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HomeMy WebLinkAbout2005-069ORDINANCE NO. 2005- AN ORDINANCE APPROVING A PROFESSIONAL SERVICES AGREEMENT FOR A DOWNTOWN REDEVELOPMENT IMPLEMENTATION PLAN BETWEEN THE CITY OF DENTON AND RTKL ASSOCIATES INC.; AUTHORIZING THE EXPENDITURE OF FUNDS THEREFORE AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Denton is desirous of entering into a Professional Services Agreement with RTKL Associates Inc. (the "Consultant") for a Downtown Redevelopment Implementation Plan which agreement is attached to this ordinance as Exhibit "A" (the "Agreement") WHEREAS, the Consultant is being selected as the most highly qualified on the basis of its demonstrated competence and qualifications to perform the proposed professional services; and WHEREAS, the fees under the proposed contract are fair and reasonable and are consistent with and not higher than the recommended practices and fees published by the professional associations applicable to the Consultant's profession and such fees do not exceed the maximum provided by law; and WHEREAS, the City Council finds that the Agreement is in the public interest; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The findings and recitations contained in the preamble of this ordinance are incorporated herein by reference. SECTION 2. The Agreement is hereby approved. The City Manager, or his designee is hereby authorized to enter into the Agreement on behalf of the City and to carry out the City's rights and duties thereunder, including the expenditure of the funds provided for in the Agreement. SECTION 3. This ordinance shall become effective immediately upon its passage and approval.a PASSED AND APPROVED this the — day of 005. EULINE BROCK MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY )a � BY: L- APPROVED AS TO LEGAL FORM: HERBERT L. PROUTY, CITY ATTORNEY BY: Page 2 5:\Our Documents\Ordinnncm\ON TKL wntown Pim.DOC PROFESSIONAL SERVICES AGREEMENT FOR DOWNTOWN REDEVELOPMENT IMPLEMENTATION PLAN This Agreement is made and entered into as of the 01 day of 2005, by and between the City of Denton, Texas, a Texas municipal corporation, With its principal office at 215 East McKinney Street, Denton, Denton County, Texas 76201, hereinafter called "OWNER" and RTKL Associates Inc., a Texas corporation, with its corporate office at 1717 Pacific Avenue, Dallas, Texas 75201, hereinafter called "CONSULTANT," acting herein, by and through their duly authorized representatives. WITNESSETH, that in consideration of the covenants and agreements herein contained, the parties hereto do mutually agree as follows: ARTICLE 1 EMPLOYMENT OF CONSULTANT The OWNER hereby contracts with the CONSULTANT, as an independent contractor, and the CONSULTANT hereby agrees to perform the services herein in connection with the Project as stated in the sections to follow, with diligence and in accordance with the highest professional standards customarily obtained for such services in the State of Texas. The professional services set out herein are in connection with the following described project: The Project is the Downtown Redevelopment Implementation Plan which includes the Scope of Services set forth in that certain written proposal dated September 29, 2004, from CONSULTANT, a copy of which is attached hereto and made a part hereof by reference as Exhibit "A" (the "Proposal'). ARTICLE 2 SCOPE OF SERVICES The CONSULTANT shall perform the following services in a professional manner: A. The CONSULTANT shall perform all those services for the Project as more particularly described in the Proposal. B. If there is any conflict between the terms of this Agreement and the Proposal or any exhibits attached to this Agreement, the terms and conditions of this Agreement will control over the terms and conditions of the Proposal and other attached exhibits. ARTICLE 3 ADDITIONAL SERVICES Additional services to be performed by the CONSULTANT which are not included in the Scope of Services set forth in the Proposal may only be authorized by OWNER in advance in writing. Additional services exceeding the sum of $25,000.00 require City Council approval. ARTICLE 4 PERIOD OF SERVICE This Agreement shall become effective upon execution of this Agreement by the OWNER and the CONSULTANT and upon issue of a notice to proceed by the OWNER, and shall remain in force for the period which may reasonably be required for the completion of the Project, including Additional Services, if any, and any required extensions approved by the OWNER. This Agreement may be sooner terminated in accordance with the provisions hereof. Time is of the essence in this Agreement. The CONSULTANT shall make all reasonable efforts to complete the services set forth herein as expeditiously as possible and to meet the schedule established by the OWNER, acting through its City Manager or his designee. ARTICLE 5 COMPENSATION A. COMPENSATION The total compensation for the Project is a lump sum of $138,500.00 which includes