HomeMy WebLinkAboutCDC/2007-10
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RESOLUTION NO. CDC/2007-10
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO ("COMMISSION") APPROVING AND
AUTHORIZING THE CHAIRPERSON OF THE COMMISSION TO
EXECUTE A PROFESSIONAL SERVICES AGREEMENT BY AND
BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO ("AGENCY") AND THE URBAN LAND INSTITUTE ("ULI"),
A NON-PROFIT RESEARCH AND EDUCATION ORGANIZATION, TO
DEVELOP A LAND USE PLAN AND URBAN DESIGN FOR THE GREATER
DOWNTOWN AREA OF THE CITY, IN AN AMOUNT OF NOT TO EXCEED
$115,000
WHEREAS, the Community Development Commission of the City of San Bernardino
("the Commission") is the governing body of the Redevelopment Agency of the City of San
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Bernardino (the "Agency"), a public body, corporate and politic, organized and existing pursuant
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to the Community Redevelopment Law (California Health and Safety Code Section 33000, et seq.)
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(the "CRL"); and
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WHEREAS, the Urban Land Institute ("ULI"), established in 1936, is a non profit
organization whose mission is to promote responsible leadership in the use of land in order to
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enhance a community environment; and
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WHEREAS, the Agency desires to engage the services of ULI to assist the Agency, City of
San Bernardino ("City") and the County of San Bernardino ("County"), in the preparation of a land
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use strategy for downtown San Bernardino which includes assessing the County's master space
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needs in downtown San Bernardino; and
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WHEREAS, ULI and the Agency wish to enter into an agreement pursuant to the terms and
conditions in the Professional Services Agreement (the "Agreement") attached hereto and
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incorporated herein by reference.
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NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION OF THE
CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER, AS
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FOLLOWS:
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The Commission hereby approves the Agreement by and between the
Section 1.
Agency and ULI in the form as attached hereto and as presented to the Commission upon adoption
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1 of this Resolution, and the Commission hereby authorizes the Chairperson of the Commission to
2 execute the Agreement on behalf of the Agency together with such technical and conforming
3 changes as may be recommended by the Executive Director of the Agency and approved by the
4 Agency Counsel.
5 Section 2.
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The Resolution shall become effective immediately upon its adoption.
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RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO ("COMMISSION") APPROVING AND
AUTHORIZING THE CHAIRPERSON OF THE COMMISSION TO
EXECUTE A PROFESSIONAL. SERVICES AGREEMENT BY AND
BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO ("AGENCY") AND THE URBAN LAND INSTITUTE (''ULP'),
A NON-PROFIT RESEARCH AND EDUCATION ORGANIZATION, TO
DEVEWP A LAND USE PLAN AND URBAN DESIGN FOR THE GREATER
DOWNTOWN AREA OF THE CITY, IN AN AMOUNT OF NOT TO EXCEED
$115,000
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Community
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Development Commission of the City of San Bernardino at a Summary Special meeting
9 thereof, held on the 30th day of April
10 Commission Members: Aves Navs
11 ESTRADA X
12 BAXTER x
13 BRINKER x
14 DERRY
x
15 KELLEY
x
16 JOHNSON x
17 MC CAMMACK
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,2007, by the following vote to wit:
Abstain
Absent
21 The foregoing resolution is hereby approved this /.$r- day of May
,2007.
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26 Approved as to Form:
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By: ISlflilMlflg '1.. Sah
28 Agency Counsel
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COPY'
URBAN LAND INSTITUTE
PROFESSIONAL SERVICES AGREEMENT (ULI Advisory Services Agreement)
This PROFESSIONAL SERVICES AGREEMENT (the "Agreement") is made and entered into as
of April 30, 2007, by and between the REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO (the "Agency, or Sponsor"), a public body, corporate and politic and URBAN LAND
INSTITUTE, a non-profit research and education organization (the "Institute").
RECITALS
WHEREAS, the Redevelopment Agency of the City of San Bemardino (the "Agency") is a public
body, corporate and politic, organized and existing pursuant to the Community Redevelopment Law and
its mission is a focused, diversified organization to enhance the quality of life for the citizens of San
Bernardino by creating and retaining jobs, eliminating physical and social blight, supporting culture and the
arts, developing a balanced mix of quality housing, along with attracting and assisting businesses both
independently and through public-private partnerships, including, but not limited, their appropriated
planning and land uses; and
WHEREAS, the Urban Land Institute ("ULI"), established in 1936, is a non profit organization
whose mission is to promote responsible leadership in the use ofland in order to enhance a communities
environment, and through improved planning and utilization of urban land; and
WHEREAS, ULI is able to draw on the expertise of it's more than 35,000 members from 65
countries representing an entire spectrum of land use and real estate development disciplines, including a
team of people and expertise that is not available for hire under any other means; and
WHEREAS, the Agency and the County of San Bernardino ("County") are jointly sponsoring the
retention of ULI to assist the Agency, City of San Bernardino ("City") and County in obtaining advice and
recommendations from ULI regarding the revitalization and land use strategies for downtown San
Bernardino, including, but not limited to, assisting the County in evaluating the county's master space plan
for its office needs in the downtown San Bernardino area; and
WHEREAS, ULI and the Agency wish to enter into an agreement pursuant to the terms and
conditions in the Professional Services Agreement (the "Agreement") attached hereto and incorporated by
herein reference.
