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2002 11 05 RDATiht 4 e(P Q" Redevelopment Agency Agendas are available on the City's Web Page @ www.la-quinta.org Redevelopment Agency Agenda CITY COUNCIL CHAMBER 78-495 Calle Tampico La Quinta, California 92253 Regular Meeting Tuesday, November 5, 2002 - 2:00 P.M. Beginning Res. No. RA 2002-20 CALL TO ORDER Roll Call: Board Members: Adolph, Pena, Perkins, Sniff, Chairperson Henderson PUBLIC COMMENT At this time, members of the public may address the Redevelopment Agency on any matter not listed on the agenda. Please complete a "request to speak" form and limit your comments to three minutes. Please watch the timing device on the podium. III. CLOSED SESSION CONFERENCE WITH THE AGENCY'S REAL PROPERTY NEGOTIATOR, MARK WEISS, PURSUANT TO GOVERNMENT CODE SECTION 54956.8 CONCERNING POTENTIAL TERMS OF ACQUISITION AND/OR DISPOSITION OF REAL PROPERTY LOCATED AT 78-950 HIGHWAY 111 (APN 643-080-004), WAL-MART STORE. PROPERTY OWNER/NEGOTIATOR: CHRIS MOORE, KOHL'S. CONFERENCE WITH AGENCY'S REAL PROPERTY NEGOTIATOR, MARK WEISS, PURSUANT TO GOVERNMENT CODE SECTION 54956.8 CONCERNING POTENTIAL TERMS OF ACQUISITION AND/OR DISPOSITION OF REAL PROPERTY LOCATED ON THE NORTH SIDE OF CALLE TAMPICO, WEST OF DESERT CLUB DRIVE, EMBASSY SUITES (TENTATIVE PARCEL MAP 29909, PARCEL 8). PROPERTY OWNER/NEGOTIATOR: DANNY BROWN, BISON HOTEL GROUP. NOTE: Time permitting, the Redevelopment Agency Board may conduct Closed Session discussions during the dinner recess. In addition, when the Agency is considering acquisition of property, persons identified as negotiating parties are not invited into the Closed Session Meeting. RECONVENE AT 3:00 PM RDA Agenda November 5, 2002 IV. PUBLIC COMMENT At this time members of the public may address the Agency Board on items that appear within the Consent Calendar or matters that are not listed on the agenda. Please complete a "request to speak" form and limit your comments to three minutes. When you are called to speak, please come forward and state your name for the record. Please watch the timing device on the podium. For all Agency Business Session matters or Public Hearings on the agenda, a completed "request to speak" form should be filed with the City Clerk prior to the Agency beginning consideration of that item. V. CONFIRMATION OF AGENDA VI. APPROVAL OF MINUTES APPROVAL OF THE MINUTES OF SPECIAL MEETING OF OCTOBER 14, 2002. 2. APPROVAL OF THE MINUTES OF THE MEETING OF OCTOBER 15, 2002. VII. CONSENT CALENDAR Note: Consent Calendar items are considered to be routine in nature and will be approved by one motion. 1 . APPROVAL OF DEMAND REGISTER FOR NOVEMBER 5, 2002. 2. APPROVAL OF CONTRACT SERVICES AGREEMENT WITH DESIGN WORKSHOP FOR A LA QUINTA/COACHELLA VALLEY MARKET STUDY. 3. APPROVAL OF AN AWARD OF CONTRACT TO GMA INTERNATIONAL FOR THE RANCH LAND USE PLANNING SERVICES. Vill. BUSINESS SESSION IX. CHAIR AND BOARD MEMBERS' ITEMS X. PUBLIC HEARINGS Xl. ADJOURNMENT Adjourn to a regularly scheduled Meeting of the Redevelopment Agency to be held on November 19, 2002, commencing with closed session at 2:00 p.m. and open session at the conclusion of the 3:00 p.m. City Council business session in the City Council Chambers, 78-495 Calle Tampico, CA 92253. RDA Agenda -2- November 5, 2002 DECLARATION OF POSTING I, June S. Greek, Secretary of the La Quinta Redevelopment Agency, do hereby declare that the foregoing agenda for the La Quinta Redevelopment Agency meeting of Tuesday, November 5, 2002, was posted on the outside entry to the Council Chambers, 78-495 Calle Tampico and on the bulletin board at the La Quinta Chamber of Commerce and at Stater Bros. 78-630 Highway 1 1 1, on Friday, November 1, 2002. DATED: November 1, 2002 JUN GREEK, CIVIC Agency Secretary, City of La Quinta, California PUBLIC NOTICES The La Quinta City Council Chamber is handicapped accessible. If special equipment is needed for the hearing impaired, please call the City Clerk's Office at 777-7025, 24-hours in advance of the meeting and accommodations will be made RDA Agenda -3- November 5, 2002 CJ1111�i',l�M�. r AGENDA CATEGORY: BUSINESS SESSION COUNCIL/RDA MEETING DATE: NOVEMBER 5, 2002 , CONSENT CALENDAR ITEM TITLE: STUDY SESSION Demand Register Dated November 5, 2002 PUBLIC HEARING RECOMMENDATION: It is recommended the Redevelopment Agency Board: Receive and File the Demand Register Dated November 5, 2002 of which $469,995.13 represents Redevelopment Agency Expenditures. PLEASE SEE CONSENT CALENDAR ITEM NUMBER 1 ON CITY COUNCIL AGENDA Tityl 4 P Q" COUNCIL/RDA MEETING DATE: November 5, 2002 ITEM TITLE• Approval of a Contract Services Agreement with Design Workshop for a La Quinta/Coachella Valley Market Study RECOMMENDATION: AGENDA CATEGORY: BUSINESS SESSION: CONSENT CALENDAR: 0- STUDY SESSION: PUBLIC HEARING: Approve a contract services agreement with Design Workshop for a La Quinta/Coachella Valley market study, and authorize the Executive Director to execute the contract. FISCAL IMPLICATIONS: The proposed contract budget is $58,540. The Agency's 2002-03 budget includes funding for a new La Quinta/Coachella Valley market study as part of the Agency's overall economic development work program for fiscal year 2002-03. Adequate funds have been budgeted in account numbers 405-902-603-595 (Project Area No. 1) and 406-905-605-526 (Project Area No. 2). The budget provides that half of the cost will be derived from Project Area No. 1 and half will be derived from Project Area No. 2. BACKGROUND AND OVERVIEW: On August 6, 2002, the Agency Board authorized the distribution of a Request for Proposals (RFP) for a new La Quinta/Coachella Valley market study. Proposals were due on September 13, 2002, and six firms submitted proposals. The Selection Committee, consisting of the Assistant Executive Director, Director of Community Development, the Agency's Redevelopment/Economic Development Consultant, and a Management Analyst, evaluated the six proposals based on the following criteria: Content, Schedule, Experience/Expertise, and Proposal Organization. The Committee interviewed four firms on October 2, 2002. The firms selected for interview included (in alphabetical order) Design Workshop, Natelson Company, Robert Charles Lesser & Company, and the Sedway Group. The interviews consisted of a short presentation by each firm followed by a question and answer period. The firms were evaluated based on their previous experience, project approach and ideas, and personnel. The Committee evaluated the proposals and presentations, and ranked Design Workshop highest. Pursuant to the City's consultant selection process, staff then negotiated a contract with Design Workshop, which is included as Attachment 1. The total cost of the market study is $58,540. Once the contract has been executed, it is anticipated that the market study will be completed in approximately three months. FINDINGS AND ALTERNATIVES: The alternatives available to the Redevelopment Agency Board include: Approve a contract services agreement with Design Workshop for a La Quinta/Coachella Valley market study, and authorize the Executive Director to execute the contract; or 2. Authorize the Executive Director to negotiate a contract with another firm for a La Quinta/Coachella Valley market study; or 3. Provide staff with alternative direction. Respectfully submitted, Mark Weiss, Assistant Executive Director Approved for submission by: Thomas P. Genovese, Executive Director Attachments: 1. Contract Services Agreement ATTACHMENT 1 CONTRACT SERVICES AGREEMENT This AGREEMENT FOR CONTRACT SERVICES (the "Agreement"), is made and entered into by and among the CITY OF LA QUINTA (the "Municipality"), a California municipal corporation, the LA QUINTA REDEVELOPMENT AGENCY (the "Agency"), a California public corporation, and Design Workshop. (The "Contractor"). The parties hereto agree as follows: 1. SERVICES OF CONTRACTOR 1.1 Scope of Services. In compliance with all terms and conditions of the Agreement, the Contractor shall provide those services related to the La Quinta/Coachella Valley Market Study, as specified in the "Scope of Services" attached hereto as Exhibit "A" and incorporated herein by this reference (the "services" or "work"). Contractor warrants that all services will be performed in a competent, professional and satisfactory manner in accordance with the standards prevalent in the industry for such services. Services will be provided to the Municipality and to the Agency. For convenience, the Agency and the Municipality are referred to herein as the "City." 1.2 Contractor's Proposal. The Scope of Services shall include the Contractor's proposal or bid, which shall be incorporated herein by this reference as though fully set forth herein. In the event of any inconsistency between the terms of such proposal and this Agreement, the terms of this Agreement shall govern. 1.3 Compliance with Law. All services rendered hereunder shall be provided in accordance with all ordinances, resolutions, statutes, rules, regulations and laws of the Municipality, the Agency, and any and all Federal, State or local governmental agency of competent jurisdiction. 1.4 Licenses, Permits, Fees, and Assessments. Contractor shall obtain at its sole cost and expense such licenses, permits and approvals as may be required by law for the performance of the services required by this Agreement. Contractor shall have the sole obligation to pay for any fees, assessments and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the performance of the services required by this Agreement. 1.5 Familiarity with Work. By executing this Agreement, Contractor warrants that (a) it has thoroughly investigated and considered the work to be performed, (b) it has investigated the site of the work and fully acquainted itself with the conditions there existing, (c) it has carefully considered how the work should be performed, and (d) it fully understands the facilities, difficulties and restrictions attending performance of the work under this Agreement. Should the Contractor discover any latent or unknown conditions materially differing from those inherent in the work or as represented by the City, it shall immediately inform City of such fact and shall not proceed except at Contractor's risk until written instructions are received from the Contract Officer (as defined in Section 4.2 hereof). 1.6 Care of Work. The Contractor shall adopt reasonable methods during n,04 the life of the Agreement to furnish continuous protection to the work, and the equipment, materials, papers and other components thereof to prevent losses or damages, and shall be responsible for all such damages, to person, or property, until acceptance of the work by City, except such losses or damages as may be caused by City's own negligence. The performance of services by Contractor shall not relieve Contractor from any obligation to correct any incomplete, inaccurate or defective work at no further cost to the City, when such inaccuracies are due to the negligence of Contractor. 1.7 Additional Services. In accordance with the terms and conditions of this Agreement, the Contractor shall perform services in addition to those specified in the Scope of Services, (Exhibit "A") when directed in writing to do so by the Contract Officer, provided that Contractor shall not be required to perform any additional services without compensation. 