all out of pocket expenses and subcontractor fees ("Basic Service Compensation"). Portions of the Basic Service Compensation is allocated to certain tasks and phases as described in the Proposal. Compensation for Additional Services will be at the hourly rates set forth in Exhibit `B" attached hereto and made a part hereof by reference (the "Hourly Rates"). However, nothing herein shall be construed to prohibit the OWNER and CONSULTANT from negotiating a lump sum amount for Additional Services at the time OWNER authorizes the Additional Services. B. BILLING AND PAYMENT Partial payments to the CONSULTANT will be made on the basis of detailed monthly statements rendered to and approved by the OWNER through its City Manager or his designee based on the Hourly Rates; however, under no circumstances shall any monthly statement for services exceed the value of the work performed at the time a statement is rendered. The OWNER may withhold the final five percent (5%) of the contract amount until completion of Consultant's services. Nothing contained in this Article shall require the OWNER to pay for any work which is unsatisfactory, as reasonably determined by the City Manager or his designee, or which is not submitted in compliance with the terms of this Agreement. The OWNER shall not be required to make any payments to the CONSULTANT when the CONSULTANT is in default under this Agreement. Page 2 It is specifically understood and agreed that the CONSULTANT shall not be authorized to undertake any work pursuant to this Agreement which would require additional payments by the OWNER for any charge, expense, or reimbursement above the Basic Service Compensation, without first having obtained written authorization from the OWNER. The CONSULTANT shall not proceed to perform the services listed in Article 3 "Additional Services," without obtaining prior written authorization from the OWNER. C. ADDITIONAL SERVICES: For additional services authorized in writing by the OWNER in Article 3, the CONSULTANT shall be paid based on the Hourly Rates. Payments for additional services shall be due and payable upon submission by the CONSULTANT, and shall be in accordance with subsection B hereof. Statements shall not be submitted more frequently than monthly. D. PAYMENT: If the OWNER fails to make payments due the CONSULTANT for services and expenses within sixty (60) days after receipt of the CONSULTANT's undisputed statement thereof, the amounts due the CONSULTANT will be increased by the rate of one percent (1%) per month from the said sixtieth (60`h) day, and, in addition, the CONSULTANT may, after giving seven (7) days' written notice to the OWNER, suspend services under this Agreement until the CONSULTANT has been paid in full all amounts due for services, expenses, and charges, provided, however, nothing herein shall require the OWNER to pay the late charge of one percent (1%) set forth herein if the OWNER reasonably determines that the work is unsatisfactory, in accordance with this Article 5, "Compensation." ARTICLE 6 OBSERVATION AND REVIEW OF THE WORK The CONSULTANT will exercise reasonable care and due diligence in discovering and promptly reporting to the OWNER any defects or deficiencies in the work of the CONSULTANT or any subcontractors or subconsultants. ARTICLE 7 OWNERSHIP OF DOCUMENTS All documents prepared or furnished by the CONSULTANT (and CONSULTANT's subcontractors or subconsultants) pursuant to this Agreement are instruments of service, and shall become the property of the OWNER upon the termination of this Agreement. The CONSULTANT is entitled to retain copies of all such documents. The documents prepared and furnished by the CONSULTANT are intended only to be applicable to this Project, and OWNER's use of these documents in other projects shall be at OWNER's sole risk and expense. In the event the OWNER uses any of the information or materials developed pursuant to this Agreement in another project or for other purposes than specified herein, CONSULTANT is released from any and all liability relating to their use in that project. Page 3 ARTICLE 8 INDEPENDENT CONTRACTOR CONSULTANT shall provide services to OWNER as an independent contractor, not as an employee of the OWNER. CONSULTANT shall not have or claim any right arising from employee status. ARTICLE 9 INDEMNITY AGREEMENT The CONSULTANT shall indemnify and save and hold harmless the OWNER and its officers, agents, and employees from and against any and all liability, claims, demands, damages, losses, and expenses, including, but not limited to court costs and reasonable attorney fees incurred by the OWNER, and including, without limitation, damages for bodily and personal injury, death and property damage, resulting from the negligent acts or omissions of the CONSULTANT or its officers, shareholders, agents, or employees in the execution, operation, or performance of this Agreement. Nothing in this Agreement shall be construed to create a liability to any person