CONTRACT 6052 Professional Services Agreement CLOSEDAgreement No. 6052
PROFESSIONAL SERVICES AGREEMENT
BETWEEN THE CITY OF EL SEGUNDO AND
KEYSER MARSTON ASSOCIATES, INC.
This AGREEMENT is entered into this 3 e('`day of September, 2020, by and
between the CITY OF EL SEGUNDO, a general law city and municipal corporation
("CITY") and Keyser Marston Associates, Inc., a California Corporation
("CONSULTANT").
1. CONSIDERATION.
A. As partial consideration, CONSULTANT agrees to perform the work listed
in the SCOPE OF SERVICES, below,
B. As additional consideration, CONSULTANT and CITY agree to abide by the
terms and conditions contained in this Agreement;
C. As additional consideration, CITY agrees to pay CONSULTANT for
CONSULTANT's services. CONSULTANT acknowledges that it will be paid
with funds received by the CITY from the Developer and/or Applicant
associated with each project for which CONSULTANT performs services on
behalf of the CITY.
2. SCOPE OF SERVICES.
A. CONSULTANT will perform services listed in the attached Exhibit A, which
is incorporated by reference.
B. CONSULTANT will, in a professional manner, furnish all of the labor,
technical, administrative, professional and other personnel, all supplies and
materials, equipment, printing, vehicles, transportation, office space and
facilities, and all tests, testing and analyses, calculation, and all other means
whatsoever, except as herein otherwise expressly specified to be furnished
by CITY, necessary or proper to perform and complete the work and provide
the professional services required of CONSULTANT by this Agreement.
3. PERFORMANCE STANDARDS. While performing this Agreement,
CONSULTANT will use the appropriate generally employed professional standards of
practice existing at the time of performance utilized by persons engaged in providing
similar services in the same vicinity. CITY will continuously monitor CONSULTANT's
services. CITY will notify CONSULTANT of any deficiencies and CONSULTANT will have
15 days after such notification to cure any shortcomings to CITY's satisfaction.
4. PAYMENTS. For CITY to pay CONSULTANT as specified by this Agreement,
CONSULTANT must submit a detailed invoice to CITY that lists the hours worked and
hourly rates for each personnel category and reimbursable costs (all as set forth in Exhibit
A) the tasks performed. If the CITY agrees with all of the information listed in the invoice,
Agreement No. 6052
CITY will then pay CONSULTANT from the Developer/Applicant account created for the
project. In the event that the Developer / Applicant account does not have sufficient funds
for payment of CONSULTANT's services, CITY will notify CONSULTANT in writing to
suspend any work under this Agreement until the account is replenished by the
Developer/Applicant. The CITY is not responsible for the cost of any of CONSULTANT's
services after the date of such written notice, unless and until the Developer/Applicant
account is replenished with sufficient funds. This Agreement will cover only those costs
incurred for which Developer / Applicant funds are available.
5. POLITICAL REFORM ACT. CONSULTANT agrees that it will be considered a
public official subject to the Political Reform Act of 1974 for purposes of this Agreement.
CONSULTANT agrees and warrants that it has no financial interests which may be
materially affected by the project(s) for which it is performing services. Such financial
interests may include, without limitation, interests in business entities, real property, or
sources of income exceeding $500 received within the past year. CONSULTANT further
warrants that, before executing this Agreement, it reviewed the Political Reform Act of
1974 and the Fair Political Practices Commission regulations, including, without limitation,
Chapter 7 of Title 2 of the California Administrative Code, Section 18700, et seq., in order
to determine whether any conflict of interest would require CONSULTANT to refrain from
performing the services or in any way attempting to use its official position to influence
the governmental decisions underlying the subject project(s).
6. FAMILIARITY WITH WORK.
A. By executing this Agreement, CONSULTANT agrees that it has:
Carefully investigated and considered the scope of services to be
performed;
Carefully considered how the services should be performed; and
iii. Understands the facilities, difficulties, and restrictions attending
performance of the services under this Agreement.
B. If services involve work upon any site, CONSULTANT agrees that
CONSULTANT has or will investigate the site and is or will be fully
acquainted with the conditions there existing, before commencing the
services hereunder. Should CONSULTANT discover any latent or unknown
conditions that may materially affect the performance of the services,
CONSULTANT will immediately inform CITY of such fact and will not
proceed except at CONSULTANT's own risk until written instructions are
received from CITY.
7. KEY PERSONNEL.
A. CONSULTANT's key personnel assigned to perform work under this
Agreement and their level of responsibility are as follows but is not limited
to:
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James A. Rabe, Senior Principal
Kathleen Head, Managing Principal
Courtney Holt, Senior Associate
B. The resume of each of the individuals identified in this Section are attached
to this Agreement, collectively, as Exhibit A, and incorporated by reference.
C, In the event CITY objects to the continued involvement with this Agreement
by any of the persons listed in this Section, or any other person selected by
CONSULTANT to perform services under this AGREEMENT,
CONSULTANT agrees that it will replace such persons with individuals that
are agreed to by CITY.