2.0 COMPENSATION 2.1 Contract Sum. For the services rendered pursuant to the Agreement, the Contractor shall be compensated in accordance with the "Schedule of Compensation" attached hereto as Exhibit "B" and incorporated herein by this reference. The Contractor shall be compensated in an amount not exceeding Fifty -Eight Thousand, Five Hundred Forty Dollars ($58,540) (the "Contract Sum"). The method of compensation set forth in the Schedule of Compensation will include payment for time and materials based upon the Contractor's rates as specified in Exhibit `B", or such other methods as may be specified in the Schedule of Compensation (Exhibit `B"). Compensation may include reimbursement for actual and necessary expenditures for reproduction costs, transportation expenses, telephone expense, premiums for bonds and insurance, and similar costs and expenses when and if specified in the Schedule of Compensation (Exhibit `B"). 2.2 Method of Payment. Any month in which Contractor wishes to receive payment, Contractor shall submit to the City no later than the tenth (10`h) working day of such month, in the form approved by the Contract Officer, an invoice for services rendered prior to the date of the invoice. Such invoice shall (1) describe in detail the services provided, including time and materials, (2) specify each staff member who has provided services and the number of hours assigned to each such staff member, and (3) indicate the total expenditures to date. Such invoice shall contain a certification by a principal member of Contractor specifying that the payment requested is for work performed in accordance with the terms of this Agreement. The Municipality or the Agency, whichever is appropriate based upon the election of the Agency and the Municipality, will pay Contractor for all expenses stated thereon which are approved by the Municipality or the Agency pursuant to this Agreement no later that the last working day of the month. 3.0 PERFORMANCE SCHEDULE Agreement. 3.1 Time of Essence. Time is of the essence in the performance of this 3.2 Schedule of Performance. All services rendered pursuant to this Agreement ., 005 shall be performed diligently and within the performance of this Agreement. 3.3. Force Majeure. All time periods specified for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Contractor, including, but not restricted to, acts of God or of the public enemy, fires, earthquakes, floods, epidemic, quarantine restrictions, riots, strikes, freight embargos, acts of any governmental agency other than City, and unusually severe weather, if the Contractor shall within ten (10) days of the commencement of such delay notify the Contracting Officer in writing of the causes of the delay. The Contracting Officer shall ascertain the facts and the extent of delay and extend the time for performing their services for the period of the forced delay when and if in his judgment such delay is justified, and the Contracting Officer's determination shall be final and conclusive upon the parties to this Agreement. 3.4 Term. Unless earlier terminated in accordance with Section 7.8 of this Agreement, this Agreement shall continue in full force and effect for six (6) months, from the date of the execution of this Agreement. 4.0 COORDINATION OF WORK 4.1 Representative of Contractor. The following principals of Contractor are hereby designated as being the principals and representatives of Contractor authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith: a. Rebecca R. Zimmerman b. Brian Corbett It is expressly understood that the experience, knowledge, capability and reputation of the foregoing principals were a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principals shall be responsible during the term of the Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the services hereunder. The foregoing principals may not be changed by Contractor and no other personnel may be assigned to perform the service required hereunder without the express written approval of City. 4.2 Contract Officer. The Contract Officer shall be the Assistant City Manager or such other person as may be designated by the City Manager of the Municipality. The Contract Officer has been authorized to act on behalf of the Agency and the Municipality for the purposes of this Agreement. It shall be the Contractor's responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Contractor shall refer any decisions which must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. 4.3 Prohibition Against Subcontracting or Assignment. The experience, knowledge, capability and reputation of Contractor, its principals and employees were a substantial inducement for the City to enter into this Agreement. Therefore, Contractor shall not contract with any other entity to perform in whole or in part the services required hereunder without the express ,� b written approval of the City. In addition, neither this Agreement nor any interest herein may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of City. 4.4 Independent Contractor. Neither the City nor any of its employees shall have any control over the manner, mode or means by which Contractor, its agents or employees, perform the services required herein, except as otherwise set forth. Contractor shall perform all services required herein as an independent contractor with only such obligations as are consistent with that role. Contractor shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. 4.5 City Cooperation. The City shall provide Contractor with any plans, publications, reports, statistics, records or other data or information pertinent to services to be performed hereunder which are reasonably available to the City. 5.0 INSURANCE INDEMNIFICATION AND BONDS. 5.1 Insurance. The Contractor shall procure and maintain, at its cost, and submit concurrently with its execution of the Agreement, public liability and property damage insurance against all claims for injuries against persons or damages to property resulting from Contractor's acts or omissions rising out of or related to Contractor's performance under this Agreement. The insurance policy shall contain a severability of interest clause providing that the coverage shall be primary for losses arising out of Contractor's performance hereunder and neither the City nor its insurers shall be required to contribute to any such loss. A certificate evidencing the foregoing and naming the City and its officers and employees as additional insured shall be delivered to and approved by the City prior to commencement of the services hereunder. The amount of insurance required hereunder shall be determined by the Contract Sum in accordance with the following table: Contract Sum Coverage(personal injury/property dama e Less than $50,000 $100,000 per individual; $300,000 per occurrence $50,000-$300,000 $250,000 per individual; $500,000 per occurrence Over $300,000 1 $500,000 per individual; $1,000,000 per occurrence The Contractor shall also carry automobile liability insurance of $1,000,000 per accident against all claims for injuries against persons or damages to property arising out of the use of any automobile by the Contractor, its officers, any directly or indirectly employed by the Contractor, any subcontractor, and agents or anyone for whose acts any of them may be liable, arising directly or indirectly out of or related to Contractor's performance under this Agreement. The term "automobile" includes, but is not limited to, a land motor vehicle, trailer or semi -trailer designed for travel on public roads. The automobile insurance policy shall contain a severability of interest clause providing that coverage shall be primary for losses arising out of Contractor's performance hereunder and neither the City nor its insurers shall be required to contribute to such loss; A certificate evidencing the foregoing and naming the City and its officers and employees as additional insured shall be delivered to and approved by the City prior to commencement of the services hereunder. Contractor shall also carry Workers' Compensation Insurance in accordance with State Workers' Compensation laws. The Contractor shall procure professional errors and omissions liability insurance in the amount acceptable to the City. All insurance required by the Section shall be kept in effect during the term of this Agreement and shall not be cancelable without thirty (30) days' written notice of proposed cancellation to City. The procuring of such insurance or the delivery of policies or certificates evidencing the same shall not be construed as a limitation of Contractor's obligation to indemnify the City, its officers, employees, contractors, subcontractors or agents. 5.2 Indemnification. The Contractor shall defend, indemnify and hold harmless the City, its officers, officials, employees, representatives and agents, from and against any and all actions, suits, proceedings, claims, demands, losses, costs, and expenses, including legal costs and attorneys' fees, for injury to or death of person(s), for damage to property (including property owned by the City) and for errors and omissions committed by Contractor, its officers, anyone directly or indirectly employed by Contractor, any subcontractor, and agents or anyone for whose acts any of them may be liable, arising directly or indirectly out of or related to Contractor's performance under this Agreement, except to the extent of such loss as may be caused by City's own active negligence, sole negligence or willful misconduct, or that of its officers or employees. 5.3 Remedies. In addition to any other remedies the City may have if Contractor fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, the City, at its sole option: a. Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under this Agreement. b. Order the Contractor to stop work under this Agreement and/or withhold any payments(s) which become due to Contractor hereunder until Contractor demonstrates compliance with the requirements hereof. C. Terminate the Agreement. Exercise of any of the above remedies, however, is an alternative to any other remedies the City may have and are not the exclusive remedies for Contractor's failure to maintain or secure appropriate policies or endorsements. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to person or property` s resulting from Contractor's or its subcontractors' performance of work under this Agreement. Mgl 6.0 RECORDS AND REPORTS 6.1 Reports. Contractor shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. 6.2 Records. Contractor shall keep such books and records as shall be necessary to perform the services required by this Agreement and enable the Contract Officer to evaluate the cost and the performance of such services. Books and records pertaining to costs shall be kept and prepared in accordance with generally accepted accounting principles. The Contract Officer shall have full and free access to such books and records at all reasonable times, including the right to inspect, copy, audit and make records and transcripts from such records. 6.3 Ownership of Documents. Originals of all drawings, specifications, reports, records, documents, and other materials, whether in hard copy or electronic form, which are prepared by Contractor, its employees, subcontractors and agents in the performance of this Agreement, shall be the property of City and Contractor. Contractor shall deliver the aforementioned materials to City upon the termination of this Agreement or upon the earlier request of the Contract Officer, and Contractor shall have not claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership of the documents and materials hereunder. Contractor may retain copies of such documents for its own use. Contractor shall ensure all subcontractors to assign City any documents or materials prepared by them, and in the event Contractor fails to secure such assignment, Contractor shall indemnify City for all damages suffered thereby. 