who is not a party to this Agreement, and nothing herein shall waive any of the parties' defenses, both at law or equity, to any claim, cause of action, or litigation filed by anyone not a party to this Agreement, including the defense of governmental immunity, which defenses are hereby expressly reserved. ARTICLE 10 INSURANCE During the performance of the services under this Agreement, CONSULTANT shall maintain the following insurance with an insurance company licensed to do business in the State of Texas by the State Insurance Commission or any successor agency that has a rating with Best Rate Carriers of at least an A- or above: A. Comprehensive General Liability Insurance with bodily injury limits of not less than $500,000 for each occurrence and not less than $500,000 in the aggregate, and with property damage limits of not less than $100,000 for each occurrence and not less than $100,000 in the aggregate. B. Automobile Liability Insurance with bodily injury limits of not less than $500,000 for each person and not less than $500,000 for each accident, and with property damage limits of not less than $100,000 for each accident. C. Worker's Compensation Insurance in accordance with statutory requirements, and Employers' Liability Insurance with limits of not less than $100,000 for each accident. D. Professional Liability Insurance with limits of not less than $1,000,000 annual aggregate. Page 4 E. The CONSULTANT shall furnish insurance certificates or insurance policies at the OWNER's request to evidence such coverages. The insurance policies shall name the OWNER as an additional insured on all such policies other than professional liability, and shall contain a provision that such insurance shall not be canceled or modified without thirty (30) days' prior written notice to OWNER and CONSULTANT. In such event, the CONSULTANT shall, prior to the effective date of the change or cancellation, serve substitute policies furnishing the same coverage. ARTICLE 11 ARBITRATION AND ALTERNATE DISPUTE RESOLUTION The parties may agree to settle any disputes under this Agreement by submitting the dispute to arbitration or other means of alternate dispute resolution, such as mediation. No arbitration or alternate dispute resolution arising out of or relating to this Agreement, involving one party's disagreement, may include the other party to the disagreement without the other's approval. ARTICLE 12 TERMINATION OF AGREEMENT A. Notwithstanding any other provision of this Agreement, either party may terminate by giving thirty (30) days' advance written notice to the other party. B. This Agreement may be terminated in whole or in part in the event of either party substantially failing to fulfill its obligations under this Agreement. No such termination will be affected unless the other party is given (1) written notice (delivered by certified mail, return receipt requested) of intent to terminate and setting forth the reasons specifying the non-performance, and not less than thirty (30) calendar days to cure the failure; and (2) an opportunity for consultation with the terminating party prior to termination. C. If the Agreement is terminated prior to completion of the services to be provided hereunder, CONSULTANT shall immediately cease all services and shall render a final bill for services to the OWNER within thirty (30) days after the date of termination. The OWNER shall pay CONSULTANT for all services properly rendered and satisfactorily performed and for reimbursable expenses to termination incurred prior to the date of termination, in accordance with Article 5 "Compensation." Should the OWNER subsequently contract with a new consultant for the continuation of services on the Project, CONSULTANT shall cooperate in providing information. The CONSULTANT shall turn over all documents prepared or furnished by CONSULTANT pursuant to this Agreement to the OWNER on or before the date of termination, but may maintain copies of such documents for its use. Page 5 ARTICLE 13 RESPONSIBILITY FOR CLAIMS AND LIABILITIES Approval by the OWNER shall not constitute, nor be deemed a release of the responsibility and liability of the CONSULTANT, its employees, associates, agents, subcontractors, and subconsultants for the accuracy and competency of their designs or other work; nor shall such approval be deemed to be an assumption of such responsibility by the OWNER for any defect in the design or other work prepared by the CONSULTANT, its employees, subcontractors, agents, and consultants. ARTICLE 14 NOTICES All notices, communications, and reports required or permitted under this Agreement shall be personally delivered, sent via facsimile at the fax nos. below, or mailed to the respective parties by depositing same in the United States mail to the address shown below, certified mail, return receipt requested, unless otherwise specified herein. Mailed notices shall be deemed communicated as of three (3) days after mailing. Faxed notices shall be deemed