HomeMy WebLinkAboutAGENDA REPORT 2019 0717 REG CCSA ITEM 10HCITY OF MOORPARK,
CALIFORNIA
City Council Meeting
of July 17, 2019
ACTION A pproved Staff
Recommendation,
Including Adoption of
Resolution No. 2019-3831.
BY B.Garza
H. Consider Agreement with Keyser Marston Associates, Inc. for Project Feasibility
Review Services and Consider a Resolution Amending the City’s Fiscal Year
(FY) 2019/20 Budget. Staff Recommendation: 1) Approve Agreement with
Keyser Marston Associates, Inc. for Project Feasibility Review Services, subject
to final language approval of the City Manager; and 2) Adopt Resolution No.
2019-___ amending the FY 2019/20 Budget for this Agreement and its offsetting
revenue. (ROLL CALL VOTE) (Staff: Brian Chong)
Item: 10.H.
MOORPARK CITY COUNCIL
AGENDA REPORT
TO: Honorable City Council
FROM: Brian Chong, Assistant to the City Manager
DATE: 07/17/2019 Regular Meeting
SUBJECT: Consider Agreement with Keyser Marston Associates, Inc. for
Project Feasibility Review Services and Consider a Resolution
Amending the City’s Fiscal Year 2019/20 Budget
BACKGROUND AND DISCUSSION
From time to time, the City negotiates agreements with developers, such as affordable
housing agreements and development agreements, as part of the Community
Development Department’s entitlement process. During the negotiations for these
agreements, developers often submit estimates for land development costs (such as
land acquisition, construction, etc.) to demonstrate their developments’ ability to provide
concessions and amenities. The City can then use this information to negotiate
appropriate terms to ensure the best possible project for the City without undermining
project feasibility.
To ensure that developers’ estimates are accurate and will best facilitate informed
decision-making, the City will have a third party expert review project estimates.
Historically, the City has retained these third party reviewers on an ad hoc basis, most
recently hiring Keyser Marston Associates, Inc. (Keyser Marston) to review a pro forma
for the High Street Depot project.
Staff recommends that the City retain a consultant under contract to be immediately
available to review project estimates, rather than hire such a consultant on an ad hoc
basis. Doing so would facilitate quicker review and processing of development
applications where such reviews are necessary, since the City would not have to take
time to hire a consultant for each development.
Based on Keyser Marston’s recent past work with the City, staff further recommends
that Keyser Marston be selected to be retained by the City. Staff also anticipates some
savings on project costs because Keyser Marston has already done its background
Item: 10.H.
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Honorable City Council
07/17/2019 Regular Meeting
Page 2
research and is already very familiar with the Moorpark market and construction costs.
Staff has negotiated a draft Agreement (Attachment 1) structured in recognition that
different developments will have varying levels of complexity needed for proper review.
For example, mixed-use projects would take more time to review than residential-only
projects, and projects with multiple unit types would take more time to review than
projects with fewer unit types.
Under the proposed Agreement, hourly rates would be locked for the two-year term of
the Agreement. When the City and a developer desire to have Keyser Marston review a
project, the City will solicit a proposal from Keyser Marston to review the project, based
on these hourly rates, and then authorize Keyser Marston to proceed upon accepting
the proposal. While the cost of any one review will varying according to a project’s
complexity, staff anticipates that a typical review will cost approximately $5,000 to
$10,000. The cost of these reviews will then, in turn, be billed to developers as part of
the costs of processing development applications.
The City’s FY 2019/20 Budget does not include funding for this Agreement. As such,
staff has prepared a resolution (Attachment 2) to add $50,000 in both expenditures and
offsetting revenues (from developers) to the Budget.
FISCAL IMPACT
There is no net fiscal impact to the City, because the City will be reimbursed by the
associated developer for any services provided under this Agreement. The attached
resolution adds $50,000 to the City’s budget and also $50,000 in offsetting revenue, for
a net zero impact.
STAFF RECOMMENDATION (ROLL CALL VOTE)
1. Approve Agreement with Keyser Marston Associates, Inc. for Project Feasibility
Review Services, subject to final language approval of the City Manager; and
2. Adopt Resolution No. 2019-___ amending the FY 2019/20 Budget for this
Agreement and its offsetting revenue.
Attachment 1: Agreement with Keyser Marston Associates, Inc.
Attachment 2: Resolution No. 2019-___
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ATTACHMENT 1
PROFESSIONAL SERVICES AGREEMENT BETWEEN
THE CITY OF MOORPARK AND KEYSER MARSTON ASSOCIATES, INC.
FOR PROJECT FEASIBILITY SERVICES
THIS AGREEMENT, made and effective as of this day of , 2019,
between the City of Moorpark, a municipal corporation (“City”) and Keyser Marston
Associates, Inc., a California Corporation (“Consultant”). In consideration of the mutual
covenants and conditions set forth herein, the parties agree as follows:
WHEREAS, City has the need for project feasibility review services; and
WHEREAS, Consultant specializes in providing such services and has the proper
work experience, certifications, and background to carry out the duties involved; and
WHEREAS, Consultant has submitted to City a Proposal date June 24, 2019,
which is attached hereto as Exhibit C.
NOW, THEREFORE, in consideration of the mutual covenants, benefits, and
premises herein stated, the parties hereto agree as follows:
1.TERM
The term of this Agreement shall be from the date of execution to June 30, 2021,
unless this Agreement is terminated or suspended pursuant to this Agreement.
