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REAVELOPMENT AGENCY.~ FOR Q..ISSION/COUNCIL AalON
From:(;!enda Saul, Executive Director
Qt: Redevelopment Agency
Subject: ENTERPRISE ZONE CONTRACT WITH GARY
VAN OSDEL, CHARLES AMIS AND JOlIN
DUKES
Oete: August 20, 1985
Synopsis of Previous Commission/Council ection:
8-5-85
Motion approved entering into a contract with Gary Ven Osdel, Charles AlDis
and John Dukee for the preparation of an Enterpriee Zone Application at a
coet not to exceed $110,000.
8-19-85
Approval of Cbairman end Secretery entering into a contract with Gary Van
Osdel, Charles AlDis, end John Dukes for preparation of en EnterpriBe Zone
Application at a fee not to exceed $110,000 and instructing legal counsel
to prepare contract documents for approval.
Recommended motion:
(OOMMUNITY DEVEIIJPMENT OOMMISSION)
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RESOLUTION OF '!HE OOMMUNITY DEVEIIJPMENT OOMMISSION OF THE CITY OF SAN BERNARDINO AU'!HORIZING
AND DIRECTING TIlE EXECUTION OF AN AGREEMENT AM:lNG '!HE REDEVEIIJPMENT AGENCY OF TIlE CITY OF
SAN BERNARDINO AND DUKES, DUKES, & ASSOCIATES. GARY VAN OSDEL AND CHARLES AMIS FOR
ENTERPRISE ZONE APPLICATIOO PREPARATION CONSULTANT SERVICES.
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Signature
Contact person:
GLENDA SAUL
Phone:
383-5081
1,2,3,5,6,7
Supporting dBtB Btt8ched:
YES
Werd:
FUNDING REQUIREMENTS:
Amount: $
N/A
Enterprise Zone
Project:
No edverse Impect on City:
Dete:
Auguet 26. 1985
oncil Notes:
UUbT /UJ
Agenda Item
No1(.:s-1
CIA OF SAN BERNARD. - REQU.Q,- FOR COUNCIL AC~N
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75.0264
STAFF REPORT
At the meeting of August 5, 1985, the Commission approved entering into a contract
with the team of Gary Van Osdel, Charles Amie, and John Dukes (Dukes, Dukee &
Aesociatee) for the preparation of an Enterprise Zone Application for a fee not to
ezeeed *no,ooo. After further negotiatione with the team, the contract price of
*no,oo was determined to be reasonable due to the scope of the project.
At the meeting on August 19, 1985, the Commiesion approved the ecope of the project
and a contract price of *110,000.
The scope of the project has been defined as follows:
1. Prepare the Enterprise Zone final application in conjunction with the
, Environmental Consultants (URS), Ways & Means Committee, and the Commission.
2. Design and implement a planning process that will inform and educate the Council,
public, and the communitees affected on the opportunities and the constraints of
the Enterpriee Zone program.
3. Identify land use ieeuee within the Enterprise Zone which are detrimental to
economic growth and develop solutions.
4.
Prepare an operational plan to manage the Enterpriee Zone and the coordination of
the public/private partnerehip effort that will be required for long-term success.
5. Structure the incentive programs to maximize the City's effort in achieving its
goal of long-term economic growth.
The Contract shall be paid in the following manner:
30% of Contract price upon Contract execution.
30% of Contract price upon submittal of draft application to City.
30% of Contract price upon submittal of final application to Sacramento.
10% of Contrect price upon notificaton by Sacramento that our application is
complete and accepted for proceseing.
Staff recommends adoption of the attached resolution.
01l6T/OJ
8-26-85
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RESOLUTION NO.
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE
CITY OF SAN BERNARDINO AUTHORIZING AND DIRECTING THE EXECUTION OF
AN AGREEMENT AMONG THE REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO AND DUKES, DUKES AND ASSOCIATES, GARY VAN OSDEL, AND
CHARLES AMIS FOR ENTERPRISE ZONE APPLICATION PREPARATION
CONSULTANT SERVICES.