communicated on the date of the fax so long as a written confirmation of the fax is received: To CONSULTANT: RTKL Associates Inc. Paris M. Rutherford, Vice President 1717 Pacific Ave. Dallas, Texas, 75201 Fax No. 214-871-7023 To OWNER: City of Denton City Manager 215 East McKinney Denton, Texas 76201 Fax No. 940-349-8596 All notices shall be deemed effective upon receipt by the party to whom such notice is given, or within three (3) days after mailing. ARTICLE 15 ENTIRE AGREEMENT This Agreement, consisting of nine pages and two exhibits, constitutes the complete and final expression of the agreement of the parties, and is intended as a complete and exclusive statement of the terms of their agreements, and supersedes all prior or contemporaneous offers, promises, representations, negotiations, discussions, communications, and agreements which may have been made in connection with the subject matter hereof. ARTICLE 16 SEVERABILITY If any provision of this Agreement is found or deemed by a court of competent jurisdiction to be invalid or unenforceable, it shall be considered severable from the remainder of Page 6 this Agreement and shall not cause the remainder to be invalid or unenforceable. In such event, the parties shall reform this Agreement to replace such stricken provision with a valid and enforceable provision which comes as close as possible to expressing the intention of the stricken provision. ARTICLE 17 COMPLIANCE WITH LAWS The CONSULTANT shall comply with all federal, state, and local laws, rules, regulations, and ordinances applicable to the work covered hereunder as they may now read or hereinafter be amended. ARTICLE 18 DISCRIMINATION PROHIBITED In performing the services required hereunder, the CONSULTANT shall not discriminate against any person on the basis of race, color, religion, sex, national origin or ancestry, age, or physical handicap. ARTICLE 19 PERSONNEL A. The CONSULTANT represents that it has or will secure, at its own expense, all personnel required to perform all the services required under this Agreement. Such personnel shall not be employees or officers of, or have any contractual relations with the OWNER. CONSULTANT shall inform the OWNER of any conflict of interest or potential conflict of interest that may arise during the term of this Agreement. B. All services required hereunder will be performed by the CONSULTANT or under its supervision. All personnel engaged in work shall be qualified, and shall be authorized and permitted under state and local laws to perform such services. ARTICLE 20 ASSIGNABILITY The CONSULTANT shall not assign any interest in this Agreement, and shall not transfer any interest in this Agreement (whether by assignment, novation, or otherwise) without the prior written consent of the OWNER. ARTICLE 21 MODIFICATION No waiver or modification of this Agreement or of any covenant, condition, or limitation herein contained shall be valid unless in writing and duly executed by the party to be charged Page 7 therewith, and no evidence of any waiver or modification shall be offered or received in evidence in any proceeding arising between the parties hereto out of or affecting this Agreement, or the rights or obligations of the parties hereunder, and unless such waiver or modification is in writing and duly executed; and the parties further agree that the provisions of this section will not be waived unless as set forth herein. ARTICLE 22 MISCELLANEOUS A. The following exhibits are attached to and made a part of this Agreement: Exhibit "A", the Proposal and Exhibit `B", the Hourly Rates. B. CONSULTANT agrees that OWNER shall, until the expiration of three (3) years after the final payment under this Agreement, have access to and the right to examine any directly pertinent books, documents, papers, and records of the CONSULTANT involving transactions relating to this Agreement. CONSULTANT agrees that OWNER shall have access during normal working hours to all necessary CONSULTANT facilities and shall be provided adequate and appropriate working space in order to conduct audits in compliance with this section. OWNER shall give CONSULTANT reasonable advance notice of intended audits. C. Venue of any suit or cause of action under this Agreement shall lie exclusively in Denton County, Texas. This Agreement shall be construed in accordance with the laws of the State of Texas. D. For the purpose of this Agreement, the key persons who will perform most of the work hereunder shall be Paris Rutherford, Paul Shaw, Erich Dohrer, Patrick Kennedy, Larry Byars, Karen Koerth, and Alex Lo. However, nothing herein shall limit CONSULTANT from using other qualified and competent members of its firm to perform the services required herein. E. CONSULTANT shall commence, carry on, and complete any and all projects with all applicable dispatch, in a sound, economical, and efficient manner and in accordance with the provisions hereof. In accomplishing the projects, CONSULTANT shall take such