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Current Council Agenda and Past Meeting Information



Meeting Date: July 26, 2005

Subject/Title: Authorize the City Manager to execute a Professional Services Agreement with the Buxton Company in an amount not to exceed $50,000 for market research services.

Prepared by: Linda Maurer, Economic Development Manager

Submitted by: Howard Sword, Community Development Director

Authorize the City Manager to execute a professional services agreement with the Buxton Company in an amount not to exceed $50,000 for market research services.

No previous action regarding this item.

Since early 2004, the City of Brentwood’s Economic Development Division has been working with the Buxton Company to compile market research information on the demographics and psychographics of residents in the Brentwood retail trade area. The value proposition of Buxton’s services is the ability to analyze retail sites/trade area in the same manner in which most retailers and/or restaurants do. The benefit for the City is that this sophisticated data and analysis is the most accurate way to clearly identify, develop and market retail sites for their highest and best use.

The first phase of the project is complete and the report has been submitted to staff for review. Specifically, the first phase of the project is intended to measure Brentwood’s potential to recruit new retailers, including restaurants. Three retail sites were identified and selected for analysis. These areas include:
1. Sand Creek Road and the Highway 4 Bypass
2. Balfour Road and Concord Avenue
3. Brentwood Blvd. and Oak Street

The findings from the first phase of the analysis are extremely positive. The analysis shows that population density and growth rates, as well as the higher incomes near the selected sites will support the interest of new retailers and restaurants. Moreover, the first site – Sand Creek Road and the Highway 4 Bypass – scored highest in overall demand for goods and services at nearly $3 billion, compared to the other sites at just $2 billion each. The Sand Creek Road/Bypass site has been recommended for further study for the second phase of this project, which will ultimately result in the matching of appropriate and desirable retailers/restaurants in Brentwood.

These recommendations from Buxton’s efforts will largely serve as the basis for the Economic Development division’s retail attraction activities, particularly as it relates to the attraction of high-end retailers. The retail analysis project was fully funded in the 2004-05 budget.

As we continue to build on Brentwood’s retail momentum, staff is now eager to begin the next phase of the needed market analysis, which is to understand the market for automotive sales, particularly the feasibility of auto dealerships locating in Brentwood. Automotive sales draw populations from a larger trade area; therefore requiring special analysis not covered under general retail market research. Staff is seeking additional funds in the amount of $50,000 to cover the cost of this new market analysis. Once completed, this analysis will provide staff with the needed tools to identify, develop and market an auto mall near the burgeoning regional retail shopping area at Lone Tree Way and the Highway 4 bypass.

Staff believes that there is a sense of urgency to begin work on this task as soon as possible, given that the City has had inquiries from automotive dealers. Staff wants to ensure that the City attracts the appropriate dealerships and identifies the appropriate location for these uses to complement the existing and future retail development activities. Further, staff understands that the cost to conduct the analysis will rise significantly, from $50,000 to $70,000, due to increased costs in obtaining the detailed demographic spending data patterns, if the agreement is not executed on the dates listed in the scope of work.

Funding for these services will be covered in the 2005/06 City Manager’s Contingency budget. The amount requested is based on a proposal received by the Buxton Company for their professional services. This is a one-time charge. There is no offsetting revenue at this time; however, the establishment of an auto mall will generate significant sales tax revenue to the City in the future. Staff does not foresee any future reduction of the costs to this project.

Professional Services Agreement


This Agreement for Professional Consultant Services (“Agreement”), made and entered into this 12 day of July, 2005, by and between the CITY OF BRENTWOOD, a municipal corporation existing under the laws of the State of California (hereinafter referred to as “CITY”), and Buxton Company, with offices in Fort Worth, Texas (hereinafter referred to as “CONSULTANT”).


A. CITY desires certain professional consultant services hereinafter described.

B. CITY desires to engage CONSULTANT to provide these services by reason of its qualifications and experience for performing such services and CONSULTANT has offered to provide the required services on the terms and in the manner set forth herein.