BE IT RESOLVED BY THE COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO AS FOLLOWS:
SECTION 1. The Chairman and Secretary of the Community
Development Commission of the City of San Bernardino are hereby
authorized and directed to execute for and on behalf of the
Redevelopment Agency of the City of San Bernardino an Agreement
among the Redevelopment Agency of the City of San Bernardino and
Dukes, Dukes and Associates, Gary Van Osdel, and Charles Amis for
Enterprise Zone Application Preparation Consultant Services, with
such changes thereto as shall be approved by the Chairman and
Agency Counsel. A copy of the Agreement is attached hereto as
Exhibit -1- and incorporated herein by reference as though fully
set forth at length.
ADOPTED:
Approved as to form:
AGENCY COUNSEL
BY~~ tf-4,
Allen R. Brig
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AGREEMENT AMONG THE REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO AND DUKES, DUKES AND ASSOCIATES, GARY VAN OSDEL,
AND CHARLES AMIS FOR ENTERPRISE ZONE APPLICATION PREPARATION
CONSULTANT SERVICES
THIS AGREEMENT made and entered into effective the
day of
, 1985, by and between
the REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO, a
public body corporate and politic, hereinafter .Agency,. and
DUKES, DUKES AND ASSOCIATES, a California Corporation, GARY
VAN OSDEL and CHARLES AMIS, hereinafter collectively referred
to as .Consultant,. sets forth the agreement of the parties.
SECTION 1. RECITALS: The parties hereto acknowledge:
1. Agency desires to develop a coordinated comprehensive
program for establishment of an Enterprise Zone under state
c:J legislation, which Enterprise Zone requires, among other
things, a complete, thorough and expertly prepared
Application.
2. Agency requires professional services to accomplish
tasks related to the studies involved in preparation of and
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finalization of an Application for Designation as an
Enterprise Zone for the City's proposed Enterprise Zone, to
support such project.
3. Consultant represents that it has the professional
ability and technical means to accomplish work requirements of
gathering the requisite information for and preparing the
Application for Designation of the Enterprise Zone, hereafter
.Application,. and has offered its services to Agency through
submission of an oral proposal, and represent that it
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c:> understands the full scope of the Application process based
upon direction provided by the State of California, a copy of
which Consultant has in its possession.
SECTION 2. IMPLEMENTATION: The parties therefore agree:
1. Employment of Consultant. The Agency hereby retains
the Consultant to provide the Application services for the
Enterprise Zone, and the Consultant hereby agrees to perform,
or cause to be performed, professional services as hereinafter
set forth.
2. Personnel. The Consultant has available, or will
provide, all personnel required to perform services under this
agreement. All of the services to be performed by the
Consultant shall be performed by the Consultant or under its
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fully qualified and shall be authorized and permitted under
state and local laws to perform such services, and shall be
acceptable to the Agency.
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3. Performance Specifications. The Consultant shall
perform the tasks listed in Attachment nAn, Scope of Work,
which is attached hereto and incorporated herein by reference.
4. Products. Specific products listed in Attachment nAn
shall be delivered to the Agency by the Consultant in detail
as required by the description set forth in Attachment nAn.
5. Work Schedule. Work has already commenced under
direction from the Community Development Commission of the
City of San Bernardino, and shall continue uninterrupted to
complete this project in a timely manner. Consultant agrees
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to complete all tasks required to meet the schedule contained
in paragraph 18 of this Agreement.
6. Co~ensation and payment Schedule. The Agency will
pay the Consultant $110,000 which sum shall be an all-
inclusive sum for which a final, acceptable Application shall
be provided by Consultant in a timely manner for submission to
the State of California. The Community Development Commission
of the City of San Bernardino shall be the sole judge as to
whether the Application prepared is acceptable. Consultant is
to provide all services of every kind necessary to the
preparation of such application, excluding only the
Environmental Impact Report/Environmental Impact Statement
being prepared by ORS Corporation under a separate agreement.
Agency shall make information in its possession available to
Consultant, but Agency shall not be expected or required to
generate additional information not already available to it.
The parties recognize that the costs set forth herein are
reasonable and all-inclusive, and Agency agrees to make
payment for services rendered on the following basis:
A. Upon execution of this agreement, thirty percent
(30%) of total project cost ($33,000),
B. Upon submitting draft Application, thirty
percent (30%) of total project cost ($33,000),
C. Upon submitting final Application in form
approved by Agency, thirty percent (30%) of total project cost
($33,000),
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c:> D. Upon certification from the State of California
that the final Application is determined to be adequate, the
balance due ($11,000). This payment is not contingent upon
eventual designation of the Enterprise Zone, but upon
acceptance of the Application as being complete and in
accordance with the State of California's specifications and
requirements.