steps as are appropriate to ensure that the work involved is properly coordinated with related work being carried on by the OWNER. F. The OWNER shall assist the CONSULTANT by placing at the CONSULTANT's disposal all available information pertinent to the Project, including previous reports, any other data relative to the Project, and arranging for the access thereto, and make all provisions for the CONSULTANT to enter in or upon public and private property as required for the CONSULTANT to perform services under this Agreement. G. The captions of this Agreement are for informational purposes only, and shall not in any way affect the substantive terms or conditions of this Agreement. Page 8 IN WITNESS HEREOF, the City of Denton, Texas has caused this Agreement to be executed by its duly authorized City Manager, and CONSULTANT has executed this Agreement throug its duly authorized undersigned officer to be effective the �a day of 2005. CITY OF D ON, TEXAS MICHAEL A. COND CITY MANAGER ATTEST: JENNIFER WALTERS, CITY SECRETARY BYC\ APPROVED AS TO LEGAL FORM: HERBERT L. PROUTY TIT ATTORNEY BY: RTKL ASSOCIATES INC. BY:a. J'a. 10 Paris M. Rutherfor , IV, AICP Vice President WITNESS: Page 9 Exhibit "A" The "Proposal" February 1, 2005 Mr. Mite Conduff City Manager City of Denton 2%E, Mckinney Denton, Texas 7620f 1% Re: Downtown Kedaveiopmdxrttmplarrrenlatlon Plan Dear Mike: 1 enjoyed our meeting with Mayor Brock last week and am pleased by the chance to work w IIh the City of Denton on the continued reinvigoration of Its downtown area.. As such, RTXL Associates Inc. is pleased to submit tie proposal to provide the City of Denton with professional planning ear loas tow cis the creation of an redevelopment Imphomentation action plan for the downtown area. As rowstad, we have prepared the following scope of servl as, schedule outline, and fee stnlctureforthe City s consideration, SC0PE0FSERWOES. We have Iternlzed a potential scope of satvlces by phase. As you will find we sea our working reiationship as being one based on a partnership of developing creative Ideas with you and relevant stakeholders. • NOW to the success of this effort will be the consensus agreement of products produced and approved next steps at the end of each phase. PNASEONE: PROJECTINMION'(ONEWM) TASKf.f: DATASASEPWAMTION Using Information provided by the City, the RTKL Team will assemble a database for our planning purposes. The Intommatlon we are requesting the City provide us with Is as follows: • ' DoWled dscusslon and analysis on the results of the Citjwa current downtown plan document • Previous related market dernendand economic pro)ections • Sludy area survey to Include Property lines, existing and proposed building footprints, existing orb finest and pdmary utilities end related aaeaments/dghts of way • Review of I.Ooal development sa Nty as well es current projects, Wine and compafldon • Llat of Incentives used to faalitate development (e,g., land wr tedowns, Tex Increment Financing (TIF), tax abatement, eto. • Copy of City's budget • Assessor's date for properties within the attxty area (e.g., ownership, property owner ackhm a, parcel size, improvement etze, value, eta) • Irifomtation related to upcoming transit Irrprovernents, • Available Information related to area land values + Available real estate tax data • Current and future development projects In the study area • Traffic and transportation plans effecting the study area • Description of any community service programs • E:daUngand proposed land Lmeand zoning • Summary of hlatodcai or arctidecluraily significant structures In the study area • Adel photography (planometflc) • All appropriate public poloy statements effecting the study area, and • A fist of the ataiteheldere in the study area (business and oommuriy leaders, advocacy groups, county, state, and local goverment agencies, polandal tocal.bulidersidevelopers, etc.) TASK 1.2: INn1AIM MEEnNaS Once we have received the materiel oullined abovs, the RTKL Team will hold an orientation meeting with City Staff to set parameters for the study, In addillon, riembers of the RTKL Team will visit Denton to visit with key stakeholders to gafharlMormation relevant to our planning efforts. It Is Intended that during this time wowill review related past efforts, turtheraoqualnt ourselves with the study area, discuss and agree upon formal communkretions and products, and gain a deeper understanding of the City& goals and prioddes. Pt%Wwo: PRorRommoAwn MALYsis(TwoWEElrs) TASK2.1: PKnicALAKALYsis The RTKL Team will quickly review the Guys existing downtown plan and the assembled database to evaluate the opportunities and con Wnts for specific catalyst projects. This analysis will provide the planning motivation/rationale forthe conceptual planting lotollow. Issues to be addressed Include; Existing land use patterns, tenant types, overall building condition and resulting area Idenfiv, Existing zoning and other regulatory legislation and resulting effects on development pafleins; Regional and local trafficAransportation framework and land use Integration; • Centers of activity, employment, and community; • Linkages to UNT and ogarlmportant elements outside the study area; • Condition of the public realm, etc. TASK2.2: MAAw ANALYsis . The RTKL Team will perform a market analysis to determine the market potential (priding, absorption Income expectations) for the selected land uses. Tasks card Include! 