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15-201 Economic & Planning Systems, Inc.; Economic and Fiscal Reviews for the General Plan Authorization for Cupertino Inn and The Oaks RedevelopmentsFIRST AMENDMENT TO AGREEMENT BETWEEN THE CITY OF CUPERTINO AND ECONOMIC AND PLANNING SYSTEMS, INC. FOR ECONOMIC AND FISCAL REVIEWS FOR THE GENERAL PLAN AUTHORIZATION FOR CUPERTINO INN, THE OAKS REDEVELOPMENT AND SCANDINAVIAN FURNITURES This First Amendment to the Agreement between the City of Cupe1tino and Economic and Planning Consultants, Inc., for reference dated January 3, 2017 , is by and between the CITY OF CUPERTINO , a municipal corporation (hereinafter "City") and Economic and Planning Consultants, Inc ., a California Corporation ("Consultant") whose address is One Kaiser Plaza , Suite 1410 , Oakland , CA 94612 , and is made with reference to the following : RECITALS: A. On December 7 , 2015 , an agreement was entered into by and between City and Consultant (hereinafter "Agreement") for economic and fiscal reviews of General Plan Authorizations for Cupe1tino Inn , the Oaks Redev elopment and Scandinavian Furnitures . B. City and Consultant desire to modify the Agreement on the tenns and conditions set fo1th herein . NOW, THEREFORE, it is mutually agreed by and between the undersigned patties as follows: I. Paragraph 2 of the Agreement is modified to read as follows : Consultant shall perforn1 each and every service set fo1th in Exhibits "A " and "B " pursuant to the schedule of perfonnance set fo1th therein, attached hereto and incorporated herein by this reference. 2. Paragraph 3 of the Agreement is modified to read as follows : Consultant shall be compensated for services performed pursuant to this Agreement in a total amount not to exceed FORTY THOUSAND dollars ($40 ,000.00) based on the rates and terms set for in Exhibits "A" and "B", which are attached hereto and incorporated herein by this reference . 3. The following Exhibits to the Agreement are amended to include the additional scope as shown in the attachments to this Amendment: a. Exhibit "A ,"-Scope of Work b. Exhibit "B,"-Proposed Staffing and Budget 4. Except as expressly modified herein, all other tern1s and covenants set fo1th in the Agreement shall remain the same and shall be in full force and effect. IN WITNESS WHEREOF, the patties hereto have caused this modification of Agreement to be executed . CITY OF CUPERTINO A Municipal Corporation /1 By: ,6d ifkaJP~ Titl e' ,&;oT· MY h~A/46-c,l;. RECO~NDED FOR APPROVAL: By: }'J~V Ti tle---./f.-y 7 - 0 ,-; ~-~-v A-iC \1-1,-..,.,_-- APPRO VED AS TO FORM: ~ City Attorney ATTEST: ~G,e_~;):{- City Clerk .2._ ,-2-.-( 7 EXPENDITURE DISTRIBUTION PO #2016 -381 100-71-702 900-940 100-71-702 900-995 100-71-702 900-995 The Oaks #442 Cupertino Inn #443 Scandinavian Furniture # Original Contract: $16,500.00 $16,500.00 Amendment #1: $7,000.00 Total: $40,000.00 $16,500.00 $16,500.00 $7,000.00 Th e Economics of L and Use • Economic & Planning Systems, Inc. One Kaiser Plaza, Suite 1410 Oakla n d, CA 94612 510 841 9190 te l 510 740 2080 fa x Oakland Sacra mento Den ver Los Angeles www.epsys.com December 15, 2016 Gian Paolo Martire Associate Planner City of Cupertino 10300 Torre Avenue Cupertino, CA 95014-3255 Subject: Proposal to Provide Fiscal Analysis of a Proposed General Plan Amendment; EPS #161195 Dear Gian : Economic & Planning Systems, Inc. (EPS) is pleased to respond to your request for a proposal for services related to the review of a General Plan Amendment (GPA) application in the City of Cupertino (City). We understand the City process for GPAs and that the City is seeking a consultant to estimate fiscal impacts attributable to a current GPA proposal. The goal of the fiscal analysis is to provide the City with reliable information concern i ng the likely net effect of the GPA on the City 's General Fund. Fiscal impact analysis is a core competency of EPS and we have conducted similar analysis for the City on prior occasions. EPS has prepared a scope of work that provides an overview of the research and analysis that will be brought to bear to ana ly ze the GPA. Included as Attachment A, the proposed scope of work presents this anticipated effort. Attachment B provides EPS standard hourly rates for 2016 . EPS 's proposed not-to-e x ceed budget proposed for this effort is $7,000. This budget allows EPS to prepare and document a fiscal impact analysis of the GPA proposal. The budget does not include face-to-face meetings in Cupertino or presentations to City commissions or the Council. If requested, such additional efforts can be incorporated into our scope of work or authorized on a time and materials basis at our standard hourly rates. Please call or email me if you wish to discuss the proposed Scope of Work. Sincerely, ECONOMIC & PLANNING SYSTEMS, INC. Ex ecutive Vice President Attachment A Scope of Work Fiscal Analysis of Proposed GPA This Scope of Work is designed to provide the City of Cupertino (City) with a reliable fiscal impact analysis of the General Plan Amendment (GPA) application recently received by the City . It is understood that the City will use the fiscal analysis to inform land use decision-making and financ ial sustainability goals. As necessary, EPS would work in close coordination with the City. EPS findings for each review will be provided in a technical memorandum . Task Descriptions The follow i ng outlines the proposed work process. Task 1: Project Initiation EPS will initiate the engagement w ith a conference call with the City to review the scope of work, consider the GPA proposal, identify baseline cond itions, consider relevant data and study assumptions, and establish a timeline for the analysis . It is anticipated that startup efforts associated with City budget and cost data will be minimal, as the analysis will rely heavily on a fiscal impact model prepared for the City during 2016. Task 2: Fiscal Impact Analysis The Fiscal Impact Analysis will estimate public service costs using an average cost methodology based on the Fiscal Year 2015-16 adopted budget. The analysis also will consider revenues attributable to the GPAs that accrue to the City's General Fund, including property tax, sales ta x , and other sources, as appropriate for each land use. Based on estimates of General Fund costs and revenues attributable to the proposed GPA, EPS will estimate the net annual fiscal impact on the City General Fund from the stabilized project . In the event that the applicant has provided data and analysis of the project, EPS will review any data or analytical findings. Key assumptions provided by the appl i cant will be noted and evaluated as appropriate. EPS will provide qual itative commentary on fiscal impact findings as needed (e.g., identification of noteworthy un certa i nties in the analysis). Task 3: Technical Memorandum EPS will synthesize the fiscal analysis in a memorandum that offers a summary of key findings and deta i ls the analysis and supporting calculations. EPS will provide a unique, project-specific analysis and the study will be similar in structure to past reports. The methodology and reporting will allow for comparison to analysis of prio r GPA proposals. EPS first will deliver to the City a draft memorandum . Based on one round of consolidated comments from City staff, EPS will revise the draft and issue a final memo randum. Eco nom ic & Planning Sys t em s, I nc. 1 M:\Proposals\161000 \161195CupertinoGPA \161195 GPA Review ptxt.docx Proposed Staffing and Budget Attachment B Proposed Staffing and Budget December 15, 2016 EPS is able to complete the proposed Scope of Work described above for a not-to-exceed budget amount of $7,000. Table 1 provides detailed hours and billing rates for the engagement. The budget estimate covers all costs associated with analysis of one GPA. Additional tasks, including meetings and presentations if requested by the client, will be billed on a time -and-materials basis at our standard hourly rates, upon approval. Charges for EPS time are based on the amount of time actually spent. Expenses for data, report production, and other project related items are billed at cost. Invoices are submitted monthly and are payable upon receipt. Table 1 Budget Estimate GPA Reviews Task/ EPS Staff Staff Cost Direct Total Description PIC EVP Associate Subtotal Cost Cost Project Initiation 0 2 0 $450 $0 $450 Fiscal Analyses 2 6 8 $3,430 $0 $3,430 Deliverables 2 6 6 $3 ,060 $60 $3 ,120 Billing Rates * $300 $225 $185 Total Project Costs $6,940 $60 $7,000 * Billing rates shown are applicable during 2016 and are subject to change annually. Economic & Planning Systems, Inc. 2 M:\Proposals\16 1000\16 1 J95CupertinoGPA\16 11 95 GPA Review ptxt.docx AGREEMENT BETWEEN THE CITY OF CUPERTINO AND ECONOMIC & PLANNING SYSTEMS, INC., FOR ECONOMIC AND FISCAL REVIEWS FOR THE GENERAL PLAN AUTHORIZATION FOR CUPERTINO INN AND THE OAKS REDEVELOPMENTS THIS AGREEMENT, is entered into this 7th day of December, 2015, by and between the CITY OF CUPERTINO, a California municipal corporation ("City"), and Economic & Planning Systems, Inc., a California Corporation whose address is One Kaiser Plaza, Suite 1410, Oakland, California 94612 (hereinafter referred to as "Consultant") (collectively referred to as the "Parties"). RECITALS: A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the Constitution and the statutes of the State of California and the Cupertino Municipal Code. B. Consultant is specially trained, experienced and competent to perform the special services which will be required by this Agreement. C. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the services described in this Agreement on the terms and conditions described herein. D. City and Consultant desire to enter into an agreement for the economic and fiscal reviews for the General Plan Authorization for Cupertino Inn and The Oaks redevelopments, upon the tenns and conditions herein. NOW, THEREFORE, the Pmiies mutually agree as follows: 1. TERM The term of this Agreement shall commence on December 7, 2015, and shall tenninate on June 30, 2017, unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED Consultant shall perform each and every service set forth in Attachment "A" pursuant to the schedule of performance set fmih in Attachment "A," attached hereto and incorporated herein by this reference. 3. COMPENSATION TO CONSULTANT Consultant shall be compensated for services performed pursuant to this Agreement in a total amount not to exceed THIRTY THREE THOUSAND dollars ($33,000.00) based on the rates and terms set forth in Attachments "A" and "B", which are attached hereto and incorporated herein by this reference. 4. TIME IS OF THE ESSENCE Consultant and City agree that time is of the essence regarding the performance of this Agreement. Page1of10 Economic & Planning Systems, Inc, GPA Authorization, 12(7/15 5. STANDARD OF CARE Consultant agrees to perfonn all services required by this Agreement in a manner commensurate with the prevailing standards of like professionals in the San Francisco Bay Area and agrees that all services shall be performed by qualified and experienced personnel who are not employed by the City nor have any contractual relationship with City. 6. INDEPENDENT PARTIES City and Consultant intend that the relationship between them created by this Agreement is that of employer-independent contractor. The manner and means of conducting the work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the express terms of this Agreement. No civil service status or other right of employment will be acquired by virtue of Consultant's services. None of the benefits provided by City to its employees, including but not limited to, unemployment insurance, workers' compensation plans, vacation and sick leave are available from City to Consultant, its employees or agents. Deductions shall not be made for any state or federal taxes, FICA payments, PERS payments, or other purposes normally associated with an employer-employee relationship from any fees due Consultant. Payments of the above items, if required, are the responsibility of Consultant. 7. IMMIGRATION REFORM AND CONTROL ACT (IRCA) Consultant assumes any and all responsibility for verifying the identity and employment authorization of all of his/her employees performing work hereunder, pursuant to all applicable IRCA or other federal, or state rules and regulations. Consultant shall indemnify and hold City harmless from and against any loss, damage, liability, costs or expenses arising from any noncompliance of this provision by Consultant. 8. NON-DISCRIMINATION Consistent with City's policy prohibiting harassment and discrimination, Consultant agrees that it shall not harass or discriminate against a job applicant, a City employee, or a citizen by Consultant or Consultant's employee or subcontractor on the basis of race, religious creed, color, national origin, ancestry, handicap, disability, marital status, pregnancy, sex, age, sexual orientation, or any other protected class. Consultant agrees that any and all violations of this provision shall constitute a material breach of this Agreement. 9. HOLD HARMLESS IZl Standard Indemnification: Consultant shall, to the fullest extent allowed by law and without limitation of the provisions of this Agreement related to insurance, with respect to all services perfonned in connection with the Agreement, indemnify, defend, and hold harmless the City and its officers, officials, agents, employees and volunteers from and against any and all liability, claims, actions, causes of action or demands whatsoever against any of them, including any injury to or death of any person or damage to property or other liability of any nature, whether physical, emotional, consequential or otherwise, arising out, pertaining to, or related to the negligent performance of this Agreement by Consultant or Consultant's employees, officers, officials, agents or independent contractors. Such costs and expenses Page 2 oflO Economic & Planning systems' Inc I GPA Authorization, 12/7 /15 shall include reasonable attorneys' fees of counsel of City's choice, expert fees and all other costs and fees oflitigation. The acceptance of the Services by City shall not operate as a waiver of the right of indemnification. The provisions of this Section survive the completion of the Services or termination of this Contract. 