1.1 The scope of services to be performed by CONSULTANT under this Agreement is for professional services on an as-needed basis for AutoID Analysis services, as may be required by the CITY.


2.2 CONSULTANT shall be responsible for the professional quality, technical accuracy and coordination of all work furnished by CONSULTANT under this Agreement. CONSULTANT shall, without additional compensation, correct or revise any errors or deficiencies in its work.

2.3 CONSULTANT represents that it is qualified to furnish the services described under this Agreement.

2.4 CONSULTANT shall be responsible for employing or engaging all persons necessary to perform the services of CONSULTANT.

2.5 It is understood that Patricia Bell will be the designated representative providing services to the City and this designated representative shall not be replaced without the City’s approval.


3.1 CITY shall provide pertinent information regarding its requirements for the project.

3.2 CITY shall examine documents submitted by CONSULTANT and shall render decisions pertaining thereto promptly, to avoid unreasonable delay in the progress of CONSULTANT’S work.


4.1 The services to be performed under this Agreement shall commence on August 10, 2005 and be completed on October 12, 2005.


5.1 Payment shall be made by CITY only for services rendered and upon submission of a payment request and CITY approval of the work performed. The CITY shall pay the CONSULTANT at the rates and for the hours actually performed by the CONSULTANT in accordance with the rates set forth in Exhibit “A” not to exceed Fifty Thousand dollars and no cents $50,000 plus 10% contingency. A $25,000 deposit is due upon execution of this agreement and the balance of $25,000 will be due upon delivery of the results of this proposal.


6.1 Without limitation to such rights or remedies as CITY shall otherwise have by law, CITY shall have the right to terminate this Agreement or suspend work on the project for any reason upon ten (10) days’ written notice to CONSULTANT. CONSULTANT agrees to cease all work under this Agreement upon receipt of said written notice.

6.2 Upon termination and upon CITY’S payment of the amount required to be paid, documents become the property of CITY, and CONSULTANT shall transfer them to CITY upon request without additional compensation. Upon termination or expiration of this Agreement, the obligations of the parties shall cease, save and except from those provided under Sections 7, 8, 10, 11, 12, 14, 15, and 16.


7.1 All documents prepared by CONSULTANT in the performance of this Agreement, although instruments of professional service, are and shall be the property of CITY, whether the project for which they are made is executed or not. Use of the instruments of professional service by City for other than the project, is at CITY’S sole risk without legal liability or exposure to CONSULTANT.


8.1 All reports and documents prepared by CONSULTANT in connection with the performance of this Agreement are confidential until released by CITY to the public. CONSULTANT shall not make any such documents or information available to any individual or organization not employed by CONSULTANT or CITY without the written consent of CITY before any such release.


9.1 CONSULTANT covenants that it presently has no interest, and shall not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the services under this Agreement.


10.1 It is expressly agreed that in the performance of the professional services required under this Agreement, CONSULTANT shall at all times be considered an independent contractor as defined in Labor Code Section 3353, under control of the CITY as to the result of the work but not the means by which the result is accomplished. Nothing herein shall be construed to make CONSULTANT an agent or employee of CITY while providing services under this Agreement.


11.1 CONSULTANT, in the performance of professional services, under this Agreement shall indemnify, defend, and hold harmless CITY, its directors, officers, employees and agents from any claim, loss, injury, damage, and expense and liability to the extent arising out of the negligence, errors, omissions, or wrongful acts of CONSULTANT, its employees, subcontractors, or agents. For other liability arising out of professional services, CONSULTANT shall indemnify, defend, and hold harmless, CITY, its directors, officers, employees, and agents from any loss, injury, damage, and expense and liability resulting from injury to or death of any person and loss of or damage to property, or claim of such injury, death, loss or damage, caused by an act or omission in the performance under this Agreement by CONSULTANT, its employees, subcontractors, or agents, except for any loss, injury, or damage caused by the sole negligence or willful misconduct of personnel employed by CITY.


