0
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 Guidelines because it involves only
approval ofa contract for professional services; therefore, pursuant to Section l5060(c)(3) of the
State CEQA Guidelines the activity is not subject to CEQA. Thus, no environmental review is
necessary.
RECOMMENDATION:
That the City Council adopt the Resolution.
BOARDS/COMMISSIONS RECOMMENDATION: N/A
DISCUSSION:
RHCkerOlmn
In May 2008, the City Council approved a University Land Offer Agreement (LOA) with lPB
Development. Under the LOA, lPB Development will dedicate land to the City for the future
university in consideration of the City's processing of lPB's development applications for the Otay
Ranch Villages 3, 4, 8 East and 10 areas within a 24-month time period. Those development
applications involve General Plan (GP) and Otay Ranch General Development Plan (GDP)
amendments, Sectional Planning Area (SPA) Plans, Tentative Maps (TM) and related
Environmental Impact Reports (EIRs), that reflect land use changes and housing unit increases
pursuant to a broad land use plan contained in the LOA. Commencement of the 24-month period is
tied to the filing of complete applications for the associated entitlements. Processing of these
applications within the 24-month period encompasses a substantial amount of work, and is a
complex, interdependent process that requires a high degree of coordination through strong project
and process management to ensure success. lPB has now filed their GP and GDP amendment
applications which are under initial review, and is expected to file their related SPA, preliminary
TM and ElR applications in the near future. Staff is also currently working on preparation of a
Processing Agreement with lPB Development.
In April 2008, the City Council approved a similar LOA with Otay Land Company (OLC)
regarding their land holdings involving the Village 8 West and 9 areas of Otay Ranch. OLC's
processing of its GP, GDP, SPA, TM and EIR applications was initiated in March 2009, and
application completeness under their LOA occurred in August 2009 starting the 24-month period.
A staff team is fully engaged in processing of those applications in order to reach public hearing
consideration by August 2011.
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Page 3, Item No.: 25
Meeting Date: 06111/10
Given current staffing commitments to the OLC effort, there was concern raised by lPB
Development regarding the City's ability to meet their LOA time frames. After internal review and
discussion it was determined that sufficient staff resources are available to handle the day-to-day
review requirements for the lPB applications concurrent with the OLC work, but that it would be
beneficial to hire part-time capacity to provide dedicated project management and oversight for the
lPB application processes.
('()n~lllt::1nt ~~rvir.p" Sp]p.r.tion Procp""
In fulfilling the obligations of the lPB LOA, the City would be best served by a project manager
with extensive planning and management experience, as well as experience and familiarity with
Chula Vista and the Otay Ranch project. Mr. Anthony 1. Lettieri, FATCP stands out in these
regards. Mr. Lettieri has worked as a professional planning practitioner in the greater San Diego
area for over 40 years, and is a Fellow of the American Institute of Certified Planners. He has held
planning positions for local cities and the County, run his own planning firm, been a planning
consultant, and served as a Planning Commissioner in the City of San Diego. His credentials and
experience are many having worked on projects ranging from municipal General Plan updates and
numerous specific plans both within and outside the San Diego Region.
Mr. Lettieri is also very familiar with Chula Vista and Otay Ranch. He previously worked as
manager of the multi-disciplinary, joint City-County Otay Ranch project team during preparation of
the original General Development Plan from 1990 through 1993. He also served as the City's
project manager for processing of the Rancho Del Rey SPA I project during 1985 to 1987. Mr.
Lettieri worked as a City employee during 2003 and 2004 providing support in development of the
City's General Plan update focusing primarily on land use, land use policy and assisting with
facilitation of related public workshops. Most recently, Mr. Lettieri served the City as Project
Manager in processing the SPA Plan and Tentative Map entitlements for the Otay Ranch Eastern
Urban Center which were successfully approved in September 2009. Those approvals also
included a fairly complex Development Agreement and Parks Agreement. Through this work Mr.
Lettieri is uniquely familiar with Chula Vista and the Otay Ranch project in particular, and will
bring his extensive experience and expertise to the lPB project planning efforts.
