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HomeMy WebLinkAbout2018-1451 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RESOLUTION NO. 2018-145 RESOLUTION OF THE MAYOR AND CITY COUNCIL OF THE CITY OF SAN BERNARDINO, CALIFORNIA, ACTING AS THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO APPROVING THE FY 2018-19 VENDOR SERVICES AGREEMENT WITH URBAN FUTURES, INC., AND APPROVING CERTAIN RELATED ACTIONS WHEREAS, pursuant to Health and Safety Code (the "HSC") § 34172 (a) (1), the Redevelopment Agency of the City of San Bernardino was dissolved on February 1, 2012; and WHEREAS, consistent with the provisions of the HSC, on January 9, 2012 the Mayor and City Council of the City of San Bernardino elected to serve in the capacity of the Successor Agency to the Redevelopment Agency of the City of San Bernardino (the "Successor Agency"); and WHEREAS, through a series of professional and vendor services agreements and amendments to said agreements, Urban Futures, Inc. (the "UFI") has provided a variety of programa management and general services to the Successor Agency since 2012 related to winding -down thel former redevelopment agency on a time and materials basis subject to a financial limit; and WHEREAS, throughout the past six fiscal years, UFI's highly qualified and skilled has assisted the Successor Agency in navigating through the complex and difficult process winding -down the affairs of the former redevelopment agency; and WHEREAS, given the magnitude of the Successor Agency's projected FY 2018-19 workload, additional specialized and complex professional services are necessary to assist in winding -down the former Redevelopment Agency of the City of San Bernardino during fiscal year 2018-19, as described within the FY 2018-19 Vendor Services Agreement (the "FY 2018-19 VSA") between the Successor Agency and UFI, attached hereto as Exhibit "A" (the "Vendor Services"); and WHEREAS, based on projected workload, the Successor Agency has determined that it is advantageous and in the best interest of the Successor Agency to contract with UFI with respect to the Vendor Services during fiscal year 2018-19 (the "FY 2018-19 Vendor Services"); and WHEREAS, the cost for FY 2018-19 Vendor Services is limited $404,000 and will exclusively funded from the Successor Agency's Recognized Obligation Payment Schedule ( "ROPS") 18-19; and 1 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 WHEREAS, the Successor Agency's resources within ROPS 18-19 are sufficient to fund the FY 2018-19 Vendor Services pursuant to the FY 2018-19 VSA; and WHEREAS, per the FY 2018-19 VSA, Vendor shall only provide those services as requested by the Successor Agency through the City Manager/Executive Director, or designee; and WHEREAS, the Vendor confirms that it is ready and capable of providing the FY 2018-19 Vendor Services pursuant to this Agreement; and WHEREAS, this Resolution will approve the FY 2018-19 VSA between the Successc Agency and UFI; and WHEREAS, this Resolution has been reviewed with respect to applicability of th California Environmental Quality Act (the "CEQA"), the State CEQA Guidelines (California Cod of Regulations, Title 14, § 15000 et seq., hereafter the "CEQA Guidelines"), and the City' enviromnental guidelines; and WHEREAS, this Resolution does not constitute a "project" for purposes of CEQA, as that term is defined by CEQA Guidelines § 15378, because this Resolution is an organizational or administrative activity that will not result in a direct or indirect physical change in the environment, per § 15378 (b) (5) of the CEQA Guidelines; and WHEREAS, all of the prerequisites with respect to the approval of this Resolution have been met. NOW THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COUN OF THE CITY OF SAN BERNARDINO, ACTING AS THE SUCCESSOR AGENCY THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO, FOLLOWS: SECTION 1. An Agreement, not -to -exceed the amount of $404,000 with said firm to provide said services, is approved and attached hereto as Exhibit "A" (Vendor Services Agreement) incorporated herein, and made a part hereof. 2 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 SECTION 2. Pursuant to this determination, the Director of Finance is hereby authorized and directed to issue a Purchase Order for said services to said firm, which references this Resolution. SECTION 3. That the City Manager is hereby authorized and directed to execute Agreement on behalf of the City. SECTION 4. That the authorization to execute the above -referenced Agreement rescinded, if it is not executed and returned to the Office of the City Clerk within sixty (60) days the passage of this Resolution. I/% 3 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RESOLUTION OF THE MAYOR AND CITY COUNCIL OF THE CITY OF SAN BERNARDINO, CALIFORNIA, ACTING AS THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO APPROVING THE FY 2018-19 VENDOR SERVICES AGREEMENT WITH URBAN FUTURES, INC., AND APPROVING CERTAIN RELATED ACTIONS I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor a City Council of the City of San Bernardino at a Joint Regular Meeting thereof, held on the 6fl' day June 2018, by the following vote, to wit: Council Members: AYES MARQUEZ k BARRIOS X VALDIVIA X�S� SHORETT CM } NICKEL Y RICHARD k MULVIHILL k NAYS ABSTAIN ABSENT Z= _ Georgea anna, I ; City Clerk The foregoing Resolution is hereby approved this 6"' day of June 2018. F R. Carey Dav' , Mayor City of San emardino Approved