7. Method of Payment. The Consultant shall 'invoice the
Agency for work accomplished in accordance with the payment
schedule above.
8. Agency Management. The Executive Director of the
Agency shall represent the Agency in all matters pertaining to
the administration of this agreement, including without
c:> limitation coordination of all necessary meetings and
conferences, and review and approval of all products submitted
by the Consultant; the Executive Director shall have no
authority to enlarge the scope of work or change the
compensation due the Consultant.
9. No Benefit to Arise to Local Employees. No member,
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officer or employee of Agency, or its designees or agents, and
no public official who exercises authority over or
responsibilities with respect to the project during his or her
tenure or for one year thereafter, shall have any interest,
direct or indirect, in any contract or any subcontract, or the
proceeds thereof, for work to be performed in connection with
the project assisted under this agreement.
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10. The Consultant as an Independent Agent. The
Consultant' and its officers, agents and employees, in their
performance of this agreement, shall act in an independent
capacity and not as officers, employees or agents of the
Agency.
11. Keeping Accounts. The Consultant shall keep
separate books of account in connection with the work to be
performed under this agreement. These books shall be subject
to audit by the Agency. All such books and records shall be
retained for such periods of time as required by law,
provided, however, in any event, all books, records, and
supporting detail shall be retained for a period of at least
three years after the expiration of the terms of this
agreement.
12. Ownership of Material and Documents. All reports,
maps, studies, interview notes, photographs, graphics,
statistical reviews and notes, field survey notes,
computations and other material prepared by the Consultant
pursuant to this Agreement shall be the property of the Agency
and the Consultant shall deliver such materials to the Agency
according to the terms of this agreement. However, the
Consultant shall have the right to make duplicate copies of
such materials and documents for its files or other purposes
as may be authorized in writing by the Agency.
13. Release of Information. No information, including
photographs, public announcements or confirmation of same, or
any part of the subject matter of this agreement or any phase
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of any program hereunder shall be made public without prior
approval of the Agency.
14. Exclusive Agreement. It is agreed and understood
that the Consultant will not be engaged in private work
projects in any way related to the Enterprise Zone while
employed by the Agency under this Agreement.
15. Indemnification. The Consultant shall defend, hold
harmless and indemnify the Agency, its officers, employees and
agents against liability (whether bodily injury, including
death, and/or property damage) arising out of the negligent
acts or willful misconduct or lack of good faith or omissions
of the Consultant or its officers, agents, employees or
contractors in the performance of this agreement.
16. Insurance requirements. As a condition precedent to
the effectiveness of this contract and in partial performance
of Consultant's obligation hereunder, Consultant, at its own
expense, shall deliver to Agency for approval, certificates or
policies of insurance as evidence that the following types and
amounts of insurance are in full force and effect to assure
protection of the Agency under this contract:
A. At least One Million Dollars ($1,000,000.00)
combined single limits for bodily injury and/or property
damage.
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B. At least Five Hundred Thousand Dollars
($500,000.00) in errors and omissions coverage.
C. Evidence of a Certificate of Self Insurance or
Workers' Compensation individual coverage that meets the
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c:> requirements of the California Labor Code in relation to
Workers' Compensation Insurance.
Agency shall also be named an additional named insured
under the liability insurance policy. Consultant shall be
required to inform Agency in writing of any change, expiration
or renewal of any insurance policy or policies within thirty
(30) days of the effective date of the change. Further, any
renewal policy shall provide at least the minimum coverage
specified herein, and each Policy of Insurance or Certificate
of Insurance shall provide that the policy shall not be
canceled without an advance thirty (30) day written notice of
cancellation to Agency. For purposes of meeting these
insurance requirements, Agency shall accept evidence of
c:> insurance specifying that Charles Amis and Gary Van Osdel are
included as additional insureds on applicable policies of
insurance held by Dukes, Dukes and Associates.
17. Compliance with Regulations. Consultant shall be
responsible for compliance with all federal, state and local
laws, rules, regulations, and requirements insofar as they
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apply to this project.