2.SCOPE OF SERVICES
City does hereby retain Consultant, as an independent contractor, in a
contractual capacity to provide project feasibility review services, as set forth in Exhibit
C. In the event there is a conflict between the provisions of Exhibit C and this
Agreement, the language contained in this Agreement shall take precedence.
Consultant shall perform the tasks described and set forth in Exhibit C.
Consultant shall complete the tasks according to the schedule of performance which is
also set forth in Exhibit C.
Compensation for the services to be performed by Consultant shall be in
accordance with Exhibit C. Compensation shall not exceed the rates or total contract
value fifty thousand dollars ($50,000.00), without a written Amendment to the
Agreement executed by both parties. Payment by City to Consultant shall be in
accordance with the provisions of this Agreement.
3.PERFORMANCE
Consultant shall at all times faithfully, competently and to the best of their ability,
experience, standard of care, and talent, perform all tasks described herein. Consultant
shall employ, at a minimum, generally accepted standards and practices utilized by
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persons engaged in providing similar services as are required of Consultant hereunder
in meeting its obligations under this Agreement.
4.MANAGEMENT
The individual directly responsible for Consultant’s overall performance of the
Agreement provisions herein above set forth and to serve as principal liaison between
City and Consultant shall be Kevin Engstrom, and no other individual may be
substituted without the prior written approval of the City Manager.
The City’s contact person in charge of administration of this Agreement, and to
serve as principal liaison between Consultant and City, shall be the City Manager or the
City Manager’s designee.
5.PAYMENT
Taxpayer ID or Social Security numbers must be provided by Consultant on an
IRS W -9 form before payments may be made by City to Consultant.
The City agrees to pay Consultant monthly, in accordance with the payment
rates and terms and the schedule of payment as set forth in Exhibit C, based upon
actual time spent on the above tasks. This amount shall not exceed fifty thousand
dollars ($50,000.00) for the total term of the Agreement unless additional payment is
approved as provided in this Agreement.
Consultant shall not be compensated for any services rendered in connection
with its performance of this Agreement, which are in addition to those set forth herein,
unless such additional services and compensation are authorized, in advance, in a
written amendment to this Agreement executed by both parties. The City Manager, if
authorized by City Council, may approve additional work not to exceed ten percent
(10%) of the amount of the Agreement.
Consultant shall submit invoices monthly for actual services performed. Invoices
shall be submitted on or about the first business day of each month, or as soon
thereafter as practical, for services provided in the previous month. Payment shall be
made within thirty (30) days of receipt of each invoice as to all non-disputed fees. Any
expense or reimbursable cost appearing on any invoice shall be accompanied by a
receipt or other documentation subject to approval of the City Manager or the City
Manager’s designee. If the City disputes any of Consultant’s fees or expenses, City
shall give written notice to Consultant within thirty (30) days of receipt of any disputed
fees set forth on the invoice.
6.TERMINATION OR SUSPENSION WITHOUT CAUSE
The City may at any time, for any reason, with or without cause, suspend, or
terminate this Agreement, or any portion hereof, by serving upon the Consultant at least
ten (10) days prior written notice. Upon receipt of said notice, the Consultant shall
immediately cease all work under this Agreement, unless the notice provides otherwise.
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If the City suspends or terminates a portion of this Agreement, such suspension or
termination shall not make void or invalidate the remainder of this Agreement.
The Consultant may terminate this Agreement only by providing City with written
notice no less than thirty (30) days in advance of such termination.
In the event this Agreement is terminated or suspended pursuant to this Section,
the City shall pay to Consultant the actual value of the work performed up to the time of
termination or suspension, provided that the work performed is of value to the City.
Upon termination or suspension of the Agreement pursuant to this Section, the
Consultant will submit an invoice to the City pursuant to this Agreement.
7. DEFAULT OF CONSULTANT
The Consultant’s failure to comply with the provisions of this Agreement shall
constitute a default. In the event that Consultant is in default for cause under the terms
of this Agreement, City shall have no obligation or duty to continue compensating
Consultant for any work performed after the date of default and can terminate or
suspend this Agreement immediately by written notice to the Consultant. If such failure
by the Consultant to make progress in the performance of work hereunder arises out of
causes beyond the Consultant’s control, and without fault or negligence of the
Consultant, it shall not be considered a default.
If the City Manager or his/her designee determines that the Consultant is in
default in the performance of any of the terms or conditions of this Agreement, he/she
shall cause to be served upon the Consultant a written notice of the default. The
Consultant shall have seven (7) days after service upon it of said notice in which to cure
the default by rendering a satisfactory performance. In the event that the Consultant
fails to cure its default within such period of time, the City shall have the right,
notwithstanding any other provision of this Agreement, to terminate this Agreement
without further notice and without prejudice to any other remedy to which it may be
entitled at law, in equity or under this Agreement.
8. LIQUIDATED DAMAGES
If the Consultant fails to complete the work, or any portion thereof, within the time
period required by this Agreement, or as duly extended in writing by the City Manager,
Consultant shall forfeit and pay to the City, as liquidated damages, the sum of twenty-
five dollars ($25.00) per day for each calendar day the work, or portion thereof, remains
uncompleted after the above specified completion date. Liquidated damages shall be
deducted from any payments due or to become due to the Consultant under the terms
of this Agreement. Progress payments made by the City after the above specified
completion date shall not constitute a waiver of liquidated damages by the City.