6.4 Release of Documents. The drawings, specifications, reports, records, documents and other materials prepared by Contractor in the performance of services under this Agreement shall not be released publicly without the prior written approval of the Contract Officer or as required by law. Contractor shall not disclose to any other private entity or person any information regarding the activities of the City, except as required by law or as authorized by the City. 7.0 ENFORCEMENT OF AGREEMENT 7.1 California Law. This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such county, and Contractor covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. 7.2 Disputes. In the event of any dispute arising under this Agreement, the injured party shall notify the injuring party in writing of its contentions by submitting a claim therefor. The injured party shall continue performing its obligation hereunder so long as the injuring party commences to cure such default within ten (10) days of service of such notice and completes 011,9 the cure of such default within forty-five (45) days after service of the notice, or such longer period as may be permitted by the Contract Officer; provided that if the default is an immediate danger to the health, safety and general welfare, the City may take such immediate action as the City deems warranted. Compliance with the provisions of this Section shall be a condition precedent to termination of the Agreement for cause and to any legal action, and such compliance shall not be a waiver of any party's right to take legal action in the event that the dispute is not cured, provided that nothing herein shall limit City's right to terminate this Agreement without cause pursuant to Section 7.8. 7.3 Retention of Funds. City may withhold from any monies payable to Contractor sufficient funds to compensate City for any losses, costs, liabilities or damages it reasonably believes were suffered by City due to the default of Contractor in the performance of the services required by the Agreement. 7.4 Waiver. No delay or omission in the exercise of any right or remedy of a nondefaulting party on any default shall impair such right or remedy or be construed as a waiver. City's consent or approval of any act by Contractor requiring City's consent or approval shall not be deemed to waive or render unnecessary City's consent to or approval of any subsequent act of Contractor. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 7.5 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. 7.6 Legal Action. In addition to any other rights or remedies, either party may take legal action, at law or at equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. 7.7 Termination Prior to Expiration of Term. This Section shall govern any termination of this Agreement, except as specifically provided in the following Section 7.9 for termination for cause. The City reserves the right to terminate this Agreement at any time, with or without cause, upon thirty (30) days' written notice to Contractor. Upon receipt of any notice of termination, Contractor shall immediately cease all services hereunder except such as may be specifically approved by the Contract Officer. Contractor shall be entitled to compensation for all services rendered prior to receipt of the notice of termination and for any services authorized by the Contract Officer thereafter in accordance with the Schedule of Compensation (Exhibit "B") or such as may be approved by the Contract Officer, except as provided in Section 7.3. 7.8 Termination for Default of Contractor. If termination is due to the failure of the Contractor to fulfill its obligation under this Agreement, City may, after compliance with the provision of Section 7.2, take over the work and prosecute the same to completion by contract or otherwise, and the Contractor shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated (provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Contractor for the purpose of setoff or partial payment of the amounts owned the City as previously stated in Section 7.3. 7.9 Attorneys' Fees. If either party commences an action against the other party arising out of or in connections with this Agreement, the prevailing party shall be entitled to recover reasonable attorneys' fees and costs of suit from the losing party. 8.0 CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 8.1 Non -liability of City Officers and Employees. No officer or employee of the City shall be personally liable to the Contractor, or any successor in interest, in the event of any default or breach by the City of for any amount which may become due to the Contractor or to its successor, or for breach of any obligation of the terms of the Agreement. 8.2 Conflict of Interest. No officer or employee of the City shall have any personal interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement which effects his personal interest or the interest of any corporation, partnership or association in which he is, directly or indirectly, interested, in violation of any State statute or regulation. The Contractor warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement. 8.3 Covenant Against Discrimination. Contractor covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin, disability or ancestry in the performance of the Agreement. Contractor shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, marital status, national origin, physical disability, mental disability, medical condition, age or ancestry. 9.0 MISCELLANEOUS PROVISIONS 9.1 Notice. Any notice, demand, request, consent, approval, communication either party desires or is required to give to the other parties or any other person shall be in writing and either served personally or sent by prepaid, first-class mail to the address set forth below. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated forty-eight (48) hours from the time of mailing if mailed as provided in this Section 9.1. To Municipality: City of La Quinta 78-495 Calle Tampico La Quinta, California 92253 To Agency: La Quinta Redevelopment Agency 78-495 Calle Tampico La Quinta, California 92253 Attention: Mark Weiss Assistant City Manager To Contractor: Design Workshop 1390 Lawrence Street, Suite 200 Denver, CO 80204-2048 Attention: Rebecca R. Zimmerman Principal Attention: Mark Weiss Assistant Executive Director 9.2 Integrated Agreement. This Agreement contains all of the agreements of the parties and all previous understandings, negotiations and agreements are integrated into and superseded by this Agreement. 9.3 Amendment. This Agreement may be amended at any time by the mutual consent of the parties by an instrument in writing signed by all parties. 9.4 Severability. In the event that any or more of the phrases, sentences, clauses, paragraphs, or sections contained in the Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceable shall not effect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder. 9.5 Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by so executing this Agreement the parties hereto are formally bound to the provisions of this Agreement. stated below. Dated: ATTEST: IN WITNESS WHEREOF, the parties have executed this Agreement as of the dates CITY OF LA QUINTA, a California municipal corporation Bv: CITY MANAGER "MUNICIPALITY" City Clerk APPROVED AS TO FORM: City Attorney Dated: ATTEST: Secretary APPROVED AS TO FORM: LA QUINTA REDEVELOPMENT AGENCY in Agency Counsel Dated: By: Name: Title: EXECUTIVE DIRECTOR "Agency" "CONTRACTOR" EXHIBIT A SCOPE OF SERVICES See Attached Scope of Work Scope of Work Design Workshop will complete the La Quinta/Coachella Valley Market Study in two phases. Details of the seven tasks to be completed are provided below. Phase I will focus on the people and the essence of the place, while Phase II will address issues related to the real estate that makes La Quinta what it is and what it will become. Results from Phase I will empower La Quinta to define its identity, while the results from Phase II will help La Quinta design its own destiny. 1-2 (d). Build Excel spreadsheet models for each demographic factor that: Calculate historic growth rates; Project five+ year growth rates; Apply growth rates to historic and current data; and Perform sensitivity analysis. 1-2 (e). Calculate and report forecasted demographic data. Task 1-3. Opportunities Analysis Phase I -Define La Quinta's Opportunity The Opportunities Analysis will identify La Quinta's Task 1-1. Project Kick-off Brian Corbett will meet with Redevelopment Agency staff and other stakeholders in La Quinta to review and discuss the goals and expectations for the market study, contacts, existing data, and other important issues for the La Quinta community. Task 1-2. Demographic Forecast Preparing the demographic component of the market study will involve collecting historic, current and projected data from primary and secondary sources, analyzing the data, identifying trends, and understanding how different data points and indicators impact and interact with one another. All of the data we present will have actual values to a point with projections extending at least to 2007. 1-2 (a). Collect data and information from the planning departments, convention and visitors bureaus, chambers of commerce, and other organizations in La Quinta, the Greater Coachella Valley, and Riverside County. 1-2 (b ). Gather electronic 2000 Census data from federal, state and local agencies. 1-2 (c). Identify factors that impact future population growth rates, age distribution, household size, permanent non- agricultural employment by industry, tourism, lodging demand and others. comparative strengths, weaknesses, opportunities and threats in the context of the Greater Coachella Valley. This is a critical component of the market study since it will inform City staff and council how La Quinta is defined on local and regional levels. Plus, it will highlight the positive attributes of the community and the niches that are missing for residents and visitors alike. Several aspects of this section will be completed on the ground in the La Quinta area. 1-3 (a). Tabulate resident and visitor amenities in La Quinta and the Greater Coachella Valley. Categories will include housing, visitor services, lodging and accommodations, dining, religion, culture and recreation, professional and medical services, retail and commerce. 1-3 (b). Summarize real estate asset inventories for residential, retail, hotel/lodging and commercial/industrial uses in La Quinta and the Greater Coachella Valley. 1-3 (c). Compile list of characteristics of successful desert, golf resort communities. 1-3 (d). Compare La Quinta's inventory to those of neighboring communities to identify overlaps and potential product and service gaps that La Quinta may be able to fill. 1-3 (e). Interview key stakeholders to understand how both insiders and outsiders perceive La Quinta. Design Workshop's list of key stakeholders extends o lr beyond local officials and members of the real estate community to include select members of the City's Boards, Commissions and Committees, prominent members of the business community, and travel planners. 