10. INSURANCE: A. General Requirements. On or before the connnencement of the term of this Agreement, Consultant shall furnish City with certificates showing the type, amount, class of operations covered, effective dates and dates of expiration of insurance coverage in compliance with the requirements listed in Exhibit "D". Such certificates, which do not limit Consultant's inde11111ification, shall also contain substantially the following statement: "Should any of the above insurance covered by this certificate be canceled or coverage reduced before the expiration date thereof, the insurer affording coverage shall provide thirty (30) days' advance written notice to the City of Cupertino by certified mail, Attention: City Manager." Consultant shall maintain in force at all times during the performance of this Agreement all appropriate coverage of insurance required by this Agreement with an insurance company that is acceptable to City and licensed to do insurance business in the State of California. Endorsements naming the City as additional insured shall be submitted with the insurance certificates. B. Subrogation Waiver. Consultant agrees that in the event ofloss due to any of the perils for which he/she has agreed to provide comprehensive general and automotive liability insurance, Consultant shall look solely to his/her insurance for recovery. Consultant hereby grants to City, on behalf of any insurer providing comprehensive general and automotive liability insurance to either Consultant or City with respect to the services of Consultant herein, a waiver of any right to subrogation which any such insurer of said Consultant may acquire against City by virtue of the payment of any loss under such insurance. C. Failure to secure or maintain insurance. If Consultant at any time during the te1m hereof should fail to secure or maintain the foregoing insurance, City shall be permitted to obtain such insurance in the Consultant's name or as an agent of the Consultant and shall be compensated by the Consultant for the costs of the insurance premiums at the maximum rate permitted by law and computed from the date written notice is received that the premiums have not been paid. D. Additional Insured. City, its City Council, boards and co111111issions, officers, employees and volunteers shall be named as an additional insured under all insurance coverages, except any professional liability insurance, required by this Agreement. The naming of an additional insured shall not affect any recovery to which such additional insured would be entitled under this policy if not named as such additional insured. An additional insured named herein shall not be held liable for any premium, deductible portion of any loss, or expense of any nature on this policy or any extension thereof Any other insurance held by an additional insured shall not be required to contribute anything toward any loss or expense covered by the insurance provided by this policy. E. Sufficiency of Insurance. The insurance limits required by City are not represented as being sufficient to protect Consultant. Consultant is advised to confer with Consultant's insurance broker to determine adequate coverage for Consultant. F. Maximum Coverage and Limits. It shall be a requirement under this Page3 oflO Economic & Planning Systems, Inc, GPA Authorization, 12/7/15 Agreement that any available insurance proceeds broader than or in excess of the specified minimum Insurance coverage requirements and/or limits shall be available to the additional insured City. Furthermore, the requirements for coverage and limits shall be the minimum coverage and limits specified in this Agreement, or the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named insured, whichever is greater. 11. CONFLICT OF INTEREST Consultant wan-ants that it presently has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, that would conflict in any way with the performance of this Agreement, and that it will not employ any person having such an interest. Consultant agrees to advise City immediately if any conflict arises and understands that it may be i:equired to fill out a conflict of interest form if the services provided under this Agreement require Consultant to make certain governmental decisions or serve in a staff capacity as defmed in Title 2, Division 6, Section 18700 of the California Code of Regulations. 