NOW, THEREFORE, in consideration of mutual covenants set forth herein and the mutual benefits
to be derived therefrom, the parties agree to enter into the Agreement as follows:
1. TERM.
This Agreement shall commence as of the day and year first written above and shall remain in full
force and effect through June 30, 2007, or at the conclusion of the Institute's assignment per the
attached Scope of Services.
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2. INSTITUTE'S RESPONSIBILITIES.
The Institute shall perform the following services ("Scope of Services") described below and within the
times specified herein:
I. The Institute is to provide a panel of persons composed of members of the Institute and others who
collectively have a varied and broad experience and knowledge applicable to the particular problems
to be considered, including the planning, development and redevelopment ofland and the ownership,
management and financing of real property. It is the Institute's intent to have the panel of experts
led by Bill Hudnut, former Mayor of Indianapolis.
2. The Institute is to arrange for the panel members to visit the location upon which its
recommendations are sought for a period of not less than 5 days starting on or about June 24, 2007
through June 29, 2007. During that time, the panel, directly and through its staff, will study the
designated area, the Central Business District of the City of San Bernardino (Designated Area is
primarily defined as 6th Street on the north, the Metro link/light rail line on the south, Sierra Way on
the east, and the 1-215 Freeway on the west. The greater downtown area is defmed as Baseline
Street on the north, Mill Street on the south, Waterman Avenue on the east, and the 1-215 Freeway
on the west. The designated study area will also help define how the downtown district links to key
areas of existing or planned development and activity outside of the greater downtown area such as:
San Bernardino International Airport; Hospitality Lane Retail/Office Areas; National Orange Show
Events CenterlInland Center Mall; and San Bernardino Santa Fe Depot Train StationlMt. Vernon
Corridor. The panel will consult with public and private officials, representatives of other relevant
organizations, and other individuals familiar with the problems involved; and prepare its report,
conclusions and recommendations which will be presented to the Agency/Sponsor and its invited
guests in oral form at the close of the on-site assignment. Moreover, the Institute's role will be to
assist the Agency, City and County in the implementation of the County's master space plan for its
office needs in downtown San Bernardino. The Institute will review the County's needs in the
context of the City's vision and plans, and make a recommendation for how those needs can be best
accommodated.
3. The Institute will provide the Agency with a written report of the study, its conclusions and
recommendations. The Sponsor will be furnished 100 copies of the report, including such exhibits as
may be necessary to augment the text. The Sponsor will also receive one (I) original of the Report.
4. The Institute will absorb the travel and living expenses of its panel and staff while in San
Bernardino.
3. AGENCY RESPONSIBILITIES.
The Agency shall provide the Institute with any documentation, records, reports, statistics or other
data or information pertinent to the Scope of Services, including, but not limited to, the following:
a. Furnish each panel member, not more than 10 days in advance of the panel meeting of June 24,
2007, such pertinent background data in the form of reports, plans, charts, etc., as may be presently
available or readily developed for the preliminary study of the panel, prior to its inspect of the
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designated area. Two (2) copies are to be sent to the ULI Project Manager. Attachment A: is a
Sample Briefing Book Outline that the Agency must prepare for the Institute. Attachment B: is an
outline of the Agency's Responsibilities for the 5-day panel.
b. to arrange, insofar as possible, to have appropriate persons, including public and private officials,
representatives ofthe relevant organizations, and others, available for the purpose of consulting with
and furnishing information to the panel on specific matters relevant to the assignment as may be
necessary and advisable during the period of the panel's visit.
4. CONFIDENTIALITY OF REPORTS.
The Institute shall keep confidential all reports, information and data received, prepared or
assembled pursuant to performance hereunder. Such information shall not be made available to any
person, news release, firm, corporation, or entity without prior written consent of the Executive
Director of the Agency or his/her designee.
5. COMPENSATION.
In return for the advice and recommendations of the Institute, the Agency shall pay the Institute the
total sum of One Hundred Fifteen Thousand Dollars ($115, 000). The first installation of$55,000
will be paid upon signing ofthis Agreement. The second installment of $55,000 will be paid the
week of the on-site panel. The third installment of $5,000 will be paid upon delivery of the final
written report to the Agency. In the event the Agency cancels the panel assignment, the initial
payment is non-refundable and expenses incurred by the Agency become the responsibility of the
Agency. It is understood that the compensation herein paid by the Agency to the Institute, is to be
used to cover the costs of the panel assignment and to support and encourage the Institute's scientific
and educational programs. .