9. OWNERSHIP OF DOCUMENTS
Consultant shall maintain complete and accurate records with respect to sales,
costs, expenses, receipts, and other such information required by City that relate to the
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performance of services under this Agreement. Consultant shall maintain adequate
records of services provided in sufficient detail to permit an evaluation of services. All
such records shall be maintained in accordance with generally accepted accounting
principles and shall be clearly identified and readily accessible. Consultant shall provide
free access to the representatives of City or the City’s designees at reasonable times to
such books and records; shall give the City the right to examine and audit said books
and records; shall permit City to make transcripts therefrom as necessary; and shall
allow inspection of all work, data, documents, proceedings, and activities related to this
Agreement. Notification of audit shall be provided at least thirty (30) days before any
such audit is conducted. Such records, together with supporting documents, shall be
maintained for a period of three (3) years after receipt of final payment.
Upon completion of, or in the event of termination or suspension without cause of
this Agreement, all original documents, designs, drawings, maps, models, computer
files, surveys, notes, and other documents prepared in the course of providing the
services to be performed pursuant to this Agreement shall become the sole property of
the City and may be used, reused, or otherwise disposed of by the City without the
permission of the Consultant. With respect to computer files, Consultant shall make
available to the City, at the Consultant’s office and upon reasonable written request by
the City, the necessary computer software and hardware for purposes of accessing,
compiling, transferring, and printing computer files.
10.INDEMNIFICATION AND HOLD HARMLESS
Indemnity for professional liability: When the law establishes a professional
standard of care for Consultant’s Services, to the fullest extent permitted by law,
Consultant shall indemnify, protect, defend and hold harmless City and any and all of its
officials, employees, and agents (“Indemnified Parties”) from and against any and all
losses, liabilities, damages, costs and expenses, including legal counsels’ fees and
costs to the extent same are caused in whole or in part by any negligent or wrongful act,
error or omission of Consultant, its officers, agents, employees or subconsultants (or
any agency or individual that Consultant shall bear the legal liability thereof) in the
performance of professional services under this Agreement.
Indemnity for other than professional liability: Other than in the performance of
professional services and to the full extent permitted by law, Consultant shall indemnify,
protect, defend and hold harmless City, and any and all of its officials, employees, and
agents from and against any liability (including liability for claims, suits, actions,
arbitration proceedings, administrative proceedings, regulatory proceedings, losses,
expenses or costs of any kind, whether actual, alleged or threatened, including legal
counsels’ fees and costs, court costs, interest, defense costs, and expert witness fees),
where the same arise out of, are a consequence of, or are in any way attributable to, in
whole or in part, the performance of this Agreement by Consultant or by any individual
or agency for which Consultant is legally liable, including but not limited to officers,
agents, employees or subcontractors of Consultant.
Consultant agrees to obtain executed indemnity agreements with provisions
identical to those set forth here in this Section from each and every subcontractor, or
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any other person or entity involved by, for, with, or on behalf of Consultant in the
performance of this Agreement. In the event Consultant fails to obtain such indemnity
obligations from others as required here, Consultant agrees to be fully responsible
according to the terms of this Section. Failure of City to monitor compliance with these
requirements imposes no additional obligations on City and will in no way act as a
waiver of any rights hereunder. This obligation to indemnify and defend City as set forth
here is binding on the successors, assigns, or heirs of Consultant and shall survive the
termination of this Agreement or this Section.
City does not and shall not waive any rights that it may have against Consultant
by reason of this Section, because of the acceptance by City, or the deposit with City, of
any insurance policy or certificate required pursuant to this Agreement. The hold
harmless and indemnification provisions shall apply regardless of whether or not said
insurance policies are determined to be applicable to any losses, liabilities, damages,
costs, and expenses described in this Section.
11. INSURANCE
Consultant shall maintain prior to the beginning of and for the duration of this
Agreement insurance coverage as specified in Exhibit A, attached hereto and
incorporated herein by this reference as though set forth in full.
12. INDEPENDENT CONSULTANT
Consultant is and shall at all times remain as to the City a wholly independent
Contractor. The personnel performing the services under this Agreement on behalf of
Consultant shall at all times be under Consultant’s exclusive direction and control.
Neither City nor any of its officers, employees, or agents shall have control over the
conduct of Consultant or any of Consultant’s officers, employees, or agents, except as
set forth in this Agreement. Consultant shall not at any time or in any manner represent
that it or any of its officers, employees, or agents are in any manner officers or
employees, or agents of the City except as set forth in this Agreement. Consultant shall
not incur or have the power to incur any debt, obligation, or liability against City, or bind
City in any manner.
No employee benefits shall be available to Consultant in connection with the
performance of this Agreement. Except for the fees paid to Consultant as provided in
the Agreement, City shall not pay salaries, wages, or other compensation to Consultant
for performing services hereunder for City. City shall not be liable for compensation or
indemnification to Consultant for injury or sickness arising out of performing services
hereunder.
13. LEGAL RESPONSIBILITIES
The Consultant shall keep itself informed of local, state, and federal laws and
regulations which in any manner affect those employed by it or in any way affect the
performance of its service pursuant to this Agreement. The Consultant shall at all times
observe and comply with all such laws and regulations, including but not limited to the
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Americans with Disabilities Act and Occupational Safety and Health Administration laws
and regulations. The Consultant shall comply with and sign Exhibit B, the Scope of
Work Requirement for Professional Services Agreements Compliance with California
Government Code Section 7550, when applicable. The City, and its officers and
employees, shall not be liable at law or in equity occasioned by failure of the Consultant
to comply with this Section.
