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HomeMy WebLinkAbout1998-11-10; City Council; 14929; SELECTION OF FINANCIAL CONSULTANT FOR PREPARATION OF AN INFRASTRUCTURE FINANCING DISTRICT REPORT, AND DESIGNATION OF SPECIAL LEGAL COUNSELAB# 1792? w: SELECTION OF FINANCIAL CONSULTANT FOR MTG. 1l-1 (3 -'?e PREPARATION OF AN INFRASTRUCTURE FINANCING DISTRICT REPORT, AND DESIGNATION OF SPECIAL DEPT. CM LEGAL COUNSEL. DEPT. HT CITY ATTY. e CITYMGR 4 0 2 ' 9 . . 5 J 0 z 3 o 0 5 a I AL/y.Y 'CITY OF CARLSBAD - AGE 19b A BILL RECOMMENDED ACTION: Adopt Resolution No. 'i g *3h' Q approving the selection of a consultant to prepare a financial feasik and required financial documents for the formation of an Infrastructure Financing District, auth Mayor to execute an agreement with Keyser Marston, designating the firm of Kane Balmer Berkman legal counsel, and appropriating funds. ITEM EXPLANATION: In 1993, LEGO and the City of Carlsbad began discussions about the possibility of locating a LEC the Carlsbad Ranch site. Part of those discussions addressed how public infrastructure is f California, and how these various alternative financing plans could be used to pay for infrastructure Carlsbad Ranch project and LEGO. The financing techniques discussed included the formation of A Districts, Community Facilities Districts (Mello-Roos Districts), parking authorities, and Infrastructurc Districts (IFD). Several years later the City approved a development agreement between the City and LEGO whic language dealing with two possible infrastructure financing techniques : 1) formation of an Assessm to fund the major public improvements within the Carlsbad Ranch project, and 2) to attempt to form the LEGO park parcel to provide funding for a portion of those improvements. In 1997, the City completed the formation of a 1913 act assessment district that funded a portion 01 improvements on Carlsbad Ranch including Cannon Road and Armada Drive, as well as the related utilities, landscaping, and other improvements. Until now, the formation of the IFD has been delayed due to conflicting legal opinions at the state lev ability of local agencies to successfully form a district under the law as currently written. An opinia State Attorney General has provided clarification on this matter, and the City may now move forwa district formation, if such a district is economically feasible. Staff is recommending that the Council authorize the hiring of a financial consultant to prepare , feasibility report, and a financing plan as required by the IFD statutes. The financial feasibility repo the City Council the ability to determine if an IFD is a viable infrastructure financing technique, and w staff should proceed with the development of the financing plan and IFD formation. Staff solicited proposals from two firms with experience in developing tax increment financing redevelopment agencies, and Mello-Roos taxing formulas, both of which are similar to the expertise prepare an IFD financing plan. Katz Hollis and Keyser Marston both responded to the City's r proposal. The price quoted by both firms are very close - between $43,000 and $50,000 for the sti direct costs estimated to be about $1 0,000. Although both firms have excellent credentials, staff is recommending that the Council award the c services to Keyser Marston. This proposal is based on a time and materials estimate, and allows tt- opportunity to reduce the total cost of the proposal if fewer consultant hours are used, The costs of this work are recoverable from the IFD if it is ultimately formed. Upon the completion of the feasibility study, staff will return to the Council with a full report on the PO: the projects to be funded, and the fiscal impact to the City. Staff is also asking Council to approve the retention of Glenn Wasserman, of Kane Balmer Berkmal counsel to the City to assist with the IFD formation process. Mr. Wasserman is the City's rede , 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 0 0 EXHIBIT 1 RESOLUTION NO. 98-368 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD GAL APPROVING THE SELECTION OF A CONSULTANT TO PREPARE A FI FEASIBILITY REPORT, AND REQUIRED FINANCIAL DOCUMENTS F FORMATION OF AN INFRASTRUCTURE FINANCING DISTRICT, AUTH THE MAYOR TO EXECUTE AN AGREEMENT WITH KEYSER M/ DESIGNATING THE FIRM OF KANE BALMER BERKMAN AS SPECIAL COUNSEL, AND APPROPRIATING FUNDS. WHEREAS; The City of Carlsbad has entered into a development agree with the LEGO Park Planning, dated January 6,1996, and WHEREAS; Section 3.2.7 of said development agreement states that tht agree to consider the formation of an Infrastructure Financing District (IFD) to a with he funding of public improvements within and around the Carlsbad Ranch I serving the LEGO park parcel, and WHEREAS, prior to entering into the process of forming an IFD it is nece for the City to test the financial feasibility of the project, and WHEREAS, if the project is found to be feasible, and the City Council elc proceed with the formation of the IFD, state law requires that a formal financing submitted with the formation documents, and 1 2 3 4 5 6 7 8 g 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 0 0 WHEREAS the City staff has solicited proposals from firms that are qua provide both a financial feasibility report and a final financial plan as required b law,and WHEREAS , the proposal of Keyser Marston Associates, Inc. has been determined to most closely meet the City’s needs, and WHEREAS, the City will require the assistance of legal counsel in the rc information prepared by Keyser Marston, and in the formation of any subsequc Infrastructure Financing Districtt, NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CI1 CARLSBAD CALIFORNIA as follows 1. That the above recitations are true and correct. 2. That the firm of Keyser Marston Associates, Inc. is hereby selected as tt- financial consultant for the IFD project. 3. That the Mayor is hereby authorized to execute an agreement with Keys Marston for services related to the preparation of a financial feasibility rc a final financing plan related to the formation of an IFD. 4. That the firm of Kane Balmer Berkman is appointed to be legal counsel t City in matters related to the formation of an IFD 5. That the amount of $85,000 is hereby transferred from the City Council’: Contingency account to the Finance Department miscellaneous professic services account to fund these financial studies. -2- I 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 e 0 PASSED AND ADOPTED THIS 10th DAY OF November BY THE FOLLOWING VOTE TO WIT: AYES: Council Members Lewis, Finnila, Kulchin and Hall NOES: None ABSENT: Council Member Ny ABSTAIN: Y v- CLAUDE A. LEWIS, MAYOR ATTEST: 1 ALETHA L. RAUTENKRANZ, CITY CLERK -3- PAGE 2 OF AGENALL NO. 1% 92 9 e counsel, and has particular expertise in tax increment financings similar to those allowed under th Mr. Wasserman was also instrumental in drafting the existing development agreement between tt LEGO. This experience will be particularly valuable as we move through the IFD formation process. FISCAL IMPACT: Staff is asking the council to appropriate a total of $85,000 from the general fund contingency acc Finance Department miscellaneous professional services account to cover the full costs of the contract with Keyser Marston, and any charges from Kane Balmer Berkman. Should the Council ch the IFD formation process after the presentation of the feasibility study, any unexpended funds will to the general fund. If the IFD is ultimately formed, these funds will be recoverable from IFD revenul EXHIBITS: 1. Resolution No. cf8 -368 approving the selection of a consultant to prepare a financial feasit and required financial documents for the formation of an Infrastructure Financing District, auth Mayor to execute an agreement with Keyser Marston, designating the firm of Kane Balmer Berkmar legal counsel, and appropriating funds. 2. Proposal from Keyser Marston dated October 1, 1998. e 0 EXHIBIT 2 Proposal for Consulting Services: Infrastructure Financing Plan Legoland Theme Park Submiffed by: Keyser Marston Associates, Inc. Date: October 1,1998 - 1660 Hotel Circle North, Suite 71 San Diego, California 9210 kmasd@ kmainc.cor - Golden Gateway Common 55 Pacific Avenue Ma San Francisco, California 941 1 kmasf@kmainc. cof; 500 South Grand Avenue, Suite 1481 Los Angeles, California 9007 kmala@ kmainc.cofi ADVISOh e r) KEYSER MARSTON ASSOCIATES INC. REAL E$ 1660 HOTEL CIRCLE NORTH REDEVE SUITE 71 6 AFFORD SAN DIEGO. CALIFORNIA 92108 ECONON PHONE: 619 / 718-9500 FAX: 619 1718-9508 INFRASI E-MAIL: KMASD@KMAINC.COM WEE SITE: HTTP://WWW.KMAINC.COM VALUA’I LITIGA FtSCAL 1 SAN DIE GERALC October 1, 1998 ROBERT PAUL C. SAN FRA. TIMOTHI Administrative Services Director KATE EA DENISE I City of Carlsbad MARTHA LOS ANG Carlsbad, CA 92008-1 989 CALVIN KATHLEI Re: Proposal for Consulting Services JAMES A A. JERR’ Mr. James F. Elliott Office of the City Manager DEBBIE I 1200 Carlsbad Village Drive Infrastructure Financing Plan Dear Jim: Keyser Marston Associates, Inc. (KMA) is pleased to submit this proposal for economic consulting services related to the proposed Infrastructure Financing District ‘for the Legoland theme park. This letter presents: background on the assignment; KMA’s qualifications; and our proposed work program and fee proposal. 