6. USE OF FUNDS.
The funds paid to the Institute shall be used solely for the purpose as set forth in this Agreement and
in accordance with the Scope of Services. The Institute shall remain in compliance with all state,
federal and local laws prior to the receipt of any reimbursement hereunder.
7. NONDISCRIMINATION: MONITORING AND REPORTING WORK PERFORMANCE.
The Institute shall not discriminate because of race, color, national origin, creed, religion, sex,
marital status, or physical handicap. At the request of the Chairperson or Executive Director of the
Agency, or hislher designee, the Institute shall provide reports, graphics, or other work products.
Failure to provide such work products may prevent payment of the Institute's requests for
compensation, and may justify the temporary withholding as provided herein. The Agency reserves
the right to waive such breach, without prejudice to any other of its rights hereunder, upon a finding
by the Chairperson or Executive Director of the Agency or hislher designee that such failure was due
to extraordinary circumstances and that such breach has been timely cured without prejudice to the
Agency.
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8. CONFLICT OF INTEREST.
The Institute shall maintain a code or standard of conduct. The Institute shall neither solicit nor
accept gratuities, favors, or anything of monetary value for work completed under the Scope of
Services. To the extent permissible by state laws, rules and regulations, the standards adopted by the
Institute shall provide for penalties, sanctions, or other disciplinary actions to be applied for
violations of such standards by the Institute.
9. INDEPENDENT CONTRACTOR.
The Institute shall perform each element of the work set forth in the Scope of Services as an
independent contractor and shall not be considered an employee ofthe Agency. This Agreement is
by and between the Institute and the Agency, and is not intended, and shall not be construed to create
the relationship of agent, servant, employee, partnership, joint venture, or association, between the
Agency and the Institute.
10. SUCCESSOR AND ASSIGNMENT.
The services as contained herein are to be rendered by the Institute whose name is as appears first
above written and said Institute shall not assign nor transfer any interest in this Agreement without
the prior written consent of the Agency.
11. INDEMNIFICATION.
The Institute agrees to indemnify, defend and save harmless the Agency and the City of San
Bernardino (the "City"), its agents, officers and employees from and against all liability, expense,
including defense costs and legal fees, and claims for damages of any nature whatsoever, including,
but not limited to, bodily injury, death, personal injury or property damage arising from or connected
with the Institute's operations, or its services hereunder, including workers' compensation suit,
liability or expense, arising from or connected with the services performed by or on behalf of the
Institute pursuant to this Agreement.
12. INSURANCE.
The Institute shall maintain insurance policies issued by an insurance company or companies
authorized to do business in the State of California and must maintain during the term of the policy
a "General Policyholder's Rating" of at least A(v), as set forth in the then most current edition of
"Best's Insurance Guide," as follows:
Automobile Insurance. The Institute shall maintain comprehensive automobile liability insurance of
not less than One Million Dollars ($1,000,000) combined single limit per occurrence for all vehicles
leased or owned by the Institute and used in completing the work required under this Agreement.
Comorehensive General Liability and Automobile Insurance. The Institute shall maintain
comprehensive general liability and automobile liability insurance with a combined single limit of
not less than One Million Dollars ($1,000,000) per occurrence.
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Worker's Comoensation Insurance. The Institute shall maintain worker's compensation coverage in
accordance with California workers' compensation laws for all workers under the Institute's
employment performing work under this Agreement.
Concurrent with the execution of this Agreement and prior to the commencement of any work by the
Institute, the Institute shall deliver to the Agency, certificates evidencing the existence of the
insurance coverage required herein, which coverage shall remain in full force and effect
continuously throughout the term of this Agreement. Each policy of insurance that the Institute
purchases in satisfaction of the insurance requirements of this Agreement shall name the Agency, its
officials, officers, employees, attorneys, representatives and agents as additional insured and shall
provide that the policy may not be cancelled, terminated or modified, except upon ten (10) days prior
written notice to the Agency.
13. COMPLIANCE WITH LAWS.
The parties agree to be bound by applicable federal, state, and local laws, regulations and directives
as they pertain to the performance of this Agreement.
14. SEVERABILITY.
In the event that any provision herein contained is held to be invalid, void or illegal by any court of
competent jurisdiction, the same shall be deemed severable from the remainder of this Agreement
and shall in no way affect, impair, or invalidate any other provision contained herein. If any such
provision shall be deemed invalid due to its scope of breadth, such provision shall be deemed valid
to the extent of the scope or breadth permitted by law.
15. INTERPRETATION.
No provision of this Agreement is to be interpreted for or against either party because that party or
that party's legal representative drafted such provision, but this Agreement is to be construed as if it
were drafted by both parties hereto.