12.1 The CONSULTANT shall provide and maintain project specific insurance:

A. Commercial General Liability Insurance, occurrence form, with a limit of not less than $1,000,000.00 each occurrence. If such insurance contains a general aggregate limit, it shall apply separately to this Agreement or be no less than two (2) times the occurrence limit.
B. Automobile Liability Insurance, occurrence form, with a limit of not less than $500,000.00 each occurrence. Such insurance shall include coverage for owned, hired, and non-owned automobiles.
C. Errors and omissions insurance in the minimum amount of $1,000,000.00 aggregate.
D. Workers Compensation in at least the minimum statutory limits.
E. General Provisions for insurance. All liability and auto insurance shall:
1. Include the City of Brentwood, its elected and appointed officers, employees, and volunteers as additional insureds with respect to this Agreement and the performance of services in this Agreement. The coverage shall contain no special limitations on the scope of its protection to the above-designated insureds except for Workers Compensation and errors and omissions insurance.
2. Be primary with respect to any insurance or self-insurance programs of CITY, its officers, employees, and volunteers.
3. Be evidenced, prior to commencement of services, by properly executed policy endorsements in addition to a certificate of insurance.
4. No changes in insurance may be made without the written approval of the City Attorney's Office or designee.


13.1 Personal Services of Consultant: Both parities hereto recognize that this Agreement is for the personal services of CONSULTANT and cannot be transferred, assigned, or subcontracted by CONSULTANT without the prior written consent of CITY.


14.1 It is mutually understood and agreed by and between the parties hereto that CONSULTANT is skilled in the professional calling necessary to perform the work agreed to be done under this Agreement and that CITY relies upon the skill of CONSULTANT to do and perform the work in the most skillful manner, and CONSULTANT agrees to thus perform the work. The acceptance of CONSULTANT'S work by CITY does not operate as a release of consultant from said obligation.


15.1 The waiver by either party of any breach or violation of any term, covenant, or condition of this agreement or of any provisions of any ordinance or law shall not be deemed to be a waiver of such term, covenant, condition, ordinance or law or of any subsequent breach or violation of same or of any other term, covenant, condition, ordinance or law or of any subsequent breach or violation of the same or of any other term, condition, ordinance, or law. The subsequent acceptance by either party of any fee or other money which may become due hereunder shall not be deeded to be a waiver of any preceding breach or violation by the other party of any term, covenant, or condition of this agreement of any applicable law or ordinance.


16.1 Attorneys’ fees in an amount not exceeding $85.00 per hour per attorney, and in total amount not exceeding $5,000.00, shall be recoverable as costs (by the filing of a cost bill) by the prevailing party in any action or actions to enforce the provisions of this Agreement. The above $5,000.00 limit is the total of attorneys’ fees recoverable whether in the trial court, appellate court, or otherwise, and regardless of the number of attorneys, trials, appeals, or actions. It is the intent of this Agreement that neither party shall have to pay the other more than $5,000.00 for attorneys’ fees arising out of an action, or actions to enforce the provisions of this Agreement.


17.1 CONSULTANT warrants that is an Equal Opportunity Employer and shall comply with applicable regulations governing equal employment opportunity. Neither CONSULTANT nor any of its subcontractors shall discriminate in the employment of any person because of race, color, national origin, ancestry, physical handicap, medical condition, marital status, sex, or age, unless based upon a bona fide occupational qualification pursuant to the California Fair Employment and Housing Act.


18.1 Should any dispute arise out of this Agreement, any party may request that it be submitted to mediation. The parties shall meet in mediation within 30 days of a request. The mediator shall be agreed to by the mediating parties; in the absence of an agreement, the parties shall each submit one name from the mediators listed by either the American Arbitration Association, the California State Board of Mediation and Conciliation, or other agreed-upon service. The mediator shall be selected by a "blindfolded" process.