8. TERM. The term of this Agreement will start on the Effective Date and end on June
30, 2023. Unless otherwise determined by written amendment between the parties, this
Agreement will terminate in the following instances:
A. Completion of the work specified in Exhibit A;
B. Termination as stated in Section 15.
9. TIME FOR PERFORMANCE.
A. CONSULTANT will not perform any work under this Agreement until:
CONSULTANT furnishes proof of insurance as required under
Section 23 of this Agreement; and
ii. CITY gives CONSULTANT a written notice to proceed.
B. Should CONSULTANT begin work on any phase in advance of receiving
written authorization to proceed, any such professional services are at
CONSULTANT's own risk.
10. TIME EXTENSIONS. Should CONSULTANT be delayed by causes beyond
CONSULTANT's control, CITY may grant a time extension for the completion of the
contracted services. If delay occurs, CONSULTANT must notify the Manager within 48
hours, in writing, of the cause and the extent of the delay and how such delay interferes
with the Agreement's schedule. The Manager will extend the completion time, when
appropriate, for the completion of the contracted services.
11. CONSISTENCY. In interpreting this Agreement and resolving any ambiguities, the
main body of this Agreement takes precedence over the attached Exhibit; this Agreement
supersedes any conflicting provisions.
12. CHANGES. CITY may order changes in the services within the general scope of
this Agreement, consisting of additions, deletions, or other revisions, and the contract
sum and the contract time will be adjusted accordingly. All such changes must be
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authorized in writing, executed
resulting from changes in the
agreement between the parties.
by CONSULTANT and CITY. The cost or credit to CITY
services will be determined in accordance with written
13. TAXPAYER IDENTIFICATION NUMBER. CONSULTANT will provide CITY with
a Taxpayer Identification Number.
14. PERMITS AND LICENSES. CONSULTANT, at its sole expense, will obtain and
maintain during the term of this Agreement, all necessary permits, licenses, and
certificates that may be required in connection with the performance of services under
this Agreement.
15. WAIVER. CITY's review or acceptance of, or payment for, work product prepared
by CONSULTANT under this Agreement will not be construed to operate as a waiver of
any rights CITY may have under this Agreement or of any cause of action arising from
CONSULTANT's performance. A waiver by CITY of any breach of any term, covenant, or
condition contained in this Agreement will not be deemed to be a waiver of any
subsequent breach of the same or any other term, covenant, or condition contained in
this Agreement, whether of the same or different character.
16. TERMINATION,
A. Except as otherwise provided, CITY may terminate this Agreement at any
time with or without cause.
B. CONSULTANT may terminate this Agreement at any time with CITY's
mutual consent. Notice will be in writing at least thirty (30) days before the
effective termination date.
C. Upon receiving a termination notice, CONSULTANT will immediately cease
performance under this Agreement unless otherwise provided in the
termination notice. Except as otherwise provided in the termination notice,
any additional work performed by CONSULTANT after receiving a
termination notice will be performed at CONSULTANT's own cost; CITY will
not be obligated to compensate CONSULTANT for such work.
D, Should termination occur, all finished or unfinished documents, data,
studies, surveys, drawings, maps, reports and other materials prepared by
CONSULTANT will, at CITY's option, become CITY's property, and
CONSULTANT will receive just and equitable compensation for any work
satisfactorily completed up to the effective date of notice of termination, not
to exceed the total costs under Section 1(C).
E. Should the Agreement be terminated pursuant to this Section, CITY may
procure on its own terms services similar to those terminated.
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F, By executing this document, CONSULTANT waives any and all claims for
damages that might otherwise arise from CITY's termination under this
Section.
17. OWNERSHIP OF DOCUMENTS. All documents, data, studies, drawings, maps,
models, photographs and reports prepared by CONSULTANT under this Agreement, with
the exception of CONSULTANT'S proprietary computer models, shall become CITY's
property, upon CONSULTANT's receipt of full payment for services rendered.
CONSULTANT may retain copies of said documents and materials as desired but will
deliver all original materials to CITY upon CITY's written notice. CITY agrees that use of
CONSULTANT's completed work product, for purposes other than identified in this
Agreement, or use of incomplete work product, is at CITY's own risk.
18. PUBLICATION OF DOCUMENTS. Except as necessary for performance of
service under this Agreement, no copies, sketches, or graphs of materials, including
graphic art work, prepared pursuant to this Agreement, will be released by CONSULTANT
to any other person or public CITY without CITY's prior written approval. All press
releases, including graphic display information to be published in newspapers or
magazines, will be approved and distributed solely by CITY, unless otherwise provided
by written agreement between the parties.
19. INDEMNIFICATION.
A. CONSULTANT agrees to the following;
Indemnification for Professional Services. CONSULTANT will save
harmless and indemnify and at CITY's request reimburse defense
costs for CITY and all its officers, volunteers, employees and
representatives from and against any and all suits, actions, or claims,
of any character whatever, brought for, or on account of, any injuries
or damages sustained by any person or property resulting or arising
from any negligent or wrongful act, error or omission by
CONSULTANT or any of CONSULTANT's officers, agents,
employees, or representatives, in the performance of this
Agreement, except for such loss or damage arising from CITY's sole
negligence or willful misconduct.