His experience and familiarity with Otay Ranch allows him to step directly into the complex role of
project management 'absent the need for additional time from staff to train and orient him. This
ability to immediately move the project forward in an efficient and expeditious fashion is necessary
to belp ensure that the project will be processed within the timeframes specified in the LOA.
Considering this, it is staffs position that the City would be materially better served by waiving the
formal consultant selection process. Therefore, pursuant to Chula Vista Municipal Code Section
2.56.070.B.3 & 4., staff is recommending that the Council waive the fOlUlal bidding process and
hire Anthony 1. Lettieri, F AICP, to pertorm the subject work.
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Page 4, Item No.: g
Meeting Date: OMS/I 0
Scope of Work
Under the proposed three-party agreement, Mr. Lettieri will function as the Project Manager for
processing of the noted JPB Development applications involving Otay Ranch Villages 3, 4, 8
East and 10 under the supervision of the City's Deputy City Manager/Director of Development
Services. Mr. Lettieri's responsibilities will generally include the following:
. As an extension of staff, process under City procedures the necessary planning and
environmental planning applications for the previously listed entitlements, for the
property known as Otay Ranch Villages 3, 4, 8 East, and 10.
. Regularly meet with the Development Services Director and other appropriate city staff to
identify issues and develop recommendations related to the Applicant's project.
. Review all planning and policy documents that have an impact or are related to the Otay
Ranch that set direction for the planning and processing of the Applicant's project,
including the General Plan, Otay Ranch General Development Plan, and other
development applications.
. Manage the work product of all staff assigned to this project to ensure a comprehensive
approach to the identification and resolution of issues and the timely processing of this
project.
o Coordinate with all outside agencies to ensure that requirements and planning issues of
those agencies are addressed in this planning process.
o Regularly meet with Applicant and Applicant's planning team to identify and resolve
issues, work on planning options, and coordinate all planning and development processes.
. Prepare staff reports, Issue Papers and Matrix, and other working documents to efficiently
process all of the proposed applications.
. Process all discretionary applications for final approval. This would involve
interdepartmental coordination, preparation and presentation of all staff reports to the
Planning Commission and City Council.
C()ntr~c.t P:lymf':nt
The total cost of the contract for consulting services is on a time and materials basis, limited to a
base of $270,000, with up to an additional 20% contingency ($54,000) subject to written
authorization by the Development Services Director. The base cost is derived through assumption
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Page 5, Item No.: c:z?
Meeting Date: Otilll/lO
of an average of 25 hours per week, over a 72-week period, at the consultant's hourly rate of $150.
The Applicant will pay all consultant costs through the project's deposit accounts. The City will
also charge the Applicant a 15% overhead rate on the consultant's invoices to cover costs
associated with providing office space, supplies and equipment for the consultant. The overhead
costs will also be paid from the project's deposit accounts.
DECISION-MAKER CONFLICTS
Staff has reviewed the property holdings ofthe City Council members and has found no property
holdings within 500 feet of the boundaries of the property, which is subject to this action.
CURRENT YEAR FISCAL IMPACT:
There will be no resulting impact to the General Fund. The Applicant will fully compensate the
consultant, and will pay the City a 15% overhead rate on the consultant's invoices to cover costs
associated with the City providing office space, supplies and equipment for the consultant. The
Applicant will also pay the cost for other staff time associated with processing their applications
pursuant to a Processing Agreement and through deposit accounts.
ON-GOING FISCAL IMPACT
Approval of the three-party agreement will not result in on-going fiscal impacts since the contract
will terminate once all required work is completed by the consultant.
The Applicant has also agreed to pay the City $213,000 during FY201O-11 as an offset to cover
potential revenue shortfalls in the Development Services Fund (DSF). In preparation of the FY
'10-' 11 budget, the DSF had a projected revenue shortfall, and the Development Services
Department (DSO) was considering staffing reductions equal to approximately $213,000. Absent
hiring Mr. Lettieri, those work hours associated with processing lPB Development applications
would have been distributed amongst DSD staff, and produced revenues toward balancing the DSF
and avoiding the $213,000 in staffing reductions. In consideration of the benefit to timely
processing of their applications through the dedicated project management services ofMr. Lettieri,
lPB Development agreed to onset the revenues that would have otherwise gone to the DSF.