16. ENTIRE AGREEMENT.
This Agreement supersedes any and all other agreements, either oral or in writing, between the
parties hereto with respect to the retention of the Institute by the Agency and contains all the
covenants and agreements between the parties with respect to such retention.
17. WAIVER.
No breach of any provision hereof can be waived unless in writing. Waiver of anyone (I) breach of
any provision shall not be deemed to be a waiver of any other breach of the same of any other
provision hereof.
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18. CONTRACT EVALUATION AND REVIEW.
The ongoing assessment and monitoring of this Agreement is the responsibility of the Executive
Director of the Agency or his/her designee.
19. TERMINATION.
This Agreement may be terminated for the convenience of either party by giving written notice of at
least three (3) days.
20. NOTICE.
Notices herein shall be presented in person or by certified or registered United States mail, as
follows:
To Institute:
ULI - Urban Land Institute
Attn.: Tom Eitler, Director, Advisory Services
1025 Thomas Jefferson Street, NW
Washington, DC 20007
(202) 624- 7186
To Agency:
Redevelopment Agency of the City of San Bernardino
Attn.: Maggie Pacheco, Executive Director
20 I North "E" Street, Suite 30 I
San Bernardino, California 92401
Phone: (909) 663-1044
Fax: (909) 663-2294
Nothing in this paragraph shall be construed to prevent the giving of notice by personal service.
22. ENTIRE AGREEMENT.
This Agreement constitutes the entire understanding and agreement of the parties.
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day
and year first written above.
REDEVELOPMENT AGENCY
OF THE CITY OF SAN BERNARDINO,
a public body, corporate and politic
Date:
Patrick J. Morris, Agency Chairman
Approved as to Form and Legal Content:
By: /SI!J~ 7. Sa&.
Agency Counsel
ULI - URBAN LAND INSTITUTE,
a non-profit research and education organization
Date:
Cheryl Cummins, President
ULI - The Americas
Date
Marta Goldsmith, VP Community Group
Date:
Tom Eitler, Director, Advisory Services
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EXHIBIT "A"
SAMPLE BRIEFING BOOK OUTLINE
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CDC/2007-1O
SAMPLE BRIEFING BOOK OUTLINE
I. Introduction
A. Title page
B. Table of Contents
II. List of sponsors
A. List of official sponsors with organizational background information
III. The Assignment
A. Summary of the problem
B. Questions to be addressed by the panel
IV. History
A. Overview of the history of the study area and environs
B. Regional and city economic change and development; major employers;
economic trends; effect on the study area
C. Metropolitan land use and development patterns; development trends; effect on
the study area. Note development of major transportation or other area-wide
facilities affecting development in the study area
V. Description of the Study Area (as relevant)
A. Physical description
1. Location
2. Boundaries, size
3. Land uses within the study area (residential, commercial, industrial,
institutional) ; surrounding land uses
4. Topography, vegetation, natural resources, drainage, natural or manmade
barriers or development constraints
5. Transportation and access
6. Infrastructure and utilities - availability, location, capacity, condition
7. Vacant land -location, ownership, history
8. Special features, characteristics, and considerations
B. Economics of the study area
1 . Employment types and trends
2. Major employers
a. Location
b. Size - Number of jobs
c. Types of jobs
3. Unemployment - level and trends
4. Income data (individual and househQld)
Sample Briefing Book Outline
Page /
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CDC/2ci07~1O'
C. Demographics
1. Overview of city and study area population trends
2. Population size and distribution within the study area
3. Age distribution (by five-year cohorts), number of households, household
size
4. Educationallevels
5. Special features, such as university students or public housing residents
D. Housing market
1. City market conditions and trends
2. Housing types within the study area - SF, MF, ownership, rental
a. Location and number
b. Age, condition, occupancy status
c. Sales prices or rent levels
d. Tenure of occupancy: current estimate and past trends
3. Current and planned residential development
4. Competitive or alternative residential locations
E. Commercial development - current conditions and historical trends
1. Retail
a. Overview of area-wide retail markets
b. Retail development within the study area:
1) location
2) size
3) type
4) tenant mix: goods and services offered
5) parking, access
6) lease rates and terms
7) physical condition
8) economic condition
9) unique competitive strengths or weaknesses
c. Competition (nearby commercial areas) - size, type, age, condition,
access, tenant mix, level of activity
2. Office (as above, if applicable)
3. Industrial (as above, if applicable)
VI. Government
A. Federal government activity affecting the study area
B. State laws or activity affecting the study area
C. County, if applicable: type of government; departments or agencies affecting the
area such as police, fire, or health departments; relevant policies, programs,
plans and regulations.
Page 2
Sample Briefing Book Outline
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CDC!2007-10
D. Local government
1. Type of government-structure; roles and responsibilities
2. Sources of revenue; taxation
3. Current plans affecting the study area, such as comprehensive plans, area
plans, school system plans, capital improvement programs, etc.