Indemnification for other Damages. For claims arising out of the
performance of non-professional services only, CONSULTANT
indemnifies and holds CITY harmless from and against any claim,
action, damages, costs (including, without limitation, attorney's fees),
injuries, or liability, arising out of CONSULTANT'S negligence or
wrongful act, error or omission in the performance of this Agreement,
except for such loss or damage arising from CITY's sole negligence
or willful misconduct. For claims arising out of the performance of
non-professional services only, should CITY be named in any such
suit, or should any claim be brought against it by suit or otherwise,
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arising out of this Agreement, or its performance, CONSULTANT will
defend CITY (at CITY's request) and will indemnify CITY for any
judgment rendered against it or any sums paid out in settlement or
otherwise.
B. For purposes of this section "CITY" includes CITY's officers, officials,
employees, agents, representatives, and certified volunteers.
C. It is expressly understood and agreed that the foregoing provisions will
survive termination of this Agreement.
D. The requirements as to the types and limits of insurance coverage to be
maintained by CONSULTANT as required by Section 22, and any approval
of said insurance by CITY, are not intended to and will not in any manner
limit or qualify the liabilities and obligations otherwise assumed by
CONSULTANT pursuant to this Agreement, including, without limitation, to
the provisions concerning indemnification.
20. ASSIGNABILITY. This Agreement is for CONSULTANT's professional services.
CONSULTANT's attempts to assign the benefits or burdens of this Agreement without
CITY's written approval are prohibited and will be null and void.
21. INDEPENDENT CONTRACTOR. CITY and CONSULTANT agree that
CONSULTANT will act as an independent contractor and will have control of all work and
the manner in which it is performed. CONSULTANT will be free to contract for similar
service to be performed for other employers while under contract with CITY.
CONSULTANT is not an agent or employee of CITY and is not entitled to participate in
any pension plan, insurance, bonus or similar benefits CITY provides for its employees.
Any provision in this Agreement that may appear to give CITY the right to direct
CONSULTANT as to the details of doing the work or to exercise a measure of control
over the work means that CONSULTANT will follow the direction of the CITY as to end
results of the work only.
22. AUDIT OF RECORDS. CONSULTANT will maintain full and accurate records with
respect to all services and matters covered under this Agreement. CITY will have free
access at all reasonable times to such records, and the right to examine and audit the
same and to make transcript therefrom, and to inspect all program data, documents,
proceedings and activities. CONSULTANT will retain such financial and program service
records for at least 3 years after termination or final payment under this Agreement.
23. INSURANCE.
A. Before commencing performance under this Agreement, and at all other
times this Agreement is effective, CONSULTANT will procure and maintain
the following types of insurance with coverage limits complying, at a
minimum, with the limits set forth below:
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Tyre of Insurance
Commercial general liability:
Professional Liability
Business automobile liability
Workers compensation
Limits
$2,000,000
$1, 000, 000
$1,000,000
Statutory requirement
B. Commercial general liability insurance will meet or exceed the requirements
of the most recent ISO-CGL Form. The amount of insurance set forth above
will be a combined single limit per occurrence for bodily injury, personal
injury, and property damage for the policy coverage. Liability policies will be
endorsed to name CITY, its officials, and employees as "additional
insureds" under said insurance coverage and to state that such insurance
will be deemed "primary" such that any other insurance that may be carried
by CITY will be excess thereto. Such endorsement must be reflected on
ISO Form No. CG 20 10 11 85 or 88, or equivalent. Such insurance will be
on an "occurrence," not a "claims made," basis and will not be cancelable
or subject to reduction except upon 30 days prior written notice to CITY.
C, Professional liability coverage will be on an "occurrence basis" if such
coverage is available, or on a "claims made" basis if not available. When
coverage is provided on a "claims made basis," CONSULTANT will continue
to renew the insurance for a period of 3 years after this Agreement expires
or is terminated. Such insurance will have the same coverage and limits as
the policy that was in effect during the term of this Agreement and will cover
CONSULTANT for all claims made by CITY arising out of any errors or
omissions of CONSULTANT, or its officers, employees or agents during the
time this Agreement was in effect.
D. Automobile coverage will be written on ISO Business Auto Coverage Form
CA 00 01 06 92, including symbol 1 (Any Auto).
E. CONSULTANT will furnish to CITY duly authenticated Certificates of
Insurance evidencing maintenance of the insurance required under this
Agreement and such other evidence of insurance or copies of policies as
may be reasonably required by CITY from time to time. Insurance must be
placed with insurers with a current A.M. Best Company Rating equivalent
to at least a Rating of "A:VI I."
F, Should CONSULTANT, for any reason, fail to obtain and maintain the
insurance required by this Agreement, CITY may obtain such coverage at
CONSULTANT's expense and deduct the cost of such insurance from
payments due to CONSULTANT under this Agreement or terminate
pursuant to Section 05.
24. USE OF SUBCONTRACTORS. Unless otherwise referenced in this Agreement,
CONSULTANT must obtain CITY's prior written approval to use any sub -consultants
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while performing any portion of this Agreement. Such approval must approve of the
proposed consultant and the terms of compensation.
