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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: 2 Agreement No. 6052 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 3 Agreement No. 6052 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. 4 Agreement No. 6052 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, 5 Agreement No. 6052 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: 0 Agreement No. 6052 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 7 Agreement No. 6052 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. F 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. 0 Agreement No. 6052 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] 10 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 11 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 2008010.JAR 99900.001.001 Agreement No. 6052 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. 2008010.JAR 99900.001.001 Agreement No. 6052 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. 2008010.JAR 99900.001.001 Agreement No. 6052 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. 2008010.JAR 99900.001.001 Agreement No. 6052 Paul Samaras AICP, Principal Planner August 17, 2020 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 E is 0 .O a V C. co a) u aJ a C L _ "a6f0J p 4a M O m p 1c � •N� a 'p0 NN LL aO Ja JU Q 7 W- f0 aJ O '- fa O 7� ca aJ yEU -p 0i tip L aJ aJ �. 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GLL a � 4- MM U o c 3 - Cc 3 c C 4" ++ m O to N i > a)O W N d LG N CL d M L 11 N i LOLL O N G1 > • • • • L LLL p • aLL c �� L LA a LL L U t w N L C O O_ 'p O r m E a 441 CL v� CL + f6 E o o 3 a Q '^ N a v 7 > U w -0J O N U� m OD LSO L ,IM L U O L M Q G`U C_ LO L u O Y H GLL _ to o w E E ,u„ L > M a o U n O C " o Ln .; ac 3 s E o �; L E m o°Jn c '� Q Q v +1 v cum E> M c o c+ o a a O �_^ O� ° a L.\ v J c u c Q cLG by >- c v tt C ++ �+ -w i GLL ++ Q M ++ l9 GLL N L GLL pD c vOiN °aaaa u aEi,c aE w_� ° a d c�_ w E 3 ++ c a > GLL a GLL O GLL v 00 ,� U O `� C GLL w y Ln 7 tD U OD, n> c 7 X GLL a Q E In �' C. GLL l9 LA ]G C L GLL u CLC H GLL p O u O DG N .+_' O N O a N w a M GLL C 7 a lin N M Ln LL 7 >, Qm1 r I C GLL Q L +' CL p 7 > fV a LLn C 2 M U p a m O C- O O d O 00 p _ � � L O w N L O p C Q C L O Q1 a-i 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.