4. Laws and regulations impacting land use and development in the study
area (note any unusual or constraining provisions)
5. Agencies or departments with responsibilities in the study area; relevant
local policies and programs (such as inclusionary or subsidized housing
programs, economic development programs, school busing requirements,
social service programs, etc.)
6. Local political representation: key issues; type and level of interest/activity
VII. Private Sector Involvement: Name, location, and, briefly, the history,
interests, policies, programs, resources, representation, and activities of
each (as relevant)
A. Neighborhood associations or community development associations active in or
affecting the study area
B. Schools, hospitals, churches, etc. within or affecting the study area
C. Financial institutions, foundations, major corporations active in or interested in
the area
D. Business organizations
E. Others as appropriate (such as private social service providers)
VIII. Interviewee Information
A. Name and affiliation of people to be interviewed
To include on the resource table:
3 Copies of relevant documents
Current, proposed, and recent policies, plans, and regulations affecting the area
3 Maps
Location map (within metro area)
Land use map of study area
Zoning map of study area
Aerial photo of study area
Base maps
Sample Briefing Book Outline
Page 3
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CDC/2007-10.
EXHmIT "8"
SPONSOR'S RESPONSmILITIES FOR 5-DA Y PANELS
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Sponsor's Responsibilities for 5-dav Panels
. Designate a liaison for the panel. This person serves as the sponsor's
representative and main contact, throughout the process, for the ULI
Advisory Services staff member responsible for the panel. (Contact
information for this person should be noted on the application.)
. Prepare briefing book. This is a major task and, once the application is
accepted, the sponsor should immediately begin assembling materials. ULI
will provide an outline. The briefing book should be sent directly to each
panelist, and two books sent to ULI, two weeks prior to the start of the
panel.
. Schedule the advance trip. This should be planned as soon as the
sponsor can arrange for the participation of key people. Advisory Services
staff will provide an advance package of items to cover during this visit.
(The advance trip generally requires a full day.) Participants may include
those who will assist in the preparation for and the support of the panel,
as well as key stakeholders in the community invested in the process. The
sponsor needs to arrange a tour of the study area and a visit to the
hotel/conference facility where the panel will stay. (ULI staff will make the
initial hotel contact.) All facets of the panel process will be discussed,
including expertise necessary to address the specific issues. During this
visit, the assignment is oftentimes refined in collaboration with the
sponsor.
. Identify local resource people for interviews. The sponsor should
schedule these interviews for the panel. Typically, approximately fifty
people are interviewed in the course of a day. Interviewees should include
members of the business and development community, representatives of
key public agencies and community groups, political leaders and others
who can provide information and insight to the panel. This list should be
included in the briefing book with the name and organization represented.
Advisory Services provides a sample letter requesting participation and a
matrix to use for scheduling purposes.
. Schedule and arrange dinner on Sunday night. The sponsor is asked
to make dinner arrangements for the panelists and other key people
designated by the sponsor. The only requirement is that the group dines
in a private room or setting conducive to informal discussion about the
project. ULI may ask the sponsor's permission to include local ULI District
Council members. (Their costs will be covered by ULI.)
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CDC/2007-10' .
. Arrange and conduct the briefing and tour on Monday. The
briefing should expand upon the information In the briefing book. This
usually lasts one and one half to two hours. Presenters can expect
questions from the panelists. Supplemental resource materials, particularly
maps, relevant but not warranted for inclusion in the briefing book, should
be made available to the panel. The briefing, typically held in the hotel
where the panel is staying, should culminate in a tour of the study area.
The sponsor needs to arrange for transportation so that the panel and
sponsors can tour in one vehicle. Each panelist should be given a map of
the study area for note taking purposes. The sponsor should also arrange
for lunch, at which time the final list of interviews can be discussed.
Oftentimes, the tour continues after lunch.
. A reception is usually held late Monday afternoon. This is optional
and can be arranged by the sponsor at whatever venue is deemed
appropriate. The purpose is to allow people in the community not
scheduled for interviews to feel part of the process by being able to
informally meet with the panelists. Also included should be those
scheduled for interviews as a way of thanking them for their time.
Generally, the reception lasts about one and one half hours. It should be
noted that this is the only event in which the sponsor pays the costs
associated with the panel's participation. CUll covers the cost of meals for
the panelists at all other times.)
. Assist on TueSday for interview day. The panel is divided into four
teams, typica//yincluding market potential, planning and design,
development strategies, and implementation. These subject areas should
be taken into account when the interviews are scheduled. The interview
sessions are, in effect, conversations between the panel members and the
local resource person. No particular preparation is required but
interviewees may be encouraged to bring relevant data if not included in
the briefing the book. Each interview lasts an hour. Interviewees can be
grouped and a few sessions may only require a half hour. This can be
determined in discussions with ULI staff. Maps of the study area and
locational maps should be provided for each of the four interview rooms.