25. INCIDENTAL TASKS. CONSULTANT will meet with CITY regularly to provide the
status on the project, which will include a schedule update and a short narrative
description of progress for each major task, a description of the work remaining and a
description of the work to be done before the next schedule update.
26. NOTICES. All communications to either party by the other party will be deemed
made when received by such party at its respective name and address as follows:
If to CITY:
El Segundo Planning & Building Safety Dept.
350 Main St.
El Segundo, CA 90245
Attention: Gregg McClain, Planning Manager
Phone: 310-524-2393
Email: gmcclain@elsegundo.org
If to CONSULTANT:
Keyser Marston Associates, Inc.
1299 Fourth Street, Suite 408
San Rafael, CA 94901
Attention: Kathleen Head
Phone: (213) 622-8095
Email: khead@keysermarston.com
Any such written communications by mail will be conclusively deemed to have been
received by the addressee upon deposit thereof in the United States Mail, postage
prepaid and properly addressed as noted above. In all other instances, notices will be
deemed given at the time of actual delivery. Changes may be made in the names or
addresses of persons to whom notices are to be given by giving notice in the manner
prescribed in this paragraph.
27. CONFLICT OF INTEREST. CONSULTANT will comply with all conflict of interest
laws and regulations including, without limitation, CITY's conflict of interest regulations.
28. SOLICITATION. CONSULTANT maintains and warrants that it has not employed
nor retained any company or person, other than CONSULTANT's bona fide employee, to
solicit or secure this Agreement. Further, CONSULTANT warrants that it has not paid nor
has it agreed to pay any company or person, other than CONSULTANT's bona fide
employee, any fee, commission, percentage, brokerage fee, gift or other consideration
contingent upon or resulting from the award or making of this Agreement. Should
CONSULTANT breach or violate this warranty, CITY may rescind this Agreement without
liability.
29. THIRD PARTY BENEFICIARIES. This Agreement and every provision herein is
generally for the exclusive benefit of CONSULTANT and CITY and not for the benefit of
any other party. There will be no incidental or other beneficiaries of any of
CONSULTANT's or CITY's obligations under this Agreement.
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Agreement No. 6052
30. INTERPRETATION. This Agreement was drafted in and will be construed in
accordance with the laws of the State of California, and exclusive venue for any action
involving this agreement will be in Los Angeles County.
31. COMPLIANCE WITH LAW. CONSULTANT agrees to comply with all federal,
state, and local laws applicable to this Agreement.
32. ENTIRE AGREEMENT. This Agreement, and its Exhibit, sets forth the entire
understanding of the parties. There are no other understandings, terms or other
agreements expressed or implied, oral or written. This Agreement will bind and inure to
the benefit of the parties to this Agreement and any subsequent successors and assigns.
33. RULES OF CONSTRUCTION. Each Party had the opportunity to independently
review this Agreement with legal counsel. Accordingly, this Agreement will be construed
simply, as a whole, and in accordance with its fair meaning, it will not be interpreted strictly
for or against either Party.
34. SEVERABILITY. If any portion of this Agreement is declared by a court of
competent jurisdiction to be invalid or unenforceable, then such portion will be deemed
modified to the extent necessary in the opinion of the court to render such portion
enforceable and, as so modified, such portion and the balance of this Agreement will
continue in full force and effect.
35. AUTHORITY/MODIFICATION. The Parties represent and warrant that all
necessary action has been taken by the Parties to authorize the undersigned to execute
this Agreement and to engage in the actions described herein. This Agreement may be
modified by written amendment.
36. ACCEPTANCE OF ELECTRONIC SIGNATURES. The Parties agree that this
Agreement, agreements ancillary to this Agreement, and related documents to be entered
into in connection with this Agreement will be considered signed when the signature of a
party is delivered by electronic (pdf) or facsimile transmission. Such electronic or
facsimile signature will be treated in all respects as having the same effect as an original
signature.
37. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience
of reference only and will not affect the interpretation of this Agreement.
38. TIME IS OF ESSENCE. Time is of the essence for each and every provision of
this Agreement. However, CITY recognizes that CONSULTANT's work must be governed
by sound professional practices.
39. FORCE MAJEURE. Should performance of this Agreement be prevented due to
fire, flood, explosion, acts of terrorism, war, embargo, government action, civil or military
authority, the natural elements, or other similar causes beyond the Parties' reasonable
control, then the Agreement will immediately terminate without obligation of either party
to the other.
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40. STATEMENT OF EXPERIENCE. By executing this Agreement, CONSULTANT
represents that it has demonstrated trustworthiness and possesses the quality, fitness
and capacity to perform the Agreement in a manner satisfactory to CITY. CONSULTANT
represents that its financial resources, surety and insurance experience, service
experience, completion ability, personnel, current workload, experience in dealing with
private consultants, and experience in dealing with public agencies all suggest that
CONSULTANT is capable of performing the proposed contract and has a demonstrated
capacity to deal fairly and effectively with and to satisfy a public CITY.
[Signatures on following page]
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Agreement No. 6052
IN WITNESS WHEREOF the parties hereto have executed this Agreement the day
and year first hereinabove written.