1. Determine the competitive market area (bade area) for each of the specific land uses Identified in the previous phase. 2. Identify the competitive supply of these land u"s (and product types) within the market areas. Additionally, we will research the historical performance of the competitive supply and implicafions-tor development WWn the subjed atuciv Brea 3, Estimate the demand potential In the market area for each of the selected land uses through demographic and economic modeling and by assessing the competitive position of downtown Denton In the context of the City and 4. region fall the market potential for each of the project elements addressing amount (SF, units, eto.), market orientation, pricing (rents, sales), and absorption periods. For retail, for example, wewill Mendyths type of potential retail stores and tenants, market orientation and Nche, type of goods! services to target, potential retailers,eto. We will also define food and beverage and entertainment opportunities. Product A report that summarizes the andngs of Wards snelysie with reoommer"onsfor land use targets, siring, and phasing as they relate to projed-erred programs for potentlel catalyst day Wnents.These program recommendations end variables would be Integrated Into the vision and land planning efforts of RTKL. PHASE THREE: CONCEPTUAL PLANNING (TWO WMKs) Task 3.1—Transk.Oriented Masterpianning and Cahtyst Projad Concepts The RTKL Team will build upon and refine the exlstino downtown plan vision and prepare a conceptual implementation masteom for davMoo n that illustrates the markeW aced program, goals and objectives, Verona and preferences, etc. generated In the previous phase. ThIs process Is not Intended to crsate anew downtown plan, but to refine itto redact spedfic thoughts related to the Implementation of Individual projects taking advantage of the planned transportation improvements In the downtown area. This matedal will be prepared as poster -sized drawings at a scale suitable for public presentation and PowerPoint Indusion. Thase piano will be prepared to address such Issues as: • Overall tend use and key bulldog reidonships • Local and regional transportation system dynamics and Interface • Amenity, open space and landscepastreetscape opportunity zones • Up to 6 Catalyst prajaot concepts, • Development progrem,and • Community Identity objective • Consistency with existing pollutes (corrWrehanslve or master plans, downtovm plan, etc.) • Fiscal impact Task 3,2- City Stall Review of Planning Concepts The RTKL Team will prasent the conceptual planning Ideas to City Staff forits review and comment It Is Intended that this worksession will provide staff the opportunity to have input leading to the refinement of the planning Don* and epsoffio catalyst projects prior to a more formal IevleW and retirement process. PNASEFOUR: REWNEOPLANNINO(FOURWESM) Task 4.1— Refined Implementation Masterptan The RTKL Team will analyze the Ideas and recommendations generated In the p wAous tasks and develop a preferred concept plan with a nigher level of refinement then that of the previous concept The documentation produced will Induda: • Illush*m masterplan showing building massing, generallzed landscape and amenity areas, street framework, and pdmaty open space concepts. • Land use meelerplan of proposed district uses • Three catalyatprojeot concepts plane with general program and approach • Developmentyleld by location and use • Publiclmreslmentleverage Task 4.2- Refined Opinion of Probable Cost In order for Leland to make an Informed analysis (am Task 5.2) of the specific cetatystprojecte presented in the previous took, the RTKL Team will prepare a an opinion of aostfor the improvements associated with each catalyst project Thews costs are based on currant value and should be used for general budgeting purposes only. Theywill follow the earns format developed In the prioroost analysis. Task 4.3 — Catalyst Project Analysts The RTKL Team will focus on the three catalyst projects Identified In the previous tasks, and together with the City teoiunicai staff focus on the follomwing: 1. Identify spedfio sites or bindings necessary fordevelopxnem and adaptive reuse. 2. Detail select projeot characteristics. 