14.ANTI DISCRIMINATION
Neither the Consultant, nor any subconsultant under the Consultant, shall
discriminate in employment of persons upon the work because of race, religious creed,
color, national origin, ancestry, physical disability, mental disability, medical condition,
genetic information, marital status, sex, gender, gender identity, gender expression,
age, sexual orientation, or military and veteran status; or any other basis protected by
applicable federal, state, or local law, except as provided in Section 12940 of the
Government Code. Consultant shall have responsibility for compliance with this Section.
15.UNDUE INFLUENCE
Consultant declares and warrants that no undue influence or pressure is used
against or in concert with any officer or employee of the City in connection with the
award, terms, or implementation of this Agreement, including any method of coercion,
confidential financial arrangement, or financial inducement. No officer or employee of
the City will receive compensation, directly or indirectly from Consultant, or any officer,
employee, or agent of Consultant, in connection with the award of this Agreement or
any work to be conducted as a result of this Agreement. Violation of this Section shall
be a material breach of this Agreement entitling the City to any and all remedies at law
or in equity.
16.NO BENEFIT TO ARISE TO LOCAL EMPLOYEES
No member, officer, or employee of the City, or their designees or agents, and no
public official who exercises authority over or responsibilities with respect to the
Services during his/her tenure or for one year thereafter, shall have any interest, direct
or indirect, in any agreement or sub-agreement, or the proceeds thereof, for work to be
performed in connection with the Services performed under this Agreement.
17.CONFLICT OF INTEREST
The Consultant covenants and agrees that if Consultant and/or its subcontractors
intends to provide service or enter into any contract with any developer(s) and/or public
agency(ies) owning property and/or processing an entitlement application for property in
the City or its Area of Interest, during the Term of this Agreement, Consultant shall
immediately notify the City, in writing, informing the City of the nature of the contract,
prior to commencing with any work or entering into such contract. The City Manager
shall determine whether a potential conflict of interest exists, and if his/her
determination is that a conflict of interest is applicable, he/she will either deny the
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Consultant’s request to provide service or enter into any contract in violation of this
Agreement, or will assign any work related to the conflict to an alternate consultant.
18.NOTICE
Any notice to be given pursuant to this Agreement shall be in writing, and all such
notices and any other document to be delivered shall be delivered by personal service
or by deposit in the United States mail, certified or registered, return receipt requested,
with postage prepaid, and addressed to the party for whom intended as follows:
To: City Manager
City of Moorpark
799 Moorpark Ave.
Moorpark, CA 93021
To: Kevin Engstrom
Keyser Marston Associates, Inc.
500 South Grand Ave., Suite 1480
Los Angeles, CA 90071
Either party may, from time to time, by written notice to the other, designate a
different address or contact person, which shall be substituted for the one above
specified. Notices, payments and other documents shall be deemed delivered upon
receipt by personal service or as of the third (3rd) day after deposit in the United States
mail.
19.CHANGE IN NAME
Should a change be contemplated in the name or nature of the Consultant's legal
entity, the Consultant shall first notify the City in order that proper steps may be taken to
have the change reflected in the Agreement documents.
20.ASSIGNMENT
Consultant shall not assign this Agreement or any of the rights, duties, or
obligations hereunder. It is understood and acknowledged by the parties that Consultant
is uniquely qualified to perform the services provided for in this Agreement.
21.LICENSES
At all times during the term of this Agreement, Consultant shall have in full force
and effect, all licenses required of it by law for the performance of the services in this
Agreement.
22.VENUE AND GOVERNING LAW
This Agreement is made, entered into, and executed in Ventura County,
California, and any action filed in any court or for arbitration for the interpretation,
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enforcement or other action of the terms, conditions, or covenants referred to herein
shall be filed in the applicable court in Ventura County, California. The City and
Consultant understand and agree that the laws of the state of California shall govern the
rights, obligations, duties, and liabilities of the parties to this Agreement and also govern
the interpretation of this Agreement.
23. COST RECOVERY
In the event any action, suit or proceeding is brought for the enforcement of, or
the declaration of any right or obligation pursuant to this Agreement or as a result of any
alleged breach of any provision of this Agreement, the prevailing party shall be entitled
to recover its costs and expenses, including attorneys’ fees, from the losing party, and
any judgment or decree rendered in such a proceeding shall include an award thereof.
24. ARBITRATION
Cases involving a dispute between City and Consultant may be decided by an
arbitrator if both sides agree in writing, with costs proportional to the judgment of the
arbitrator.
25. ENTIRE AGREEMENT
This Agreement and the Exhibits attached hereto contain the entire
understanding between the parties relating to the obligations of the parties described in
this Agreement. All prior or contemporaneous agreements, understandings,
representations, and statements, oral or written, are merged into this Agreement and
shall be of no further force or effect. Each party is entering into this Agreement based
solely upon the representations set forth herein and upon each party’s own independent
investigation of any and all facts such party deems material.
26. CAPTIONS OR HEADINGS
The captions and headings of the various Articles, Paragraphs, and Exhibits of
this Agreement are for convenience and identification only and shall not be deemed to
limit or define the content of the respective Articles, Paragraphs, and Exhibits hereof.
27. AMENDMENTS
Any amendment, modification, or variation from the terms of this Agreement shall
be in writing and shall be effective only upon approval by both parties to this Agreement.
28. PRECEDENCE
In the event of conflict, the requirements of the City’s Request for Proposal, if
any, and this Agreement shall take precedence over those contained in the Consultant’s
Proposal.
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29.INTERPRETATION OF AGREEMENT
Should interpretation of this Agreement, or any portion thereof, be necessary, it is
deemed that this Agreement was prepared by the parties jointly and equally, and shall
not be interpreted against either party on the ground that the party prepared the
Agreement or caused it to be prepared.