18.2 The cost of mediation shall be borne equally by the parties. Neither party shall be deemed the prevailing party. No party shall be permitted to file a legal action without first meeting in mediation and making a good faith attempt to reach a mediated settlement. The mediation process, once commenced by a meeting with the mediator shall last until agreement is reached by the parties but not more than 60 days, unless the maximum time is extended by the parties.


19.1 After mediation above, and upon agreement of the parties, any dispute or claim arising out of or relating to this Agreement may be settled by arbitration in accordance with the Construction Industry Rules of the American Arbitration Association, and judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The costs of arbitration shall be borne equally by the parties.


20.1 CONSULTANT shall testify at CITY'S request if litigation is brought against CITY in connection with CONSULTANT'S services under this Agreement. Unless the action is brought by CONSULTANT, or is based upon CONSULTANT'S wrongdoing, CITY shall compensate CONSULTANT for preparation for testimony, testimony, and travel at CONSULTANT'S standard hourly rates at the time of actual testimony.


21.1 All notices hereunder shall be given in writing and mailed, postage prepaid, addressed as follows:

To CITY: City of Brentwood
150 City Park Way
Brentwood, CA 94513

To CONSULTANT: Buxton Company
2651 South Polaris Drive
Fort Worth, TX 96137-4479


22.1 This Agreement represents the entire and integrated agreement between CITY and CONSULTANT and supersedes all prior negotiations, representations, and agreements, either written or oral.

22.2 This Agreement may be amended only by written instrument, signed by both CITY and CONSULTANT.


23.1 This Agreement shall be governed by the laws of the State of California.

IN WITNESS WHEREOF, CITY and CONSULTANT have executed this Agreement the day and year first above written.


Donna Landeros, City Manager David Glover, Chief Financial Officer


Cynthia Garcia, Interim City Clerk


Tom Curry, City Attorney



Presented to:

City of Brentwood

June 9, 2005

Prepared by: Patricia Bell
Expiration Date: August 15, 2005


Executive Overview 2

Scope of Services

A. Demographics & Maps 3
B. Segmentation Profile & Analysis 3
C. Co-tenant Analysis 3
D. Trade Area Sales 3

E. Appendix B: National Auto Market Trends 3

F. Appendix C: State Auto Market 4

G. Appendix D: Full Trade Area Data 4

Fee and Delivery Schedule 5

Sponsor Requirements 6

Signature Page 7

Buxton is pleased to present this proposal to the City of Brentwood. The objective of this proposal is to outline the scope of the research that will produce critical fact-based information and marketing tools that can be used by City of Brentwood to proceed with the attraction and expansion of retail automotive development.

Upon the identification of a potential site by the City of Brentwood, Buxton will complete an assessment of the retail automotive potential for the identified site and trade area. This assessment will identify site specifics, trade area characteristics, historic demand, and projected demand.

An analysis of the existing retail automotive demand along with demographic and psychographic analyses of the households in the trade area will determine the opportunities for additional retail automotive sales.

Specific trade area boundaries along with state statute and competing automotive factors will contribute to the final “make” (32) forecasts.
This research will be used to create an analysis package that will assess and support the community’s goals in the following areas.
• Is there potential to support additional auto dealers in your community?
• Is the market over or under supplied?
• What types of vehicle makes should be selling in this trade area or community?
• How large should the auto dealers be, based on demand for make in the trade area?

The analysis package will also include an analysis of the existing top 8 “makes” within the trade area. These materials will be vital to attracting and supporting developers and dealerships.

Buxton provides market research services and economic development consultation and does not provide engineering services to determine the suitability of the environment, topography or infrastructure requirements. In addition, this analysis does not guarantee the performance of any make at this site.

We are pleased to present the following outline of the scope of this project for your consideration. We look forward to your response.



