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REDEVELOPMENT AGENCY AGENDA ITEM NO. 8

Meeting Date: June 10, 2003

Subject/Title: Authorize the Executive Director to negotiate and execute a Professional Services Agreement with Watry Design, Inc., and CHS Consulting Group to perform parking studies and to develop parking management strategies and policies for the Downtown Specific Plan Parking Element, in an amount not to exceed $45,000, and approve a Resolution authorizing the Agency Treasurer to use Funds from the Redevelopment Agency of the City of Brentwood Tax Allocation Bonds, Series 2001, to fund this Agreement.

Submitted by: Mitch Oshinsky, AICP, Community Development Director
Gina Rozenski, Redevelopment Analyst (Fiscal Impact)

Approved by: John Stevenson, Executive Director

RECOMMENDATION
Authorize the Executive Director to negotiate and execute a Professional Services Agreement with Watry Design, Inc., and CHS Consulting Group to perform parking studies and to develop parking management strategies and policies for the Downtown Specific Plan Parking Element, in an amount not to exceed $45,000, and approve a Resolution authorizing the Agency Treasurer to use funds from the Redevelopment Agency of the City of Brentwood Tax Allocation Bonds, Series 2001, to fund this Agreement.

PREVIOUS ACTION
The City Council recently approved a contract with FTB to prepare Specific Plans for the Downtown, Brentwood Blvd. Corridor and Empire Triangle. A focus of the Downtown Plan is an analysis of future parking needs based on the land use plan that will be developed. At the time the Specific Plans were reviewed and approved by the Council, the intent for parking was to rely on the consultant that is already working on the parking structure analysis for the Downtown, and to execute a separate contract with them.

BACKGROUND
Watry is familiar with our Downtown and will be assisted by CHS in the technical parking and land use analysis to be folded into the Downtown Specific Plan. While Watry and City staff have previously done some analysis of a limited size area for existing downtown parking conditions, there has never been a detailed analysis of future or current parking needs as they are generated by different land use types. That analysis is critical to understanding and successfully providing adequate parking for the future of the downtown. This parking study will look at the larger Downtown Specific Plan area bounded by Brentwood Blvd. to the north and west, Fir Street to the south, and 4th Street to the east. In this area the consultant will inventory all parking spaces, perform an origin/destination survey to identify the vehicles belonging to students, employees and visitors, calculate existing parking demand by land use and the extent of linked trips, estimate future parking demand for the land uses to be set by the Specific Plan, and provide parking management, engineering, operational and zoning code parking standard strategies.

Community Development and Redevelopment staff has reviewed the proposal. Engineering staff is working with us to determine whether it is cost effective for in-house staff to perform any of the analyses and/or tasks outlined in the consultant’s proposal. If that makes sense, it would result in a cost savings to the Agency on this contract.

FISCAL IMPACT
The contract proposed herewith with Watry/CHS for parking studies and parking management strategies for the Downtown Specific Plan Parking Element is an additional, complementary contract to the City’s Specific Plan professional services contract with FTB. The FTB contract was approved on March 11, 2003, by the City Council in the amount of $274,202 plus 10% contingency and project reimbursables.

The Watry/CHS contract shall be funded entirely by the Redevelopment Agency’s Tax Allocation Bond proceeds in an amount not to exceed $45,000, and has been included in the Agency’s 2003/04 Budget. Should the City’s engineering staff perform any of the tasks, it will result in a direct cost savings, thereby reducing the $45,000 by an amount equal to the proposed consultant fee assigned to the task. This reduction potential has been agreed upon by the parties, and is reflected in the professional services agreement.

Attachments: 1. Resolution No. RA-_____
2. Professional Services Agreement with Scope of Services

RESOLUTION NO. RA-

A RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF BRENTWOOD AUTHORIZING THE AGENCY TREASURER TO USE A PORTION OF THE AGENCY’S 2001 TAX ALLOCATION BOND PROCEEDS TO FUND THE PROFESSIONAL SERVICES AGREEMENT WITH WATRY DESIGN, INC., AND CHS CONSULTING GROUP TO PERFORM PARKING STUDIES FOR THE DOWNTOWN SPECIFIC PLAN PARKING ELEMENT IN AN AMOUNT NOT TO EXCEED $45,000

WHEREAS, the Redevelopment Agency of the City of Brentwood (“Agency”) adopted its 2003-04 Budget on June 10, 2003, by Resolution No. RA-_____; and

WHEREAS, the Agency desires to memorialize its expenditure approvals for redevelopment programs and activities that are funded by the Agency’s 2001 Tax Allocation Bond Proceeds that promote, establish, develop and support economic development, business and affordable housing opportunities within the Merged Redevelopment Project Areas; and

WHEREAS; the Agency desires to fund the parking studies and development of parking management strategies and policies necessary for the Downtown Specific Plan Parking Element.

NOW, THEREFORE BE IT RESOLVED that the Redevelopment Agency of the City of Brentwood authorizes the Agency Treasurer to use a portion of the Agency’s 2001 Tax Allocation Bond Proceeds to fund the Professional Services Agreement with Watry Design, Inc., and CHS Consulting Group to perform parking studies for the Downtown Specific Plan Parking Element in an amount not to exceed $45,000.

PASSED, APPROVED AND ADOPTED by the Redevelopment Agency of the City of Brentwood at a regular meeting held on the 10th day of June 2003, by the following vote:

AYES: Members
NOES:
ABSENT:
____________________________
Brian Swisher
Agency Chairman


ATTEST:

__________________________________
Karen Diaz, CMC
Agency Secretary

AGREEMENT FOR PROFESSIONAL CONSULTANT SERVICES OF
WATRY DESIGN, INC.