30.WAIVER
No waiver of any provision of this Agreement shall be deemed, or shall
constitute, a waiver of any other provision, whether or not similar, nor shall any such
waiver constitute a continuing or subsequent waiver of the same provision. No waiver
shall be binding unless executed in writing by the party making the waiver.
31.AUTHORITY TO EXECUTE
The person or persons executing this Agreement on behalf of the Consultant
warrants and represents that he/she has the authority to execute this Agreement on
behalf of the Consultant and has the authority to bind Consultant to the performance of
obligations hereunder.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed the day and year first above written.
CITY OF MOORPARK KEYSER MARSTON ASSOCIATES, INC.
__________________________________ __________________________________
Troy Brown, City Manager Kevin Engstrom, Vice President
Attest:
__________________________________
Ky Spangler, City Clerk
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Exhibit A
INSURANCE REQUIREMENTS
Prior to the beginning of and throughout the duration of Work, Consultant will maintain
insurance in conformance with the requirements set forth below. Consultant will use
existing coverage to comply with these requirements. If that existing coverage does not
meet requirements set forth here, Consultant agrees to amend, supplement, or endorse
the existing coverage to do so. Consultant acknowledges that the insurance coverage
and policy limits set forth in this section constitute the minimum amount of coverage
required. Any insurance proceeds available to the City in excess of the limits and
coverage required in this Agreement and which is applicable to a given loss, will be
available to the City.
Consultant shall provide the following types and amounts of insurance:
Commercial General Liability Insurance using Insurance Services Office (ISO)
“Commercial General Liability” policy form CG 00 01 or the exact equivalent. Defense
costs must be paid in addition to limits. There shall be no cross liability exclusion for
claims or suits by one insured against another. Limits are subject to review but in no
event less than $1,000,000 per occurrence for all covered losses and no less than
$2,000,000 general aggregate.
Business Auto Coverage on ISO Business Auto Coverage form CA 00 01 including
symbol 1 (Any Auto) or the exact equivalent. Limits are subject to review, but in no
event to be less than $1,000,000 per accident. If Consultant owns no vehicles, this
requirement may be satisfied by a non-owned auto endorsement to the general liability
policy described above. If Consultant or Consultant’s employees will use personal autos
in any way on this project, Consultant shall provide evidence of personal auto liability for
each such person.
Workers’ Compensation on a state-approved policy form providing statutory benefits as
required by law with employer’s liability limits no less than $1,000,000 per accident or
disease.
Professional Liability or Errors and Omissions Insurance as appropriate shall be written
on a policy form coverage specifically designed to protect against acts, errors or
omissions of the Consultant and “Covered Professional Services” as designated in the
policy must specifically include work performed under this Agreement. The policy limit
shall be no less than $1,000,000 per claim and in the aggregate. The policy must “pay
on behalf of” the insured and must include a provision establishing the insurer’s duty to
defend. The policy retroactive date shall be on or before the effective date of this
Agreement.
Excess or Umbrella Liability Insurance (Over Primary) if used to meet limit
requirements, shall provide coverage at least as broad as specified for the underlying
coverages. Coverage shall be provided on a “pay on behalf” basis, with defense costs
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payable in addition to policy limits. Policy shall contain a provision obligating insurer at
the time insured’s liability is determined, not requiring actual payment by the insured
first. There shall be no cross liability exclusion precluding coverage for claims or suits by
one insured against another. Coverage shall be applicable to the City for injury to
employees of Consultant, subconsultants, or others involved in the Work. The scope of
coverage provided is subject to approval by the City following receipt of proof of
insurance as required herein. Limits are subject to review.
Insurance procured pursuant to these requirements shall be written by insurers that are
admitted carriers in the State of California and with an A.M. Bests rating of A- or better
and a minimum financial size of VII.
General conditions pertaining to provision of insurance coverage by Consultant.
Consultant and the City agree to the following with respect to insurance provided by
Consultant:
1. Consultant agrees to have its insurer endorse the third party general liability
coverage required herein to include as additional insureds the City, its officials,
employees, and agents, using standard ISO endorsement CG 2010 and CG
2037 with edition acceptable to the City. Consultant also agrees to require all
contractors and subcontractors to do likewise.
2. No liability insurance coverage provided to comply with this Agreement shall
prohibit Consultant, or Consultant’s employees, or agents, from waiving the right
to subrogation prior to a loss. Consultant agrees to waive subrogation rights
against the City regardless of the applicability of any insurance proceeds, and to
require all contractors and subcontractors to do likewise.
3. All insurance coverage and limits provided by Consultant and available or
applicable to this Agreement are intended to apply to the full extent of the
policies. Nothing contained in this Agreement or any other agreement relating to
the City or its operation limits the application of such insurance coverage.
4. None of the coverages required herein will be in compliance with these
requirements if they include limiting endorsement of any kind that has not been
first submitted to the City and approved in writing.
5. No liability policy shall contain any provision or definition that would serve to
eliminate so-called “third party action over” claims, including any exclusion for
bodily injury to an employee of the insured or of any contractor or subcontractor.
6. All coverage types and limits required are subject to approval, modification, and
additional requirements by the City, as the need arises. Consultant shall not
make any reductions in scope of coverage (e.g. elimination of contractual liability
or reduction of discovery period) that may affect the City’s protection without the
City’s prior written consent.