18. Time is of the Very Essence. The parties hereto
recognize that time is truly of the very essence of this
agreement. This Application in final form must be completed
within the time limits specified herein, and failure of
Consultant to complete this work within the time schedule
provided will result in extraordinary losses to the Agency,
including the possible loss of approval of the Enterprise Zone
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c:> for the City of San Bernardino. Consultant recognizes that it
has been selected in large part because of its assurances that
it can and will complete the work necessary within the time
frame specified. The draft Application shall be submitted not
later than October 15, 1985, and the final Application shall
be submitted by Consultant to Agency not later than October
29, 1985. No deviation from this schedule can be permitted.
19. Notification. All notices, memoranda, reports,
drafts, and communications sent to the Agency under this
agreement shall be sent to the following address unless
authorized to be sent elsewhere by Agency:
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Executive Director,
Redevelopment Agency of the
City of San Bernardino
Suite 320, City Hall
300 North -D- Street
San Bernardino, CA 92418
All such notices, memoranda, report drafts, and
communications sent to Consultant shall be sent to:
Dukes, Dukes and Associates
1875 w. Highland Avenue
San Bernardino, CA 92411
Attn: John Dukes
Any such notices, demands, invoices and written
communications by mail shall be conclusively deemed to have
been received by the addressee five (5) days after the deposit
thereof in the U.S. Mail, first class postage prepaid and
properly addressed as noted above.
20. Effective Date. This agreement shall become
c:J effective on the date it has been executed by the Chairman and
Secretary of the Redevelopment Agency of the City of San
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Bernardino, provided that it has first been signed by
Consultant.
21. Entire Agreement. This agreement supersedes any and
all other agreements, either oral or in writing, between the
parties with respect to the subject matter herein. Each party
to this agreement acknowledges that no representations by any
party which are not embodied herein shall be binding and that
no other agreement, statement, or promise not contained in
this agreement shall be valid and binding.
22. Assignment or Substitution. The Agency has an
interest in the qualifications of and capability of the
persons and entities who will fulfill the duties and
obligations imposed upon the Consultant by this agreement. In
recognition of that interest, neither any complete or partial
assignment of this agreement may be made by the Consultant nor
changed, substituted for, deleted or added to without the
prior written consent of the Agency.
23. Modification of Contract. The specific tasks and
scope of this project are subject to modification by mutual
agreement between Agency and Consultant. Any such changes
shall be incorporated by written amendments to this agreement.
24. Suspension of Agreement. The Agency shall have the
right to cancel or suspend the agreement by giving the
Consultant five (5) days written notice to that effect. If
such cancellation or suspension shall take effect during the
performance of any uncompleted work, the Consultant shall be
paid the reasonable value of work accomplished. Any
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suspension shall relieve Consultant of its obligation to meet
the time deadlines specified herein.
25. Savings Clause. If any provision of this agreement
is found to be invalid, void or unenforceable, the remaining
provisions shall nevertheless continue in full force and
effect without being impaired or invalidated in any way.
26. Termination Date. It is agreed and understood that
this agreement will cease to be valid as of the date that the
State of California has certified that the Application
submitted is determined to be adequate, and in any event, this
agreement shall terminate as of June 30, 1986.
27. Termination by Mutual Agreement. Prior to the
termination date of this agreement, it may be terminated by
c:; written consent of the Agency and the Consultant.
IN WITNESS WHEREOF, the parties have executed this
agreement effective the
day of
,
1985.
REDEVELOPMENT AGENCY OF THE
CITY OF SAN BERNARDINO
DUKES, DUKES AND ASSOCIATES
By
Chairman
By
Its
By
Secretary
Approved as to form:
GARY VAN OSDEL
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AGENCY COUNSEL
BYa"'~..f~
Allen R. Bri
CHARLES AMIS
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A'l".rACBMBIII'.r -A-
The Consultant recognizes that it is providing all of the
expert services needed to fully develop the information
required for the Application to the State of California for
Designation of an Enterprise Zone within the City of San
Bernardino. Consultant will perform such studies and obtain
such statistics as may be required and prepare or obtain such
maps, photographs, documents or graphics as may be required
for presentation of a professional quality final Application.
Consultant will prepare and submit a draft Application in ten
(10) copies and a final Application in one hundred (100)
copies within the time limits specified in Paragraph 18, which
draft and final documents are the products to be developed
under this Agreement.
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