1-3 (f). Hold two public workshops in one evening in City facilities to solicit broader community input on the City's opportunities and desired identity. Participants in the final design of the workshops would be determined by Design Workshop and the City. 1-3 (g). Summarize La Quinta's strengths, weaknesses, opportunities and threats in the context of the Greater Coachella Valley. Task 1-4. Mid -Project Review Before proceeding to Phase II, Becky Zimmermann and Brian Corbett will meet with City staff during a half -day workshop to report on and discuss the findings from Phase I, since they largely will drive the analysis and results in Phase II. The Mid -Project Review will take place at a location of the client's choice in La Quinta and will be scheduled on the day following the public workshop. Phase II -Define La Quinta's Possible Futures Task 2-1. Real Estate Demand Forecast Design Workshop will project market demand in the Greater Coachella Valley and predict La Quinta's potential share of this demand for the following seven real estate uses: a. Regional servicing retail; b. Community retail; c. Neighborhood retail; d. Live/Work housing (and other residential if deemed necessary); e. Lodging/Hotel; f. Office; and g. Light industrial. To complete the Real Estate Demand Forecast, Design Workshop will ask questions of key stakeholders, study comparable markets, incorporate findings from the Demographic Forecast and draw upon our extensive knowledge of real estate uses and markets. The general process will involve evaluating existing capacity for each use, projects proposed or in the planning/construction stages, and market potential. Amenities and other ancillary land uses that are required to make the real estate development successful will also be included. 2-1 (a). Create real estate inventories for each of the seven uses in La Quinta and the Greater Coachella Valley. 2-1 (b ). Compile lists of projects under construction, recently approved or in planning stages in the Greater Coachella Valley. 2-1 ( c ). Estimate how many people will visit or move to La Quinta and the Coachella Valley in the next five to ten years and their socioeconomic characteristics. 2-1 (d). Predict what types of real estate uses and services residents, visitors and businesses will require in the next five years to determine potential demand by drawing upon project experience, knowledge of consumer behavior and real estate markets, and primary and secondary data sources. 2-1 (e). Summarize findings from the Demographic Forecast, Opportunities Analysis and predictions about general market conditions and changes to create a profile of different types of real estate and real estate consumers in La Quinta. 2-1 (f). Incorporate knowledge of site selection criteria used by local and national retailers and understand how the profile of La Quinta compares. 2-1 (g). Interview city planners, members of chamber of commerce and select regional employers to determine which companies have expansion, contraction or relocation plans in the next five years and which may impact real estate markets in La Quinta. 2-1 (h). Study communities comparable to La Quinta to identify trends in real estate demand for all seven uses. - s s . 2-1 (i). Determine share of future real estate growth that La Quinta likely will capture. Task 2-2. Land Area Requirements The land area requirement analysis will be completed in conjunction with the Real Estate Demand Forecast. As part of the assessment of Land Area Requirements, Design Workshop will: 2-2 (a). Research standard, historic and comparable land area ratios and ranges for each land use in the Coachella Valley and communities that are similar to La Quinta. 2-2 (b ). Apply standard, historic and comparable land area requirement ratios and ranges to forecasted demand for each land use. 2-2 (c). Determine, based on findings of the Demographic Forecast, Opportunities Analysis and our knowledge of site selection criteria, probable site characteristics for each land use. 2-2 (d). Determine major shortfalls in zoned capacity that may exist in La Quinta. Task 2-3. Absorption Forecast Absorption is impacted by a combination of market potential and demand. Design Workshop will combine forecasted data from previous analysis for the market study, a thorough understanding of the past and present absorption rates and a layer of subjectivity in order to project a timetable for the absorption of the seven identified uses. 2-3 (a). Calculate, for each use, historic absorption rates. 2-3 (b ). Tabulate absorption rates at communities comparable to La Quinta. 2-3 (c). Determine market factors in La Quinta and the Coachella Valley that will either accelerate or inhibit absorption. 2- 3 (d ). Apply absorption rates to results of Land Area Requirements analysis to estimate the square footage of new real estate that will be required in La Quinta each year until 2007 using Excel spreadsheets. Task 2-4. Project Wrap-up Shortly after completing research and analysis, we will compile the data we have collected and analyzed, write narrative analysis and summarize the market conclusions for five copies of a screen check market study that will be presented to City staff for review. After the staff has reviewed the screen check market study, we will meet in La Quinta to discuss the findings and potential changes or additions before producing the final deliverables. During the final trip to La Quinta, Brian also will educate City staff on how to utilize the tools that are presented as part of the package of deliverables, so that the city can easily keep data current should they choose to do so. Final Deliverables 1. Ten bound originals of the final market study, including all text, tables and charts in easy to understand and use formats. 2. A digital version of the final market study on CD. 3. Photo -ready, one -page facts sheets for retail, tourism/hospitality, and commercial uses in La Quinta. 4. Electronic copies of all Excel spreadsheets used to forecast data and publish results and brief explanations of procedures to update as necessary. 017 EXHIBIT B SCHEDULE OF COMPENSATION Fee Summary Phase 1 Task 1.1 Project Kick-off $ 2,060 Task 1.2 Demographic Forecast 4,125 Task 1.3 Opportunities Analysis 10,770 Task 1.4 Mid -Project Review 2,740 Phase 2 Task 2.1 Real Estate Demand Forecast 11,150 Task 2.2 Land Area Requirements 3,550 Task 2.3 Absorption Forecast 3,590 Task 2.4 Project Wrap-up 13,705 Total Fees $51,690 Expenses Includes travel, cost of census data, telephone, copies, printing, etc. Total Expenses $ 6,850 Total Contract Sum $58,540 n18 T4ty,l 4 w'*P Q" AGENDA CATEGORY: BUSINESS SESSION: COUNCIL/RDA MEETING DATE: November 5, 2002 CONSENT CALENDAR: ITEM TITLE: STUDY SESSION: Approval of an Award of Contract to GMA International for The Ranch Land Use Planning PUBLIC HEARING: Services RECOMMENDATION: Approve authorization for the Executive Director to execute a contract with GMA International (GMA) as modified and subject to review of Agency Counsel in an amount not to exceed $234,650 for Land Use Planning Services on The Ranch. FISCAL IMPLICATIONS: The proposed contract is for an amount not to exceed $234,650. The FY 2002-03 Capital Improvement Program includes a project entitled Municipal Golf Course - Phase I, with a budgeted amount of $2.5 million for contractual services related to administration and engineering. CHARTER CITY IMPLICATIONS: None. BACKGROUND AND OVERVIEW: The La Quinta Redevelopment Agency acquired 525 acres of property referred to as "The Ranch" in June of 2002. The property was acquired to generate economic development opportunities and assist in realizing goals of the City's Economic Development Plan, including: • Enhancing General Fund Revenue by attracting retail/hospitality uses; • Increasing recreation opportunities; and • Preserving natural resources that make La Quinta a unique place. The Agency authorized a Request for Proposals in August 2002. In October, the Agency interviewed three responding planning firms and authorized staff to negotiate a contract for planning services with GMA International. To that end, staff negotiated a contract generally consistent with GMA's submitted proposal. Minor changes to the work program have been included within the contract to include: • Enhancement of Project Image Development Theme (i.e., Preliminary development of a "story line" and thematic direction for the project); • Field review of comparative projects; • Enhanced traffic/parking analysis of resort concepts; and • Review of golf routing concepts by a specified golf architect (i.e., Palmer Design). In addition, GMA has refined the Community Participation Program (i.e. "Phase Five") and plans to initiate the planning process with a Study Session discussion with the Agency Board on December 3, 2002. Minor changes to the Contract Services Agreement (Attachment 1) as submitted by GMA are recommended as follows: Section 2.1 Clarify that the contract sum is for an amount not to exceed $234,650. Section 3.4 The term of the agreement shall be for a period of one year (i.e., not five). Section 7.7 Correct the reference to "the following Section 7.8" (i.e., not 7.9). FINDINGS AND ALTERNATIVES: The alternatives available to the Agency Board include: 1. Approve authorization for the Executive Director to execute a contract with GMA as modified and subject to review by Agency Counsel in an amount not to exceed $234,650 for Land Use Planning Services on The Ranch; or 2. Do not approve authorization for the Executive Director to execute a contract with GMA; or 3. Provide staff with alternative direction. Respectfully submitted, Mark Weiss Assistant Executive Director Approved for submission by: Thomas P. Genovese Executive Director Attachment: 1 . Contract Services Agreement 003 Ce4;4 Planning * Landscape Architecture ATTACHMENT 1 Entitlement Environmental Specializinq in Golf and Resort Communities October 28, 2002 Mr. Mark Weiss Assistant Executive Director :2 La Quinta Redevelopment Agency 78-495 Calle Tampico :2 La Quinta, CA 92253 :2 Re: Resort and Public Golf Course Proposal for "The Ranch" is Dear Mr. Weiss: M GMA is honored and excited to have been selected to master plan such a prestigious project as "The Ranch" property. As we indicated to you earlier in the selection process, our team is ready and able to commit our professional and personal resources to the City so as to accomplish your Z goal to prepare a world -class desert resort master land -use plan. Based on the City's Contract Services Agreement, our recent meeting and subsequent conversations, we have prepared our Contract Services Agreement. 2 Our Contract Services Agreement is organized into five sections as follows: Exhibit A Scope of Services Exhibit B Schedule of Compensation Exhibit C Team Members Exhibit D Insurance Information 2 Exhibit E Scheduling Information Once we have the formal contract executed, we are prepared to conduct a kick-off meeting. If you should have any questions or comments regarding the attached information, please do not hesitate to contact us. Sincerely, GMA International Gil Martinez President 2 Enclosures M GM Jc 2700 Newport Blvd_ Ste 190 • Newport Beach, CA 92663 0 0 5 Phone: (949) 675-9559 fax: (949) 675-9552 V e-mail: gmaaGMAintl.net • website: www.GMAintl.net CONTRACT SERVICES AGREEMENT This AGREEMENT FOR CONTRACT SERVICES (the "Agreement"), is made and entered into by and among the CITY OF LA QUINTA (the "Municipality"), a California municipal corporation, the La Quinta Redevelopment Agency (the "Agency"), a California public corporation, and GMA International (The "Contractor"). The parties hereto agree as follows: i ` 1. SERVICES OF CONTRACTOR 1.1 Scope of Services. In compliance with all terms and conditions of the Agreement, the Contractor shall provide those services related to "The Ranch" asspecified in the "Scope of Services" attached hereto as Exhibit "A" and incorporated herein by this reference } (the "services" or "work"). Contractor warrants that all services will be performed in a competent, professional and satisfactory manner in accordance with the standards prevalent in the industry for such services. Services will be provided to the Municipality and to the Agency. For convenience, i the Agency and the Municipality are referred to herein as the "City". 