Attachments:
1. Three-Party Agreement
Prepared hy: Ed Batchelder, Advance Planning Manager, Development Services Department
Ldtieri3PtyAgt-A 113~6.2.1 O-FINAL.doc
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RESOLUTION NO.
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA
WAIVING THE FORMAL BIDDING PROCESS AND APPROVING A THREE
PARTY AGREEMENT BETWEEN THE CITY OF CHULA VISTA, ANTHONY J.
LETTIERI, FAICP - CONSULTANT, AND JPB DEVELOPMENT, LLC -
APPLICANT, FOR CONSULTING WORK WITH REGARD TO THE APPLICANT'S
PROJECT INVOLVING OTAY RANCH VILLAGES 3, 4, 8 EAST AND 10, AND
AUTHORIZING THE MAYOR TO EXECUTE SAID AGREEMENT
WHEREAS, JPB Development, LLC (Applicant) has initiated the tiling of applications for
various entitlements involving General Plan and Otay Ranch General Development Plan
amendments, Sectional Planning Area (SPA) Plans, Tentative Maps, and related Environmcntal
Impact Reports, for the Village 3, 4, 8 East and 10 areas of Otay Ranch (Project); and
WHEREAS, consideration of the Project is relatcd to terms of a Land Offer Agreement
(LOA) with JPB approved in May 2008, that provides time certainty for processing the project
entitlements within a 24-month period from the time certain of when the Project applications are
deemed complete; and
WHEREAS, processing of said Project within the LOA time period involves a series of
complex, interrelated activities that require dedicated project management and oversight, a high-
level of planning and management experience, and an in-depth familiarity and knowledge of the
Otay Ranch project; and
WHEREAS, the Deputy City Manager/Development Services Director has, in
consideration of overall workload, determined that existing staff does not have available time to
dedicate to management of the subject work given the processing timelines; and
WHEREAS, the Consultant has over 40 years of professional planning and project
management experience and has worked for several municipalities in the San Diego region, as well
operated his own planning practice; and
WHEREAS, the Consultant has acquired an in-depth knowledge of Chula Vista, its
processes, the City's General Plan, and the Otay Ranch area having served as a City employec and
consultant project manager on a number of projects including: project manager for Rancho Del Rcy
SPA I froml985 to 1987; manager of the multi-disciplinary, joint City-County Otay Ranch project
team during preparation of the General Development Plan from 1990 to 1993; as a City employee
during 2003 and 2004 providing support in development of the City's Gencral Plan update focusing
on land use; and as projcct manager for the SPA Plan and Tentative Map entitlemcnts for the Otay
Ranch Eastel1l Urban Center during 2008 and 2009; and
WHEREAS, it is in the City's best interest to waive thc City's fonnal bidding process as
impractical, in that the City is in immediate need of an experienced pcrson who is uniquely familiar
with the City's planning processes and the Otay Ranch in particular; and
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WHEREAS, the Consultant is uniquely qualified to serve as the project manager for the
Project, based on their experience and expertisc in working on and managing projects within the
City ofChula Vista and in the Otay Ranch; and
WHEREAS, the Consultant warrants and represents that they are expcrienced and staffed in
a manner such that they can prepare and deliver the services required of Consultant to City within
the timeframes herein provided all in accordance with the tenns and conditions of the subject
agreement; and
WHEREAS, the Deputy City Manager/Development Services Director has negotiatcd the
details of the subject agreement in accordance with applicable procedures pursuant to Chula Vista
Municipal Code Chapter 2.56; and
WHEREAS, pursuant to Chula Vista Municipal Code Section 2.56.070.B.3 & 4., stafl
recommends that the Council waive the formal bidding process and hire Consultant to perform the
subject work; and
WHEREAS, the Environmental Review Coordinator has reviewed thc proposed activity
for compliancc 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 is required.
NOW THEREFORE BE IT RESOLVED that the City Council of the City of Chula Vista
does hereby waive the tormal bidding process pursuant to Chula Vista Municipal Code Section
2.56.070.B.3 & 4. and approves a Three Party Agreemcnt between the City ofChula Vista, Anthony
1. Lettieri, F AICP, and IPB Development, LLC, for consulting services with regard to the Project.
BE IT FURTHER RESOL VED that the Mayor of the City ofChula Vista is hereby
authorized and directcd to execute said agreement on behalf of the City of Chula Vista.