This Agreement, made and entered into 11TH day of June 2003, by and between the BRENTWOOD REDEVELOPMENT AGENCY a municipal corporation existing under the laws of the State of California, hereinafter referred to as “AGENCY”, and Watry Design, Inc., 815 Hamilton Street, Redwood City, CA 94063, hereinafter referred to as CONSULTANT”.

RECITALS

A. AGENCY desires certain professional consultant services hereinafter described.

B. AGENCY 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.

NOW, THEREFORE, IT IS AGREED as follows:

SECTION 1 – SCOPE OF SERVICES

The scope of services to be performed by CONSULTANT under this Agreement is for a parking assessment and strategy study as described in Exhibit “A”.

SECTION 2 – DUTIES OF CONSULTANT

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.

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

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

It is understood that Heather Horne, Architect will be the designated Project Manager providing services to the AGENCY and this designated representative shall not be replaced without the AGENCY’s approval.

SECTION 3 – DUTIES OF AGENCY

AGENCY shall provide pertinent information regarding its requirements for the project.

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

SECTION 4 – TERM

The services to be performed under this Agreement shall commence on execution of this agreement and to be completed in 90 days thereafter.

SECTION 5 – PAYMENT

Payment shall be made by AGENCY only for services rendered and upon submission of a payment request and AGENCY approval of the work performed. The AGENCY shall pay the CONSULTANT by task or by rates as shown in Exhibit “A” and for the hours actually performed by the CONSULTANT in an amount not to exceed $45,000. The AGENCY and CONSULTANT agree that should City Staff perform any of the analyses or tasks outlined in Exhibit “A”, AGENCY and CONSULTANT shall negotiate a reduction of fees in accordance with and equal to the reduction of services provided by CONSULTANT.

SECTION 6 – TERMINATION

Without limitation to such rights or remedies as AGENCY shall otherwise have by law, AGENCY 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.

Upon termination and upon AGENCY’S payment of the amount required to be paid, documents become the property of AGENCY, and CONSULTANT shall transfer them to AGENCY 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.

SECTION 7 – OWNERSHIP OF DOCUMENTS

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

SECTION 8 - CONFIDENTIALITY

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

SECTION 9 – INTEREST OF CONSULTANT

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.

SECTION 10 – CONSULTANT’S STATUS

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 AGENCY 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 AGENCY while providing services under this Agreement.

SECTION 11 – INDEMNITY

CONSULTANT, in the performance of professional services, under this Agreement shall indemnify, defend, and hold harmless AGENCY, 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 liability for other liability arising out of professional services, CONSULTANT shall indemnify, defend, and hold harmless, AGENCY, 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 active negligence or willful misconduct of personnel employed by AGENCY.

SECTION 12 – INSURANCE

The CONSULTANT shall provide and maintain:
A. Commercial General Liability Insurance, occurrence form, with a limit of not less than $1,000,000 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 all insurance. All insurance shall:
1. Include the BRENTWOOD REDEVELOPMENT AGENCY, 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 AGENCY, 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 AGENCY Attorney's Office.

SECTION 13 - NONASSIGNABILITY

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

SECTION 14 - RELIANCE UPON PROFESSIONAL SKILL OF CONSULTANT

It is mutually understood and agreed by and between the parties hereto that CONSULTANT is skilled, knowledgeable and experienced in the profession necessary to perform the work and will perform the work agreed to be done under this Agreement utilizing a standard of care commensurate with other parking design specialists and that AGENCY relies upon the skill of CONSULTANT to do and perform the work in a manner consistent with that specialty, and CONSULTANT agrees to thus perform the work. The acceptance of CONSULTANT'S work by AGENCY does not operate as a release of consultant from said obligation.

SECTION 15 - WAIVERS

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.

SECTION 16 - COSTS AND ATTORNEYS FEES

Attorney fees in an amount not exceeding $85 per hour per attorney, and in total amount not exceeding $5000, 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 the Agreement. The above $5000 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 $5000 for attorneys’ fees arising out of an action, or actions to enforce the provisions of this Agreement.

SECTION 17 - NON-DISCRIMINATION

CONSULTANT warrants that it 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.

SECTION 18 - MEDIATION

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 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.

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.

SECTION 19 - ARBITRATION

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.

SECTION 20 - LITIGATION

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

SECTION 21 - NOTICES

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

To AGENCY: BRENTWOOD REDEVELOPMENT AGENCY
150 City Park Way
Brentwood, CA 94513

To CONSULTANT: WATRY DESIGN, INC.
815 Hamilton Street
Redwood City, CA 94603

SECTION 22 – AGREEMENT CONTAINS ALL
UNDERSTANDINGS; AMENDMENT

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

This document may be amended only by written instrument, signed by both AGENCY and CONSULTANT

SECTION 23 – GOVERNING LAW

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

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


BRENTWOOD REDEVELOPMENT WATRY DESIGN, INC.
AGENCY

___________________________ ___________________________
JOHN STEVENSON MICHELLE WENDLER
EXECUTIVE DIRECTOR PRINCIPAL


APPROVED AS TO FORM:


___________________________
Dennis Beougher, Agency Attorney

City Administration
City of Brentwood City Council
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Brentwood, CA 94513
(925) 516-5440
Fax (925) 516-5441
E-mail allcouncil@brentwoodca.gov