CITY OF EL SEGUNDO
ATTEST:
Vtycy W er„
Clerk
APPROVED AS TO FORM:.
KEYSER MARSTON ASSOCIATES,
I NC.
Kathleen Head
Vice President, Managing Principal
Mark D. Hensley,
City Attorney 0
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Agreement No. 6052
EXHIBIT A
Proposal, Budget and Resumes
Agreement No. 6052
KEYSER MARSTON ASSOCIATES.,
ADVISORS IN PUBLIC/PRIVATE REAL ESTATE DEVELOPMENT
August 17, 2020
ADVISORS IN:
Real Estate
Affordable Housing
Mr. Paul Samaras, AICP
Economic Development
principal Planner
BERKELEY
City of El Segundo
A. Jerry Keyser
Timothy C. Kelly
350 Main Street
Debbie M. Kern
David Doezema
El Segundo, California 90245-3813
Kevin Feeney
LOs ANGELES
Dear Mr. Samaras
Kathleen H. Head
James A. Rabe
Gregory D. Soo-Hoo
Keyser Marston Associates, Inc. (KMA) is pleased to submit this proposal to the City of El
Kevin E. Engstrom
Julie L.Romey
Segundo (City) to provide value enhancement and value capture services to the City
Tim R. Bretz
with regard to the proposed zoning and land use changes to properties on the east side
SAN DIEGO
Paul C.Marra
of Pacific Coast Highway (PCH) between Palm Avenue and Holly Avenue.
The following letter presents the detailed KMA proposal to provide these services to the
City.
BACKGROUND STATEMENT
Proposed Scope of Development
The larger Project Site is currently developed with two hotel buildings, commercial
buildings and two surface parking lots. The Proposed Project will demolish an existing
vacant commercial building and create new development on the surface parking lots
and the commercial building site. The Proposed Project includes the following mix of
uses:
Rental Residential
257 residential units
For Sale Residential
6 townhome units
Commercial
11,252 square feet
Parking Structures
803 vehicle spaces
500 SOUTH GRAND AVENUE, SUITE 1480 LOS ANGELES, CALIFORNIA 90071 PHONE 213.622.8095
W W W.KEYSERMARSTON.COM
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Paul Samaras AICP, Principal Planner August 17, 2020
City of El Segundo Page 2
The rental residential program will include a "to be negotiated" number of affordable
housing units.
Analyses
The existing development program falls within the scope allowed by the current zoning
standards. Mar Ventures (Developer) is proposing a new specific plan for the Project
Site that will provide zone changes and building height and floor area ratio (FAR)
increases.
As a part of the specific plan process, the City wishes to engage a consultant to provide
an independent analysis of the value enhancement created by the proposed
development program. The City also wishes to obtain a fiscal impact analysis of the
Proposed Project, and the City may wish assistance in negotiating the financial aspects
of the Specific Plan and/or development agreement.
APPROACH
This analysis is a little more complex than the typical value enhancement analysis. In
the typical case the analysis looks at an undeveloped site and compares what can be
built under existing code and that is compared to what the developer is proposing to
build on the site. This case is a little different in that only a portion of the total Project
Site is being developed and important, high -value components will remain. An
important issue will be to establish a value for the parking that is being provided to the
two hotels and any existing commercial uses that remain. While that parking may be
free today, is seems unlikely that it will be free going forward. That being said, KMA
expects that the traditional analysis structure will work for this project.
KMA is proposing to apply the following approach for this engagement:
Value Enhancement Analysis
It is a fundamental premise of the analysis that a developer will not request zoning and
density changes unless they will enhance the economic value of a project. The purpose
of the proposed KMA analysis is to estimate the amount of value enhancement created
by the development program.
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Paul Samaras AICP, Principal Planner August 17, 2020
City of El Segundo Page 3
The KMA value enhancement analysis will be one metric by which the City will evaluate
the appropriateness of the Proposed Project and its benefits to the community. The
City will also consider other factors in evaluating whether the proposed Specific Plan
and the Proposed Project are in the best interests of the community.
Fiscal Impact Analysis
KMA will independently prepare a fiscal impact analysis for the Proposed Project. For
the purposes of the fiscal impact analysis, KMA will estimate both General Fund
revenues and service costs.
PROPOSED SCOPE OF SERVICES
KMA proposes to undertake the following scope of services:
Task 1— Value Enhancement Analysis
Task 1.1— Base Value Analysis
At the start of the analysis, KMA, City and Developer will meet to discuss the structure
of the analysis and what should serve as the Base Value, the current value of all the
parcels or zero value for the properties to be developed. Part of this discussion will
depend upon whether it is perceived that the remaining uses will also increase in value
as a result of the revised entitlements and development. If it is decided that the overall
current value is to be used, then KMA will compile information for properties that have
recently sold in the market area.
Task 1.2 — Pro Forma Analysis — Proposed Project
KMA will independently prepare a pro forma analysis to estimate the residual land value
generated by the Proposed Project.' This analysis will be based on our experience in the
region, and on available market and financial data.