3. Forecast the specific financial performance of each pxojecL 4. Provide.input on the financial return of each Inducing internal rate of return, disouhaded cash flow. 5. Develop alternative scenarloa I sonaltivity analyses that showfinandal performance under different assumption, Task 4.4— Staff Consensus Meeting RTKL will meet with City stag to present the preferred alterative and cost matrix It Is Intended this meeting will provide staff with the opportunity to make subtle nefinernents to this Information prior to the formal review process In the following task. This task Involves one plan Iteration due to staff comments. Task 4.5 — Stakeholder Group Review RTKL w111 present the preferred alternative documents to a Council appointed Stakeholder Group. This presentation will recount the process performed to data, focusing on the refinements made leading to the preferred planning approach, It is Intended this presentation will provide the stakeholder group the opportunity to review and approve (with minormodfication if necessary) the overall direction, and to decide upon a prioritized Hating of the catalyst project concepts. It is assumed both task 4.4 and 4.5 (combined) allows for one plan Iteration due to the cdeotivs commentary. Piwt FIVE: IuPLEMEwrATm PLANmNo (FOUR WEaKS) Task 5.1— Illustrative Planning Documents The RTKL Team will refine the planning documents to reflect the ideas and recommendations generated in the previous Phase. The final planning documents will include: • Illustrative masterplan showing building massing, generalized landsaaps and amenity areas, street framework, and primary open space concepts. • land use masterplan of proposed district uses • Three catalyst project concept Pans with program and approach • Three street -level artiat renderings focusing on each catalyst project One overall binds We rendering of the improved downtown • Developmentyleld by location and use Task 6.2-6•Year Implementation Acton Plan This element of work will include the following tasks focused on a clear implementation strategy; i. Review the programming of the masterplan and determine likely redevelopment tools and financing techniques, including recommendations on how to enhance existing programs. 2. Prepare recommendationsooncemingchrorakgyandtimingforthethreecatalystpro)eota 3. Retina the cetalyat project andysla (after review) to include Ilk* markeNbased cash flow charaotodatos of these three catalyst projects Including development costs, property sales or lease structures, and operating shames as appropriate. Using cost data provided by the City, pertinent private investment characteristics Wald be calculated such as the Internal rate of return (IRR), and Identify the gap that publlo financing and Incentives would twee to till This WI) show how to use funding mechanisms and pubticlxivato financing and partnering approaches. 4. Estimate the likely facet benefits of the three catalyst projects on local government entilles In terms of property taxes, setae taxes, "or o0er relevant revenue sources. Provide a cost / benefit analysle based on the assumption that the Identified gap Is filledwith puNla funds Including payback period for pubic Investment and ratio of private dolara leveraged per public dollar invested, Based on the preceding analysts of financial resources, provide recommendations concerning the most appropriate souses to 11 the gape. 6. Working closely with City stew, create a financial Implementation plan that identifies specilc tasks for public and private seatoren0ties bywhich to acfdeve thevldon over the nod fnreyam. This would Involve two elements: • Public infrastructure • Priority Public/ Private Ventures • Legislative! Regulatory Changes (designroodalWatc, identified by City Stat) • Rnarldal Incentives • Marketing This would Include a list and critical analysis of existing and new sources of funds and financing for the public and private sectors in developing now and revitalized land uses and improvements associated vdth the catalyst projects. Task 6.3— Mdal Report . The RTKL Team wdti assemble a final report detalling the planning process undertaken: documenting the results of the stakeholder Input and describing the final Ideas generated in the planning process We will focus on the Implementation action plan, and will dearly detali the slope necessary to execute the catelystprojects. All graphic and written documentation prepared dudng the project will be Inoluded In the report, and special care will be taken In the omanizalon of the document to highlight the final planning documents. TMs report will be generated Inoue odginat &6 x 11' cola booklet and will be delivered In digital form as an Adobe PDF format and Quads Its, on a CD (a). Maps or Exhibits will be provided on CD In a ,JPG format, COMPENSA7/01VAND SCHEDULE The RTKL Team Is obte to perform the work descr bed In phases cue through five listed abovefor the following lump sum fees. This fee structure Is Inclusive of expenses related to the execution of the specific tasks detailed In those five phases of work. Anywak or expenses performed beyond those specific tasks shall beat the request and approval of the Cityof Denton and shall be performed under separate contracted agreement. Phase TtWna Budoet Phase 1. Project Inlgallon 1 Week i 