1. Project Background It is KMA’s understanding that the City of Carlsbad seeks to establish an Infrastructure Financing District (IFD) in the area of the Legoland theme park. The objective of the IFD is tc provide a public financial contribution in the range of $1.5 to $3.0 million toward infrastructure improvements to be constructed by the Leg0 Company. As currently contemplated, the IFD would consists of one or two parcels: the Leg0 theme park (about 125 acres) and/or an adjacent proposed hotel site (about 50 acres). The precise amount, type, and cost of infrastructure to be funded are yet to be determined. The proposed IFD would be established pursuant to Section 53395 of State law. To KMAs knowledge, it would be the first such district in the State. KMA expects that this work effort wi be a collaborative one, with participation by City staff, legal counsel, the landowner, and County staff. In particular, the City Attorney and special legal counsel Glenn Wasserman of Kane Ballmer Berkman will address all legal aspects of the process, including coordination of the legally mandated schedule for adoption of an IFD. I - October 1, 19! Mr. James F. Elliott Proposal for Consulting Services Page Infrastructure Financing Plan KMA proposes a two-part work effort, as follows: 1. A key objective of the preliminary work effort will be to gauge the financial feasibility of th, proposed IFD. This initial assessment will address the amount and timing of tax incremei revenues and potential methods of financing the designated infrastructure costs. KMA understands that only the City and the County are expected to participate in the IFD. Thc 0 0 KMA analysis will address the share of tax increment required from each. 2. Based on the results of the preliminary financial feasibility assessment, it is anticipated th the City will select a preferred approach for the IFD. KMA will update the financial model and fiscal impact assessment to reflect the preferred financing plan. The KMA analyses will be presented in the form of an Infrastructure Financing Plan in accordance with Sectic 53395.14(d). II. KMA Qualifications A. Firm Profile KMA is a full-service real estate and land use economic advisory firm established in 1973. The firm has three offices in California, including a local office in San Diego (and previously Carlsbad) since 1078. The firm’s 12 principals have demonstrated expertise in the key disciplines required to undertake the Infrastructure Financing Plan: 0 Tax increment projections, including Fiscal Consultant Reports for bond issues 0 Real estate appraisal 0 Fiscal impact assessments 0 Infrastructure financing plans 0 Redevelopment Plan adoption The firm’s local experience is extensive, including ongoing consulting assignments throughout the County. KMA has completed several projects for the City and Redevelopment Agency of Carlsbad, including a Fiscal Consultant Report for the Village Redevelopment Project Area; a mobile home rent control appraisal; and land use economic studies for the General Plan Update in the early 1990s. The firm is currently working on retaWentertainment projects in Oceanside and Vista, as well as housing developments in Vista and San Marcos. B. Key Personnel The following KMA professional staff will be assigned to this project: Paul C. Marra, Principal in KMA’s San Diego office, will serve as project manager. Paul has 15 years experience as an economic consultant with specialized expertise in October 1, 1 S Mr. James F. Elliott Proposal for Consulting Seryices Pagc 0 0 Infrastructure Finansing Plan infrastructure finance and fiscal impact analyses. Of particular importance, Paul was active in Redevelopment Plan adoptions prior to AB 1290, i.e., he participated in the Fis Review process with the County of San Diego and other taxing agencies. Cal Hollis, KMA Senior Principal, and Greg So0 Hoo, Senior Associate, will provide technical assistance with respect to the tax increment forecasting model. Both Cal and Greg have extensive experience in this field, including successful completion of numeroi Redevelopment Plan adoptions and amendments as well as tax allocation bond financini Robert J. Wetmore, KMA Senior Principal and a licensed real estate appraiser, will provil technical guidance in respect to valuation of proposed improvements (for purposes of tht tax increment projection). At the conclusion of this letter, we have attached detailed information on KMA's relevant experience, client references, and professional resumes. 111. Proposed Work Program A. Project Initiation At the outset, KMA proposes to participate in a kick-off meeting with City staff and Glenn Wasserman. The objectives of this meeting will include: Collection and review of available data and studies Review of schedule of activities 0 Identification of up to three alternatives to be tested, e.g., one or two parcels; varying shares of City and County tax increment; amount and type of infrastructure; etc. 0 Collection of information from Legoland, including: timing and valuation of theme park, ai hotel development program - - - Timing: Days 0 to 15 Products: None Meetings: Two (2) Budget: $2,400 6. Preliminary Financial Feasibility Assessment KMA will prepare a preliminary financial model addressing the following for each of the three alternatives: October I, 19 0 a Mr. James F. Elliott Infrastructure Financing Pian Proposal for Consulting Services Pagt 0 Determination of the base year and the base year Assessed Value Estimation of Assessed Value upon completion, including: review of total development costs, and discussion with the Assessor’s Office 0 Projection of amount and timing of available tax increment revenues 0 Evaluation of alternative shares of tax increment to be received by the IFD Review of eligible infrastructure improvements and estimated costs (data to be provided City) Preliminary cash flow projection of sources and uses of funds Estimation of bond financing capacity Timing: Days 15 to 45 Products: Technical memorandum report with supporting spreadsheets Meetings: One (I) Budget $7 6,7 00 C. Preliminary Fiscal Impact Assessment KMA will prepare a preliminary fiscal impact assessment for the most probable development alternative. On advice of legal counsel, this assessment may involve either one or both development parcels. Using our in-house proprietary fiscal impact modeling software, KMA will estimate recurring annual service cost and tax revenue impacts at stabilization for both th City’s and County’s General Funds. The objectives of the fiscal impact assessment are twofold: 1. To comply with the requirements of Section 53395.14(d)(6) and (7); and 2. To identify the key economic benefits of the Leg0 theme park and related development to both the City and County. - - __ This assessment will involve the following work tasks: 0 Review of prior fiscal studies 0 Review of the City’s and County’s operating budgets 0 Interviews with key department heads in the City and County, as necessary 0 Projection of economic benefits (e.g., job creation, indirect impacts, etc.) to the City and County 0 Assistance to the City in negotiation sessions with County staff _. October 1, 19s Mr. James F. Elliott Proposal for Consulting Services Page lnfrastructure Financing Plan 0 a Timing: Days 30 fa 60 Products: Technical memorandum report with supporting spreadsheets Meetings: Two (2) Budget: $14,300 D. Presentations to City, County, Legoland After successful completion of the preceding tasks, KMA will participate with City staff and legal counsel in discussion and review of the findings. At this stage, it is anticipated that City staff will make several key decisions as to whether to proceed and the preferred strategy. Once a preferred strategy has been identified, KMA understands that the City Council will consider a Resolution of Intent to adopt an IFD. KMA will provide assistance in the preparation of presentation materials for the City Council, briefings with Councilmembers, an( participation in the Council meeting. As needed, KMA will also participate in