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7.Proof of compliance with these insurance requirements, consisting of certificates
of insurance evidencing all of the coverages required and an additional insured
endorsement to Consultant’s general liability policy, shall be delivered to city at or
prior to the execution of this Agreement. In the event such proof of any insurance
is not delivered as required, or in the event such insurance is canceled or
reduced at any time and no replacement coverage is provided, the City has the
right, but not the duty, to obtain any insurance it deems necessary to protect its
interests under this or any other Agreement and to pay the premium. Any
premium so paid by the City shall be charged to and promptly paid by Consultant
or deducted from sums due Consultant, at the City’s option.
8.Certificate(s) are to reflect that the insurer will provide thirty (30) days notice to
the City of any cancellation or reduction of coverage. Consultant agrees to
require its insurer to modify such certificates to delete any exculpatory wording
stating that failure of the insurer to mail written notice of cancellation or reduction
of coverage imposes no obligation, or that any party will “endeavor” (as opposed
to being required) to comply with the requirements of the certificate.
9.It is acknowledged by the parties of this Agreement that all insurance coverage
required to be provided by Consultant or any subcontractor, is intended to apply
first and on a primary, non-contributing basis in relation to any other insurance or
self-insurance available to the City.
10.Consultant agrees to ensure that subcontractors, and any other party involved
with the Work who is brought onto or involved in the Work by Consultant, provide
the same minimum insurance required of Consultant. Consultant agrees to
monitor and review all such coverage and assumes all responsibility for ensuring
that such coverage is provided in conformity with the requirements of this
section. Consultant agrees that upon request, all agreements with subcontractors
and others engaged in the Work will be submitted to the City for review.
11.Consultant agrees not to self-insure or to use any self-insured retentions or
deductibles on any portion of the insurance required herein and further agrees
that it will not allow any contractor, subcontractor, Architect, Engineer, or other
entity or person in any way involved in the performance of Work contemplated by
this Agreement to self-insure its obligations to the City. If Consultant’s existing
coverage includes a deductible or self-insured retention, the deductible or self-
insured retention must be declared to the City. At that time, the City shall review
options with the Consultant, which may include reduction or elimination of the
deductible or self-insured retention, substitution of other coverage, or other
solutions.
12.The City reserves the right at any time during the term of the Agreement to
change the amounts and types of insurance required by giving the Consultant
ninety (90) days advance written notice of such change. If such change results in
substantial additional cost to the Consultant, the City will negotiate additional
compensation proportional to the increased benefit to the City.
Keyser Marston Associates, Inc. Page 12 of 21
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13.For purposes of applying insurance coverage only, this Agreement will be
deemed to have been executed immediately upon any party hereto taking any
steps that can be deemed to be in furtherance of or towards performance of this
Agreement.
14.Consultant acknowledges and agrees that any actual or alleged failure on the
part of the City to inform Consultant of non-compliance with an insurance
requirement in no way imposes any additional obligations to the City nor does it
waive any rights hereunder in this or any other regard.
15.Consultant will renew the required coverage annually as long as the City, or its
employees or agents face an exposure from operations of any type pursuant to
this Agreement. This obligation applies whether or not the Agreement is canceled
or terminated for any reason. Termination of this obligation is not effective until
the City executes a written statement to that effect.
16.Consultant shall provide proof that policies of insurance required herein expiring
during the term of this Agreement have been renewed or replaced with other
policies providing at least the same coverage. Proof that such coverage has
been ordered shall be submitted prior to expiration. A coverage binder or letter
from Consultant’s insurance agent to this effect is acceptable. A certificate of
insurance and/or additional insured endorsement as required in these
specifications applicable to the renewing or new coverage must be provided to
the City within five days of the expiration of coverage.
17.The provisions of any Workers’ Compensation or similar act will not limit the
obligations of Consultant under this Agreement. Consultant expressly agrees not
to use any statutory immunity defenses under such laws with respect to the City,
its employees, officials and agents.
18.Requirements of specific coverage features or limits contained in this section are
not intended as limitations on coverage, limits, or other requirements nor as a
waiver of any coverage normally provided by any given policy. Specific reference
to a given coverage feature is for purposes of clarification only as it pertains to a
given issue, and is not intended by any party or insured to be limiting or all-
inclusive.
19.These insurance requirements are intended to be separate and distinct from any
other provision in this Agreement and are intended by the parties here to be
interpreted as such.
20.The requirements in this section supersede all other sections and provisions of
this Agreement to the extent that any other section or provision conflicts or
impairs the provisions of this section.
21.Consultant agrees to be responsible for ensuring that no contract used by any
party involved in any way with the Work reserves the right to charge the City or
Consultant for the cost of additional insurance coverage required by this
Keyser Marston Associates, Inc. Page 13 of 21
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Agreement. Any such provisions are to be deleted with reference to the City. It is
not the intent of the City to reimburse any third party for the cost of complying
with these requirements. There shall be no recourse against the City for payment
of premiums or other amounts with respect thereto.
22. Consultant agrees to provide immediate notice to City of any claim or loss
against Consultant arising out of the work performed under this Agreement. The
City assumes no obligation or liability by such notice, but has the right (but not
the duty) to monitor the handling of any such claim or claims if they are likely to
involve the City.
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Exhibit B
CITY OF MOORPARK
Scope of Work Requirement for Professional Services Agreements
Compliance with California Government Code Section 7550
Consultant shall sign and include this page in any document or written reports prepared by
Consultant for the City of Moorpark (City) to which California Government Code Section 7550
(Government Code § 7550) applies. Government Code §7550 reads:
“(a) Any document or written report prepared for or under the direction of a state
or local agency, that is prepared in whole or in part by nonemployees of the
agency, shall contain the numbers and dollar amounts of all contracts and
subcontracts relating to the preparation of the document or written report; if the
total cost for the work performed by nonemployees of the agency exceeds five
thousand dollars ($5,000). The contract and subcontract numbers and dollar
amounts shall be contained in a separate section of the document or written
report.
