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HomeMy WebLinkAbout2017-048 I RESOLUTION NO. 2017-48 2 RESOLUTION OF THE MAYOR AND CITY COUNCIL OF THE CITY OF SAN BERNARDINO, CALIFORNIA, AUTHORIZING THE EXECUTION OF A 3 PROFESSIONAL SERVICES AGREEMENT WITH KEYSER MARSTON 4 ASSOCIATES, INC. FOR NEGOTIATION SERVICES IN AN AMOUNT NOT TO EXCEED $55,000 FOR THE CAROUSEL MALL PROJECT 5 BE IT RESOLVED BY THE MAYOR AND CITY COUNCIL OF THE CITY OF 6 SAN BERNARDINO AS FOLLOWS: 7 SECTION 1. The City Manager is hereby authorized and directed to execute a 8 9 Professional Services Agreement with Keyser Marston Associates, Inc. in an amount not to 10 exceed $55,000 for two years through January 31, 2019. The Professional Services Agreement 11 is attached hereto as Exhibit"A"and incorporated herein. 12 SECTION 2. The authorization to execute the above-referenced agreement is 13 rescinded if the Agreement is not executed and returned to the Office of the City Clerk within 14 sixty(60) days following the effective date of this Resolution. i 15 16 17 18 19 20 21 22 23 HI 24 i 25 1 1 A i 1 RESOLUTION OF THE MAYOR AND CITY COUNCIL OF THE CITY OF SAN i BERNARDINO, CALIFORNIA, AUTHORIZING THE EXECUTION OF A j 2 PROFESSIONAL SERVICES AGREEMENT WITH KEYSER MARSTON ASSOCIATES, INC. FOR NEGOTIATION SERVICES IN AN AMOUNT NOT TO j 3 EXCEED $55,000 FOR THE CAROUSEL MALL PROJECT 1 4 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and 5 6 City Council of the City of San Bernardino at a Joint Regular meeting thereof, held on March 20, 2017, by the following vote, to wit: 8 Council Members: AYES NAYS ABSTAIN ABSENT i 1 9 MARQUEZ X 10 BARRIOS X 11 VALDIVIA -XM--1 1 � 12 SHORETT X 13 NICKEL X 14 RICHARD X 15 16 MULVIHILL X(S) I 17 Geo ann Hanna, CMC, City Clerk i 18 19 The foregoing Resolution is hereby approved this day of , 2017. 20 21 R. Carey Dav's, Mayor City of San/Bernardino 22 Approved as to form: Gary D. Saenz, City Attorney 2' 24 $y., i 25 2 i� 1 I PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF SAN BERNARDINO, CALIFORNIA, AND KFVSER MARSTON ASSOCIATES, INC. THIS AGREEMENT is made and entered into this ��c ay of % . 2017 ("Effective Date"), by and between the CITY OF SAN BERNARDINO, a charter -ity ("CITY"), and Keyser Marston Associates, Inc. ('CONSULTANT"). WITNESSETH: VVHEREAS, CITY proposes to have CONSUI.,TANT perforin the services described herein below; and WHEREAS, CONSULTANT represents that it has that degree of specialized expertise contemplated within California Government Code, Section 37103, and holds all necessary licenses to practice and perform the services herein. contemplated, and WHEREAS, CI'T'Y and CONSUL'T'ANT desire to contract for Negotiation Assistance for the Carousel Mall; and. WHEREAS, no official or employee of CITY has a financial interest, within the provisions of California Government Code, Sections 1000-1002, in the subject matter of this Agreerrient. NOW, T1IER.FI-'OR.I , for and in consideration of the mutual covenants and conditions contained herein, the parties hereby agree as follows: 1.0. SERVICES PROVIDED BY CONSULTANT 1.1. Scope of Services. For the remuneration stipulated, CONSULTANT shall provide Negotiation Assistance and the Scope of Services attached hereto as Exhibit B and incorporated herein by this reference. If a conflict arises between the Scope of Services and this Professional Services Agreement (hereinafter "Agreement"), the terms of the Agreement shall govern. 1.2. Professional Practices. All professional services to be provided by CONSULTANT pursuant to this Agreement shall be provided by skilled personnel and in a manner consistent with the standards of care, diligence and skill ordinarily exercised b- professional consultants in similar fields and circumstances in accordance with sound professional practices. CONSULTANT also warrants that it is familiar with all laws that may affect its performance of this Agreement and shall advise CITY of any changes in any laws that may affect CONSULT'ANT's performance of this Agreement. CONSULTANT further represents that no CITY employee will provide any services under this Agreement. 1.3. Warranty. CONSULTANT warrants that it shall perform the services required by this Agreement in compliance lith all applicable federal and California employment laws including, but not limited to, those laws related to minimum hours and wages; occupational health and safety; fair employment and employment practices; workers' compensation insurance and safety in employment; and all other Federal, State and local laws and ordinances applicable to the services required under this Agreement. CONSULTANT shall indemnify and hold harmless CITY from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description including reasonable attorneys' fees and costs, presented, brought, or recovered against CITY for, or on account of any liability under any of the above-mentioned laws, arising from or related to CONSULTANT's performance under this Agreement. 