Presented by
Approved as to form by
Gary Halbert, AICP, PE
Deputy City Manager/
Development Services Director
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THE ATTACHED AGREEMENT HAS BEEN REVIEWED
AND APPROVED AS TO FORM BY THE CITY
ATTORNEY'S OFFICE AND WILL BE
FORMALL Y SIGNED UPON APPRO V AL BY
THE CITY COUNCIL
Dated:
tf' - y~/O
THREE PARTY AGREEMENT
BETWEEN
CITY OF CHULA VISTA
ANTHONY J. LETTIERI, FAICP, AND
IPB DEVELOPMENT, LLC
F-r
Three-Party Agreement Between
City of Chula Vista,
Anthony J. Lettieri, FAICP, Consultant, and
JPB Development, LLC, Applicant
For Consulting Work to be Performed
with Regard to Applicant's Project
1. Parties.
This Agreement is made as of the reference date set forth in Exhibit A, for the purposes of
reference only, and effective as of the date last executed by the parties hereto, between the City of
Chula Vista ("City") herein, a municipal corporation of the State of Cali fomi a, the person designated
on the attached Exhibit A as "Consultant", Anthony J. Lettieri, F AlCP whose business form and
address are indicated on the attached Exhibit A, and lPB Development, LLC the persons collectively
designated on the attached Exhibit A as "Applicant," whose business form and address are 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 ofland ("Property") commonly known
as, or generally located as, described on Exhibit A, Paragraph 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 regard, 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 of the general nature
and type described in Exhibit A, Paragraph 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. On May 20, 2008, the City and the Applicant entered into a Land Offer Agreement
("LOA") which sets forth the terms and conditions for Applicant's conveyance and the City's
acceptance of certain real property described within the LOA.
2.7. WHEREAS, pursuant to Resolution 2008-217 Consultant is identified as a Designated
Employee for purposes of filing Conflict ofInterest Statements under State law and Chapter 2.02 of
3PtyAgt-6.2: 10-Final.DOC
May 21, 2010 Page 1 of24
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the Chula Vista Municipal Code (the "Chula Vista Conflict ofInterest Code"); and
2.8. WHEREAS, generally Consultants are required to file under the broadest of categories
for Conflict of Interest purposes; and
2.9. WHEREAS, pursuant to Resolution 2008-217 the City may determine in writing that a
particular Consultant, although a Designated Employee, is hired to perform a range of duties that is
limited in scope and thus is not required to fully comply with the disclosure requirements included in
Resolution 2008-217; and
2.10. WHEREAS, Consultant will be acting as an extension of staff whose limited duties
. shall include providing project level review and support to City staff pertaining to the May 20, 2008
Land Offer Agreement between lPB Development and related entities and the City of Chula Vista;
and
2.11. WHEREAS, based upon Consultant acting as an extension of staff and Consultant's
duties as described herein the City Council hereby finds that Consultant is not required to disclose
economic interests under the broadest of categories but shall only be required to disclose economic
interests for categories I and 2 as identified in Resolution 2008-217.
2.12. Additional facts and circumstances regarding the background for this Agreement are
set forth on Exhibit B.
3. Agreement.
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 Applicant.
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, Paragraph 4, entitled "General Nature of Consulting
Services," ("General Services"), and in the process of performing and delivering said General
Services, Consultant shall also perform to and for the benefit of City all ofthe 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.
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The Consultant does hereby agree to perform said General and Detailed Services to and for
the primary benefit of the City for the compensation herein fixed to be paid by Applicant.
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 similar 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 furnished 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 "checkmark" 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
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") are needed from Consultant of the type Consultant
is qualitied 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. In 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 further processing of Applicant's
Application at which time the force majeure provisions of the LOA shall be applied 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
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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 oftime
and materials budgeted by Consultant for the Services deleted.
3.3. Security for Pavment 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
various bank accounts, and upon doing so, shall proportionately distribute to the Deposit, the average
interest earned during the period on its general fund.
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.
3.3.1.1.5. 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 amolmt 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.