12. PROHIBITION AGAINST TRANSFERS Consultant shall not assign, sublease, hypothecate, or transfer this Agreement, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of City. Any attempt to do so without said consent shall be null and void, and any assignee, sublessee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. However, claims for money by Consultant from City under this Agreement may be assigned to a bank, trust company or other fmancial institution without prior written consent. Written notice of such assignment shall be promptly furnished to City by Consultant. The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant, if Consultant is a partnership or joint venture or syndicate or cotenancy, which shall result in changing the control of Consultant, shall be construed as an assignment of this Agreement. Control means fifty percent (50%) or more of the voting power of the corporation. 13. SUBCONTRACTOR APPROVAL Unless prior written consent from City is obtained, only those people and subcontractors whose names and resumes are attached to this Agreement shall be used in the performance of this Agreement. In the event that Consultant employs subcontractors, such subcontractors shall be required to furnish proof of workers' compensation insurance and shall also be required to carry general, automobile and professional liability insurnnce in reasonable conformity to the insurance carried by Consultant. In addition, any work or services subcontracted hereunder shall be subject to each provision of this Agreement. Consultant agrees to include with all subcontractors in their subcontract the same requirements and provisions of this Agreement including the indemnity and insurance requirements to the extent they apply to the scope of the subcontractor's work. Subcontractors hired by Consultant agree to be bound to Consultant and City in the same manner and to the same extent as Consultant is bound to City under this Agreement. Page 4 of JO Economic & Planning Systems, Inc, GPA Authorization, 12/7/15 Subcontractor further agrees to include these same prov1s10ns with any sub- subcontractor. A copy of the Owner Contract Document Indemnity and Insurance provisions will be furnished to the subcontractor upon request. Consultant shall require all subcontractors to provide a valid certificate of insurance and the required endorsements included in the agreement prior to commencement of any work and will provide proof of compliance to City. 14. PERMITS AND LICENSES Consultant, at his/her sole expense, shall obtain and maintain during the term of this Agreement, all appropriate permits, certificates and licenses including, but not limited to, a City Business License, that may be required in connection with the performance of services hereunder. 15. REPORTS A. Each and every report, draft, work product, map, record and other document, hereinafter collectively referred to as "Report", reproduced, prepared or caused to be prepared by Consultant pursuant to or in connection with this Agreement, shall be the exclusive property of City. Consultant shall not copyright any Report required by this Agreement and shall execute appropriate documents to assign to City the copyright to Repo1is created pursuant to this Agreement. Any Report, information and data acquired or required by this Agreement shall become the prope1iy of City, and all publication rights are reserved to City. Consultant may retain a copy of any rep01i furnished to the City pursuant to this Agreement. B. All Reports prepared by Consultant may be used by City in execution or implementation of: (1) The original Project for which Consultant was hired; (2) Completion of the original Project by others; (3) Subsequent additions to the original project; and/or ( 4) Other City projects as City deems appropriate. C. Consultant shall, at such time and in such form as City may require, furnish rep01is concerning the status of services required under this Agreement. D. All Reports required to be provided by this Agreement shall be printed on recycled paper. All Reports shall be copied on both sides of the paper except for one original, which shall be single sided. E. No Repo1i, information or other data given to or prepared or assembled by Consultant pursuant to this Agreement shall be made available to any individual or organization by Consultant without prior approval by City. 16. RECORDS Consultant shall maintain complete and accurate records with respect to sales, costs, expenses, receipts and other such information required by City that relate to the performance of services under this Agreement, in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Consultant shall provide free access to such books and records to the representatives of City or its designees at all proper times, and gives City the right to examine and audit same, and to make transcripts therefrom as necessary, and to allow inspection of all work, data, documents, proceedings and activities related to this Agreement. Such records, together with suppo1ting documents, shall be kept separate from other documents and records and Page 5 oflO Economic & Planning Systems, Inc, GPA Authorization, 12/7/15 shall be maintained for a period of three (3) years after Consultant receives fmal payment from City for all services required under this agreement. If supplemental examination or audit of the records is necessary due to concerns raised by City's preliminary examination or audit of records, and the City's supplemental examination or audit of the records discloses a failure to adhere to appropriate internal fmancial controls, or other breach of contract or failure to act in good faith, then Consultant shall reimburse City for all reasonable costs and expenses associated with the supplemental examination or audit. 