As we understand it the Developer will be providing a pro forma for the Proposed
Project. KMA will use this information to gain an understanding of the Developer's
perspective of the Proposed Project's economic and financial characteristics. KMA will
1 Or the value of the combined project if we are valuing the existing and new completed project.
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Paul Samaras AICP, Principal Planner August 17, 2020
City of El Segundo Page 4
undertake its own analysis to create its own pro forma and valuation of the Proposed
Project. As noted above it will be important to understand how the replacement
parking (and possibly other items) for the existing uses is being valued as part of the
Proposed Project.
Task 1.3 — Estimated Value Enhancement
KMA will compare the Base Value of the Site to the land value supported by the
Proposed Project. This will be done to estimate the value enhancement created by the
Developer's request for increased height and FAR.
Task 2 — Fiscal Impact Analysis
The developer has provided a fiscal analysis to the City. KMA has conducted a quick
review of that document and has identified a number of issues with that analysis. KMA
will undertake a more formal review of the report and will compile a list of issues to be
addressed by the developer's consultant. In the event that KMA and the developer's
consultant can agree on assumptions, methodology and computations, then KMA will
prepare a short memo in support of the analysis. If not, then KMA will prepare a memo
outlining the short comings and presenting KMA's findings regarding the fiscal impacts.
Task 3 — Briefing Materials and Memorandum Report
At key points in the process, KMA will prepare briefing materials that summarize the
assumptions, analysis, and findings derived from the value enhancement and fiscal
impact analyses. Upon completion, KMA will prepare a memorandum report for the
project. The valuation data, the pro forma analyses, and the fiscal impact calculations
will be provided as appendices to the memorandum report.
Task 4 — Meetings
KMA will attend a total of six (6) meetings: a startup meeting with the City; an initial
meeting with the Developer and City to request information; two meetings to present
results to the City (with or without Developer) and two public hearings.
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City of El Segundo Page 5
TIMING / BUDGET
Based on our experience, this is likely to be an interactive process among the Developer,
City and KMA, therefore a definitive schedule can't be created. KMA expects that it can
complete the initial value enhancement analysis and initial fiscal analyses of the
Proposed Project within six weeks of receiving the Developer's pro forma. Preparation
of a final memo report will be prepared at the completion of negotiations, or earlier if
the City chooses.
KMA will undertake this analysis for a not to exceed fee of $25,000. This amount
includes:
• Request for data
• Financial and fiscal technical analyses
• Attendance at six (6) meetings
• Briefing materials for the two meetings with the City and Developer
• Memorandum report for the public hearings.
As we discussed, the City requests assistance in estimating the cost of certain capital
expenditures that may be required of the Project. This work is outside the scope of
services that KMA can provide. KMA and the City will establish a scope of work and
select an engineering firm that is capable of providing such estimates, and KMA will add
this firm as a subconsultant. The City and KMA will revise the overall budget to
incorporate the engineering consultant.
If the City uses KMA as part of negotiation and/or the number of meetings requested by
the City increases, then this work will be undertaken on a time and materials basis. The
KMA hourly billing rate schedule that will be applied to this engagement are as follows:
Managing Principal
$280.00
Senior Principal
$270.00
Senior Associate
$187.50
2008010.JAR
99900.001.001
Agreement No. 6052
Paul Samaras AICP, Principal Planner August 17, 2020
City of El Segundo Page 6
KMA appreciates the opportunity to submit this proposal, and we look forward to
assisting you with this project. Please do not hesitate to call us if the proposed scope of
services can be modified to better meet your needs.
QUALIFICATIONS
KMA has included additional information on our qualifications and experience to
undertake this assignment,
1. Attachment A— Related Projects
2. Attachment B - Resumes
2008010.JAR
99900.001.001
Agreement No. 6052
Paul Samaras AICP, Principal Planner
City of El Segundo
We look forward to working with the City on this project.
Sincerely,
Keyser Marston Associates, Inc,
James Rabe, CRE
Senior Principal
Attachments
August 17, 2020
Page 7
2008010.JAR
99900.001.001
Agreement No. 6052
ATTACHMENT A
RELATED PROJECTS
Agreement No. 6052
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Agreement No. 6052
DescirGry i�ru KMA assisted the City of West Hollywood in negotiating Development
Agreements for two high -profile mixed -use projects located on the Sunset
strip. Each of these hotel/residential/commercial projects proposed a
development scope that exceeded the base scope allowed by the Zoning of
the General Plan and/or the Sunset Specific Plan.
KMA's role was to estimate the underlying land value that would result from
the proposed scope of development and to compare that with the land value
generated by the base zoning. In preparing each value enhancement analysis,
KMA developed a pro forma model that allowed us to estimate each scenario's
development costs, operating income and/or sales revenue, and supportable
investment value. After calculating the value enhancement, KMA
recommended a specific percentage of the value enhancement that could be
charged to the developer as a Development Agreement Fee.
Between April 2012 and July 2015, KMA prepared reports to assist the City in
modifying components of the City's Inclusionary Housing Ordinance. KMA also
prepared nexus analyses in support of affordable housing impact fees. On an
ad hoc basis, KMA prepares financial evaluations of projects that submit
applications to use the density bonus provided by Government Code Sections
65915-65918.