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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 of Applicant's Application upon a breach of Applicant's
duty to compensate Consultant and in such event Section 6.9 of the LOA entitled "Force Majeure"
shall apply.
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,
Paragraph 10, unless Errors and Omissions coverage is included in the General Liability policy.
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 ofInsurance 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 Required. In order to demonstrate the Additional Insured
Coverage, Primary Coverage and Cross-liability Coverage required under Consultant's Conunercial
General Liability Insurance Policy, Consultant shall deliver a policy endorsement to the City and
Applicant demonstrating same.
4.3. Public Statements.
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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 may communicate directly to the Applicant with the express consent of City, as
necessary to carry out review and processing of the project applications, and in order to reflect the
City's position. All formal written communications with the Applicant, and any other representation
of the City's position, shall first be approved by the Director of Development Services. The
Consultant may request such meetings with the Applicant as necessary 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. Propertv 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, subj ect to the approval of the Applicant which shall not be
umeasonably denied. Consultant shall promptly repair any damage to the subject property occasioned
by such entry and shall indemnify, defend, and hold the City and Applicant, and their agents, and
employees harmless fromallloss, cost, damage, expenses, claims, and liabilities in connection with
or arising from any such entry and access. Failure to allow Consultant timely access or entry to the
Property which is needed in order for Consultant to proceed with performance under this Agreement
shall trigger the provisions of paragraph 6.9 entitled "Force Majeure" of the LOA.
5.3. Communication to Consultant.
Applicant may communicate directly to the Consultant, provided however, Applicant advises
the City of such communication in a timely manner. The City may request that on some matters or in
some circumstances as determined by the City, the Applicant not communicate directly to the
Consultant except in the presence of the City, or by writing with an exact copy of which is
3 Pty Agt -6.2. 1 0- Final.DOC
May 21. 2010
Page 6 of24
E-/~
simultaneously provided to 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 ofInterest.
7.1. Consultant is Designated as an FPPC Filer.
If Consultant is designated on Exhibit A, Paragraph 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.
Regardl~ss 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
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.
7.4. 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.
7.5. Duty to Advice of Conflicting Interests.
3PtyAgt-6.2.10-Fina1.DOC
May 21, 2010
Page 7 of 24
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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 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. 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 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 reward 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. In the event oftermination of this Agreement as described
herein, the provisions of Section 6.9 ofthe LOA entitled "Force Majeure" shall apply and the time
for performance by the City under the LOA shall be extended equal to the time taken by the
Consultant and City to resolve any outstanding issues or a new consultant is hired to perform the
remaining work.
9. City's Right to Terminatc Payment for Convenience, Documents.
9. I. Notwithstanding any other section or provision ofthis 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.
3Pty Agt-6.2.1 O-FinaI.DOC
May 21, 2010
Page 8 of 24
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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 ofthis 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 of this 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 Requirement 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 Chub Vista and acted upon by the City of
Chula Vista in accordance with the procedures set forth in Chapter 1.34 of the Chula Vista Municipal
Code, the provisions of which are incorporated by this reference as if set fully set forth herein.
II. Hold Harmless and Indemnification.
11.1. Consultant to Indemnify City reo Injuries.
Consultant shall defend, indemnify, protect and hold harmless the City, its elected and
appointed officers and employees from and against all claims for damages, liability, cost and expense
(including without limitation attorneys' fees) arising out of or alleged by third parties to be the result
of the negligent acts, errors or omissions or the willful misconduct of the Consultant, and
Consultant's employees, subcontractors or other persons, agencies or firms for whom Consultant is
legally responsible in connection with the execution of the work covered by this Agreement, except
only for those claims, damages, liability, costs and expenses (including without limitations,
attorneys' fees) arising from the sole negligence or sole willful misconduct of the City, its officers, or
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 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.
3 Ply Agt -6.2.10- F ina!. DOC
May 21, 2010 Page 9 of24i
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With respect to losses ansmg from Consultant's professional errors and omlSSlOns,
Consultant shall defend, indemnifY, protect and hold harmless the City, its elected and appointed
officers and employees, from and against all claims for damages, liability, cost and expense
(including without limitation attorneys fees) except those claims arising from the negligence or
willful misconduct of City, it officers or employees.