1.4. Non-discrimination. In performing this Agreement, CONSULTANT shall not engage in, nor permit its officers, employees or agents to engage in, discrimination in employment of persons because of their race, religion, color, national origin, ancestry, age, mental or physical disability, medical condition, marital status, sexual gender or sexual orientation, except as permitted pursuant to Section 12940 of the Government Code: Violation of' this provision may result in the imposition of penalties referred to in Labor Code, Section 1735. 1.5 Non-}xclusive Agreement. CONSULTANT acknowledges that CITY may enter into agreements with other consultants for services similar to the services that are subject to this Agreement or may have its own employees perform services similar to those services contemplated by this Agreement. 1.6. Delegation and Assignment. This is a personal service contract, and the duties set forth herein shall not be delegated or assigned to any person or entity without the prior written consent of CITY. CONSULTANT may engage a subcontractor(s) as permitted by law and may employ other personnel to perform services contemplated by this Agreement at CONSULTANI''s sole cost and expense. 1.7 Conflicts of Interest. During the term of this Agreement, CONSULTANT shall at all times maintain a duty- of loyalty and a fiduciary duty, as to the CI'T'Y and shall not accept payment from or employment with any person or entity which will constitute a conflict of interest with the CITY. 1.8 CI'.I'Y Business Certificate. CONSULTANT shall obtain and maintain during the term of this Agreement, a valid CITY Business Registration Certificate pursuant to Title 5 of the City of San Bernardino Municipal Code and any and all other licenses, permits, qualifications, insurance and approvals of whatever nature that are legally required of CONSULTANT to practice its profession, skill or business. 2.4. COMPENSATION AND BILLING 2.1. Compensation. Over the term of this Agreement, CONSULTANT shall be paid for such services in the amount of $55,000; this is in accordance with the amount contained in Exhibit B. 2.2. Additional Services. CONSULTANT shall not receive compensation for any services provided outside the Scope of Services unless the CITY, prior to CONSULTANT performing the additional services, approves such additional services in waiting. It is specifically 2 understood that oral requests and/or approvals of such additional services or additional compensation shall be barred and are unenforceable. 2.3. Method of Billinu. CONSULTANT" may submit invoices to CITY for approval. Said invoice; shall be based on the total of all CONSULTANT's services which have been completed to CITY's sole satisfaction. CITY shall pay CONSULTANT's invoice within forty- five (45) days from the date CITY receives said invoice. The invoice shall describe in detail, the services performed and the associated time for completion. Any additional services approved and performed pursuant to this Agreement shall be designated as "Additional Services" and shall identify, the number of the authorized change order, where applicable, on all invoices. 2.4. Records and Audits. Records of CONSULTANT's services relating to this Agreement shall be maintained in accordance with generally recognized accounting principles and shall be made available to CITY .for inspection and/or audit at mutually convenient times for a period of three (3) years froze the Effective Date, 3.0. TERM AND NOTIFICATION. 3.1. Terni. This Agreement shall commence on the Effective Date and continue through January 31, 2019, unless the Agreement is previously terminated as provided for herein. 3.2 Termination. CITY or CONS[)LTANT may terminate this Agreement for any reason upon thirty (30) days written notice to the other party. In the event of termination. CONSUI...T'ANT shall be paid the reasonable value of services rendered to the date of termination. 3.3 Documents. In the event of termination of this Agreement, all documents prepared by CONSULTANT in its performance of this Agreement shall be delivered to the CI`T'Y within ten (10) days of delivery of termination notice to CONSULTANT, at no cost to CITY. Any use of uncompleted documents without specific written authorization from CONSULTANT shall be at CITY's sole risk and without liability or legal expense to CONSULTANT. 4.0. INSURANCE 4.1. Minimum Scol2e and Limits of Insurance. CONSULTANT' shall. obtain and maintain during the term of this Agreement all of the following insurance coverages: (a) Commercial general liability, including premises -operations, products/completed operations, broad form property damage, blanket contractual liability; independent contractors, personal injury with a policy limit of not less than One Million Dollars ($1,000,000.00), combined single limits, per occurrence and aggregate. (b) Automobile liability for owned vehicles, hired, and non -owned vehicles, with a policy limit of not less than One Million Dollars ($1,000,000.00), combined single limits, per occurrence and aggregate. 3 (c) Workers' compensation insurance as required by the State of California. 