presentation or negotiation meetings with County staff and/or Legoland. Timing: Days 60 to 90 Products: Presentation materials Meetings: Three (3) Budget: $5,300 E. Infrastructure Financing Plan This final work task involves preparation of comprehensive Infrastructure Financing Plan. Thc Plan will incorporate a detailed financial and fiscal analysis of the preferred strategy identified in the preceding tasks, as well as any modifications required as a result of City Council action or agreements with the County or Legoland. The Plan will specifically address the following: 0 Demonstration of financial feasibility of the District 0 Limits on tax increment and term 0 Pass-through payments to County and/or City Method of financing proposed infrastructure 9 Fiscal impact assessment of the project KMA will submit a draft Plan for internal review by City staff. The final Plan will be submitted within two weeks of receipt of City comments on the draft. If needed, KMA will participate in public hearings on the IFD with the City Council and/or County Board of Supervisors. - -_ - October 1, 19 Mr. James F. Elliott Proposal for Consulting Services Pagc Infrastructure Financing Plan Timing: Days 90 to 720 0 0 Products: Two (2): Draft report for internal review only Final report suitable for public distribution Meetings: Two (2) Budget: $4,800 Summary of Schedule and Fee The following chart summarizes KMA's proposed fee and schedule by task: kk Schedule Fee A. Project Initiation Days 0 to 15 $2,400 B. Preliminary Financial Feasibility Assessment Days 15 to 45 $16,100 C. Preliminary Fiscal Impact Assessment Days 30 to 60 $14,300 D. Presentations to City, County, Days 60 to 90 $5,300 Legoland E. Infrastructure Financing Plan Days 90 to 120 $4.800 Total Fee Estimate $42,900 -_ KMA proposes to provide these services on a time-and-rnaterials basis subject to the above fee estimates by task. KMAs hourly billing rate schedule is attached. The KMA work program includes up to ten (10) meetings and/or public hearings. Additional meetings will be charged on a time-and-materials basis. As you know, it is difficult to determine in advance the exact number of meetings, alternatives and interim work products required to complete the IFD adoption process. The above budge1 breakout represents KMAs best estimates of the scope and quantity of work needed to complete the Infrastructure Financing Plan. Inasmuch as the IFD adoption process will be a collaborative effort, it is likely that KMAs ultimate scope and budget will be higher or lower, subject to direction from City staff. ***** Mr. James F. Elliott 0 a October 1, 19 Infrastructure Financing Plan Pagt Proposal for Consulting Services We trust that this proposal is responsive to your needs. Please call if we can provide further information or clarification. Thank you for considering KMA for this important assignment. Sincerely, KEYSER MARSTON ASSOCIATES, INC. td@- Paul C. Marra Enclosures: 0 Attachment A: Firm Profile and Experience 0 Attachment B: Client References 0 Attachment C: Professional Resumes 0 Attachment D: Hourly Billing Rates 98098ndh - 0 e KEYSER MARSTON ASSOCIATES, INC. Keyser Marston Associates, Inc. (KMA) has one of the largest real estate advisory practices on the West Coast, with experience in all types of commercial and residential real estate. Founded in 1973, the iirm has served LOO clients on more than 2,000 projects. Representative public sector clients include nearly every major municipality in California, as Strategic Plans well as cities throughout the west, the Ports of Seattle, Portland, Los Angeles, San Francisco and - Predevelopment Managemei Oakland, county and special districts, as well as public and private colleges and universities. The - -. firm’s private sector clients include financial 0 Redevelopment institutions, life insurance companies, major corporations, law firms, landowners, and developers. a Infrastructure Finance KMA’s principals are frequent speakers to industry 0 Fiscal Impact groups such as the Urban Land Institute, International Council of Shopping Centers, League of Cities, California Community Redevelopment Association, and other similar organizations. KMA’s principals have served on the Governor’s Task Force on Military Base Reuse and have advised both the California Legislature’s Committee on Economic Development and the California Redevelopment Association (CRA). KMA provides services through its three ofi in California: San Francisco, Los Angeles, San Diego. Services include: 17 Real Estate Product Definition Implementation D Economic Development Strategies D Affordable Housing o Valuation and Litigation Support - - Keyser Marston Associates, Inc. Golden Gateway Commons 55 Pacific Avenue Mall Suite 1480 Suite 71 6 San Francisco, California 941 11 41 5/398-3050 21 3/622-8095 61 9/71 8-9500 Fax: 41 51397-5065 Fax: 21 31622-5204 Fax: 61 9/71 8-9508 E-mai I : kmasi@kmainc.com E-mail: kmala@kmainc.com E-mail: kmasdQkmainc.com Keyser Marston Associates, Inc. 500 South Grand Avenue Keyser Marston Associates, I 1660 Hotel Circle North Los Angeles, California 90071 San Diego, Calitornia 92108 e 8 Selecfed Tax Increment Projecfion Experience Keyser Marsfon Associates, Inc. City of Carlsbad - Carlsbad Village Fiscal Consultant Report KMA prepared a Fiscal Consultant Report for the Housing and Redevelopment Commissioi the City of Carlsbad in 1993. The KMA report verified Assessed Valuation and tax increme revenue projections for the Carlsbad Village Redevelopment Project Area. The City used tt KMA report to finance $12 million in tax allocation bonds. Long Beach Redevelopment Agency - Proposed Project Merger KMA has been retained by the Long Beach Redevelopment Agency to provide financial advisory services related to the Agency's proposed merger of existing redevelopment projec areas. The long-range projections of tax increment revenues for each of the subject redevelopment project areas have been incorporated into a series of cash flow projections t determine the financial feasibility of the proposed merger. COS Angeles County Community Development Commission - Maravilla, Willowbrook, West Altadena & East Compton Projects KMA provided short-term tax increment projections for the redevelopment project areas administered by the Los Angeles County Community Development Commission. The reven projections were used as a financial planning tool to assist the Commission in anticipating th tax increment revenue growth potential in the respective project areas. KMA submitted Statement of Indebtedness recommendations to Commission staff to enable the maximum allocation of tax increment revenues in future fiscal years. Glendale Redevelopment Agency - San Fernando Road Corridor Project KMA prepared a ten-year tax increment revenue projection for the Glendale Redevelopment Agency's San Fernando Road Corridor Redevelopment Project. The revenue projection was Area, including alternative proposals for a Dreamworks animation facility. San Jose Redevelopment Agency - Merged Project Area KMA has been retained by the San Jose Redevelopment Agency to provide ongoing financi: advisory services relating to the projection of tax increment revenues of the Merged Area Project. The scope of services provided includes an evaluation and reporting of economic an real estate conditions in the Project Area and greater San Jose region, which provide the bas for KMA's projection of future tax increment growth to the Agency. The tax increment projections also incorporate identified new development and assessment appeal activities occurring in the Project. _. prepared based upon anticipated new developments and transfers of ownership in the Projer OnAOllnrlh m 0 Vista Redevelopment Agency - Vista Redevelopment Project Area 1995 Tax Allocatior Bonds KMA is Fiscal Consultant to the Vista Redevelopment Agency in the Agency's issuance of 1995 Tax Allocation Bonds for the 2,100-acre Vista Redevelopment Project Area. The Fisca Consultant Report included KMA's findings of historic valuation trends, historic tax rate patterns, determination of tax delinquencies, identification of major tax payers, estimation of assessment appeal impacts, and a ten-year tax increment revenue projection which incorporated an analysis of over 60 new developments, tax appeal refunds for over 200 parcels, and tax sharing allocations to four taxing agencies. 