Consultant's indemnification shall include any and all costs, expenses, attorneys' fees and
liability incurred by the City, its officers, agents, or employees in defending against such claims,
whether the same proceed to judgment or not. Consultant's obligations under this Section shall not
be limited by any prior or subsequent declaration by the Consultant. Consultant's obligations under
this Section shall survive the termination of this Agreement.
11.2. Applicant to Indemnify City reo 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 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 for the parties in Exhibit A.
3PlyAgt-6.2.10-Final.DOC
May 21, 2010
Page 10 of24
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13.3. Entitlement to Subsequent 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,
similar 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
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.
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 LawN enue.
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
3PtyAgt-6.2.10-FinaI.DOC
May21,2010 Page 11 of24
P~/i
agree to such amendments, modifications, or supplements to this Agreement or such other
appropriate action as shall, to the ma,imum extent practicable in light of such determination,
implement and give effect to the intentions ofthe 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.
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 of the
existence of a breach shall not operate or be construed to operate as a waiver of any such breach.
13.12. Remedies.
The rights ofthe pariies 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.
[Remainder of page intentionally left blank, next page is signature page]
3Pty Agt-6.2.1 O-FinaI.DOC
May 21, 2010
Page 12 of24
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Signature Page To
the Agreement Between
City of Chula Vista,
Anthony J Lettieri, FAlCP, Consultant, and
JPB Development, LLC, Applicant
For Consulting Work to be Performed with Regard to Applicant's Project
(Page 2 of2)
Dated ~I ;)-/10
Applicant: lPB Devel;;fnt, LLC
By ~~~
f,'{.~. "'M~ fJ(6J/dtxi
Title:
3PtyAgt-62 lU-IllterimFirwl (2).DOC
May 21, 20lU
Page 14 of24
p - .,).;L....
Exhibit A
Reference Date of Agreement:
May 25, 2010
Effective Date of Agreement:
City:
City of Chula Vista
276 Fourth Avenue
Chula Vista, CA 91910
Consultant:
Anthonv J. Lettieri, FAICP
Business Form of Consultant:
(X) Sole Proprietorship
( ) Partnership
( ) Corporation
Address:
6077 Roselle Meadows Trail
San Diego, CA 92130
(619) 540-7202
Applicant:
JPB Development LLC
Business Form of Applicants:
( ) Sole Proprietorship
( ) Partnership
( ) Corporation
( X) Other: A California Limited Liability Company
Address:
1392 E. Palomar Street, Ste. 202
Chula Vista, CA. 91913
1. Property (Commonly known address or General Description):
The applications generally cover the portions of the Otay Ranch generally known as Otay Ranch
Villages 3, 4,8 and 10. This area is approximately 1,436 acres.
2. Project Description ("Project"):
The project is described in the May 20, 2008 Land Offer Agreement between JPB
Development and related entities and the City of Chula Vista.
3. Entitlements applied for:
3Pty Agt-6.2.1 O-FinaI.DOC
May 21, 2010
Page 15 0[24
p- ,,;..:3
Chula Vista General Plan Amendments, Chula Vista Multiple Species Conservation Program
Amendments, Otay Ranch General Development Plan Amendments, and Resource Management
Plan Amendments, Sectional Planning Area (SPA) Plans, and Tentative Subdivision Maps.
4. General Nature of Consulting Services ("General Services"):
Process, under City procedures, the necessary planning applications for the entitlements listed
above, for the property known as Otay Ranch Villages 3, 4, 8 and 10. Consultant shall provide
services to Applicant for this project as an extension of staff, under the direction of the Development
Services Director.
5. Detailed Scope of Work ("Detailed Services"): The Detailed Services to be provided are
described below:
. Regularly meet with the Development Services Director and other appropriate city staff
to identifY issues and develop recommendations related to the Applicant's project.
. Review all planning and policy documents that have an impact or are related to the Otay
Ranch that set direction for the planning and processing of the Applicant's project,
including the General Plan, Otay Ranch General Development Plan, and other
development applications
. Manage the work product of all staff assigned to this project to ensure a comprehensive
approach to the identification and resolution of issues and the timely processing of this
project.
. Coordinate with all outside agencies to ensure that requirements and planning issues of
those agencies are addressed in this planning process.