(b) When multiple documents or written reports are the subject or product of the
contract, the disclosure section may also contain a statement indicating that the
total contract amount represents compensation for multiple documents or written
reports.”
For all Professional Services Agreement with a total dollar value in excess of $5,000, a signed
and completed copy of this form must be attached to all documents or completed reports
submitted to the City pursuant to the Scope of Work.
Does the dollar value of this Professional Services Agreement exceed $5,000?
[X] Yes No
If yes, then the following information must be provided in compliance with
Government Code § 7550:
1.Dollar amount of Agreement/Contract: $ ____________
2.Dollar amount of Subcontract: $ ____________
3.Does the total contract amount represent compensation for multiple
documents or written reports? [X] Yes No
I have read the foregoing Code section and will comply with Government Code §7550.
KEYSER MARSTON ASSOCIATES, INC.
Kevin Engstrom, Vice President Date
Keyser Marston Associates, Inc. Page 15 of 21
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EXHIBIT C
G�
KEYSER MARSTON ASSOCIATES.,
ADVISORS IN PUBLIC/PRIVATE REAL ESTATE DEVELOPMENT
June 24, 2019
ADVISORS IN:
Real Estate
Affordable Housing
Economic Development
Brian Chong
BERKELEY Assistant to the City Manager
A.Jerry Keyser
Timothy C.Kelly City of Moorpark
Debbie M.Kern
David Doezcma 799 Moorpark Avenue
Kevin Feeney Moorpark,CA 93021
LOS ANGELES
Kathleen H.Head
James R.Rabe
Dear Mr.Chong:
Gregory D.Soo-Hoo
Kevin E.Engstrom
Julie L.Rooney
Pursuant to your request, Keyser Marston Associates, Inc. (KMA)prepared the following
Tim R.Bretz
scope of services to provide real estate,economic and negotiation advisory services to
SAN DIEGO
Paul C.Marra the City of Moorpark(City). As KMA understands the situation,the City requests KMA's
assistance in evaluating the economic feasibility,financial feasibility and economic
impacts of proposed development in the City. The proposal is organized as follows:
1. KMA's relevant qualifications are summarized;
2. The proposed scope of services is described; and
3. The proposed budget for the engagement is provided.
STATEMENT OF QUALIFICATIONS
Description of the Firm
KMA is a full service real estate,financial,and economic consulting firm specializing in
real estate advisory and evaluation services. KMA is a privately held corporation that
was incorporated in 1973. We have one of the largest real estate advisory practices on
the West Coast,and the majority of KMA assignments involve long-standing client
relationships.
500 SOUTH GRAND AVENUE,SUITE 1480,LOS ANGELES,CALIFORNIA 90071,PHONE 213.622.8095
1906009.K MA.K E E
W W W.K EYSERMARSTON.COM 99000 000.002
Keyser Marston Associates, Inc. Page 16 of 21
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Brian Chong June 24, 2019
City of Moorpark Page 2
KMA's services fall within the following general areas:
• Real Estate Evaluation and Transaction Services
• Strategic Planning and Economic Development Services
• Affordable Housing
• Valuation and Litigation Support
• Fiscal Impact Analyses
• Infrastructure and Public Finance Structuring
The increased complexities of real estate transactions demand a strong technical
understanding of market opportunities and constraints. KMA can provide services that
are grounded in a fundamental understanding of the Inland Empire real estate market,
valuations and investment financing. Unique characteristics possessed by KMA include:
Experience
KMA has over 40 years of experience assisting clients throughout the West in real estate
market and evaluation services; negotiation services; structuring public/private
transactions; and project implementation services.
Cost Effectiveness
KMA is able to be cost effective for our clients given our ability to provide
comprehensive services relating to market and financial feasibility, economic analysis,
direct implementation experience and public finance without the need for multiple
consultants.
Commitment
KMA offers the commitment of principals who are recognized leaders in real estate
advisory services throughout California. This philosophy and structure provides clients
with maximum direct contact with the firm's principals.
1906009.KMA.KEE
99000.000.002
Keyser Marston Associates, Inc. Page 17 of 21
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Brian Chong June 24, 2019
City of Moorpark Page 3
PROPOSED SCOPE OF SERVICES
KMA has an extensive background in the evaluation of residential, retail, office,
industrial, hotel and institutional projects for public agencies. Based on this experience,
KMA shall provide on-call services for real estate and public private financing, affordable
housing and impact analyses.
Real Estate and Financial
1. Consult, assist and advise staff with respect to disposition strategies, including
marketing,financial and implementation issues;
2. Participate in formal and informal discussions and presentations with potential
development and community officials;
3. Assist in the evaluation and selection of developers;
4. Undertake evaluation of economic feasibility/market studies, and prepare
highest and best use analysis;
5. Financial testing of land use and development concepts, including review of
projected development cost, income and financing for private capital;
6. Advise on alternative financing options for a public private partnership, including
funding of public improvements and private investments;
7. Structure options for land disposition business terms, including reuse fair market
value and reuse value,ground leases, and participating land sales;
8. Assist legal counsel in drafting documents;
9. Review the public documents prepared to explain the transaction, as well as
participate in the presentations to the City.