0100RnAh e a Selected Real Estate Appraisal Experience Keyser Marston Associates, Inc. Southeastern Economic Development Corporation For Southeastern Economic Development Corporation (SEDC), KMA provided full narrative appraisals for commercial properties considered for acquisition by the client. City of Las Vegas Centre City Development Corporation KMA provided appraisals of commercial properties comprising the block in downtown Las Ve! to be developed for the Neonopolis project (cinema, retail, and entertainment), and for the ent assemblage that comprises the development site. US Government, General Services Administration KMA provided appraisal reports for historic buildings to be renovated for ofice/tech use. Squ; footage of development totals 150,000 sq.ft. Residential Landsan Francisco Bay Area For a public client, KMA provided full narrative appraisal for residential land planned for more t 1,500 dwelling units, with estimated market value in excess of $1 00 million. The Citadel, Trammel1 Crow, Commerce Redevelopment Agency (Lessor) KMA assisted the Commerce Redevelopment Agency in the negotiations of a 20-acre ground lease for the Uniroyal Tire Plant. The project is a mixed-use hotel, office and retail project. Advised the Agency on the economic terms of the ground lease, including base and percentag rents, changes in use, reappraisal periods, etc. Marina del Rey, Los Angeles County (Lessor) KMA provided consultation on land lease issues to the Los Angeles Department of Beaches ar Harbors on a wide range of land lease issues at the largest manna in the world, over the last 1 I years. Long Beach Airport Leasing Strategy, Kilroy Industries, City of Long Beach (Lessor). KMA analyzed land use and leasing programs at the Long Beach Airport, to provide a basis up1 which the City of Long Beach can develop a detailed leasing strategy and asset management policy for its leasehold interest at the Airport. Included inventory and establishment of databasc to document all existing leases. - annann+. 0 0 Appraisal, Buildings 1012,1013,1014,1016, Presidio of San Francisco, National Park Service KMA prepared a narrative appraisal report for four buildings totaling 73,000 sq.ft. of gross area, to be renovated by a lessee of the National Park Service. Preparation of a counselins report which analyzed a proposed lease transaction in light of the findings of the appraisal. Denise Duffy & Associates, Fort Ord, CSU Monterrey Bay KMA provided estimate of the market value of land and improvements on 1,440 acres for UI as university campus, natural habitat, and research and development. Division of Fairs and Expositions, Cow Palace, San Francisco KMA provided a valuation of the 70.8-acre property for reuse for commercial and residentia. assuming demolition of the existing improvements. -^--^ ., 0 e Selected Fiscal Impact Analysis Experience Keyser Marston Associates, Inc, City of Carlsbadfrischler & Associates - Carlsbad General Plan Update KMA assisted the City in preparation of a fiscal impact analysis of the City's General Plan. This analysis included assessment of market support for residential, office, industrial, and retail uses; land use absorption projections; and identification of alternative land use plans. City of Santee - Fiscal Impact Analysis, Fanita Ranch Specific Plan KMA analyzed the impact of five development alternatives on the City of Santee's General Fund. The proposed project included: 3,000 single family homes, a golf course, a 1 OO-room hotel, 40,000 sq.ft. neighborhood shopping center and 1,490 acres of parks and recreational uses. The analysis focused exclusively on recurring General Fund revenues and expenses generated by the project. KMA prepared a 20-year cash flaw madel of each development scenario to evaluate the impacts from initial construction through nine years after buildout. California Pacific Homes - Stonecrest Village (San Diego) KMA undertook a fiscal impact analysis for the proposed 1,235-unit residential community at Stonecrest Village in San Diego. KMA estimated temporary and permanent employment and t revenues likely to result from the development upon completion, including impacts on the adjacent WalMart shopping center. Stephen Eimer and Associates, Inc. - General Dynamics Kearny Mesa Property (San Diego) KMA is currently assisting General Dynamics in assessing market support and projecting fisc and ecdnomic benefits for a range of re-use options far its 220-acre property in Kearny Mesa KMA's role includes analyses of competitive market forces and forecasts of employment and -_ tax revenues. Alameda County - Santa Rita Property Analyzed a proposed plan for the development of a 600k acre site formerly occupied by the Santa Rita detention facility near Dublin. The major issues are fiscal impacts on the County and City of Dublin on the plan and plan variations, including accelerated opening of a BART station. U.S. Army Corps of Engineers - Ft. Ord Reuse Plan Currently preparing an economic and fiscal analysis of the potential reuse of the 25,000-acre Ft. Ord military base located in Monterey County. Specific land uses being evaluated include business paMflex space, regional and local serving retail, lodging and golf. 0 0 City of Orinda - Orinda Gateway Valley Assisted the City of Orinda in the review and analysis of the potential fiscal and financial impad created by the 900-acre mixed commercial and residential development proposed for Gateway generated development alternatives. Also assisted the City in identifying and evaluating poteni infrastructure financing mechanisms for the proposed project, such as modeling the special tax apportionment for a Mello-Roos Community Facility District bond to assess its financial burden future Gateway property owners. City of Long Beach - Long Beach Convention and Entertainment Center Expansion Project Estimated the net fiscal impacts on affected public taxing jurisdictions to be generated by the expansion of the Long Beach Convention and Entertainment Center. As planned, the project u include: 440,000 sq.ft. of additional exhibit and meeting room space, a 50,000 sq.ft. museum, two new hotels containing 1,700 rooms and the addition of 300 rooms to an existing hotel. Valley. ?'his task included the adoption of KMA's fiscal model to test the impacts of seven EIR- __ 1"..I..-.,L e a Selected infrastructure Finance Experience Keyser Marsfon ASSQCjaf~~, he. City of Chino Hills - Public Facilities Financing Plan KMA is currently leading a team in preparing a comprehensive revision of the City's developm impact fee program. This effort includes updating the existing fees (traffic, drainage, water, se and parks) and preparing new fees to fund the requirements for fire, police and general government facilities. In addition, the current impact fees are enmeshed in a series of comple: credit and reimbursement arrangements with various other financing mechanisms, including: assessment districts, community facilities districts, development agreements, and advanced impact fee collections. City of Livermore - infrastructure Impact Fee Evaluation Tested the impact of existing and proposed City fees and infrastructure finance special taxe on development feasibility by using specific case studies. A particular focus is identification versus other jurisdictions. City of West Sacramento -West Sacramento Triangle Prepared an analysis of the private sector funding capacity to finance the Triangle Area infrastructure costs through a Mello-Roos Community Facility District and upfront expenditures. Mello-Roos burden capability was tested based on our independent determination of real estate values that will be generated within the Special District. Finding were integrated with that of a fiscal analysis of both capital and annual O&M costs, and redevelopment financing capacity to produce a comprehensive integrated financing plan. City of Woodland - Major Projects Financing Plan KMA was part of a team that produced a Major Projects Financing Plan for funding $173 million of capital facilities required to provide adopted service levels in the City of Woodland. This project produced the currently adopted development impact fees, a long-term capital improvements program and updated service standards for the City. The impact fees include Roads, Water, Wastewater, Fire, Police, Parks & Recreation, General City Facilities, Storm Drainage, and Library Facilities. impacts given the 1990s real estate market, and a comparison of fees imposed by Livermoi - 0 0 Selected Redevelopment Plan Adoption Experience EGyaer ~i~r;sron AWG~S, m, Fresno Redevelopment Agency - Redevelopment Plan Adoption and Merger KMA is assisting the City of Fresno with the adoption of two new redevelopment plan and th merger of IO existing redevelopment projects into two separated merged project areas. Redevelopment efforts are intended to assist the City with plans to achieve revitalization of 1 downtown area and position it as a vital regional center serving both Fresno and the San Joaquin