4.2. Endorsements. The commercial general liability insurance policy shall contain or be endorsed to contain the following provisions: (a) Additional insureds: "The City of San Bernardino and its elected and appointed boards, officers, agents, and employees are additional insureds with respect to CONSULTANT'S perfon-nance under this contract." (b) Notice: "Said policy shall not terminate, nor shall it be materially changed or cancelled, nor the coverage reduced, until thirty (30) days after written notice is given to CITY." (c) Other insurance: "Any other insurance maintained by the City of San Bernardino shall be excess and not contributing with the insurance provided by this policy." 4.3. Certificates of Insurance. CONSULTANT shall provide to CITY certificates of insurance showing the insurance coverages and required endorsements described above, in a form and content approved by CITY, prior to performing any services under this Agreement. 4.4. Non -limiting. Nothing in this Section shall be construed as limiting in any way, the indemnification provision contained in this Agreement, or the extent to which CONSULTANT may be held responsible for payments o.fdamages to persons or property. 7.0. GENERAL PROVISIONS 5.1. Entire Agreement. This Agreement constitutes the entire Agreement between the parties with respect to any matter referenced herein and supersedes any and all other prior writings and oral negotiations. This Agreement may be modified only in writing, and signed by the parties in interest at the time of such modification. The terms of this Agreement shall prevail over any inconsistent provision in any other contract document appurtenant hereto, including exhibits to this Agreement. 5.2. Notices. Any notices, documents, correspondence or other communications concerning this Agreement or the work hereunder may be provided by personal delivery, facsimile or mail and shall be addressed as set forth below. Such communication shall be deemed served or delivered: a) at the time of delivery if such communication. is sent by personal delivery; b) at the time of transmission if such communication is sent by facsimile; and c) 48 hours after deposit in the U.S. Mail as reflected. by the official U.S. postmark if such communication is sent through regular United States mail. IF TO CONSULTANT: James Rabe Keyser Marston Associates, Inc. 500 South Grand Ave., Ste. 1480 Los Angeles, CA 90071 Telephone: (213) 622-8095 IF TO CITY: City Manager 300 North "I)" Street San Bernardino, CA 92418 Telephone: (909) 384-5122 Facsimile: (909) 384-5138 0 5.3. Attomevs' Dees. In the event that litigation is brought by any party in connection with this Agreement, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including .reasonable attorneys' fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms. conditions, or provisions hereof The costs, salary and expenses of the City Attorney and members of his office in enforcing this contract on behalf of the CITY shall be considered as "attorneys' fees" for the purposes of this Agreement. 5.4. Governing Law. This Agreement shall be governed by and construed under the laws of the State of California without; giving effect to that body of laws pertaining to conflict of laws. In the event of any legal action to enforce or interpret this Agreement, the parties hereto agree that the sole and exclusive venue shall be a court of competent jurisdiction located in San Bernardino County, California. 5.5. Assil;mnent. CONSULTANT shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of CONSULTANT's interest in this Agreement without CITY's prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for termination of this Agreement. Regardless of CITY's consent, no subletting; or assigmnent shall release CONSULTANT of CONSIJLTANT's obligation to perform all other obligations to be performed by CONSULTANT hereunder for the term of this Agreement. 5.6. Indemnification and Hold Harmless. CONSULTANT shall protect, defend, indemnify and hold harmless CITY and its elected and appointed officials, boards, commissions, officers, attorneys, agents arid. employees from any and all claims, losses, demands, suits, administrative actions, penalties, liabilities and expenses, including; reasonable attorney fees, damage to property or injuries to or death of any person or persons or damages of any nature including, but not limited to, all civil claims or workers' compensation claims arising from or in any way related to COINTSULI'ANT's negligence or willful misconduct in the performance of this Agreement, except when caused solely by the CITY's negligence. 