· Regularly meet with Applicant and Applicant's planning team to identifY and resolve
issues, work on planning options, and coordinate all planning and development
processes.
. Prepare staff reports, Issue Papers and Matrix, and other working documents to
efficiently process all of the proposed applications.
. Process all discretionary applications for final approval. This would involve
interdepartmental coordination, preparation and presentation of all staff reports to the
Planning Commission and City Council.
6. Schedule, Milestone, Time-Limitations within which to Perform Services.
A detailed schedule will be completed as a part of this planning program. It is anticipated at
this time, that the completion date of this process will tentatively be scheduled for August 2011.
Notwithstanding the foregoing, the provisions of the LOA shall prevail with respect to the
completion date of the project.
Date for Commencement of Consultant Services:
( X ) Same as Effective Date of Agreement
3PtyAgt-6.2.10-Final.DOC
May 21, 2010
Page 16 of24
f '..{'/
Dates or Time Limits for Delivery of Deliverables:
Deliverables - To be developed by Consultant through the Development Services Director
7. Documents to be provided by Applicants to Consultant:
( X) site plans (X) grading plans (X) architectural elevations ( X) project description.
( X) other: Proposed General Plan and General Development Plan Amendment revised
texts, including new/revised policies and supporting graphics. Proposed SPA Plans and
Tentative Maps. Related technical studies.
8. Contract Administrators.
City: Gary Halbert, Development Services Director, City of Chula Vista Development
Services Department, 276 Fourth Avenue, Chula Vista, CA 91910, Phone: 619-691-5002.
Applicant: Ranie 1. Hunter, JPB Development, LLC., 1392 E. Palomar Street, Suite 202,
Chula Vista, CA 91913; Phone: 619-210-0560
Consultant: Anthony J. Lettieri, F AICP, 6077 Roselle Meadows Trail, San Diego, CA
92130. Phone: 619-540-7202
9. Statement of Economic Interests, Consultant Reporting Categories, per Conflict ofInterest Code:
( ) Not Applicable.
( x ) Category No. 1.
( x ) Category No.2.
( ) Category No.3.
( ) Category No.4.
() Category No.5.
3PtyAgt-6.2.! O-Fina1.DOC
May 21, 2010
Not an FPPC Filer.
Investments and sources of income.
Interests in real property.
Investments, interest in real property and sources of income
subject to the regulatory, permit or licensing authority of the
department.
Investments in business entities and sources of income which
engage in land development, construction or the acquisition or
sale of real property.
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.
Page 17 of24
f~5'"
( )
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.
10. Insurance Requirements:
(X) Commercial General Liability: $1,000,000.
( ) Automobile Liability: $1,000,000.
( ) Worker's Compensation: Statutory
( X ) Employer's Liability: $1,000,000.
( ) Errors and Omissions Liability: $2,000,000.
3PtyAgt-6.2.10-Fina1.DOC
May 21, 2010
Page 18 of24
1'-.4"
Exhibit B
Additional Recitals
WHEREAS, the Applicant has deposited an initial sum for the processing of the development
application,as outlined in Exhibit C; and
WHEREAS, the Applicant will enter into a separate Processing Agreement with the City
which defines requirements for replenishing and maintaining said deposit for Consultant and other
charges pursuant to this Agreement; and
WHEREAS, City and Applicant acknowledge that the City will apply a fifteen percent (15%)
overhead rate to Consultant's invoices to cover City's provision of office space, equipment and
supplies to Consultant, and
WHEREAS, the City and Applicant agree that the Consultant has unique skills and expertise
in that Consultant has worked on numerous projects for the City in the past, including the Otay
Ranch Project and because time is ofthe essence in order to comply with the schedule of the LOA,
the formal consultant selection process should be waived as impractical in order for the City's
interest to be materially better served by the retention of the Consultant for this project, and
WHEREAS, the Development Services Director has negotiated the details of this agreement
in accordance with procedures set forth in the Chula Vista Municipal Code.
(End of Recitals)
3PtyAgt-6.2.10-FinaI.DOC
May 21, 2010
Page 19 of24
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Exhibit C
Compensation Schedule and Deposit: Terms and Conditions.