as to form: Gary D. Saenz, City Attorney 4 FY 2018-19 Vendor Services Agreement Between the Successor Agency to the Redevelopment Agency of the City of San Bernardino and Urban Futures, Inc. for Redevelopment Wind -Down Services This Vendor Service Agreement (the "Agreement") is entered into this 6h day of June 2018 by and between the Successor Agency to the Redevelopment Agency of the City of San Bernardino (the "Successor Agency") and Urban Futures, Inc., (the "Vendor"). Individually, Successor Agency and Vendor may herein be referred to as a Party and collectively, the Vendor and the Successor Agency may herein be referred to as the Parties. WITNESSETH: WHEREAS, through a series of professional and vendor services agreements and amendments to said agreements, Vendor has provided a variety of program management and general services to the Successor Agency since 2012 related to winding -down the former redevelopment agency on a time and materials basis subject to a financial limit; and WHEREAS, throughout the past six fiscal years, UFI's highly qualified and skilled staff has assisted the Successor Agency in navigating through the complex and difficult process of winding - down the affairs of the former redevelopment agency; and WHEREAS, given the magnitude of the Successor Agency's projected FY 2018-19 workload, additional specialized and complex professional services are necessary to assist in winding -down the former Redevelopment Agency of the City of San Bernardino during fiscal year 2018-19, as described within Attachment "1" attached hereto (the "Vendor Services'); and WHEREAS, based on projected workload, the Successor Agency has determined that it is advantageous and in the best interest of the Successor Agency to contract with Vendor with respect to the Vendor Services during fiscal year 2018-19; and WHEREAS, the Vendor Services will be exclusively funded from the Successor Agency's Recognized Obligation Payment Schedule (the "ROPS") 18-19; and WHEREAS, the Successor Agency's resources within ROPS 18-19 are sufficient to fund the Vendor Services pursuant to this Agreement; and WHEREAS, Vendor confirms that it is ready and capable of providing the Vendor Services pursuant to this Agreement. NOW, THEREFORE, the Parties hereto agree as follows: Page 2 1. SCOPE OF VENDOR SERVICES. For the remuneration stipulated herein, the Successor Agency hereby engages the Vendor to provide the fiscal year 2018-19 Vendor Services, the scope of which is more particularly described in Attachment "1", attached hereto and incorporated herein. Vendor shall only provide those services as requested by the Successor Agency through the City Manager/Executive Director, or designee. 2. COMPENSATION AND EXPENSES. a. Vendor shall carry out the Scope of Vendor Services, as requested by the Successor Agency through the City Manager/Executive Director, or designee, on an actual time and materials basis. b. For the services delineated above, the Successor Agency, upon presentation of an invoice, shall pay the Vendor up to the amount of $404,000 for the services and expenses set forth in Attachment "1", attached hereto and incorporated herein. Vendor's invoices shall include a summary report describing the services rendered during the period of the invoice, which also indicates the persons who provided the services. c. No other expenditures by Vendor shall be reimbursed by the Successor Agency. 3. TERM; TERMINATION. The term of this Agreement shall commence as of July 1, 2018 (the "Effective Date") and shall continue for a period not to exceed June 30, 2019 (the "Term"). This Agreement may be terminated at any time by thirty (3 0) days' written notice by either Party. This Agreement shall remain in force and effect unless mutually amended. The Term of this Agreement may be extended with the written consent of both parties. 4. INDEMNITY. Vendor agrees to and shall indemnify and hold the Successor Agency, City of San Bernardino ("City"), their elected officials, employees, agents or representatives, free and harmless from all claims, actions, damages and liabilities of any kind and nature arising from bodily injury, including death, or property damage, based or asserted upon any actual or alleged act or omission of Vendor, its employees, agents, or subcontractors, relating to or in any way connected with the accomplishment of the work or performance of services under this Agreement, unless the bodily injury or property damage was actually caused by the sole negligence of the Successor Agency, City, its elected officials, employees, agents or representatives. As part of the foregoing indemnity, Vendor agrees to protect and defend at its own expense, including attorney's fees, the Successor Agency, City, its elected officials, employees, agents or representatives from any and all legal actions based upon such actual or alleged acts or omissions. Vendor hereby waives any and all rights to any types of express or implied indemnity against the Successor Agency, City, its elected officials, employees, agents or representatives, with respect to third party claims against the Vendor VENDOR SERVICES AGREEMENT BETWEEN THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND URBAN FUTURES INC. FOR FY 2018-19 Page 3 relating to or in any way connected with the accomplishment of the work or performance of services under this Agreement. 