5.7. Independent Contractor. CONSUI.,TANT. at all times while perf'anningr under this Agreement, is and shall be acting at all times as an independent contractor and not as an agent or employee of CITY. CONSULTANT shall secure, at its expense, and be responsible for any and all payment of wages, benefits and taxes including, but not limited to, Income Tax, Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll deductions for CONSULTANJC and its officers, agents, and employees, and all business licenses, if any are required, in connection with the services to be performed hereunder. Neither CONSULTANT nor its officers, agents and employees shall be entitled to receive any benefits which employees of CITY are entitled to receive and shall not be entitled to workers' compensation insurance, unemployment compensation, medical insurance; life .insurance, paid vacations, paid holidays, pension, profit sharing or social security on account of CONSULTANT and its officers', agents' and employees' work for the CITY. This Agreement does not create the relationship of agent, servant, employee partnership or joint venture between the CITY and CONSULTANT. 5 5.8 Conflict of Interest Disclosure. CONSULTANT or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act"), which (1 ) requires such persons to disclose financial interests that may be materially affected by the work performed under this Agreement, and (2) prohibits such. persons from making or participating in making decisions that will have a foreseeable financial effect on such interest. CONSULTANT shall conform to all requirements of the Act. Failure to do so constitutes a material breach and is grounds for termination of the Agreement by CITY. 5.9. Responsibility for Errors, CONSULTANT shall be responsible for its work and results under this Agreement. CONSULTANT. when requested, shall furnish clarification and/or explanation as may be required by the CITY's representative, regarding any services rendered under this Agreement at no additional cost to CITY. In the event that an error or omission attributable to CONSULTANT occurs, then CONSULTANT shall, at no cost to CITY, provide all other CONSULTANT professional services necessary to rectify and correct the matter to the sole satisfaction of CITY and to participate in any meeting required with regard to the correction. 5.10. Prohibited Employment. CONSULTANT shall not employ any current employee of CITY to perform. the work under this Agreement while this Agreement is in effect. 5.11. Costs. Each party shall. bear its oven costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein. 5.12. No Third Partv Beneticiary Ri *hts. This Agreement is entered into for the sole benefit of CITY and CONSULTANT and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right in, under or to this Agreement. 5.13. Headings. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement. 5.14. Amendments... Only a writing executed by all of the parties hereto or their respective successors and assigns may amend this Agreement. 5.15. Waiver. The delay or failure of either party at any time to require performance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the party against whom enforcement of a waiver is sought. The waiver of any right or remedy with respect to any occurrence or event shall not be deemed a waiver of any right or remedy with respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver. 5.16. Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid or unenforceable for any reason; such determination shall not affect the validity or enforceability of the retraining terms and provisions hereof or of the 6 offending provision in any other circumstance, and the remaining provisions of this Agreement shall remain in full force and effect. 5.17. Counterparts. This Agreernent may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement. 5.18. Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by doing so, the parties hereto are formally bound to the provisions of this Agreement. IN WITNESS (NESS W HEREOF, the parties hereto have caused this Agreement to be executed by and through their respective authorized officers, as of the date first above written. CITY OF SAN BERNARDINO Mark, Scott, City Manager APPROVED AS TO FORM: Gary D. Saenz, City Attorney By: ATTEST: Georgeann HaSta, CMC, Cityler 7 Keyser Marston Associates, Inc. CONSULTANT" rgnature �c�Gprf �S I�a�-G Name and Title /I KEYSER MARSTON ASSOC A71 -ES ADVISOR)' IN PUBLICIPRIVATF REAL L11'AII: DEVCLOPMENT' ADVISORS IN: March 6, 2017 Real Estate Redevelopment Affordable Housing Economic Development SAN FRANCISCO Mr. Mark Persico, AICD A. Jerry Keyser Director of Community Development C. Kelly Ci of San Bernardino ry Funk Kate Earle Funk Kate axley Debbie M. Kern 300 North °D" Street Reed T. Kawahara David Doezerna San Bernardino, California 92418 Los ANGELES Kathleen H. Head Re: Ongoing Negotiation Assistance — Carousel Mall Site James A. Rabe Gregory D. Soo -Hoo Kevin E. Engstrom Dear Mr. Persico: Jillie L Romey SAN DIEGO Paul C. Marra As you requested, Keyser Marston Associates, Inc. (KMA) prepared the following proposal to provide ongoing real estate, economic and negotiation advisory services to the City of San Bernardino (City) related to the evaluation and negotiation of business terms, and disposition and development agreements for the redevelopment of the Regal and Carousel Mall Sites (Project). The City has selected a team headed by AECOM (Advisor) to serve as master planner/agent of the Project. At this point, the City is seeking advisory services to assist in evaluating and negotiating Advisor's financial submittals, business terms, and public revenues and benefits, as well as assistance in reviewing and evaluating similar submittals from developer's and buyers who Advisor brings to the City. With this understanding, KMA is pleased to submit the following letter proposal to the City The proposal is organized as follows: KMA's relevant qualifications are summarized; 2. The proposed scope of services is described; and 3. The proposed budget for the engagement is provided. 