17. NONAPPROPRIATION This Agreement is subject to the fiscal provisions of the Cupertino Municipal Code and Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Agreement are no longer available. This Section shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement. 18. ENVIRONMENTALLY PREFERABLE PURCHASING Consultant shall comply with the City's Environmentally Preferable Procurement Policy whenever practicable in completing any work under this agreement, including but not limited to: • Using paper products made with recycled content and recycled/remanufactured toner and ink jet cartridges; • Printing with soy or low volatile organic compounds (VOC) inks; • Using energy-star compliant equipment; • Using cleansers and working with janitorial contractors to meet Green Seal's Industrial and Institutional Cleaners Standard; and • Ordering supplies electronically and practicing other internal waste reduction and reuse protocols. 19. NOTICES All notices, demands, requests or approvals to be given under this Agreement shall be given in writing and conclusively shall be deemed served when delivered personally or on the second business day after the deposit thereof in the United States Mail, postage prepaid, registered or certified, addressed as hereinafter provided. All notices, demands, requests, or approvals shall be addressed as follows: TO CITY: City of Cupertino 10300 Torre Ave. Cupe1iino CA 95014 Attention: Aarti Shrivastava, Assistant City Manager TO CONSULT ANT: Economic & Planning Systems, Inc Page 6 oflO Economic & Planning Systems, Inc, GPA Authorization, 12/7/15 One Kaiser Plaza, Suite 1410 Oakland, CA 94612 Attention: Ben Sigman, Executive Vice President 20. TERMINATION In the event Consultant fails or refuses to perform any of the provisions hereof at the time and in the manner required hereunder, Consultant shall be deemed in default in the performance of this Agreement. If Consultant fails to cure the default within the time specified and according to the requirements set forth in City's written notice of default, and in addition to any other remedy available to the City by law, the City Manager may tenninate the Agreement by giving Consultant written notice thereof, which shall be effective immediately. The City Manager shall also have the option, at its sole discretion and without cause, oftenninating this Agreement by giving seven (7) calendar days' prior written notice to Consultant as provided herein. Upon receipt of any notice of termination, Consultant shall immediately discontinue performance. City shall pay Consultant for services satisfactorily performed up to the effective date of tennination. If the termination if for cause, City may deduct from such payment the amount of actual damage, if any, sustained by City due to Consultant's failure to perform its material obligations under this Agreement. Upon termination, Consultant shall immediately deliver to the City any and all copies of studies, sketches, drawings, computations, and other material or products, whether or not completed, prepared by Consultant or given to Consultant, in connection with this Agreement. Such materials shall become the prope1ty of City. 21. COMPLIANCE Consultant shall comply with all state or federal laws and all ordinances, rules, policies and regulations enacted or issued by City. 22. CONFLICT OF LAW This Agreement shall be interpreted under, and enforced by the laws of the State of California excepting any choice of law rules which may direct the application of laws of another jurisdiction. The Agreement and obligations of the paities are subject to all valid laws, orders, rules, and regulations of the authorities having jurisdiction over this Agreement (or the successors of those authorities). Any suits brought pursuant to this Agreement shall be filed with the Superior Corut of the County of Santa Clara, State of California. 23. ADVERTISEMENT Consultant shall not post, exhibit, display or allow to be posted, exhibited, displayed any signs, advertising, show bills, lithographs, posters or cards of any kind pertaining to the services performed under this Agreement unless prior written approval has been secured from City to do otherwise. 