Valley. Southeastern Economic Development Corporation (SEDC), City of San Diego - Merge No. 1 and Adoption of the Dells Imperial Redevelopment Project KMA is providing redevelopment plan adoption services for the adoption of the 654-acre Del Imperial Redevelopment Project, the amendment of four redevelopment plans, and the mer< of the Dells Imperial Redevelopment Project with five existing redevelopment projects in southeast San Diego. The scope of KMAs services include scheduling and project coordination, field survey and blight analysis, report preparation, and preparation of a 10-ye: business plan and cash flow analyses for the merged projects outlining the financial impacts the merger. Oxnard Community Development Commission - Historic Enhancement and Revitalizatic of Oxnard (HERO) Redevelopment Project. KMA assisted the City of Oxnard with adoption of a 2,400-acre redevelopment project that encompasses much of the older commercial and industrial areas of the City. The objective of tl industrial areas suffering from incompatible adjacent uses. KMA prepared the economic and physical blight analysis, the Preliminary Report, the Report to Council, and provided scheduling project coordination and administrative services. Los Angeles Community Redevelopment Agency - Recovery Redevelopment Plan Adoption, Economic Blight Assessments KMA was retained to provide support to LACRA staff in plan adoption of a major amendment to an existing redevelopment plan and adoption of eight new projects in central and south-central Los Angeles. KMA prepared the economic blight analysis, documenting high levels of vacancy high crime rates, stagnant property values, and the general economic decline in the area. redevelopment project is to facilitate the revitalization of key commercial corridors and older .."1"0-,,L m a Oakland Redevelopment Agency - Coliseum Redevelopment Plan KMA lead a large-scale effort to define and quantify the blighting conditions for a +6,000-acre Project in a mixed-use area of Oakland. Analysis included physical and economic blight, utilizir geographic information system graphics to demonstrate the incidence and prevalence of blight. KMA also analyzed the financial feasibility of the Redevelopment Plan. Sacramento Housing and Redevelopment Agency - Mather Air For66 Base Redevelopment Plan KMA acted as lead consultant to the Sacramento Redevelopment Agency to undertake redevelopment of their Mather Air Force Base site, as proposed under special legislative authorization. Specific responsibilities include an analysis of economic blighting conditions in th proposed project area, financial feasibility analysis and coordination of document preparation by the plan adoption team of consultants. South San Francisco Redevelopment Agency - El Camino Corridor Redevelopment Plan Adoption, Plan Adoption Services KMA was the lead consultant in providing full plan adoption services. Key in the blight determination was the effect of irregular, shallow, and narrow parcel configurations had on development opportunities. Additionally, market analysis techniques were employed to establisl the range of land uses to be permitted under the Redevelopment Plan. -- *-**..- x 0 0 Client References Keysef Marston Associates, fm 1. Contact: Douglas Williford, AlCP Title: Principal Planner Client: City of Santee Address : 10601 Magnolia Avenue Telephone: (619) 258-4100 Santee, CA 92071 2. Contact: Carolyn Y. Smith Title: President Client: Southeastern Economic Development Corporation Address: 995 Gateway Center Way, Suite 300 San Diego, CA 92102 Telephone: (6 1 9) 527-7345 3. Contact: Susan F. Shick Title: Client: City of Long Beach Address: 333 West Ocean Boulevard Executive Director of Community Development Long Beach, CA 90802 Telephone: (31 0) 570-6570 4. Contact: Susan Georgino Title: Client: Brea Redevelopment Agency Address: Telephone: (714) 671 -4421 Redevelop men t Services Director Number One Civic Center Circle Brea, CA 92621 __ -. fianr.a-.L * Mr. Marra has over ten years experi- financial evaluation, affordable RITAIL DEVELOPMENTS RANGIN(: SUBURBAN 'POWER' CENTERS, M ence in real estate market and DOWNTOWN MIXED-USE PROJEC housing assessments, and fiscal impact analysis. He is a Principal in EMPHASIS ON REVITALIZATION S OLDER SHOPPING CENTERS AND Keyser Marston's San Diego office. DISTRICTS Mr. Marra recent1 the adaptive reuse of the R KEY ROLE Mr. Marra provides May department store at Si advisory services to public agencies Horton Plaza and a propo~ cialty center at Scottsdale ' (Arizona). Texas, and Arizona. Recent project experience has included feasibility assessments for the planned mixed- FISCAL IMPACT ANALYSES FOR NI Diego State University and assistance ADOPTIONS Most recently! 1 prepared fiscal analyses fo to the Centre City Development Corporation in analysis of low- unit residential developme income tax-credit and silent second posed by California Pacific __ housing proposals for downtown San and the redevelopment PI& Diego. College Community arounc Diego State University. SPECIALIZATION PROFESSIONAL CREDENTIAI Mr. Marra specializes in market and financial evaluation related to: Mr. Marra is an active men Urban Land Institute, the A Planning Association, the C MARKIT-RATE AND AFFORDABLE HOUSING IN Association for Local Econc Development, and Citizen: nate for Century 3 (C3). P; ated Phi Beta Kappa from t Hopkins University with a degree in sociology. He al graduate studies in transpor planning at Northwestern C Mr. Marra is a former exch; student in Latin America an tains his fluency in Spanish and private clients in California, use redevelopment adjacent to San MENT OR PROPOSED REDEVELOP! Paul C. Marra URBAN S!XrINCS, INCLUDING APARTMENTS, CONDOMINIUMS, AND SRO UNITS Recent examples include the Horton Fourth Avenue apartmenthetail project in downtown San Diego and the Campina Court Apartments in La Mesa. -- - c - a Mr. Wetmore has over twenty years of experience in counseling and valua- tion work for public and private clients in California and throughout the United States. He is a senior principal and co-manager of the San KEY ROLE Mr. Wetmore has provided disposition consulting, land lease and valuation services on many of the West's high profile public/private partnership projects, including Fort Gardens in San Francisco, and California Plaza in downtown Los An ge I es . VALUATION COUNSELOR Mr. Wetmore is complex real estate situations, often involving land leases or built proper- ties designated for rehabilitation. Recent examples include historic buildings designated for rehabilitation at the Presidio of San Francisco, valuation of air rights over the ballroom of the Marriott Hotel in the Yerba Buena Gardens in San Fran- cisco, and renovation of the McGurk Building in downtown San Diego. Other areas of specializat WATER-ORIENTED DEVELOP ME^ Wetmore has been consul Ports of Seattle, San Francia Oakland, and to the Los Ai County Department of Bea PORTFOLIO ANALYSIS Mr. We headed UP KMA'S review C billion portfolio of propert which the client, a subsidi Xerox Corporation, had pr RETAIL MARKET ANALYSIS Mr. ' has counseled larger and s communities in California retail development potenti, PROFESSIONAL CREDENTIAI Mr. Wetmore is a speaker 2 Community Redevelopmer tion (CRA), the University ( Design, and seminars spon! Keyser Marston Associates, has been a frequent contrib Urban Land magazine, pub the Urban Land Institute. I- licensed Real Estate Brokei California, a State Certified Estate Appraiser (SCREA), S California, and a member c - can Society of Real Estate C Mr. Wetmore is a graduate. -- Princeton University (Phi Bc and magna cum laude grad and holds a master's degree European History from Uni\ of California, Berkeley. Diego office, Harbors. Robert 1. Wetmore, Ord in Monterey County, Yerba Buena surety. CRE, SCREA -- extensively involved in valuations for downtown areas. nia (Berkeley) School of Ut .. 