Ongoing
("A"),11' i, ��Ct: Peter Noonan
City of West Hollywood
Housing & Rent Stabilization Division
8300 Santa Monica Blvd
West Hollywood, CA 90069
323-848-6400
pnoonan@weho.org
Agreement No. 6052
[)escrUl��,,fior�e KMA prepared a fiscal impact analysis for a proposed mixed -use development
that exceeded the development scope allowed by the City's base zoning
standards. The proposed project, which consisted of apartments, ground
floor retail space, and subterranean parking, required additional height and
FAR incentives above the site's existing development standards. The City
requested KMA's assistance in analyzing the enhanced value created by the
proposed incentives, and evaluating the proposed Development Agreement
terms.
To quantify the amount of value enhancement granted by the development
incentives, KMA conducted pro forma analyses comparing the supportable
land value for the Base Zoning Alternative and the Proposed Project. The pro
forma analysis included an evaluation of estimated construction costs,
stabilized net operating income, and supportable land values under each
scenario. Finally, KMA provided an analysis of the fiscal impacts the Proposed
Project could potentially create on the City's General Fund, including property
tax, sales tax, utility tax, business license fee, and other miscellaneous
revenue sources.
'`oi,, iiaU fnrnw0lrwDecember 2016 —January 2017
oi;,, ia: c,'t� Ariel Socarras
Associate Planner
City of Santa Monica
1901 Main Street, Suite E
Santa Monica, CA 90405
310-458-8341
Ariel.Socarras@smgov.net
Agreement No. 6052
KMA was engaged to assist a consultant team in understanding the role that
development economics play in the production of affordable housing units.
As the first step in the process KMA created a checklist to assist in evaluating
when intervention/financial assistance should be considered for a project.
The checklist was broken down into the following project categories:
1. Projects that don't require financial assistance or intervention
because market and financial conditions are strong enough to attract
developer interest.
2. Projects that will be attractive to developers if predevelopment funds
are made available.
3. Projects that require equity and/or mezzanine financing at below -
market rates in order to attract developers.
4. Projects that require grant/residual receipts type assistance that
remains in place over the long-term.
KMA prepared a series of pro forma analyses to assist in evaluating the
following issues:
1. The feasibility of market rate apartment development in various
locations, under current market and financial conditions;
2. The role that the Los Angeles County Metropolitan Transportation
Authority (Metro) could potentially play in facilitating the
development of affordable housing; and
The magnitude and type of assistance that would be required to
produce affordable housing units.
The KMA analysis estimated the financial gaps associated with the
development of affordable housing. The purpose of the KMA analysis was to
assist in identifying the type of intervention and financial assistance that will
be successful in fulfilling the identified goals and objectives.
C,o'i,to i,.cr "V"ire°ne f inewr January 2013 — May 2014
cm r�"u�t: Ann Sewill
Vice President, Housing and Economic Development
California Community Foundation
221 S Figueroa Street #400
Los Angeles, CA 90012
213-452-6267
asewflI@caIfu,nd..org
Agreement No. 6052
KMA provided the City with financial consulting services related to the
development of a mixed -use project, including ground -floor commercial uses
and condominium units above, located at 9900-9916 South Santa Monica
Boulevard. The existing zoning scenario permitted commercial uses only, thus
the developer's proposed project required an amendment to the General Plan
and the City's Municipal Code to create a "Residential Overlay Zone." As part
of this analysis, KMA conducted a comparative fiscal analysis for the project
under the existing General Plan and zoning designation scenario, and under a
General Plan amendment scenario.
In preparing the comparative fiscal analysis, KMA evaluated the range of
General Fund revenues projected in both scenarios, including property tax
revenues, sales tax revenues generated by the commercial uses, taxable sales
generated by the commercial employees, business license tax revenue, and
documentary transfer fee revenue. Additionally, KMA reviewed the fiscal
analysis provided by the developer and provided feedback and
recommendations to the City.
Coif' tad c u °f l irrne0liirne°� June -August 2018
Co, ntact; MasaAlkire
Principal Planner
City of Beverly Hills
455 North Rexford Drive
Beverly Hills, CA 90210
310-285-1135
malkire@beverlyhills.org
Agreement No. 6052
ATTACHMENT B
RESUMES
Agreement No. 6052
Mr. Rabe is a Senior
Principal in Keyser
Marston's Los
Angeles office. For
more than 30 years he
has provided public
and private clients
with real estate and
financial expertise.
Key Role
Mr. Rabe assists clients in public/private real
estate and economic development activities from
Keyser Marston's Los Angeles office. He provides
public and private sector clients with services
in the following areas: public finance, specific
plan feasibility, fiscal impact, financial modeling,
developer selection, asset management, ground
leasing and deal structuring and transaction
negotiation.
Specific Areas of Expertise
I�r(ccfah, J
Recognized as an expert in real estate advisory
services, Mr. Rabe specializes in public/private
transactions. Examples include the acquisition
of Los Angeles Union Station, Harmony planned
development, Gardenwalk, Grand Avenue project,
Marina del Rey redevelopment, the revitalization
of downtown Anaheim and numerous transit -
oriented joint development projects. He has
assisted public and private clients in the analysis
and implementation of residential, commercial,
industrial, office, hotel, and mixed -use projects,
and master plan developments in California,
Arizona and Nevada.