24. WAIVER A waiver by City of any breach of any term, covenant, or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any Page 7 oflO Economic & Planning Systems, Inc, GPA Authorization, 12/7/15 other term, covenant, or condition contained herein, whether of the same or a different character. 25. INTEGRATED CONTRACT This Agreement represents the full and complete understanding of every kind or nature whatsoever between the Parties, and all preliminary negotiations and agreements of whatsoever kind or nature_ are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions hereof. Any modification of this Agreement will be effective only by written execution signed by both City and Consultant. 26. AUTHORITY The individual(s) executing this Agreement represent and warrant that they have the legal capacity and authority to do so on behalf of their respective legal entities. 27. INSERTED PROVISIONS Each provision and clause required by law to be inse1ied into the Agreement shall be deemed to be enacted herein, and the Agreement shall be read and enforced as though each were included herein. If through mistake or otherwise, any such provision is not inserted or is not correctly inserted, the Agreement shall be amended to make such inse1iion on application by either pmiy. 28. CAPTIONS AND TERMS The captions in this Agreement are for convenience only, are not a pmi of the Agreement and in no way affect, limit or amplify the tenns or provisions of this Agreement. All unchecked boxes do not apply to this Agreement. IN WITNESS WHEREOF, the pmiies have caused the Agreement to be executed. CONSULTANT Economic ~ing Systems, Inc By~~ Title Managing Principal Date 1'l/ "( / 1-o/ s- AP~~ City Attorney ATIEST: 2 ' ~~ 4\'J± City Clerk /K { f"'-(J Page8 oflO Economic & Planning Systems, Inc, GPA Authorization, 12/7/15 CITY OF CUPERTINO A Municipal Corporation By~~~ Titl( ~· fffY }I/IN/I~ Date '11!-#Jt> D Over $175,QO-Council Approval Required D Over $45,000-Department Head Approval Required rzJ Up to $45,000-Designated Supervisor Approval Required RECOiv.fMENDED FOR APPROVAL ~~~- Piu GhOSh,Pillcipal Planner Exhibits: (Check box for exhibits that apply to this contract and attach) IZI Attachment "A"-Scope of Services IZI Attachment "B" -Rate Sheet IZI Attachment "C"-Insurance Requirements and Proof oflnsurance EXPENDITURE DISTRIBUTION ACCOUNT NUMBER AMOUNT PO #2016-381 Account #100-71-702 900-940 $16,500.00 The Oaks -Customer #442 Account#: 100-71-701900-995 $16,500.00 Cupertino Inn -Customer #443 Total: $33,000.00 Attachment A Scope of Work Economic and Fiscal Review of GPAs This Scope of Work is designed to provide the City of Cupertino (City) with reliable economic and fiscal impact analyses related to General Plan Amendments (GPA) applications received by the City. It is understood that the City is interested in consistent analysis of potential development proposals to inform its land use decision-making and financial sustainability goals. EPS would work in close coordination with the City to confirm the best approach and associated level of effort for each review. EPS findings for each review will be provided in a technical memorandum. Task Descriptions The following outlines the proposed work process. Task 1: Project Initiation EPS will initiate the engagement with a conference call with the City to clarify and optimize the analytical methodology, define available data sources, and establish a timeline for the initial reviews. It is anticipated that startup efforts associated with the fiscal impact analysis reviews will include a review of City budget documents and a discussion with City staff about any department-specific or land use-specific service cost concerns .. If cost concerns exist, EPS may conduct interviews with major City departments to clarify the issues. Initial efforts associated with the economic impact analysis reviews will include EPS acquisition of current local economic data and economic impact model setup. Task 2: Economic Impact Analysis EPS will evaluate the ongoing economic impact of City GPA applications using an "Input/Output" model of the local economy. The economic contribution of the proposed GPA will reflect the data and assumptions provided by the applicant. The economic impact analyses will evaluate both the direct and indirect economic impacts ("multiplier" or "ripple" effects). The results of the analyses will include quantitative measures of economic effects, including employment and sales ("output") data. In the event that the applicant has provided a clear, well documented analysis for review, EPS will evaluate the reported economic impacts and verify findings. Key assumptions provided by the applicant will be noted, and sensitivity analysis around these data may be conducted if appropriate. The review also will provide