( ) Single Fixed Fee Arrangement.
For performance of all ofthe 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:
() Single Fixed Fee Amount:
Milestone or Event Amount or Percent
of Fixed Fee
I.
2.
3.
4.
5.
6.
7.
Sub-Total Fixed Fee Amount
_% Contingency Fee**
Total Fixed Fee Amount
( ) Phased Fixed Fee Arrangement.
For the performance of each phase or portion of the General and Detailed Services of
Consultant as are 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:
3 Pty Agt -6.2. 10- F inal.DOC
May 21, 2010
Page 20 of 24
;.,;.8
( X) Time and Materials
For performance of the General and Detailed Services of Consultant as herein required,
Applicants shall pay Consultant for the productive hours oftime 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").
( X) Limitation without Further Authorization on Time and Materials Arrangement
Consultant's base contract authorization for time and materials cost incurred is limited to
$270,000.00 (based on 25 hours per week for 72 weeks at $150 per hour)("Base
Authorization Limit"). As a contingency, Consultant may be compensated for time and
materials costs incurred beyond the Base Authorization Limit up to an additional twenty
percent (20%), said amount being $54,000 ("Contingency Authorization Limit"). Consultant
is not entitled to any compensation under the Contingency Authorization Limit without
receiving advance approval of the Applicant, and express advance written authorization from
City's Director of Development Services. Consultant shall not be entitled to any additional
compensation beyond the Base and Contingency Authorization Limits without further
authorization issued in writing and approved by the by the City Council. Nothing herein
shall preclude Consultant from providing additional Services at Consultant's own cost and
expense.
3PtyAgt-6.2.10-Fina1.DOC
May 21, 2010
Page 21 of 24
P-~9
Consultant's Rate Schedule
Category of Employee
of Consultant
Name
Hourly
Rate
Principal-in-Charge
Sr. Associate
Sr. Associate
Associate
Analyst
Support Staff
Anthony J. Lettieri, FAICP
$150.00
( ) Hourly rates may increase by 6% for services rendered after
Materials Separately Paid For by Applicant-
( ) Materials
Reports
Copies
( X) Travel
( X) Printing
( X) Postage
( X) Delivery
(X) Long Distance Telephone Charges
( ) Other
Cost or Rate
Actual
Actual
Actual
Actual
Actual
Actual
Actual
Deposit
(X) Deposit Amount: $50,000.00 - As agreed by the Applicant, 100% of the Deposit ($50,000)
is to be made by the effective date of this Agreement. Additional amounts shall be deposited
in accordance with the provisions of this Agreement or the Processing Agreement should the
parties expressly intend for the provisions of said Processing Agreement to supersede the
provisions herein. In addition, Applicant agrees to deposit, within 10 days if City requests to
do so, a sum (estimated to be up to $ _N/ A ) for any additional services which shall
separately be paid for by the Applicant.
Reformatted Final 3 Pty Lettieri - JPB Three-Party Agreement
May 21, 2010
Page 22
.f'- ~
(X) Use of Deposit to Pay Consultant.
Notwithstanding the sole duty and liability of Applicant to pay Consultant, if this paragraph 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.
() 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) B ill Processing:
A. Consultant's Billing to be submitted for the following period of time:
( X ) Monthly
( ) Quarterly
( ) Other: Milestone
B. Day of the Period for submission of Consultant's Billing:
(X) First of the Month
( ) 15th Day of each Month
( ) End of the Month
( ) Other: Upon Completion of Milestone
C. City's Account Number:
D. Security for Performance
( ) Performance Bond, $
( ) Letter of Credit, $
( ) Other Security:
Type:
Amount: $
( ) Retention. Ifthis 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
Reformatted Final 3 Ply - Lettieri - lPB Three-Party Agreement
May 21,2010 Page 23
P~~(
below, has occurred:
( ) Retention Percentage:
( ) Retention Amount: $
Retention Release Event:
( ) Completion of All Consultant Services to the satisfaction of the Deputy
City Manager/Development Services Director
( ) Monthly
( ) Quarterly
( ) Other: In accordance with the_milestones provided herein.
Reformatted Final 3 Pty - Lettieri lPB Three-Party Agreement
May 21, 2010
Page 24
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