1.2 Contractor's Proposal. The Scope of Services shall include the Contractor's proposal or bid, if any, which shall be incorporated herein by this reference as though fully set forth herein. In the event of any inconsistency between the terms of such proposal and this Agreement, the terms of this Agreement shall govern. 11 1.3 Compliance with Law. All services rendered hereunder shall be provided in accordance with all ordinances, resolutions, statutes, rules, regulations and laws of the 2 ' Municipality, the Agency, and any and all Federal, State or local governmental agency of competent jurisdiction. 1.4 Licenses, Permits, Fees, and Assessments. Contractor shall obtain at its sole cost and expense such licenses, permits and approvals as may be required by law for the performance of the services required by this Agreement. Contractor shall have the sole obligation to pay for any fees, assessments and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the performance of the services required by this Agreement. i 1.5 Familiarity with Work. By executing this Agreement, Contractor i' warrants that (a) it has thoroughly investigated and considered the work to be performed, (b) it has investigated the site of the work and fully acquainted itself with the conditions there existing, (c) it 31 has carefully considered how the work should be performed, and (d) it fully understands the facilities, difficulties and restrictions attending performance of the work under this Agreement. Should the Contractor discover any latent or unknown conditions materially differing from those inherent in the work or as re b resented �i P y the City, it shall immediately inform City of such fact and shall not proceed except at Contractor's risk until written instructions are received from the Contract Officer (as defined in Section 4.2 hereof). �f 1.6 Care of Work. The Contractor shall adopt reasonable methods during the life of the Agreement to furnish continuous protection to the work, and the equipment, materials, 1I 0136 i papers and other components thereof to prevent losses or damages, and shall be responsible for all such damages, to person, or property, until acceptance of the work by City, except such losses or damages as may be caused by City's own negligence. The performance of services by Contractor shall not relieve Contractor from any obligation to correct any incomplete, inaccurate or defective work at no further cost to the City, when such inaccuracies are due to the negligence of Contractor. 1.7 Additional Services. In accordance with the terms and conditions of this Agreement, the Contractor shall perform services in addition to those specified in the Scope of Services, (Exhibit "A" when directed in writing to do sob the Contract Officer, � ) g y ,provided that I Contractor shall not be required to perform any additional services without compensation. 2.0 COMPENSATION 2.1 Contract Sum. For the services rendered pursuant to the Agreement, the t Contractor shall be compensated in accordance with the "Schedule of Compensation" attached hereto as Exhibit "B" and incorporated herein by this reference. The method of compensation set forth in the Schedule of Compensation will include payment for time and materials based upon the Contractor's rates as specified in Exhibit `B", or such other methods as may be specified in the Schedule of Compensation (Exhibit "B"). Compensation may include reimbursement for actual and necessary expenditures for reproduction costs, transportation expenses, telephone expense, premiums for bonds and insurance, and similar costs and expenses when and if specified in the Schedule of i Compensation (Exhibit "B"). 2.2 Method of Payment. Any month in which Contractor wishes to receive payment, Contractor shall submit to the City no later than the tenth (10`h) working day of such month, in the form approved by the Contract Officer, an invoice for services rendered prior to the date of the invoice. Such invoice shall (1) describe in detail the services provided, including time and materials, (2) specify each staff member who has provided services and the number of hours assigned to each such staff member, and (3) indicate the total expenditures to date. Such invoice shall contain a certification by a principal member of Contractor specifying that the payment requested is for work performed in accordance with the terms of this Agreement. The Municipality or the Agency, whichever is appropriate based upon the election of the Agency and the Municipality, :1 1 will pay Contractor for all expenses stated thereon which are approved by the Municipality or the Agency pursuant to this Agreement no later that the last working day of the month. 3.0 PERFORMANCE SCHEDULE �j 3.1 Time of Essence. Time is of the essence in the performance of this 31 Agreement. i 3.2 Schedule of Performance. All services rendered pursuant to this Agreement i shall be performed diligently and within the performance of this Agreement. ■ 007 M i 3.3. Force Majeure. All time periods specified for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of.the Contractor, including, but not restricted to, acts of God or of the public enemy, fires, earthquakes, floods, : epidemic, quarantine restrictions, riots, strikes, freight embargos, acts of any governmental agency other than City, and unusually severe weather, if the Contractor shall within ten (10) days of the commencement of such delay notify the Contracting Officer in writing of the causes of the delay. ' The Contracting Officer shall ascertain the facts and the extent of delay and extend the time for performing their services for the period of the forced delay when and if in his judgment such delay is justified, and the Contracting Officer's determination shall be final and conclusive upon the parties to this Agreement. 3.4 Term. Unless earlier terminated in accordance with Section 7.8 of this Agreement, this Agreement shall continue in full force and effect for five (5) years, from the date of the execution of this Agreement. 4.0 COORDINATION OF WORK 4.1 Representative of Contractor. The following principals of Contractor are hereby designated as being the principals and representatives of Contractor authorized to act in its -r behalf with respect to the work specified herein and make all decisions in connection therewith: 1• Gil Martinez 2. Kevin Varner It is expressly understood that the experience, knowledge, capability and reputation of the foregoing principals were a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principals shall be responsible during the term of the Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the services hereunder. The foregoing principals may not be changed by Contractor and no other personnel may be assigned to perform the service required hereunder without the express written approval of City. 4.2 Contract Officer. The Contract Officer shall be the Assistant City Manager or such other person as may be designated by the City Manager of the Municipality. The Contract 1 Officer has been authorized to act on behalf of the Agency and the Municipality for the purposes of this Agreement. It shall be the Contractor's responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Contractor shall refer any :' decisions which must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. 4.3 Prohibition Against Subcontracting or Assignment. The experience, knowledge, capability and reputation of Contractor, its principals and employees were a substantial Z j inducement for the City to enter into this Agreement. Therefore, Contractor shall not contract with any other entity to perform in whole or in part the services required hereunder without the express written approval of the City. In addition, neither this Agreement nor any interest herein may be :NJ 008 V 2 2 9 2 assigned or transferred, voluntarily or by operation of law, without the prior written appproval of City. All team members are listed and identified in Exhibit "C' attached. 4.4 Independent Contractor. Neither the City nor any of its employees shall have any control over the manner, mode or means by which Contractor, its agents or employees, perform the services required herein, except as otherwise set forth. Contractor shall perform all services required herein as an independent contractor with only such obligations as are consistent with that role. Contractor shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. 4.5 City Cooperation. The City shall provide Contractor with any plans, publications, reports, statistics, records or other data or information pertinent to services to be performed hereunder which are reasonably available to the City. 5.0 INSURANCE INDEMNIFICATION AND BONDS. - EXHIBIT "D" 5.1 Insurance. The Contractor shall procure and maintain, at its cost, and submit concurrently with its execution of the Agreement, public liability and property damage insurance against all claims for injuries against persons or damages to property resulting from Contractor's acts or omissions rising out of or related to Contractor's performance under this Agreement. The insurance policy shall contain a severability of interest clause providing that the coverage shall be primary for losses arising out of Contractor's performance hereunder and neither the City nor its insurers shall be required to contribute to any such loss. A certificate evidencing the foregoing and naming the City and its officers and employees as additional insured shall be delivered to and approved by the City prior to commencement of the services hereunder. The amount of insurance required hereunder shall be determined by the Contract Sum in accordance with the following table: Contract Sum Coverage (personal injury/property damage) Less than $50,000 $100,000 per individual; $300,000 per occurrence $50,0004300,000 $250,000 per individual; $500,000 per occurrence Over $300,000 $500,000 per individual; $1,000,000 per occurrence The Contractor shall also carry automobile liability insurance of $1,000,000 per accident against all claims for injuries against persons or damages to property arising out of the use of any automobile by the Contractor, its officers, any directly or indirectly employed by the Contractor, any subcontractor, and agents or anyone for whose acts any of them may be liable, arising directly or indirectly out of or related to Contractor's performance under this Agreement. The term "automobile" includes, but is not limited to, a land motor vehicle, trailer or semi -trailer designed for travel on public roads. The automobile insurance policy shall contain a severability of interest clause providing that coverage shall be primary for losses arising out of Contractor's performance hereunder and neither the City nor its insurers shall be required to contribute to such loss. A certificate evidencing the foregoing and naming the City and its officers and employees as additional 009 insured shall be delivered to and approved by the City prior to commencement of the services hereunder. Contractor shall also carry Workers' Compensation Insurance in accordance with State Workers' Compensation laws. The Contractor shall procure professional errors and omissions liability insurance in the amount acceptable to the City. All insurance required by the Section shall be kept in effect during the term of this ` Agreement and shall not be cancelable without thirty (30) days written notice of proposed cancellation to City. The procuring of such insurance or the delivery of policies or certificates 1 evidencing the same shall not be construed as a limitation of Contractor's obligation to indemnify the City, its officers, employees, contractors, subcontractors or agents. 