qualitative commentary on economic impacts as needed. Task 3: Fiscal Impact Analysis EPS will develop a fiscal model that evaluates the ongoing fiscal impact of GPA applications on the City's General Fund at buildout. EPS will use the most recent City budget data and GPA (project) data provided by the applicant. The analyses will estimate public service costs using an average cost methodology, unless project initiation discussion reveal cost concerns that justify special attention. The analyses also will consider revenues attributable to the GPAs that accrue to the City's General Fund, including property tax, sales tax, transient occupancy tax, and other sources, as appropriate for each land use. Based on estimates of General Fund costs and Economic & Planning Systems, Inc. 1 M:\Proposals\151000s\151151CupertinoGPAs\151151 GPA Review Services 12.02.15.docx Attachment A Scope of Work December 2, 2015 revenues attributable to the GPAs, EPS will estimate the net annual fiscal impact on the City General Fund at buildout. Similar to the approach described in Task 2, in the event that the applicant has provided a clear, well-documented fiscal analysis for review, EPS will review the stated inputs and verify findings. Key assumptions provided by the applicant will be noted, and sensitivity analysis around these data may be conducted if appropriate. The review also will provide qualitative commentary on fiscal impacts as needed. Task 4: Technical Memoranda EPS will synthesize the economic and fiscal analyses in a memorandum that offers a summary of key findings and details the analysis and supporting calculations. Although we will provide unique, project-specific analyses, the reviews will be similar in structure and will allow for comparisons across projects. EPS will first deliver to the City a draft memorandum. Based on one round of consolidated comments from City staff, EPS will revise the draft and issue a final memorandum. Proposed Staffing and Budget EPS can complete the proposed Scope of Work described above for a not-to-exceed budget . _ amount of $33,000. Detailed hours and billing rates are shown in Table 1 below. The budget -1"fl (; estimate covers all costs associated with the tasks and materials (including economic data) for .-f f;Ju -----rl'fefeVie~ GPA applications. Additional tasks, including meetings and presentations if requested by the client, will be billed on a time-and-materials basis at our standard hourly rates, upon approval. Charges for EPS time are based on the amount of time actually spent. Expenses for data, report production, and other project related items are billed at cost. Invoices are submitted monthly and are payable upon receipt. Table 1 Budget Estimate GPA Reviews Task/ EPS Staff EVP Senior RA Associate Description PIC Project Initiation 2 8 12 12 Economic Analyses 4 10 24 8 Fiscal Analyses 4 10 24 8 Deliverables 4 16 16 6 Billing Rates * $300 $220 $185 $120 Total Project Costs * Billing rates shown are applicable during 2015 and are subject to change annually. Staff Cost Direct Subtotal Cost $6,020 $0 $8,800 $980 $8,800 $0 $8,400 $0 $32,020 $980 Total Cost $6,020 $9,780 $8,800 $8,400 $33,000 Economic & Planning Systems, Inc. 2 M:\Proposals\151000s\151151CupertinoGPAs\151151 GPA Review Services 12.02.15.docx Attachment B 2015 HOURLY BILLING RATES Oakland and Los Angeles Offices Managing Principal $260-$300 Senior Principal $300 Principal $235-$260 Executive/Senior Vice President $220 • Vice President Senior Technical Associate $200 $200 Senior Associate $185 Associate $145 Research Analyst II $120 Research Analyst I $85 Production and Administrative Staff $85 Billing rates updated annually. Attachment C Insurance Requirements and Proof of Insurance Proof of insurance coverage described below is attached to this Exhibit, with City named as additional insured. Consultant shall maintain the following mininmm insurance coverage: A. COVERAGE: (1) Workers' Compensation: Statutory coverage as required by the State of California. (2) Liability: Commercial general liability coverage in the following minimum limits: Bodily Injury: $500,000 each occurrence $1,000,000 aggregate -all other Property Damage: $100,000 each occurrence $250,000 aggregate If submitted, combined single limit policy with aggregate limits in the amounts of $1,000,000 will be considered equivalent to the required minimum limits shown above. (3) Automotive: (4) Comprehensive automotive liability coverage in the following minimum limits: Bodily Injury: $500,000 each occurrence Property Damage: $100,000 each occurrence or Combined Single Limit: $500,000 each occurrence Professional Liability Professional liability insurance which includes coverage for the professional acts, errors and omissions of Consultant in the amount of at least $1,000,000.