500 SOUTH GRAND AVENUE, SUITE 1480 , LOS ANGELES, CALIFORNIA 90071 F PHONE 21$.622.8095 VM'V.KEYS ERMARSTON.COM 1703>D7.KWUARamm 1:9423.004.001 Mark Persico, Director of Community Development March 6, 2017 City of San Bernardino Page 2 STATEMENT OF QUALIFICATIONS Description of the Firm KMA is a full service real estate, financial, and economic consulting firm specializing in real estate advisory and evaluation services. KMA is a privately held corporation that was incorporated in 1973. We have one of the largest real estate advisory practices on the West Coast, and the majority of KMA assignments involve long-standing client relationships, KMA's services fall within the following general areas: • Real Estate Evaluation and Transaction Services • Strategic Planning and Economic Development Services • Affordable Housing • Valuation and Litigation Support • Fiscal Impact Analyses • Infrastructure and Public Finance Structuring The increased complexities of real estate transactions demand a strong technical understanding of market opportunities and constraints. KMA can provide services that are grounded in a fundamental understanding of the Inland Empire real estate market, valuations and investment financing. Unique characteristics possessed by KMA include: Experience KMA has over 40 years of experience assisting clients throughout the West in real estate market and evaluation services; negotiation services; structuring public/private transactions; and project implementation services. Cost Effectiveness KMA is able to be cost effective for our clients given our ability to provide comprehensive services relating to market and financial feasibility, economic analysis, direct implementation experience and public finance without the need for multiple consultants. Commitment KMA offers the commitment of principals who are recognized leaders in real estate advisory services throughout California. This philosophy and structure provides clients with maximum direct contact with the firm's principals. 1703007 HMA.JAWemm 19023 004.001 Mark Persico, Director of Community Development March 6, 2017 City of San Bernardino Page 3 Related Projects KMA has significant ongoing experience in assisting its clients in the negotiation of disposition and development agreements with developers that facilitate entitlement and/or development of publicly owned sites. Examples of recent projects are provided below. • Rialto Renaissance — City of Rialto. KMA advised the City and redevelopment agency in the negotiation of disposition and development agreements for the closure and redevelopment of the Rialto Airport and adjacent properties. + Industrial Development -- March Air Force Base. KMA is currently advising the March Inland Port Airport Authority in its negotiations of disposition agreements and ground leases for the development of industrial and airport related uses at March Air Force Base. • Harmony Specific Plan (Highland) — County of Orange. KMA advised the County of Orange in its negotiations with Lewis Operating Corporation to allow Lewis to serve as the County's authorized agent to entitle County property in Highland to its highest and best use, and then potentially acquire the site. • Gardenwalk Hotels — City of Anaheim. KMA advised the City of Anaheim in its negotiations of hotel assistance agreements for two, four diamond hotels at the Gardenwalk project. • EI Toro 100 Acres — County of Orange. KMA advised the County of Orange in its negotiations of a disposition agreement; master ground lease and parcel ground leases for the entitlement, infrastructure improvements and ultimate development of 100 County -owned acres at the closed El Toro Naval Air Station. + Washington and National — City of Culver City. KMA advised the Culver City Successor Agency in the negotiation of disposition and development agreements for this mixed-use, transit oriented project which included public spaces and a market food hall. • Luxury Hotel — City of Newport Beach, KMA advised the City of Newport Beach during the developer selection process and the negotiation of the disposition and development agreement, and ground lease for the development of a luxury hotel on the site of the former city hall. 1703G0?. KMA..2AR: emm ?9023,0 4,001 Mark Persico, Director of Community Development March 6, 2017 City of San Bernardino Page 4 • Village Site — City of Santa Monica. KMA assisted the City of Santa Monica in the developer selection process and advised the City during the negotiation and implementation process for the development of an affordable and market rate residential and retail