5.2 Indemnification. The Contractor shall defend, indemnify and hold harmless the City, its officers, officials, employees, representatives and agents, from and against any and all actions, suits, proceedings, claims, demands, losses, costs, and expenses, including legal costs and attorneys' fees for in to or death of erson s for damage to roe (including property owned Y Jam' P (), g property rtY (� g P P Y by the City) and for errors and omissions committed by Contractor, its officers, anyone directly or indirectly employed by Contractor, any subcontractor, and agents or anyone for whose acts any of them may be liable, arising directly or indirectly out of or related to Contractor's performance under this Agreement, except to the extent of such loss as may be caused by City's own active negligence, sole negligence or willful misconduct, or that of its officers or employees. 5.3 Remedies. In addition to any other remedies the City may have if Contractor fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, the City, at its sole option: 1. Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under this i + Agreement. 2. Order the Contractor to stop work under this Agreement and/or i withhold any payments(s) which become due to Contractor hereunder i' until Contractor demonstrates compliance with the requirements hereof. 3. Terminate the Agreement. 11. Exercise of any of the above remedies, however, is an alternative to any other remedies the City may have and are not the exclusive remedies for Contractor's failure to maintain or secure appropriate policies or endorsements. Nothing herein contained shall be construed as limiting in any way the ( extent to which Contractor may be held responsible for payments of damages to person or property ; f resulting from Contractor's or its subcontractors' performance of work under this Agreement. 010 All { 9 6.0 RECORDS AND REPORTS E 6.1 Reports. Contractor shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. 6.2 Records. Contractor shall keep such books and records as shall be necessary to perform the services required by this Agreement and enable the Contract Officer to evaluate the cost and the performance of such services. Books and records pertaining to costs shall be kept and prepared in accordance with generally accepted accounting principles. The Contract Officer shall have full and free access to such books and records at all reasonable times, including the right to inspect, copy, audit and make records and transcripts from such records. 6.3 Ownership of Documents. Originals of all drawings, specifications, reports, 1 records, documents, and other materials, whether in hard copy or electronic form, which are prepared by Contractor, its employees, subcontractors and agents in the performance of this Agreement, shall be the property of City and shall be delivered to City upon the termination of this Agreement or upon the earlier request of the Contract Officer, and Contractor shall have not claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership of the documents and materials hereunder. Contractor may retain copies of such documents for its own use. Contractor shall ensure all subcontractors to assign City any documents or materials prepared by them, and in the event Contractor fails to secure such assignment, Contractor shall indemnify City for all damages suffered thereby. 6.4 Release of Documents. The drawings, specifications, reports, records, documents and other materials prepared by Contractor in the performance of services under this Agreement shall not be released publicly without the prior written approval of the Contract Officer or as required by law. Contractor shall not disclose to any other private entity or person any information regarding the activities of the City, except as required by law or as authorized by the City. 7.0 ENFORCEMENT OF AGREEMENT 7.1 California Law. This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California. t Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such county, and Contractor covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. 7.2 Disputes. In the event of any dispute arising under this Agreement, the injured party shall notify the injuring party in writing of its contentions by submitting a claim i { therefor. The injured party shall continue performing its obligation hereunder so long as the injuring i E party commences to cure such default within ten (10) days of service of such notice and completes the cure of such default within forty-five (45) days after service of the notice, or such longer period 'i oil 2 91 as may be permitted by the Contract Officer; provided that if the default is an immediate danger to ( the health, safety and general welfare, the City may take such immediate action as the City deems t warranted. Compliance with the provisions of this Section shall be a condition precedent to termination of the Agreement for cause and to any legal action, and such compliance shall not be a waiver of any parry's right to take legal action in the event that the dispute is not cured, provided that nothing herein shall limit City's right to terminate this Agreement without cause pursuant to Section 7.8. 7.3 Retention of Funds. City may withhold from any monies payable to Contractor sufficient funds to compensate City for any losses, costs, liabilities or damages it reasonably believes were suffered by City due to the default of Contractor in the performance of the services required by the Agreement. 7.4 Waiver. No delay or omission in the exercise of any right or remedy of a nondefaulting party on any default shall impair such right or remedy or be construed as a waiver. City's consent or approval of any act by Contractor requiring City's consent or approval shall not be deemed to waive or render unnecessary City's consent to or approval of any subsequent act of Contractor. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 7.5 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. 7.6 Legal Action. In addition to any other rights or remedies, either party may take legal action, at law or at equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. 7.7 Termination Prior to Expiration of Term. This Section shall govern any termination of this Agreement, except as specifically provided in the following Section 7.9 for termination for cause. The City reserves the right to terminate this Agreement at any time, with or ` without cause, upon thirty (30) days written notice to Contractor. Upon receipt of any notice of termination, Contractor shall immediately cease all services hereunder except such as may be specifically approved by the Contract Officer. Contractor shall be entitled to compensation for all i services rendered prior to receipt of the notice of termination and for any services authorized by the Contract Officer thereafter in accordance with the Schedule of Compensation (Exhibit "B") or such i as may be approved by the Contract Officer, except as provided in Section 7.3. 7.8 Termination for Default of Contractor. If termination is due to the failure of the Contractor to fulfill its obligation under this Agreement, City may, after compliance with the provision of Section 7.2, take over the work and prosecute the same to completion by contract or otherwise, and the Contractor shall be liable to the extent that the total cost for completion of the (112 �i services required hereunder exceeds the compensation herein stipulated (provided that the City shall W j use reasonable efforts to mitigate such damages), and City may withhold any payments to the Contractor for the purpose of setoff or partial payment of the amounts owned the City as previously ! stated in Section 7.3. 7.9 Attorneys' Fees. If either party commences an action against the other party i arising out of or in connections with this Agreement, the prevailing parry shall be entitled to recover reasonable attorneys' fees and costs of suit from the losing party. i 8.0 CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 8.1 Non -liability of City Officers and Employees. No officer or employee of the City shall be personally liable to the Contractor, or any successor in interest, in the event of any default or breach by the City of for any amount which may become due to the Contractor or to its successor, or for breach of any obligation of the terms of the Agreement. 8.2 Conflict of Interest. No officer or employee of the City shallhave any personal interest, direct or indirect, in this Agreement nor shall any such officer or employee `. participate in any decision relating to the Agreement which effects his personal interest or the interest of any corporation, partnership or association in which he is, directly or indirectly, interested, in violation of any State statute or regulation. The Contractor warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement. 8.3 Covenant Against Discrimination. Contractor covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin, disability or ancestry in the performance of the Agreement. Contractor shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, marital status, national origin, physical disability, mental disability, medical condition, age or ancestry. 9.0 MISCELLANEOUS PROVISIONS 9.1 Notice. Any notice, demand, request, consent, approval, communication either party desires or is required to give to the other parties or any other person shall be in writing and either served personally or sent by prepaid, first-class mail to the address set forth below. Either ` party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated forty-eight (48) hours from the time of mailing if mailed as provided in this Section 9.1. To Municipality: To Agency: ! CITY OF LA QUINTA La Quinta Redevelopment Agency 78-495 Calle Tampico 78-495 Calle Tampico =0; 013 Zo -H La Quinta, California 92253 La Quinta, California 92253 Attention: Mark Weiss Attention: Mark Weiss Assistant City Manager Assistant Executive Director ETo Contractor: GMA International j 2700 Newport Blvd., Ste 190 Z! Newport Beach, CA 92663 9.2 Integrated Agreement. This Agreement contains all of the agreements of 4 the parties and all previous understandings, negotiations and agreements are integrated into and superseded by this Agreement. 9.3 Amendment. This Agreement may be amended at any time by the mutual a i consent of the parties by an instrument in writing signed by all parties. 