• Trade Area Demographics
• Trade Area Maps


• Household Profile
• Trade Area Profile
• Dominant Segments
• Trade Area Dominant Segments
• Recommended Makes Profile
• Recommended Makes Segment Matches: Luxury
• Recommended Makes Segment Matches: Non-Luxury
• PrizmNE Social Subgroups


• Retail Co-tenants
• Auto Co-tenants
• Manufacturer Co-tenants
• Recommended Franchise Combinations


• Drive – Time Trade Area
• Market Trends by Make
• Historical Auto Demand
• Market Trends by Make and Model
• Forecasted Market Share & Demand by Make
• Trade Area Competition




• State Auto Market Trends
• State Segment Analysis
• State Model Trends
• State Dealership Averages
• State Historic Market Share
• State Historic Demand
• State Make Trends


• Historic Market Share in Trade Area
• Historic Demand in Trade Area
• Projected Market Share in Trade Area
• Projected Demand for Trade Area



In consideration for services rendered by Buxton, the City of Brentwood agrees to pay Buxton the pre-approved, actual cost of travel and related out-of-pocket expenses not to exceed $2,000.00 incurred in connection with services performed under this agreement in net ten (10) days. Fees associated with the AutoIDsm program and its related processes are as below:

AutoIDsm $50,000.00

A fee equal to 50% of the total fee is due upon execution of this Agreement. The balance is due upon delivery of the results of this proposal.

Additional Research Services (post analysis)
The following hourly rates will apply for all services rendered outside the scope of this Agreement:
CEO/President $250/hour
Executive/Senior Vice President $225/hour
Vice President/Director/Manager $200/hour
GIS Senior Analyst/Analyst $175/hour
Administrative $50/hour



In order to complete the AutoIDsm program in the time schedule presented, the following must be provided by the City of Brentwood:

A. Project Liaison

 Designate a local Project Manager who will interface with Buxton during the course of the project.

B. Provide the following materials or reports (all materials will be returned at the completion of the project)

 Economic planning analysis, community visioning or future studies.
 Current zoning map.
 Current electronic file of street network, if available
 Maps or plans for any major highway or roadway upgrade or construction planned in the next five years.
 Most current traffic count reports
 Location of desired project site.
 List of any shopping center or national retailers that have purchased property, but not opened. Indicate if project is under construction.
 Economic development marketing materials currently used by the community.

C. Meeting room to accommodate final report session. The sponsor is responsible for extending invitations to participants. Buxton will provide all briefing/presentation materials.


This agreement is between the City of Brentwood and Buxton (“the Parties”) for the performance of services described in this proposal. The Parties further agree that an independent contractor/employer relationship is created as a result of this agreement. Buxton will not be considered an agent or employee of the City of Brentwood for any purpose.

The term of this agreement is one (1) year. This agreement may be terminated by either party at any time upon written notice of 30 days. If this agreement is terminated, Buxton will be paid for services performed up to the date the written notice is received.

This agreement shall be administered and interpreted under the laws of the State of Texas. In order to avoid paying State of Texas Sales and Use Tax, the City of Brentwood may be required to provide Buxton with a certificate from the State Comptroller indicating that it is a non-profit corporation and not subject to State of Texas Sales and Use Tax.

Agreed and accepted this _______ day of ___________, 2005.

Mrs. Donna Landeros Mr. David Glover
City Manager Chief Financial Officer
City of Brentwood The Buxton Company
703 Third Street 2651 S. Polaris Drive
Brentwood, CA 94513-2057 Fort Worth, TX 76137
Phone: 925-240-2500 Phone: 817-332-3681
Fax: 925-240-2509 Fax: 817-332-3686

___________________________ __________________________
(Signature) (Signature)

City Administration
City of Brentwood City Council
150 City Park Way
Brentwood, CA 94513
(925) 516-5440
Fax (925) 516-5441