The sponsor should have one or two people available to assist ULI staff
throughout the day.
. Wednesday and Thursday are panel workdays. The panel spends
this time determining its recommendations for the draft report and
preparing for the presentation. It is asked that the sponsor be available to
respond to requests for additional information.
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. Friday morning presentation. The sponsor determines location and
attendees. Presentation begins a 9:00 AM, generally lasts for 1 V2 hours
followed by an hour for questions. The panel departs at 11:30 AM. (It
should be noted that any press inquiries during the week are directed to
the panel chair. If the press is invited to the presentation, the panel chair
and other panelists may be available to meet with the press following the
presentation. )
Checklist
· Designate panel liaison.
. Assemble the briefing book.
. Schedule/conduct advance trip. (Sponsor provides transportation.)
. Schedule interviews with key stakeholders.
o Send letter (sample provided) to schedule interviews.
o Fill-in the matrix (provided).
. Send briefing books to panelists and ULI. (Mailing addresses
provided.)
. Arrange Sunday night dinner. (Determine place and contact invitees.)
. Conduct Monday briefing and tour. (Provide transportation for the
tour.)
. Arrange Monday reception. (Determine place and invitees.) Note this
is an optional event.
. Assist ULI staff with interviews on Tuesday.
. Provide additional information on Wednesday and Thursday, if
needed.
. Arrange location for Friday morning presentation. (Work with UU
staff on AV needs.)
15
URBAN LAND INSTITUTE
PROFESSIONAL SERVICES AGREEMENT
(ULI Advisory Services Agreement)
This PROFESSIONAL SERVICES AGREEMENT (the "Agreement") is made and entered into as
of April 30, 2007, by and between the REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO (the "Agency, or Sponsor"), a public body, corporate and politic and URBAN LAND
INSTITUTE, a non-profit research and education organization (the "Institute").
RECITALS
WHEREAS, the Redevelopment Agency of the City of San Bernardino (the "Agency") is a public
body, corporate and politic, organized and existing pursuant to the Community Redevelopment Law and
its mission is a focused, diversified organization to enhance the quality of life for the citizens of San
Bernardino by creating and retaining jobs, eliminating physical and social blight, supporting culture and
the arts, developing a balanced mix of quality housing, along with attracting and assisting businesses both
independently and through public-private partnerships, including, but not limited, their appropriated
planning and land uses; and
WHEREAS, the Urban Land Institute ("ULr'), established in 1936, is a non profit organization
whose mission is to promote responsible leadership in the use ofland in order to enhance a communities
environment, and through improved planning and utilization of urban land; and
WHEREAS, U1I is able to draw on the expertise of it's more than 35,000 members from 65
countries representing an entire spectrum ofland use and real estate development disciplines, including a
team of people and expertise that is not available for hire under any other means; and
WHEREAS, the Agency and the County of San Bernardino ("County") are jointly sponsoring the
retention ofU1I to assist the Agency, City of San Bernardino ("City") and County in obtaining advice and
recommendations from U1I regarding the revitalization and land use strategies for downtown San
Bernardino, including, but not limited to, assisting the County in evaluating the county's master space
plan for its office needs in the downtown San Bernardino area; and
WHEREAS, U1I and the Agency wish to enter into an agreement pursuant to the terms and
conditions in the Professional Services Agreement (the "Agreement") attached hereto and incorporated by
herein reference.
NOW, THEREFORE, in consideration of mutual covenants set forth herein and the mutual benefits
to be derived therefrom, the parties agree to enter into the Agreement as follows:
1. TERM.
This Agreement shall commence as of the day and year first written above and shall remain in full
force and effect through June 30, 2007, or at the conclusion of the Institute's assignment per the
attached Scope of Services.
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2. INSTITUTE'S RESPONSIBILITIES.
The Institute shall perform the following services ("Scope of Services") described below and within
the times specified herein:
I. The Institute is to provide a panel of persons composed of members of the Institute and others who
collectively have a varied and broad experience and knowledge applicable to the particular
problems to be considered, including the planning, development and redevelopment ofJand and the
ownership, management and financing of real property. It is the Institute's intent to have the panel
of experts led by Bill Hudnut, former Mayor of Indianapolis.