9.4 Severability. In the event that any or more of the phrases, sentences, clauses, paragraphs, or sections contained in the Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceable shall not effect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder. 9.5 Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by so executing this Agreement the parties hereto are formally bound to the provisions of this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement as of the dates stated below. CITY OF LA QUINTA, a California municipal corporation Dated: By: ! CITY MANAGER "MUNICIPALITY ATTEST: J City Clerk 014 a 31 M i M' M. I M� F { M: �7 i M M i 3 APPROVED AS TO FORM: City Attorney Dated: ATTEST: Secretary APPROVED AS TO FORM: Agency Counsel Dated: LA QUINTA REDEVELOPMENT AGENCY EXECUTIVE DIRECTOR "Agency". GMA INT RNATIONAL By: 070 Name: #t—A1"%/%iZ— Title: PRESIDENT "CONTRACTOR' Exhibit "A" Scope of Services 016 Exhibit "A" :2 Scope of Services Z Phase One RECONFIRM CITY OF LA QUINTA'S MASTER PLANNING & DEVELOPMENT OBJECTIVES Task QD_c: Reconfirm project expectations and a timetable for the efforts necessary to complete the Master M Plan. Seek to determine the City's `risk and reward' development scenario to more clearly define political and financial models for project success. Identify preferred or familiar resort destination projects for preliminary comparison and research. Task w : Establish a basis for regular and thorough communication methods with City and development team, including the sharing of contact information and meeting calendar(s), comparison of software and systems and methods of delivery for plan review and informational exchange. Identify key team members along with roles and responsibilities. Phase Two REVIEW EXISTING PRELIMINARY PLANS AND ESTABLISH A PROGRAM FOR THE PROPERTY M Task One: Meet with City Staff to inventory existing information relative to the conceptual master planning and design efforts. Upon receipt and review of the available information, and during our initial reconnaissance, we will provide assistance in defining a preliminary development program and strategy with the City, as well as assemble the necessary topographic, geo-technical and survey data, such as may be currently available or requested. M Task Two: Based on the statement of objectives concluded in Phase One above. GMA will conduct on -going research to assist the City in analyzing each of the resort uses, the golf course component as well as village commercial uses contemplated which may effect plans and program currently envisioned for "The Ranch" property. Task Three: Prepare a draft preliminary summary of a program and strategy for the property. This task will be coordinated with the City. Task Four: Based on the City's review and comment of our draft preliminary program and strategy summary, refine and finalize the summary suitable for in-house project management purposes. Task Five: Project Image Development - Begin preliminary development project "Story Line" and Thematic direction for the project. This task will depict the representative character and environment envisioned. This will include the design of a project logo, project name and by-line, as well as market application of theme as the project is being designed and developed. Phase Three CONDUCT A COMPARATIVE/COMPETITIVE RESORT PROPERTIES REVIEW AND ANALYSIS Task One: Based on the information gathered in Phase One, Task One, GMA will conduct a thorough and independent review of the appropriate comparative projects. We will use our existing archives as well as research various resort and travel sources to build a comprehensive design and programming 017 database. A matrix of uses, amenities, size of acreages and corresponding values will be included, where available. We have allocated two days of field review in the Cochella Valley as well as an additional two days to review comparative projects in other locations such as Scottsdale or Tucson, Arizona. Task Two: An executive summary of the preliminary research will be composed as well as a database created from the research efforts, including locations of study projects, phone numbers, names of managers, etc., and will be saved to CD ROM for client usage. Task Three: A Project Image Library will be established with divisions for proposed land uses, programming efforts as well as conceptual architectural, landscape architectural, unique features and operational design purposes. Phase Four DETERMINE PRELIMINARY DEVELOPMENT OPPORTUNITIES AND CONSTRAINTS Task One: Based on data collected in Phase Two, GMA along with our project engineer team member will establish an accurate base map, complete with boundaries and legal identification; we will review and analyze site characteristics Assess ingress and egress restrictions Existing property improvements, buildings, roads, etc. • Existing historical components (existing "Ranch" structures, etc.) Topography • Trees and vegetation; conduct a plant inventory (optional) Inward and outward view orientation opportunities • Sun orientation, sunset view(s), shade and shadow analysis • Prevailing wind patterns • Climate conditions • All American Canal — impacts and consideration • Perimeter street parkway scenic considerations • Santa Rosa Mountain considerations • Review existing available traffic capacities and assess demands based on variety of land uses contemplated. Task Two: Prepare a summary of our analysis in both a graphic and narrative format. Task Three: Meet with council for information review of status of project and establish a preliminary direction for alternatives as well as citizen input process. Phase Five COMMUNITY PARTICIPATION PROGRAM Task One: Research and identify issues of public interest that would effect the scope and pace of development; these issues may include land uses, access and circulation, parking and traffic considerations, issues that unite/divide the community; identify the perception of the value and benefit of the project to the community. Identify existing funding mechanisms considered by the city, review current information being communicated by the city regarding revenue generating potential. 018 Task Two: Identify key stakeholders, relationship linkages and including individuals, agencies and organizations (public and private) and contributing consultancies to the process. Determine history of community involvement in La Quinta and the strengths and weaknesses of existing. interested groups. Establish a Project database for use in communicating vital updates and issues with stakeholders. Task ret: Prepare, strategize and design a public review process tailored to the City of La Quinta's circumstances and needs that will create meaningful input on the development program. With an understanding of the resources of the City of La Quinta and a proposed pre -development timetable, propose a public input calendar. M Task Four: Facilitate the public review process and coordinate the public input calendar with the conceptual planning and design efforts. Task Fiv : GMA will conduct up to eight (8) public consensus building, information sharing and comment - gathering meetings at designated venues, throughout the process. Task Six: Consolidate input from the community, city staff and public leaders for incorporation into the design and program efforts to create a Master Plan that gives the community of La Quinta the sense of ownership. Phase Six PREPARE THREE ALTERNATIVE RESORT AND GOLF COURSE ROUTING SKETCH MASTER PLANS Task One: Prepare a resort distribution plan. This task will involve identifying the possible locations, configurations and densities of the various resort uses, such as: Championship Golf Courses • Fractional • Timeshare • Resort Hotel (rooms and Suites) • Destination Retail Entertainment Village • Executive conference center facility • Spa facility • Hiking, bicycling and equestrian facilities/trails • If appropriate, water sports/recreational • Linkages to existing trails, pathways, etc. • Additional amenity considerations, as warranted or desired This task will also involve preliminary research of possible prototype floor plans, architectural character and relationship to the competitive market as well as the development of a project image and character. Task Two: GMA will prepare three alternative golf course routing plans for two championship 18-hole golf courses and one 9-hole executive golf course in coordination with our sub consultant Palmer :X Design. If necessary, Palmer Design will assist GMA in verifying and reconfirming the golf routing for the resort golf courses, as well as identify Clubhouse location options 019 a Ta 1. Three: Explore interrelationship and possible connectivity of other City of La Quinta landmarks, venues, key commercial areas (restaurants, retail, etc.), hotels, etc. connectivity may be linked through trails, roads, signage, trolley systems, etc. Talk Four: Prepare a unique resort circulation system and explore traffic and parking implications based on the three alternative master plans. Task Fv : Coordinate with the City to refine "The Ranch" resort program goals and objectives. Task Si : Prepare three alternative sketch plans and accompanying statistical summaries. The plans and statistical summaries will be prepared suitable for inhouse review and evaluation. Task Seven:Prepare alternative Project Image packages based on the three alternative Master plans. This will include story line development including how this area has evolved and developed over time along with the character and environment envisioned for the property. Logo design, project theme, characterization for marketing purposes and the project name may also be addressed. Task Eight: Prepare preliminary enlargement sketch site plan vignettes of the hotel area, golf clubhouse area, and entertainment village. Task Nine: Based on City/Design Team input, prepare a draft image booklet of the resort uses and environment envisioned. For internal review purposes only. Task Ten: Based on City/Design Team input, prepare a preliminary sketch plan graphics package and statistical information suitable for in-house review and comment. Task Eleven:Attend and conduct a coordination / study session to solicit comments from the City's "The Ranch" Master Planning management team to select the preferred alternative. Task Twelve:Attend and conduct two coordination / study sessions with city decision makers to solicit comments and selection of the preferred alternative plan. Phase Seven REFINE AND FINALIZE CONCEPTUAL RESORT MASTER PLAN Based on comments received from the city staff, redevelopment agency, if appropriate city council members and Master Planning team members, prepare refinements and finalize the preferred conceptual resort sketch plan to a final conceptual World Class destination resort master plan. Task One: Refine and finalize the preferred alternative plan and land use components, such as golf course routing and golf course clubhouse location and practice area alternative plans, as well as the i immediate surrounding area. 11 Task Two: Refine anua d finalize the conceptl design for the Resort Hotel facility, destination entertainment village and the executive conference facility area. Task Three: Refine and finalize overall unique resort uses and circulation system. This task will also include the preparation of a Master Plan statistical summary. i Task Four: Refine and finalize the preferred resort sketch plan into an international world class destination resort master plan. This task will involve the integration of the various resort uses such as the hotel,. - two exclusive golf courses, a 9-hole executive golf course, a village or town center that facilitates 020 2 the interface of the resort community with the resort uses. Additional uses and/or features will include a world -class spa, a fitness center, executive conference facility, a unique circulation system, parking, passive recreational uses and a full range of food and beverage opportunities for the hotel, golf courses and responsiveness to both the hotel guest as well as the local community. In addition, GMA will explore the potential of connections (via trolley, pedestrian, signage, etc.) and interrelation of "The Ranch" to other key areas of the City of La Quinta (venues, commercial centers, restaurants, hotels, etc.) to help establish the City as a destination with added character, ambiance and inter connectivity promoting both the resort and community