0 Other areas of specializal DEVELOPMENT AGREEMENT NE Mr. Hollis has representec public and private sector I the negotiations of compl private development agrei including the ground leas Citadel Project in Gmmf Central California Region, Nef~ork project in hsnc Grand Central Square pro) downtown Los Angeles. FINANCIAL FEASIBILITY Mr. HI designed the financing pl; in Fresno and the Carson I renovation and expansion utilizing cornbinations Of private financing. PROFESSIONAL CREDENTIA - Mr. Hollis is a member of Land Institute's Inner City 1 ing Committee, the Small _- sive experience with joint publid Development Council and Angeles District Council's Committee. Mr. ~~11;~ als the California Redeveloprr Committee. He has condt seminars and addressed co sponsored by the Urban La tute, California Redevelopr Association, National Leag Cities, California Departme Commerce and similar org and is also a contributing a Redevelopment in Californ definitive reference book o subject. Mr. Hollis is a gra the California State Univeri Mr. Hollis is a senior principal and co-manager of the Los Angeles office and directs all of KMA's redevelop- ment planning and financial manage- ment services. For more than 20 years he has provided public and private clients with real estate analy- sis and with expertise in the adoption planning. KEY ROLE Mr. Hollis has played a major role in structuring development agreements and in identifying the financing necessary in public and private real estate projects. Project managers throughout California and in the western states seek his exten- private transactions. Mr. Hollis assumed a lead consulting role in the Holly Street project in Pasadena and the Pine Avenue project in Long Beach, two outstanding examples of mixed-use projects requiring layered financing. REDEVELOPMENT FINANCE SPECIALIST Mr. Hollis is a recognized authority on California redevelopment financ- ing and the redevelopment process. He has been the KMA principal-in- charge of providing these services to numerous redevelopment agencies including those in Los Angeles, San Jose, Oxnard and Fresno. Of redevelopment plans and financial projects as the Roeding B~ Calvin E. Hollis I1 Association's Technical Ad - A Angeles. ZL L. k 0 offering documents and h: active participant in presei bond insurance and bond agencies. ASSESSED VALUATION SERVICES assessed valuation service Hoo has provided to cities redevelopment agencies ii review of assessment appc and an estimation of fiscal local taxing entities, parce verification of base year ai year assessed values and tt cation of misallocation of revenues. The assessment analyses have also been si mented with estimations o specific economic values t the likelihood of future rec assessed values due to apF FINANCIAL REPORTING Mr. SC assisted redevelopment ag compliance to the various requirements of state law. reports include annual stat( indebtedness and reconcili statements, the State Contrl annual report, and the rep( state Department Of l-busil Community Development moderate income housing Mr. Soo-Hoo has also beer sible for preparation of ann to bond rating agencies on redevelopment agency fina activities. PROFESSIONAL CREDENTIAL Mr. Soo-Hoo is a graduate ( Mr. Soo-Hoo is a Senior Associate in Keyser Marston Associates’ Los Angeles office. Mr. Soo-Hoo joined KMA in 1991 and has over 12 years of experience as a consultant to California redevelopment agencies. KEY ROLE Mr. Soo.Hoo has man= aged redevelopment tax increment services for KMA clients. These services include long range projec- tions of redevelopment project area taxable values and tax revenues, estimation of assessment appeal valuation and tax refund impacts, preparation of agency financial reports and redevelopment plan adoption and plan amendment financial feasibility studies. Mr. Soo- Hoo is also experienced with local government finance having worked with the Los Angeles County Chief Administrative Office as a redevelop- ment and budget analyst for six years. FISCAL CONSULTANT Mr. Soo-Hoo has been a fiscal consultant assisting redevelopment agencies in the issuance of over 60 tax allocation financings totaling more than $1.4 billion. He has managed a wide range of fiscal consulting services including the verification of redevel- opment project area taxable values, Gregory D. Soo-Hoo review of historic valuation patterns, identification of major property owners, determination of assessment appeal impacts, and the projection Of current and future year tax increment revenue flow. Mr. Soo-Hoo has also assisted bond underwriting teams in the preparation and review of bond of the University of Souther nia and holds a master’s de public administration, with ization in public finance. 0 e Hourly Fee Schedule Keyser Marston Associates, Inc. A. J€RRY K€YSER* $1 SENIOR PRINCIPALS* $1 PRINCIPALS* $1 SENIOR ASSOCIATES* $1 t ASSOCIATES $1: SENIOR ANALYST $1 ( ANALYST $! TECHNICAL STAFF $( ADM I NlSTRATlVE STAFF $4 Directly related job expenses not included in the above rates are: auto mileage, air fares, hote motels, meals, car rentals, taxies, telephone calls, delivery, electronic data processing, graphic printing. Directly related job expenses will be billed at 1 10% of costs. Monthly billings for staff time and expenses incurred during the period will be payable within thi days of invoice date. A charge of 1% per month will be added to all past due accounts. *Rates for individuals in these categories will be increased by 50% for time spent in court testir; - -_ 98098ndh 0 AGREEMENT THIS AGREEMENT is made and entered into as of the io th day ( October , 1998, by and between the CITY OF CARLSBAD, a municip; corporation, hereinafter referred to as "City", and Keyser Marston Associates, Inc., California corporation, hereinafter referred to as "Contractor." RECITALS City requires the services of a financial consultant to provide the services f preparation of a financial feasibility study, and financing pian for the City of Carlsb: Infrastructure Financing District (IFD), and Contractor possesses the necessary ski and qualifications to provide the services required by the City; NOW, THEREFORE, in consideration of these recitals and the mutual covenan contained herein, City and Contractor agree as follows: 1. CONTRACTORS OBLIGATIONS Contractor shall provide the services described in the proposal dated October 1998, describing the preparation of a financial feasibility assessment, preliminary fisc impact assessment, and an infrastructure financing plan for the proposed Cit proposed IFD. rev. 8/25 -1 - e 0 4 2. CITY OBLIGATIONS The City shall provide staff support to Contractor as may be necessary t complete the reports described above. The City shall also provide document: background information, or other information that may be available in existing publi records of the City. 3. PROGRESS AND COMPLETION The work under this contract will begin within ten (IO) days after receipt ( notification to proceed by the City and be completed within one year of that date Extensions of time may be granted if requested by the Contractor and agreed to writing by the Administrative Services Director. The Administrative Services Direct will give allowance for documented and substantiated unforeseeable and unavoidab delays not caused by a lack of foresight on the part of the Contractor, or delays causf by City inaction or other agencies' lack of timely action. 4. FEES TO BE PAID TO CONTRACTOR The total fee payable for the services to be performed shall be based on ti hourly fee schedule shown in section D of the October 1, 1998 proposal. The to' costs for the services provided under this contract billed on an hourly basis shall r exceed $60,000. No other compensation for services will be allowed except tho items covered by supplemental agreements per Paragraph 8, "Changes in Work." T City reserves the right to withhold a ten percent (10%) retention until the project h been accepted by the City. rev. 8/25, -2 - 0 0 Incremental payments, if applicable, should be made as outlined in attachec Exhibit "A." 5. DURATION OF CONTRACT This agreement shall extend for a period of one year from date thereof. Thl contract may be extended by the City Manager for one additional one (1) year period c parts thereof, based upon a review of satisfactory performance and the City's need: The parties shall prepare extensions in writing indicating effective date and length of th extended con tract. 6. PAYMENT OF FEES Payment of approved items on the invoice shall be mailed to the Contract within 30 days of receipt of the invoice. 7. FINAL SUBMISSIONS The calendar shown on page 6 of the October I, 1998 proposal provides schedule for the completion of the various portions of the project. The submission preliminary financial feasibility assessment shall be a key milestone for the projec Should the City decide to continue with the formation of the IFD after reviewing tl preliminary report, the presentation of the final infrastructure financing plan to the C Council shall represent the final submission under this contract. rev. 8125, -3 - 0 0 8. CHANGES IN WORK If, in the course of the contract, changes seem merited by the Contractor or th City, and informal consultations with the other party indicate that a change in th conditions of the contract is warranted, the Contractor or the City may request a chang in contract. Such changes shall be processed by the City in the following manner: letter outlining the required changes shall be forwarded to the City by Contractor t inform them of the proposed changes along with a statement of estimated changes charges or time schedule. A Standard Amendment to Agreement shall be prepared t the City and approved by the City according to the procedures described in Carlsbi Municipal Code Section 3.28.172. Such Amendment to Agreement shall not rend ineffective or invalidate unaffected portions of the agreement. 