2. The Institute is to arrange for the panel members to visit the location upon which its
recommendations are sought for a period of not less than 5 days starting on or about June 24, 2007
through June 29, 2007. During that time, the panel, directly and through its staff, will study the
designated area, the Central Business District of the City of San Bernardino (Designated Area is
primarily defined as 6th Street on the north, the Metro link/light rail line on the south, Sierra Way
on the east, and the 1-215 Freeway on the west. The greater downtown area is defined as Baseline
Street on the north, Mill Street on the south, Waterman Avenue on the east, and the 1-215 Freeway
on the west. The designated study area will also help define how the downtown district links to key
areas of existing or planned development and activity outside of the greater downtown area such as:
San Bernardino International Airport; Hospitality Lane Retail/Office Areas; National Orange Show
Events CenterlInland Center Mall; and San Bernardino Santa Fe Depot Train Station/Mt. Vernon
Corridor. The panel will consult with public and private officials, representatives of other relevant
organizations, and other individuals familiar with the problems involved; and prepare its report,
conclusions and recommendations which will be presented to the Agency/Sponsor and its invited
guests in oral form at the close of the on-site assignment. Moreover, the Institute's role will be to
assist the Agency, City and County in the implementation of the County's master space plan for its
office needs in downtown San Bernardino. The Institute will review the County's needs in the
context ofthe City's vision and plans, and make a recommendation for how those needs can be best
accommodated.
3. The Institute will provide the Agency with a written report of the study, its conclusions and
recommendations. The Sponsor will be furnished 100 copies of the report, including such exhibits
as may be necessary to augment the text. The Sponsor will also receive one (1) original of the
Report.
4. The Institute will absorb the travel and living expenses of its panel and staff while in San
Bernardino.
3. AGENCY RESPONSIBILITIES.
The Agency shall provide the Institute with any documentation, records, reports, statistics or other
data or information pertinent to the Scope of Services, including, but not limited to, the following:
a. Furnish each panel member, not more than 10 days in advance of the panel meeting of June 24,
2007, such pertinent background data in the form of reports, plans, charts, etc., as may be presently
available or readily developed for the preliminary study of the panel, prior to its inspect of the
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designated area. Two (2) copies are to be sent to the ULI Project Manager. Attachment A: is a
Sample Briefing Book Outline that the Agency must prepare for the Institute. Attachment B: is an
outline of the Agency's Responsibilities for the 5-day panel.
b. to arrange, insofar as possible, to have appropriate persons, including public and private
officials, representatives of the relevant organizations, and others, available for the purpose of
consulting with and furnishing information to the panel on specific matters relevant to the
assignment as may be necessary and advisable during the period of the panel's visit.
4. CONFIDENTIALITY OF REPORTS.
The Institute shall keep confidential all reports, information and data received, prepared or
assembled pursuant to performance hereunder. Such information shall not be made available to
any person, news release, firm, corporation, or entity without prior written consent of the Executive
Director of the Agency or his/her designee.
S. COMPENSATION.
In return for the advice and recommendations ofthe Institute, the Agency shall pay the Institute the
total sum of One Hundred Fifteen Thousand Dollars ($1 15,000). The first installation of$55,000
will be paid upon signing of this Agreement. The second installment of$55,000 will be paid the
week of the on-site panel. The third installment of $5,000 will be paid upon delivery of the final
written report to the Agency. In the event the Agency cancels the panel assignment, the initial
payment is non-refundable and expenses incurred by the Agency become the responsibility of the
Agency. It is understood that the compensation herein paid by the Agency to the Institute, is to be
used to cover the costs of the panel assignment and to support and encourage the Institute's
scientific and educational programs.
6. USE OF FUNDS.
The funds paid to the Institute shall be used solely for the purpose as set forth in this Agreement
and in accordance with the Scope of Services. The Institute shall remain in compliance with all
state, federal and local laws prior to the receipt of any reimbursement hereunder.
7. NONDISCRIMINATION; MONITORING AND REPORTING WORK PERFORMANCE.
The Institute shall not discriminate because of race, color, national origin, creed, religion, sex,
marital status, or physical handicap. At the request of the Chairperson or Executive Director of the
Agency, or his/her designee, the Institute shall provide reports, graphics, or other work products.
Failure to provide such work products may prevent payment of the Institute's requests for
compensation, and may justify the temporary withholding as provided herein. The Agency reserves
the right to waive such breach, without prejudice to any other of its rights hereunder, upon a finding
by the Chairperson or Executive Director of the Agency or his/her designee that such failure was
due to extraordinary circumstances and that such breach has been timely cured without prejudice to
the Agency.
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8. CONFLICT OF INTEREST.
The Institute shall maintain a code or standard of conduct. The Institute shall neither solicit nor
accept gratuities, favors, or anything of monetary value for work completed under the Scope of
Services. To the extent permissible by state laws, rules and regulations, the standards adopted by
the Institute shall provide for penalties, sanctions, or other disciplinary actions to be applied for
violations of such standards by the Institute.
9. INDEPENDENT CONTRACTOR.
The Institute shall perform each element of the work set forth in the Scope of Services as an
independent contractor and shall not be considered an employee of the Agency. This Agreement is
by and between the' Institute and the Agency, and is not intended, and shall not be construed to
create the relationship of agent, servant, employee, partnership, joint venture, or association,
between the Agency and the Institute.