1906009.KMA.KEE
99000.000.002
Keyser Marston Associates, Inc. Page 18 of 21
350
Brian Chong June 24, 2019
City of Moorpark Page 4
Affordable Housing
1. Assist staff with proposed affordable housing projects and programs;
2. Advise staff in preparing an affordable housing strategy;
3. Assist staff in the evaluation and selection of developers for affordable housing
projects;
4. Analyze the developer's pro forma and prepare the financial gap analysis;
5. Advise staff in business term with the developer;
6. Assist legal counsel in drafting documents
Fiscal and Economic Impact
1. Review City Budget and/or fee programs to prepare fiscal impact analysis of
proposed projects on City's General Fund;
2. Conduct market research for sites and or development opportunities;
3. Project retail sales volumes;
4. Evaluate and assist in the preparation of economic development initiatives;
5. Prepare economic impact to City with respect to jobs, investment, etc.
BUDGETING&SCHEDULE
KMA has extensive experience in providing our clients with the highest level of services
while working within time and budgetary constraints. The firm efficiently allocates
personnel time and staffing levels based on the nature of the projects assigned to KMA.
The following illustrates the process that will be used for each assignment:
1906009.KMA.KEE
99000.000.002
Keyser Marston Associates, Inc. Page 19 of 21
351
Brian Chong June 24,2019
City of Moorpark Page 5
City's Project Manager contacts Mr.Engstrom with a request
Mr.Engstrom will identify Principal best suited to prepare a proposal,which will include:
A scope of work, I A budget, I Personnel. I Deliverables,and I Schedule.
City authorizes Task Order
KMA is able to be cost effective for our clients given our ability to provide
comprehensive services relating to market and financial feasibility,economic analysis,
direct implementation experience and pubic finance without the need for multiple
consultants. Billing rates for each of the KMA job classifications are provided below.
Keyser Marston Associates, Inc.
Hourly Rates
Chairman, President, Managing Principals $280.00
Senior Principals $270.00
Principals $250.00
Managers $225.00
Senior Associates $187.50
Associates $167.50
Senior Analysts $150.00
Analysts $130.00
Technical Staff $95.00
Administrative Staff $80.00
1906009.KMA.KEE
99000.000.002
Keyser Marston Associates, Inc. Page 20 of 21
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Brian Chong June 24,2019
City of Moorpark Page 6
Monthly billings for staff time and expenses incurred during the period will be payable
within thirty(30) days of invoice date. KMA appreciates the opportunity to submit this
proposal. If the proposal can be modified to be more responsive to your needs, please
do not hesitate to call us.
Sincerely,
Keyser Marston Associates, Inc.
Kevin Engstrom
Senior Principal
1906009.KMA.KEE
99000.000.002
Keyser Marston Associates, Inc. Page 21 of 21
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ATTACHMENT 2
RESOLUTION NO. 2019-___
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
MOORPARK, CALIFORNIA, AMENDING THE FISCAL
YEAR 2019/20 BUDGET TO APPROPRIATE $50,000
FROM THE COMMUNITY DEVELOPMENT FUND (2200)
FOR PROJECT FEASIBILITY REVIEW SERVICES AND
ADD $50,000 IN OFFSETTING COMMUNITY
DEVELOPMENT FUND (2200) REVENUES
WHEREAS, on June 19, 2019, the City Council adopted the Operating and
Capital Improvement Budget for Fiscal Year 2019/20; and
WHEREAS, a staff report has been presented to the City Council requesting
approval of an agreement with Keyser Marston Associates, Inc. for project feasibility
review services with total payment not to exceed $50,000; and
WHEREAS, the City will be reimbursed by developers for any services received
by the City under that agreement; and
WHEREAS, a budget appropriation of $50,000 from the Community
Development Fund (2200) is requested for the contract and a corresponding budget
revenue increase of $50,000 in the same fund is recommended to recognize
reimbursements from developers; and
WHEREAS, Exhibit A, attached hereto and made a part hereof, describes said
budget amendment and its resultant impact to the budget line items.
NOW , THEREFORE, THE CITY COUNCIL OF THE CITY OF MOORPARK
DOES HEREBY RESOLVE AS FOLLOWS:
SECTION 1. A budget amendment adding $50,000 in both revenues and
expenditures to the Community Development Fund (2200) to fund an agreement with
Keyser Marston Associates, Inc., for project feasibility review services, is hereby
approved, as more particularly described in Exhibit A, attached hereto.
SECTION 2. The City Clerk shall certify to the adoption of this resolution and
shall cause a certified resolution to be filed in the book of original resolutions.
354
Resolution No. 2019-____
Page 2
PASSED AND ADOPTED this 17th day of July, 2019.
________________________________
Janice S. Parvin, Mayor
ATTEST:
___________________________________
Ky Spangler, City Clerk
Attachment: Exhibit A – Budget Amendment
355
Resolution No. 2019-____
Page 3
EXHIBIT A
BUDGET AMENDMENT FOR
COMMUNITY DEVELOPMENT FUND
FOR PROJECT FEASIBILITY REVIEW SERVICES
FY 2019/20
FUND BALANCE
ALLOCATION:
Fund Title
Fund-Account
Number Amount
Community Development Fund 2200-000-00000-33990 $0.00
Total $0.00
REVENUE BUDGET ALLOCATION:
Account Number
Current
Budget Revision
Amended
Budget
2200-000-00000-43080 $204,100.00 $50,000.00 $254,100.00
Total $204,100.00 $50,000.00 $254,100.00
EXPENDITURE APPROPRIATION:
Account Number
Current
Budget Revision
Amended
Budget
2200-161-00000-51000 $150,000.00 $50,000.00 $200,000.00
Total $150,000.00 $50,000.00 $200,000.00
356