71000 Task Fee Breek Task 1.1 Database Preparation RTKL- $ 2,000 Leland: $ 2,000 Task 1.2 Initiation Meetings RTKL: S %000 Leland: $ 2,000 Phass2. StudyAreaAnalysls 2Weeks $26,000 Task FL.ee8re®kdown: Task 2.1 Physical Analysis RTKL: $ 7,00D Task U Market Analysis Leland $19,000 Phase 3. Conceptual Planning 3 Weeks $17,000 Task Fee BWNM: Task 3.1 Conceptual Masterplan RTKL: S1s,000 Task 3.3 Staff Raview Meeting RTKL- $ 1,000 Phase 4. Refined Planning 4 Weeks $43,500 Task Fee Breakdovm Task4.1 Refined Implementation Plan RTKL: $ 9,000 Task 4.2 Coat Matrix HulaZdlars: $ 8,000 Task 4.3 Catalyst Project Analysis RTKL: $ 61000 Leland: $10,000 Task 4.4 Staff Consensus RfK4: $ 1,00D Task 4.6 Stakeholder Review RTKL: $ 6,000 Leland: $ 3,600 PhaseB, implementaBonPlanning 4Weeks $46,000 Task Fee Breakdown: Task 6.1 Illusha0ve Documents RTKL': $25,000 Task 6.2 FlveNear Action Plan RTKL: $ 61000 Leland $t2,000 Task 5.3 Final Report RTKL: $ 2,000 TOTAL 14 Weeks • $136,600 Smakdown of Fee by Consultant: RTKLAssodateslno. $ 82,DD0 Leland Consalft Group 5 ' 6.000 ii 48,600 Hula Zdam Total Inc $ $138,500 Assumptions • This estimate assumea seven (7) formal meetings with the City 0vougtswt an anticipated wodptmt schedule of fourteen (14) weeks, Additional meetings, presentation, or extended schedule shell be billed hourly at our standard hourly rates, No additional services Will be performed wilimt the written approval of the Client • It is understood that additional services desired outside those specifically defined In Ihis scope of &Woes are not Included In this contract. Their scope and tees shall be negotiated and managed separately from this oonhaot • The maa mperadln this cartract are rod ante hmLdeslga-snalvais pumosas oehL.They are not to be detailed enough for construction drav4ngs to be clreoOy based upon. BILUNO AND PAYMENT RTKL's customary pradoe Is to bill on a monthly basis for the work completed In the pdor month. Fes Invcioes will be based on the actual hours charged In the mordh preceding the Invoice, based on to Standen! Hourly Rate Table by Classification enclosed. Compensation for Services and EVenses shall be due and payable within thlrt9 (30) days of the Invdoe date. Invoices over sixty (60) days will be charged Interest at the First National Bank of Maryland prime rate plus two (2) percent. If unpaid Invdoeg become more than sixty (60) days overdue, RTKL may, upon seven (7) days written notice to the Client contact the Client dreciy for payment andt or stop work and paymenlis recelved. In the event of nonpayment Client shall reimburse RTKLfor any attorney fees Incurred to tolled the unpaid recelvables. All payments; Inctudng the retainer, may be wired directly to the account of: COMRACTS RTKL fees we based Bank of Amadq N,A 10 Light Street Baltimore, MD 21202 USA ABA number052001633 Account number 393024%86 Reference: Downtown Denton Planning review and TERMINATION This Agreement may be terminated by elther party at anytime with or without cause by vniften notice. Termination shall be affective seven (7) days after date of notice. Upon termination, ell Invoices presented by RTKL for whites and Expenses for periods prior to the date of termination shall become Immedately due and payable. Fallure of the Client to make payments to RTKL under this Agreement shall be cause for termination. In the wont of a suspension of Services, RTKL shall have no Itabilty for any damages to Client incurred because of such suspension. Temdnason or suspension of Services by RTKL shall In no way relieve Client of compensating RTKL for Services performed and EVenses Incunad to the date of the termination. AGREEMENT BMW upon RTKL's successful experience with similar downtown master plans and our familiarity with Issues related to the North Texas marketplace, we believe we can provide the most creative, flexible, and cost-effective consultant saMces. From whet we understand to be Clty'a goals for this effort, we are quite excited by this opportunity and look forward to waking closely with you and your team. By executing and retuming a copy of this letter, the City of Denton sprees to the terms of this proposal and agrees to pay RTKL In accordance with those terms staled. If I can supplement this infomnetion or anawer any queellona, please feel free to contact meat (214) 871a 7. Sincerely, Accepted by: RTKL ASSOCIATES INC, CITY OF DENTON Pads M. Rutherford IV, AICP By Vice President TIUe: lb:dr SEP 24, 2004 TOf MIKE CONDUFF FR: CYNDY NICHOLAS-LEWIS #61633 PAGE! 14/14 Exhibit "B" Hourly Rates RTKL ASSOCIATES INC. Professional Rate Schedule by Classification Hourly Rate Technical Assistant $ 45.00 Staff 60.00 Senior Staff Architect/Enginear/Planner 75.00 Project Architect/Engineer/Planner 90.00 Senior Project Architect/Engineer/Planner 110.00 Project Manager 125.00 Senior Project Manager 150.00 Vice President 225.00 Senior Vice President 250.00 RECEIVED FEB - 2 2M CITY OF DENTON LEGAL DEPT. u•4nanaganent\W choMaowislparis.cityofdmron 092404.doc