Mr. Rabe has consulted in all areas of the
disposition process for redevelopment projects and
surplus properties for public agencies, including
project planning, Requests for Proposals and
Qualifications, and developer selection. He has
worked with planning consultants to develop
feasible specific plans. He has also served as
financial advisor, special tax consultant and
developer's advisor for bond issues in California.
Mr. Rabe is a member of the Counselors of Real
Estate (CRE). He is a past board member of
the California Association for Local Economic
Development (CALED), a member of the
California Redevelopment Association, the Urban
Land Institute (ULI) and the Downtown Los
Angeles Breakfast Club. He served as President
of the Verdugo Hills Boy Scout Council and as a
Resource Professional and Professional Advisory
Panel member for ULI, CRE, CALED and the
California Redevelopment Association. Mr.
Rabe is a lecturer at the University of Southern
California, School of Planning and Policy
Development. Mr. Rabe has also served as a
guest lecturer at the University of California,
Los Angeles School of Architecture and Urban
Planning.
Mr. Rabe earned his master of arts in economics
from the University of Southern California, and his
bachelor of arts in economics from the University
of California, San Diego.
Agreement No. 6052
Key Role
Ms. Head plays a key role in structuring
affordable housing transactions, strategy
development, policy analyses and program
creation for housing successors to former
redevelopment agencies, cities and counties
throughout California. She also actively
participates in crafting California legislative
housing initiatives.
Specific Areas of Expertise
Ms. Head advises clients in structuring a wide
variety of affordable housing projects, from
complex leveraging and layering of multiple
funding sources for multi -phased mixed -use
projects, to the acquisition and rehabilitation of
single buildings. She has experience working
with Property Tax Increment Housing Set -Aside
funds, Federal HOME, CDBG, Section 202 and
811, NSP Funds, Federal and State Low Income
Housing Tax Credits, Tax -Exempt Multi -Family
Bonds, California Housing and Community
Development Department Programs, and
Affordable Housing Program funds offered by
the Federal Home Loan Bank.
Kathe has assisted in creating much of the major
affordable housing legislation enacted by the
State of California. She has assisted several cities
in developing comprehensive strategies for
fulfilling both the legal requirements and the
client's policy goals and objectives.
Ms. Head has participated in the creation of over
20 inclusionary housing programs designed to
assist jurisdictions in fulfilling the affordable
housing production requirements imposed by the
California Redevelopment Law. Her role includes
the recommendation of appropriate requirements
to be applied by each jurisdiction, the
accompanying economic burden analysis, and in -
lieu fee studies.
Ms. Head has assisted numerous clients in the
creation of home buyer programs, rehabilitation
loan programs and programs targeting specific
neighborhoods for a variety of affordable housing
activities.
Ms. Head holds Master's Degrees in Business
Administration and Urban Planning from UCLA,
and a Bachelor's Degree in History from UCLA.
She has taught the Advanced Affordable Housing
and Inclusionary Housing courses offered by the
CRA, lectured at the UCLA and USC Planning
Schools, and is a frequent speaker at League of
Cities, the American Planning Association, and
NAHRO conferences.
Agreement No. 6052
Courtney Holt is a
Senior Associate in
the Los Angeles office
of Keyser Marston
Associates, Inc.
(KMA). She joined
KMA in 2017 with
a background in
asset management,
economic and market
analysis, and land
use planning. Prior to joining KMA, she worked
as a consultant for public sector clients on a wide
variety of projects including the creation of
hybrid zoning codes and enhanced development
standards to spur economic revitalization and
affordable housing development.
Key Role
Ms. Holt's work at KMA focuses on affordable
housing and nexus analyses, market and
demographic studies, and inclusionary housing
agreements for public sector clients.
Specific Areas of Expertise
Ms. Holt has assisted in the analysis of numerous
affordable housing projects in both Los Angeles
and Orange County. Past projects have included
the physical and financial assessment of public
housing developments in the City of Los Angeles,
monitoring and compliance review, including
review of financial pro formas, for affordable
housing projects in the City of Westminster,
and an analysis of rent -stabilized housing
and recommendations for affordable housing
preservation in the City of Santa Monica.
Ms. Holt has participated in preparing market
demand analyses, economic studies, and
demographic profiles for public sector clients
around the Southern California region, including
the cities of Long Beach, Los Angeles, and Los
Angeles County.
Ms. Holt holds a Master of Planning degree and
Real Estate Development certificate from the
University of Southern California, and a Bachelor
of Arts degree in International Studies from the
University of Washington. While pursuing her
Planning degree, Ms. Holt drafted a Community
Resilience Plan along with policy proposals for the
7th Ward of the City of New Orleans, participated
in the creation of an economic development plan
and zoning recommendations to foster greater
economic growth in South Los Angeles, and
prepared market and pro forma analyses for
mixed -use projects throughout the greater Los
Angeles region.
She is currently a member of the American
Planning Association (APA) and the Young
Professionals Group at the Urban Land Institute
(ULI), and previously served on ULI's Transit -
Oriented Development Committee.