feel. Task Five: Refine and finalize site plan vignettes of the various special resort component areas. Task ix: Refine and finalize a DRAFT image booklet. This task will also involve refining and finalizing the project story line as well as the project theme and character envisioned. Task Seven:Prepare graphics for City review prior to final coloring and digital scanning for presentation purposes. Task Eight: Based on comments received from the City, prepare labeling and descriptive notes on final graphics. Task Nine: Engage in on -going coordination with the City to solicit final comments prior to preparation of the graphics package. Phase Eight PREPARE AN ILLUSTRATIVE MASTER PLAN PACKAGE Based on comments received, prepare a final illustrative master plan presentation package. Task One: Incorporate final comments and then color exhibits suitable for public presentations and promotional purposes. Exhibit package to include: Vicinity map • Illustrative conceptual site plan. This exhibit will depict the site layout of all the resort uses and incorporate the world -class quality envisioned. The plan will depict trees, buildings, golf courses, hotel, resort units, lakes, streets, parking, amenity detailing, recreational areas, shadows and textures and will be fully illustrated and colored. Three to four vignettes of enlarged areas within the concept plan This task will include digital scanning and electronic manipulation of the graphic exhibits to ensure presentation quality exhibits. Task Two: Prepare preliminary thematic concept ideas for the overall resort. This task will include digital scanning and manipulation of images to present the thematic concept. Task Three: Prepare a final project image booklet. This booklet will depict the exclusive resort environments proposed and envisioned for the project. This task will also include digital scanning and electronic enhancement to produce the final booklet. Task Four: Present the presentation package to The City of La Quinta for review and acceptance. A :3 021 a Phase Nine PREPARE ENVIRONMENTAL INFORMATION FORM Based on the city's representation within the RFP, that if the land uses generally remain the same, the CEQA requirements are already satisfied. However, for the purposes of this assignment, Michael Brandman Associates will review the proposed alterations, the preferred / selected plan as well as be involved in aspects of the refinement and finalization of the master plan Task One: Prepare Environmental Information Form Task Two: Submit the Environmental Information Form to the City for review and comment Should it become necessary to do additional Environmental Assessments and/or studies such as Biological or a 404 Permit Avoidance Plan based on additional environmental input we will expand Michael Brandman Associates involvement to assist in preparation of the appropriate Environmental documents and information to deem the project environmentally acceptable. However for the purposes of this proposal we have assumed that additional environmental research of studies will not be necessary. Phase Ten MEETINGS AND COORDINATION Task One: This task will involve attendance at project coordination meetings, field trips and presentations to interested parties as directed by the City not specified in the Phases and Tasks listed above. Task Two: Coordination with Redevelopment Agency as well as City Departments and outside agencies as required. Task Three: Prepare meeting notes and monthly status reports for in-house Redevelopment Agency project management purposes. 022 Exhibit "B" Schedule of Compensation 023 a 0 0 o 0 o 0 o 0 0 0 0 0 � 0 00 h o oo c 01 a o W) `� M H h H H H N 69 V H M H N H H V H O N H N H M N yq z d o o S o 0 o 0 z C N z" 00 N H N H H H H z CD c o o c o o W o q z c C o N o O c o O W ' O 0.' H H H H H H H O O O O CD O 0. O O000 O O O O O O 000' U a9 H 6s 61s 6Ns WI) a w o o S o 0 0 o 0 0 0 C o o W o zo H M 69 M H M H O 60) q a o 0 0 0 0 0 0 U 000 0 0 C v zN M -- N N .� V9 U H 6s H G5 6s H w o 0 0 0 c N o c 0 M 0 0 C N H H H N H N H N H H o 0 0 0 0 0 0 0 000 0 0 00 00^ CD N CD o o 69 69 69 69 69 69 69 H O O O O O O O O O O O O 0 O O O O O O O O O d G d O o d c o c o o C o0 c o O o 0 C 0 0 oo 0 o O 0 v� Vi N N N N Vi M 69 H 69 69 69 69 69 69 H 69 H °z < W z z >za < OF�z �< Fwyw �� F zdc� U o .� w aWQz ¢� a< WzF wz �� z W O rA 0. w LL.a0 W R�.1�w� n U .F7E=Q Ndj Ems- m U>¢0Faa �4 WFU az a Q� v)Wp <F0 aZ W W °" a x�W vzFW- Q¢ ^ zQ0 z < q q G W °'39F >Gza w<W ¢¢�=� Ua min Z� �� Fx SOH z ¢F QaG < W F d v� C7 m W F 0.1 C) v ;U x w z F �< �-� n C)a 2po w W U C7 a< u- C)O c< z o< p w d d a F Uw�oOc Wu�<a0 oowz wwz O� �O�,c�� w�W a<� WF' W O O 000. a:aR. UUw< L10< Ua aC7FG 1%cti as a. W d c O 3 F y y F- o tj. y ti K in C > o L O4 ti7 N ° z aCi F a a Exhibit "B" Schedule of Compensation REIMBURSABLE EXPENSES For your budgetary purposes, we estimate reimbursable expenses to be approximately $30,000. This should cover blueprinting, digital scanning, cellular phone and communication costs, printing and plotting, Federal Express/Courier services as well as travel related expenses. We recommend that teh client engage the services of a reproduction company for normal reprographic/xeroxing/scanning/plotting needs for this project and to be charged directly to the Client. All other project related expenses will be invoiced with a 10% administration handeling fee. Milage will be billed at thirty-five cents ($.35) per mile. Following is a current schedule of rates charged by GMA for authorized extra work of services contracted on an hourly (time and material) basis effective January 2002. :2 President $200.00/hour Principal (Vice President) $150.00/hour :2 Principal $120.00/hour Senior Planner/Landscape Architect (Sr. Associate) $ 90.00/hour Planner/Landscape Architect (Associate) $ 75.00/hour Project Manager $ 65.00/hour Project Planner/Designer $ 55.00/hour CAD Operator $ 50.00/hour Graphic Designer/Planning Analyst $ 45.00/hour Draftsperson/Professional Staff $ 45.00/hour Administrative Support/Work Processing $ 35.00/hour 025 Exhibit "C" Team Members 026 f Exhibit "C" Team Members The GMA master planning team will consist of GMA International as the Primary Consultant / Team Leader, three Consultant Team Members and four Sub -Consultant / Advisory Team Members on an as -needed basis, as follows: Primary Consultant Team Leader • GMA International • Gil Martinez, President • Steve Garcia, Vice President • Carol Ackerman, Vice President • Kevin Varner, Senior Planner • Kevin Korczyk, Project Manager • Phill Siegler • Tom Pagluiso • Patricia Mickey Consultant Team • MDS Consulting • Stan Morse, Principal • Chris Bergh, Vice President • Lee Quiala, Office Manager • Synthesis Realty • Matthew Shanaberger • Robert Burnett • The Concord Group • John Shumway Sub-Consultants/Advisory Team Members • Palmer Course Design • Arnold Palmer • Ed Seay • Harrison Minchew • Chapman Development Company • David Chapman • Michael Brandman Associates • Michael Brandman • Bill Kunzman • Bill Kunzman • Carl Ballard - Project Management - Resort Master Planners - Landscape Architects and Site Planners - Environmental Analysts - Entitlement Services - Thematic Designers - Architectural Designers - Planners - Engineers - Surveyors Hotel and Conference Facility Market Analysis - Strategic Marketing Analyst Golf analyst, fractional/time share analyst, village concept analyst - Golf Course Routing Design review and analysis and golf operations - Golf Course Resort tournament play, events and promotions - Resolution of practical issues - Golf Course Design Management and Operations - Hospitality analyst - Conference center and retail management / operations related issues - Overall development analyst - Environmental services / natural resources management I - Traffic and Parking Systems Analyst 0 27 Exhibit "D" Insurance Information w3 31 2 CERTIFfC_ ATE?OF INSURANCE. "2 _ lr2oo2 RODUCER Cert# 42952 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND PARENT INSURANCE BROKERS, LLC CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE SHERMAN 4770 CAMPUS DRIVE SUITE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE NEWPORT BEACH, CA 92660 I POLICIES BELOW. (949) 660-3700 FAX (949) 660-3777 COMPANIES AFFORDING COVERAGE INSURED MARTINEZ DESIGN ASSOCIATES DBA: GMA 2700 NEWPORT BLVD #190 NEWPORT BEACH, CA 92663 "APANY A NORTHERN INSURANCE COMPANY OF NEW YORK COMPANY B GREAT AMERICAN ASSURANCE COMPANY C COM D OVERAGES THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE ANY REQUIREMENT, TERM LISTED BELOW HAVE BEEN OR CONDITION OF ANY CONTRACT ISSUED TO THE INSURED OR OTHER DOCUMENT NAMED ABOVE FOR THE WITH RESPECT TO WHICH AND CONDITIONS POLICY PERIOD INDICATED, THIS CERTIFICATE MAY BE ISSUED OR MAY OF SUCH POLICIES. LIMITS SHOWN MAY NOTWITHSTANDING PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS I{e,�'= BEEN REDUCED BY PAID CLAIMS. POLICY EFFECTNE POLICY EXPIRATION LIMITS CO TYPE OF INSURANCE POLICY NUMBER DATE (MM/DD/YY) DATE (MM/DDM') LTR GENERAL AGGREGATE S 2,000,000 'GENERAL LIABILITY PAS35419283 AUG 24 02 AUG 24 03 PRODUCTS-COMP/OP AGG. $ 2,�00,000 x COMMERCIAL GENERAL LIABILITY PERSONAL 8 ADV INJURY $ 1,000,0 00 LAMS MADE OCCUR. EACH OCCURRENCE $ 1,000,000 AffOWNER'S & CONTRACTOR'S PROT. FIRE DAMAGE(Any One Fire) $ 1,00,000 MED. EXPENSE(Any One Person] $ 10,000 ,AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT I $ 1,00,00 PAS35419283 AUG 24 02 AUG 24 03 BODILY Y INJURY ___ ANY Auro i _ ALL OWNED AUTOS (Per Person) , $ r—� SCHEDULED AUTOS i A i HIRED AUTOS BODILY INJURY I $ X NON -OWNED AUTOS (Per Accident) PROPERTY DAMAGE $ � J — — AUTO ONLY - EA ACCIDENT $ ANY AUTO — EACH ACCIDENT $ L—� AGGREGATE $ EXCESS LIABILITY EACH OCCURRENCE $ UMBRELLA FORM AGGREGATE I$ i I OTHER THAN UMBRELIA FORM STATUTORY LIMITS ,WORKER'S COMPENSATION AND i EACH ACCIDENT EMPLOYERS' LIABILITY i DISEASE -POLICY LIMIT $ THE PROPRIETOR/ INCL I DISEASE -EACH EMPLOYEE PARTNERS/EXECUTIVE EXCL $ OFFICERS ARE: _ B OTHER EDN320959702 JUL 5 02 JUL 5 03 $ 00,000 / $1.000,000 I CLAIMS MADE PROFESSIONAL RETRO RETROACTIVE DATE 7 5S2 OOENGINEERS $ DEDUCTIBLE: 5,000 RIPTION OF OPERATIONS/LOCATIONSNEHICLES/SPECIAL ITEMS CITY OF LA QUINTA, AND ITS OFFICERS AND EMPLOYEES ARE NAMED AS ADDITIONAL INSURED AS RESPECTS TO GENERAL LIABILITY. RE: CERTIFICATE HOLDEK CITY OF LA QUINTA 78-495 CALLE TAMPICO LA QUINTA, CA 92253 CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATWRITTENION NOTDATE CE TO THEOF. THE CERTIFICA E'NG HOLDER PANY WLL MAIL NAMED TO THE LEFT.DAYS 10-DAY NpTICE OF CANCELLATION APPLIES FOR NON-PAYMENT OF PREMIUM Exhibit "E" Scheduling Information y 030 Exhibit "E" Schedule Requirements Phase Description Time Required Phase One: Reconfirm City of La Quinta's Design & 2 Weeks, plus Development objectives and conduct a ongoing, as required Project resource inventory Phase Two: Review existing Preliminary Plans and 2 Weeks Establish a Program for the Property Phase Three: Conduct Comparative/Competitive Resort 2 Weeks, plus Properties Review and Analysis ongoing as required Phase Four: Develop Preliminary Development 2-4 Weeks Opportunities and Constraints Phase Five: Community Participation Program* Ongoing as required Phase Six: Prepare Three Alternative Resort and 5 Weeks Golf Course Routing Sketch Master Plans Phase Seven: Refine and Finalize Conceptual Resort Master 4 Weeks Plan Phase Eight: Prepare an Illustrative Master Plan Package 4 Weeks Phase Nine: Prepare Environmental Questionnaire 2 Weeks Phase Ten: Meetings and Coordination Ongoing TOTAL TIME REQUIRED: 6 MONTHS *Note: Unforeseeable circumstances such as socio-political issues may affect the schedule. 031