5. INSURANCE. While not restricting or limiting the foregoing, during the term of this Agreement, Vendor shall maintain in effect policies of comprehensive public, general and automobile liability insurance, in the amount of $1,000,000.00 combined single limit, and statutory worker's compensation coverage, and shall file copies of said policies with the City's Risk Manager prior to undertaking any work under this Agreement. Successor Agency and City shall be set forth as an additional named insured in each policy of insurance provided hereunder. The Certificate of Insurance furnished to the City shall require the insurer to notify City of any change or termination in the policy. 6. NON-DISCRIMINATION. In the performance of this Agreement and in the hiring and recruitment of employees, Vendor 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, or any other status protected by law, except as permitted pursuant to Section 12940 of the California Government Code. 7. INDEPENDENT CONTRACTOR. Vendor shall perform work tasks provided by this Agreement, but for all intents and purposes Vendor shall be an independent contractor and not an agent or employee of the Successor Agency or City. Vendor shall secure, at its expense, and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll deductions for Vendor and its officers, agents, and employees, and all business licenses, if any are required, in connection with the services to be performed hereunder. 8. BUSINESS REGISTRATION CERTIFICATE AND OTHER REQUIREMENTS. Vendor warrants that it possesses or shall obtain, and maintain a City of San Bernardino business registration certificate and any other licenses, permits, qualifications, insurance and approval of whatever nature that are legally required of Vendor to practice its business or profession. 9. NOTICES. Any notices to be given pursuant to this Agreement shall be deposited with the United States Postal Service, postage prepaid and addressed as follows: VENDOR SERVICES AGREEMENT BETWEEN THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND URBAN FUTURES INC. FOR FY 2018-19 Page 4 TO THE SUCCESSOR AGENCY: TO THE VENDOR: City Manager/Executive Director Michael Busch, CEO City of San Bernardino Urban Futures, Inc. 290 North D Street, 3rd Floor 17821 E. 17th Street, Suite 245 San Bernardino CA 92401 Tustin, CA 92780 VENDOR SERVICES AGREEMENT BETWEEN THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND URBAN FUTURES INC. FOR FY 2018-19 Page 5 10. ATTORNEYS' FEES 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 Agreement on behalf of the Successor Agency and City shall be considered as "attorneys' fees" for the purposes of this paragraph. 11. ASSIGNMENT. Vendor shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of the Vendor's interest in this Agreement without the Successor Agency'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 the termination of this Agreement. Regardless of Successor Agency's consent, no subletting or assignment shall release Vendor of Vendor's obligation to perform all other obligations to be performed by Vendor hereunder for the term of this Agreement. 12. VENUE. The Parties hereto agree that all actions or proceedings arising in connection with this Agreement shall be tried and litigated either in the State courts located in the County of San Bernardino, State of California or the U.S. District Court for the Central District of California, Riverside Division. The aforementioned choice of venue is intended by the Parties to be mandatory and not permissive in nature. 13. GOVERNING LAW. This Agreement shall be governed by the laws of the State of California. 14. SUCCESSORS AND ASSIGNS. This Agreement shall be binding on and inure to the benefit of the Parties to this Agreement and their respective heirs, representatives, successors, and assigns. 15. HEADINGS. The subject headings of the sections of this Agreement are included for the purposes of convenience only and shall not affect the construction or the interpretation of any of its provisions. 16. SEVERABILITY. VENDOR SERVICES AGREEMENT BETWEEN THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND URBAN FUTURES INC. FOR FY 2018-19 Page 6 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 remaining terms and provisions hereof or of the offending provision in any other circumstance, and the remaining provisions of this Agreement shall remain in full force and effect. 17. REMEDIES; WAIVER All remedies available to either Party for one or more breaches by the other Party are and shall be deemed cumulative and may be exercised separately or concurrently without waiver of any other remedies. The failure of either Party to act in the event of a breach of this Agreement by the other shall not be deemed a waiver of such breach or a waiver of future breaches, unless such waiver shall be in writing and signed by the Party against whom enforcement is sought. 