9. COVENANTS AGAINST CONTINGENT FEES The Contractor warrants that their firm has not employed or retained a company or person, other than a bona fide employee working for the Contractor, solicit or secure this agreement, and that Contractor has not paid or agreed to pay a company or person, other than a bona fide employee, any fee, commissic percentage, brokerage fee, sift, or any other consideration contingent upon, or resulti from, the award or making of this agreement. For breach or violation of this warrar the City shall have the right to annul this agreement without liability, or, in its discretii to deduct from the agreement price or consideration, or otherwise recover, the amount of such fee, commission, percentage, brokerage fees, gift, or contingent fee. rev. 8/25 -4- 0 e 10. NONDISCRIMINATION CLAUSE The Contractor shall comply with the state and federal laws regardin! nondiscrimination. 11. TERMINATION OF CONTRACT In the event of the Contractor's failure to prosecute, deliver, or perform the wor as provided for in this contract, the City Manager may terminate this contract fc nonperformance by notifying the Contractor by certified mail of the termination of tl- Contractor. The Contractor, thereupon, has five (5) working days to deliver sa documents owned by the City and all work in progress to the Administrative Servicc Director. The Administrative Services Director shall make a determination of fact base upon the documents delivered to City of the percentage of work which the Contract has performed which is usable and of worth to the City in having the contra completed. Based upon that finding as reported to the City Manager, the Manager sh determine the final payment of the contract. This agreement may be terminated by either party upon tendering thirty (3 days written notice to the other party. In the event of such suspension or terminatic upon request of the City, the Contractor shall assemble the work product and put sar in order for proper filing and closing and deliver said product to City. In the event termination, the Contractor shall be paid for work performed to the termination da however, the total shall not exceed the lump sum fee payable under paragraph 4. T City Manager shall make the final determination as to the portions of tasks complei and the compensation to be made, rev. 8/25 -5 - 0 0 12. CLAIMS AND LAWSUITS The Contractor agrees that any contract claim submitted to the City must k asserted as part of the contract process as set forth in this agreement and not anticipation of litigation or in conjunction with litigation. The Contractor acknowledgf that if a false claim is submitted to the City, it may be considered fraud and tt Contractor may be subject to criminal prosecution. The Contractor acknowledges th California Government Code sections 12650 et sea., the False Claims Act, provides fi civil penalties where a person knowingly submits a false claim to a public entity. The$ provisions include false claims made with deliberate ignorance of the false informatic or in reckless disregard of the truth or falsity of information. If the City of Carlsbad see to recover penalties pursuant to the False Claims Act, it is entitled to recover litigation costs, including attorney's fees. The Contractor acknowledges that the filing a false claim may subject the Contractor to an administrative debarment proceedi wherein the Contractor may be prevented to act as a Contractor on any pubtic work improvement for a period of up to five years. The Contractor acknowledges debarme by another jurisdiction is gro ds for the City of Carlsbad to disqualify the Contrac from the selection process K (Initial) The provisions of Carlsbad Municipal Code sections 3.32.025, 3.32.0 .027 and 3.32.028 pertaining to false claims are incorporated herein by referenc P (Initial) rev. 8125 -6 - a 13, STATUS OF THE CONTRACTOR The Contractor shall perform the services provided for herein in Contractor's ow way as an independent Contractor and in pursuit of Contractor's independent callinc and not as an employee of the City. Contractor shall be under control of the City on1 as to the result to be accomplished, but shall consult with the City as provided for in th request for proposal. The persons used by the Contractor to provide services under th' agreement shall not be considered employees of the City for any purposes whatsoeve The Contractor is an independent Contractor of the City. The payment made the Contractor pursuant to the contract shall be the full and complete compensation which the Contractor is entitled. The City shall not make any federal or state t: withholdings on behalf of the Contractor or its employees or subcontractors. The Ci shall not be required to pay any workers' compensation insurance or unemployme contributions on behalf of the Contractor or its employees or subcontractors. T' Contractor agrees to indemnify the City within 30 days for any tax, retireme contribution, social security, overtime payment, unemployment payment or worke compensation payment which the City may be required to make on behalf of t Contractor or any employee or subcontractor of the Contractor for work done under tl agreement or such indemnification amount may be deducted by the City from a balance owing to the Contractor. The Contractor shall be aware of the requirements of the Immigration Refc and Control Act of 1986 and shall comply with those requirements, including, but rev. 8/25 -7 - e e limited to, verifying the eligibility for employment of all agents, employee subcontractors and Consultants that are included in this agreement. 14. CONFORMITY TO LEGAL REQUIREMENTS The Contractor shall cause all documents or reports to conform to all applicab requirements of law: federal, state and local. Contractor shall provide all necessa supporting documents, to be filed with any agencies whose approval is necessary. The City will provide copies of the approved reports to any other agencies. 15. OWNERSHIP OF DOCUMENTS All plans, studies, sketches, drawings, reports, writings, studies ai specifications as herein required are the property of the City, whether the work 1 which they are made be executed or not. In the event this contract is terminated, documents, plans, studies, sketches, drawings, reports, writings, studies a specifications shall be delivered forthwith to the City. Contractor shall have the right make one (I) copy of the plans for its records. 16. REPRODUCTION RIGHTS The Contractor agrees that all copyrights which arise from creation of the w( pursuant to this contract shall be vested in City and hereby agrees to relinquish claims to such copyrights in favor of City. 17, HOLD HARMLESS AGREEMENT Contractor agrees to indemnify and hold harmless the City of Carlsbad and officers, officials, employees and volunteers from and against all claims, damag losses and expenses including attorneys fees arising out of the performance of rev. 8/25 -8 - 0 0 work described herein caused by any willful misconduct, or negligent act, or omission ( the contractor, any subcontractor, anyone directly or indirectly employed by any of the1 or anyone for whose acts any of them may be liable. 18. ASSIGNMENT OF CONTRACT The Contractor shall not assign this contract or any part thereof or any monk due thereunder without the prior written consent of the City. 19. SUBCONTRACTING If the Contractor shall subcontract any of the work to be performed under tt- contract by the Contractor, Contractor shall be fully responsible to the City for the ac and omissions of Contractor's subcontractor and of the persons either directly indirectly employed by the subcontractor, as Contractor is for the acts and omissions persons directly employed by Contractor. Nothing contained in this contract sh create any contractual relationship between any subcontractor of Contractor and tl City. The Contractor shall bind every subcontractor and every subcontractor of subcontractor by the terms of this contract applicable to Contractor's work unle specifically noted to the contrary in the subcontract in question approved in writing the City. 20. PROHIBITED INTEREST No official of the City who is authorized in such capacity on behalf of the City negotiate, make, accept, or approve, or take part in negotiating, making, accepting, approving of this agreement, shall become directly or indirectly interested personally this contract or in any part thereof. No officer or employee of the City who is authoriz rev, 81251 -9 - e a in such capacity and on behalf of the City to exercise any executive, supervisory, ( similar functions in connection with the performance of this contract shall becom directly or indirectly interested personally in this contract or any part thereof. 