10. SUCCESSOR AND ASSIGNMENT.
The services as contained herein are to be rendered by the Institute whose name is as appears first
above written and said Institute shall not assign nor transfer any interest in this Agreement without
the prior written consent of the Agency.
11. INDEMNIFICATION.
The Institute agrees to indemnify, defend and save harmless the Agency and the City of San
Bernardino (the "City"), its agents, officers and employees from and against all liability , expense,
including defense costs and legal fees, and claims for damages of any nature whatsoever, including,
but not limited to, bodily injury, death, personal injury or property damage arising from or
connected with the Institute's operations, or its services hereunder, including workers'
compensation suit, liability or expense, arising from or connected with the services performed by
or on behalf of the Institute pursuant to this Agreement.
12. INSURANCE.
The Institute shall maintain insurance policies issued by an insurance company or companies
authorized to do business in the State of California and must maintain during the term of the policy
a "General Policyholder's Rating" of at least A(v), as set forth in the then most current edition of
"Best's Insurance Guide," as follows:
Automobile Insurance. The Institute shall maintain comprehensive automobile liability insurance
of not less than One Million Dollars ($ I ,000,000) combined single limit per occurrence for all
vehicles leased or owned by the Institute and used in completing the work required under this
Agreement.
Comprehensive General Liability and Automobile Insurance. The Institute shall maintain
comprehensive general liability and automobile liability insurance with a combined single limit of
not less than One Million Dollars ($1,000,000) per occurrence.
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Worker's Comoensation Insurance. The Institute shall maintain worker's compensation coverage in
accordance with California workers' compensation laws for all workers under the Institute's
employment performing work under this Agreement.
Concurrent with the execution of this Agreement and prior to the commencement of any work by the
Institute, the Institute shall deliver to the Agency, certificates evidencing the existence of the
insurance coverage required herein, which coverage shall remain in full force and effect continuously
throughout the term of this Agreement. Each policy of insurance that the Institute purchases in
satisfaction of the insurance requirements of this Agreement shall name the Agency, its officials,
officers, employees, attorneys, representatives and agents as additional insured and shall provide that
the policy may not be cancelled, terminated or modified, except upon ten (I 0) days prior written
notice to the Agency.
13. COMPLIANCE WITH LAWS.
The parties agree to be bound by applicable federal, state, and local laws, regulations and directives
as they pertain to the performance of this Agreement.
14. SEVERABILITY.
In the event that any provision herein contained is held to be invalid, void or illegal by any court of
competent jurisdiction, the same shall be deemed severable from the remainder of this Agreement
and shall in no way affect, impair, or invalidate any other provision contained herein. If any such
provision shall be deemed invalid due to its scope of breadth , such provision shall be deemed valid
to the extent of the scope or breadth permitted by law.
15. INTERPRETATION.
No provision of this Agreement is to be interpreted for or against either party because that party or
that party's legal representative drafted such provision, but this Agreement is to be construed as if it
were drafted by both parties hereto.
16. ENTIRE AGREEMENT.
This. Agreement supersedes any and all other agreements, either oral or in writing, between the
parties hereto with respect to the retention of the Institute by the Agency and contains all the
covenants and agreements between the parties with respect to such retention.
17. WAIVER.
No breach of any provision hereof can be waived unless in writing. Waiver of any one (1) breach
of any provision shall not be deemed to be a waiver of any other breach of the same of any other
provision hereof. .
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18. CONTRACT EVALUATION AND REVIEW.
The ongoing assessment and monitoring of this Agreement is the responsibility of the Executive
Director of the Agency or his/her designee.
19. TERMINATION.
This Agreement may be terminated for the convenience of either party by giving written notice of
at least three (3) days.
20. NOTICE.
Notices herein shall be presented in person or by certified or registered United States mail, as
follows:
To Institute:
ULI - Urban Land Institute
Attn.: Tom Eider, Director, Advisory Services
1025 Thomas Jefferson Street, NW
Washington, DC 20007
(202) 624- 7186
To Agency:
Redevelopment Agency of the City of San Bernardino
Attn.: Maggie Pacheco, Executive Director
201 North "E" Street, Suite 301
San Bernardino, California 92401
Phone: (909) 663-1044
Fax: (909) 663-2294
Nothing in this paragraph shall be construed to prevent the giving of notice by personal service.
22. ENTIRE AGREEMENT.
This Agreement constitutes the entire understanding and agreement of the parties.
III
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. ,
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day
and year first written above.
REDEVELOPMENT AGENCY
OF THE CITY OF SAN BERNARDINO,
a public body, corporate and politic
Date:
41&(01
lfman
Approved as to Form and Legal Content:
By: ISI5inuJlf1!; '1. Sa&.
Agency Counsel
Date:
t60!o?
ULI - URBAN LAND INSTITUTE,
a non-profit research and education organization
Date:
b/ /),0/07
, (
c:-
~~~
Thomas Eitler, Dffector, Advisory Services
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