18. ENTIRE AGREEMENT; MODIFICATION. This Agreement constitutes the entire agreement and the understanding between the Parties, and supersedes any prior agreements and understandings relating to the subject manner of this Agreement. This Agreement may be modified or amended only by a written instrument executed by all Parties to this Agreement. IN WITNESS THEREOF, the Parties hereto have executed this Agreement on the day and date set forth below. Dated: , 2018 SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY THE CITY OF SAN BERNARDINO Andrea M. Miller City Manager/Executive Director Dated: , 2018 VENDOR BY: t Michael P. Busch, CEO APPROVED AS TO FORM: ATTEST: Gary D. Saenz, City Attorney Georgeann Hanna, CMC, City Clerk By: , cx--✓ By: VENDOR SERVICES AGREEMENT BETWEEN THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND URBAN FUTURES INC. FOR FY 2018-19 Page 7 ATTACHMENT 4" A. Summary of Proiect Management Services Urban Futures, Inc. ("UFI") shall only provide project management services as requested by the Successor Agency through the City Manager/Executive Director, or designee. Examples of the types of project management services that UFI may provide during FY 2018-19 are summarized below. The examples provided are not intended to be definitive and may be amended, deleted or expanded at the Successor Agency's sole discretion. The numbering protocol used below is provided for convenience of reference only and does not reflect priority sequence. The Successor Agency shall determine the priority sequence of the requested project management services at its sole discretion. Preparation and processing for approval Recognized Obligation Payment Schedule (the "ROPS") 19-20 A & B (Combined) consistent with the procedures and application deadlines applicable thereto. 2. Implementation of the Successor Agency's Property Disposition Strategy including, but not limited to: a) Assist with the coordination of the Successor Agency's portfolio of "for sale" properties. Together with the Successor Agency's listing real estate broker, this will include negotiating sales prices, justifying sales prices, negotiation of purchase and sale agreements, processing purchase and sale agreements for approval through the Successor Agency and/or City, Oversight Board and California Department of Finance ("DOF"), managing escrow and title company matters and ensuring the proper disposition of net land sales proceeds through the County Auditor -Controller; b) Assist with the preparation and promulgation of invitations for letters of interest ("LOI") and/or requests for proposals ("RFP") from real estate developers for selected future development sites, assist in evaluating developer proposals, recommending developer selections, negotiating exclusive rights of negotiation ("ERN"), negotiating disposition and development agreements ("DDA"), processing ERNS and DDAs for Successor Agency and/or Mayor and City Council approvals, managing the Successor Agency's and/or City's obligations pursuant to the SRNs and DDAs and preparing and processing Compensation Agreements or Notifications of Compensation with or to the taxing entities, as may be required; c) Assist with the coordination of the ERN related to the Arden -Guthrie site, which will include reconciliation of site valuation, negotiation of a DDA, an agreement with the County Workforce Development Department, DOF's approval and resolution of HUD matters related to the release of a Section 108 loan lien on the Arden -Guthrie site and concurrence relative to the process for confirming the Low- and Moderate -Income eligible job applicants. VENDOR SERVICES AGREEMENT BETWEEN THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND URBAN FUTURES INC. FOR FY 2018-19 Page 8 d) Assist with the coordination of the transfer of the operations to third parties of any "future development" designated sites determined by the Successor Agency; e) Assist with the preparation and processing for approval the Compensation Agreements or Notifications of Compensation as may be necessary to transfer the six (6) remaining future development designated properties to third -party entities; f) Assist with the selection and engagement of one or more environmental engineering firms to prepare Phase I reports, as required Phase II reports, lead-based paint and asbestos studies with remediation scopes of work as may be needed; g) Assist with the selection and engagement of one or more structural engineering firms to prepare scopes of work as may be necessary for demolition or seismic retrofit purposes as may be needed; h) Assist with the selection and engagement of management services professionals with respect to designated sites; i) Assist with the selection and engagement of developers for designated sites; and j) Assist in finalizing and processing for approval the agreements needed to transfer the Theater Square site to third parties for completion. 3. To the extent there are remaining unresolved issues, assist staff with respect to continuing to pursue the removal of property from the property tax rolls and property tax cancellations for all Successor Agency properties included in LRPMP and those related to the LMIHF transfers from AHS and the SBEDC. 4. Assist with the selection of eligible projects and management of funding from the 2010 A and B Tax Allocation Bonds per the Bond Expenditure Agreement. 5. Assist with the reconciliation of conditional performance-based payments due to Waterman Holdings and negotiating a level payment plan for current and future ROPS (i.e., EO No. 24), which will contribute to the Successor Agency eligibility for a Last and Final ROPS. 6. Subject to meeting the statutory eligibility requirements (i.e., no outstanding lawsuits) and if requested by the Successor Agency, preparation and processing for approval a Last and Final ROPS consistent with the procedures and application deadlines applicable thereto. 