21. VERBAL AGREEMENT OR CONVERSATION No verbal agreement or conversation with any officer, agent, or employee of tt City, either before, during or after the execution of this contract, shall affect or modi any of the terms or obligations herein contained nor entitle the Contractor to ai additional payment whatsoever under the terms of this contract. 22. SUCCESSORS OR ASSIGNS Subject to the provisions of Paragraph 17, "Hold Harmless Agreement," , terms, conditions, and provisions hereof shall inure to and shall bind each of the partic hereto, and each of their respective heirs, executors, administrators, successors, at assigns. 23. EFFECTIVE DATE This agreement shall be effective on and from the day and year first writtc above. 24. CONFLICT OF INTEREST The City has determined, using the guidelines of the Political Reform Act and t City's conflict of interest code, that the Contractor will be required to file a conflict interest statement as a requirement of this agreement. Contractor shall report intere! in real property. rev. 81251 -10 - 0 0 25. INSURANCE The Contractor shall obtain and maintain for the duration of the contract and an and all amendments insurance against claims for injuries to persons or damage 1 property which may arise out of or in connection with pedormance of the WOI hereunder by the Contractor, his agents, representatives, employees or subcontractor Said insurance shall be obtained from an insurance carrier admitted and authorized 1 do business in the State of California. The insurance carrier is required to have current Best's Key Rating of not less than "A-:V" and shall meet the City's policy fc insurance as stated in Resolution No. 91-403. A. Coveracles and Limits. Contractor shall maintain the types of coverages and minimum lim indicated herein, unless a lower amount is approved by the City Attorney or C Manager: 1. Comprehensive General Liability Insurance. $1,000,000 combinc single-limit per occurrence for bodily injury, personal injury and property damage. If ti submitted policies contain aggregate limits, general aggregate limits shall apl separately to the work under this contract or the general aggregate shall be twice t required per occurrence limit. 2. Automobile Liability (if the use of an automobile is involved Contractor's work for the City). $1,000,000 combined single-limit per accident for bo( injury and property damage. rev. 8/25 -11 - 0 0 3. Workers' Compensation and Employer's Liability. Worker! Compensation limits as required by the Labor Code of the State of California an Employer's Liability limits of $1,000,000 per accident for bodily injury. 4. Professional Liability. Errors and omissions liability appropriate 1 the contractor's profession with limits of not less than $1,000,000 per claim. Coverag shall be maintained for a period of five years following the date of completion of tt work. B. Additional Provisions. Contractor shall ensure that the policies of insurance required under tf agreement contain, or are endorsed to contain, the following provisions. I, The City shall be named as an additional insured on all polici excluding Workers' Compensation and Professional Liability. 2. The Contractor shall furnish certificates of insurance to the C before commencement of work. 3. The Contractor shall obtain occurrence coverage, excludi Professional Liability which shall be written as claims-made coverage. 4. This insurance shall be in force during the life of the agreement a any extension thereof and shall not be canceled without 30 days prior written notice the City sent by certified mail. 5. If the Contractor fails to maintain any of the insurance covera: required herein, then the City will have the option to deciare the Contractor in breach may purchase replacement insurance or pay the premiums that are due on exist rev. 8125 -12 - 0 0 policies in order that the required coverages may be maintained. The Contractor responsible for any payments made by the City to obtain or maintain such insuranc and the City may collect the same from the Contractor or deduct the amount paid fro any sums due the Contractor under this agreement. ... ... ... ... ... ... ... .I. ... ... rev. 8/25/ -13 - e a 26. RESPONSIBLE PARTIES The name of the persons who are authorized to give written notices or to receh written notice on behalf of the City and on behalf of the Contractor in connection wi the foregoing are as follows: For City: Title Ad mi n ist rative Services Director Name James F. Elliott Address 1200 Carlsbad Village Drive Carlsbad. CA 92008 For Contractor: Title Name Paul C. Mava Address 1660 Hotel Circle North, Suite 71 6 San Dieao, CA 92108 27. BUSINESS LICENSE Contractor shall obtain and maintain a City of Carlsbad Business License for t duration of the contract. 28. ENTIRE AGREEMENT This agreement, together with any other written document referred to contemplated herein, embody the entire agreement and understanding between t parties relating to the subject matter hereof. Neither this agreement nor any provisi hereof may be amended, modified, waived or discharged except by an instrument writing executed by the party against which enforcement of such amendment, waiver discharge is sought. rev. 8/25, -14 - e a Executed by Contractor this day of 3 19- CONTRACTOR: (name of Contractor) Keyser Marston Associates, Inc. :&a+ (print nameltitle) ATTEST: By: (sign here) ALETHA L. I?AUTENKRANZ (print nameltitle) City Clerk (Proper notarial acknowledgment of execution by Contractor must be attached.) (President or vice-president and secretary or assistant secretary must sign f corporations. If only one officer signs, the corporation must attach a resolution certifie by the secretary or assistant secretary under corporate seal empowering that officer bind the corporation.) APPROVED AS TO FORM: City Attorney BY I RONALD R. BALL $L-L k ib-& Assistant City AMney rev. 81251 -15 - e 0 CALIFORNIA ALL-PURPOSE ACKNOWLEDGEMENT 1 STATE OF CALIFORNIA - COUNTYOF bJLt/\ ) d 2 bF ph.&kAL N&Q/ NAME, TITLE OF OFFICER - E G., "JANE DOE, NOTARY PUBLIC On Qkt aq ( Iq Ygtmfore me, DATE personally appeared, pbZv7f- 3. Ldd-wHL personally known to me (t vi to be the per whose name@j%/wsubscribed to the within instrument and acknowledged to me that h signaturevn the instrument the person(mr the entity upon behalf of which the persono executed the instrument. Wxecuted the same in his/--authorized capacity@& and that by hisljx WITNESS my hand and official seal. (SEAL) OPTIONAL INFORMATION TITLE OR TYPE OF DOCUMENT DATE OF DOCUMENT SIGNER(S) OTHER THAN NAMED ABOVE NUMBER OF PAGES e 0 CERTIFICATE OF SECRETARY I, the undersigned, do hereby certify that: (1) I am the duly elected and acting Secretary of Keyser Marston Associates, Inc. a California Corporation; and (2) That Gerald M. Trimble and/or Robert J. Wetmore, each acting in their capacity as Vice Presidents of Keyser Marston Associates, Inc., are authorized on behalf of the Corporation to sign the Agreement for Consulting Services between the City of Carlsbad and Keyser Marston Associates, Inc. (3) Further, all corporate officers of Keyser Marston Associates, Inc. are authorize to enter into contracts and execute instruments in the name of the Corporation or on behalf o the Corporation, pursuant to the Corporation's Bylaws, adopted September 14, 1990. IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed the seal f such corporation this 22nd day of October, 1998. &2.U Diane M. Chambers, Secretary @ e - City of Carlsbad November 16,1998 Keyser Marston Associates, Inc. Paul C. Marra 1660 Hotel Circle North, Suite 716 San Diego, CA 92108 RE: PREPARATION OF AN INFRASTRUCTURE FINANCING DISTRICT REPORT Enclosed for your records are copies of Agenda Bill No. 14,929 and Resolution No. 98-368. These documents went before the Carlsbad City Council on November IO, 1998, where they were approved. Also enclosed for your records is a copy of the fully executed agreement with the City ( Carlsbad for the preparation of an infrastructure financing district report. If you have any questions regarding the preparation of the referenced report please ca Mr. Jim Elliott, at (760) 434-2821. Kathleen D. Shoup Sr. Office Specialist 1200 Carlsbad Village Drive * Carlsbad, CA 92008-1 989 * (760) 434-280