project. PROPOSED SCOPE OF SERVICES KMA has outlined the following scope of work, which is quite extensive, but represents our experience of the issues that arise in the evaluation and negotiation process. The City may not require all items depending upon the completeness and complexity of the Advisor's and other developer and buyers submittals, and the complexity of the scope of development and transaction structure. Review of Advisors and Developer Submittals, Feasibility and Public Revenue Analysis KMA has reviewed Advisor's recent presentation materials. KMA would expect to undertake the following additional tasks: • Review site plan, development program and market area • Review Advisor's conceptual market analysis and pro forma • Review Advisor's projections of developer return requirements, and compare to market return requirements 0 Review market demand and market rate rents, and or sale prices for residential, retail and other uses 0 Prepare KMA pro formas, as necessary • Evaluate Project feasibility and need, if any, for assistance • Review scope of uses and estimate local property tax, safes tax, and if applicable, transient occupancy tax Negotiation Support KMA will provide ongoing support for the City and its negotiating team through the disposition and development agreement, and entitlement process for various parcels within the Project. Specific tasks, at the discretion and/or request of City include: 1703007. KMA. €A-R:emm 19023.004.301 Mark Persico: Director of Community Development March 6, 2017 City of San Bernardino Page 5 1 Review City's goals and objectives; 2. As necessary, update the feasibility analysis to reflect changes in density and/or mix of uses; 3. As necessary, update the feasibility analysis to reflect additional infrastructure requirements, other exactions or affordable housing requirements; 4. As necessary, update public revenue analysis to reflect changes in uses and density; 5. Assist Advisor and City in establishing purchase prices or lease terms for various parcels; 6. Review price and/or lease submittals for various parcels to establish the best value and uses for City parcels; 7. Assist City and the negotiating team in establishing initial negotiating positions and strategy; 8. Attend team meetings and negotiating meetings; 9. As necessary, update project pro forma to reflect changing negotiating positions, changes in project scope and/or changes in financial requirements; 10. As necessary, summarize and explain Advisor's requests and negotiating positions; 11. Assist in preparing deal point memos; 12. Assist legal counsel in preparing business terms portions of the agreement; and 13. Prepare consultant report summarizing transaction in support of staff and negotiating team recommendation. BUDGET KMA proposes to undertake this assignment on a time -and -materials basis. Based on our experience, we recommend an initial budget of $55,000. The overall budget requirement is highly dependent on the number of meetings and the complexity of the negotiations, neither of which is known at this time. KMA will review the budget with the City when 50% and 75% of the budget authorization is utilized to see what adjustments are necessary. The City will be billed monthly, based upon time expended and expenses incurred utilizing the attached schedule of fees. 1'03007, RM11A. JAR: emm 19023.004.001 Mark Persico, Director of Community Development March 6, 2017 City of San Bernardino Page 6 KMA appreciates the opportunity to submit this proposal. If the proposal can be modified to be more responsive to your needs, please do not hesitate to call me. Sincerely, Keyser Marston Associates, Inc. James Rabe, CRE Senior Principal Attachment ?03cu'?. KAAA..lAR:emm 19023.004.001. 11 KEYSER MARSTON ASSOCIATES, INC. HOURLY RATES Directly related job expenses not included in the above rates are: auto mileage, parking, air fares, hotels and motels, meals, car rentals, taxis, telephone calls, delivery, electronic data processing, graphics and printing. Directly related job expenses will be billed at 110% of cost. Monthly billings for staff time and expenses incurred during the period will be payable within thirty (30) days of invoice date. * Rates for individuals in these categories will be increased by 50% for time spent in court testimony. 201612017 A. JERRY KEYSER* $280.00 MANAGING PRINCIPALS' $280.00 SENIOR PRINCIPALS* $270.00 PRINCIPALS* $250.00 MANAGERS* $225.00 SENIOR ASSOCIATES $187.50 ASSOCIATES $167.50 SENIOR ANALYSTS $150.00 ANALYSTS $130.00 TECHNICAL STAFF $95.00 ADMINISTRATIVE STAFF $80.00 Directly related job expenses not included in the above rates are: auto mileage, parking, air fares, hotels and motels, meals, car rentals, taxis, telephone calls, delivery, electronic data processing, graphics and printing. Directly related job expenses will be billed at 110% of cost. Monthly billings for staff time and expenses incurred during the period will be payable within thirty (30) days of invoice date. * Rates for individuals in these categories will be increased by 50% for time spent in court testimony.