7. Provide any other project management related services that may be requested by the City Manager/Executive Director, or designee. VENDOR SERVICES AGREEMENT BETWEEN THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND URBAN FUTURES INC. FOR FY 2018-19 Page 9 B. Summary of Program Management Services UFI shall only provide program management services as requested by the Successor Agency through the City Manager/Executive Director, or designee. Examples of the types of program management services that UFI may provide during FY 2018-19 are summarized below. The examples provided are not intended to be definitive and may be amended, deleted or expanded at the Successor Agency's sole discretion. The numbering protocol used below is provided for convenience of reference only and does not reflect priority sequence. The Successor Agency shall determine the priority sequence of the requested program management services at its sole discretion. 1. Policy: Policy development involves the overall management of the Successor Agency including, but not limited to planning, strategies, fiscal feasibility, funding/financing strategies, and/or program development (e.g., in conjunction with the City Manager/Executive Director and any other entity or persons designated by the City Manager/Executive Director, or designee). 2. Collaboration: Participating in formal and informal planning, strategy and/or project management discussions, negotiations and presentations with staff, clients, community officials, local or state government agencies, and others. 3. Reports: Researching, preparing, reviewing evaluating and/or submitting reports, forms, spreadsheets and any other written documentation that may be required by the Successor Agency, the Oversight Board, the DOF, County Auditor -Controller, City Manager/Executive Director, the Mayor and City Council, legal counsel, the Finance Department, or other entities as may be designated by the City Manager/Executive Director, or designee. 4. Representation: Providing oral presentations that may be required by the Successor Agency, the Oversight Board, the California Department of Finance, County Auditor -Controller, County Assessor, County Counsel or other entities as may be designated by the City Manager/Executive Director, or designee. 5. Compliance/Implementation: Perform any compliance and/or implementation related tasks and/or services that may be required by the Successor Agency, the Oversight Board, the California Department of Finance, County Auditor -Controller or other entities as may be designated by the City Manager/Executive Director, or designee. 6. Documentation: With respect to the above described services, the listing below is an example of the types of documents that may require preparation, processing, implementing or managing compliance with respect to the wind -down of the former redevelopment agency. a. Recognized Obligation Payment Schedules ("ROPS"); VENDOR SERVICES AGREEMENT BETWEEN THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND URBAN FUTURES INC. FOR FY 2018-19 Page 10 b. Meet and Confer Requests and Meetings c. Meet and Review Requests and Meetings; d. Final and Conclusive Enforceable Obligation Determinations; and e. Insufficient Funds Notifications. 7. Other: Provide any other program management related services that may be requested by the City Manager/Executive Director, or designee. I. COMPENSATION, EXPENSES AND KEY STAFF: A. Professional Services Rates Schedule Vendor shall carry out the Scope of Vendor Services on an actual time and materials basis, subject to the financial limit specified in Section 2 of the Vendor Services Agreement, utilizing the following professional services rate schedule: Professional Staff Hourly Rates Managing Director $ 225.00 Senior Project Manager $ 120.00 Vendor shall invoice for the professional services provided pursuant to the Agreement monthly. Vendor's invoices shall include a summary report describing the services rendered during the period of the invoice, which also indicates the persons who provided the services. B. Expenses Costs for telephone, e-mail and facsimile expenses, postage and incidental photocopying and local travel are included within the above noted Professional Service Rates Schedule. The professional services rate schedule does not include out-of-pocket expenses that may be incurred during the accomplishment of the Scope of Vendor Services. Out-of-pocket expenses include, but are not limited to, all other necessary materials, supplies, services, printing, electronic data files, out of area travel, etc. All out-of-pocket expenses shall be charged on an actual cost basis, plus 10%. C. Key Staff Vendor's staff is comprised of highly skilled professionals able to handle assignments ranging from site-specific developer negotiations to community wide development strategies, grant projects and programs, entitlement processing, financial/funding advisement, affordable housing programs, economic development strategic plans and implementation and comprehensive redevelopment agency wind -down services. Steven H. Dukett, Managing Director, and Kathleen Robles, Senior Project Manager, represent the key professional staff who are assigned to carry -out the Scope of Vendor Services. Mr. Dukett will serve as the Managing Director in charge of overseeing Vendor's services hereunder. Other staff members may be used as necessary. Vendor will not replace the herein named personnel without the written consent of the Successor Agency's City Manager/Executive Director, or designee. VENDOR SERVICES AGREEMENT BETWEEN THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AND URBAN FUTURES INC. FOR FY 2018-19