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CITY OF ARCADIA MAY 1 3 1999
AGREEMENT FOR CONSULTING SERVICES
CITY OF ARCADIA
CITY CL.FRI<
THIS AGREEMENT FOR PROFESSIONAL SERVICES (hereinafter referred to
as "Agreement") is made and entered into this 12th day of May, 1999, by and between
the Arcadia Redevelopment Agency, a public body, corporate and politic, (hereinafter
referred to as "Agency") and Cotton/ Beland/Associates, Inc. (hereinafter referred to as
"Consultant").
RECITALS
WHEREAS, Agency has selected Cotton/ Beland/ Associates, Inc to undertake
the professional services as fully described in Exhibits'"A" and "B" (copy attached) for
ARA 172/Zoning Code Reconciliation Services; and
WHEREAS, Consultant represents that it has experience and technical
competence to act as Consultant to Agency for the services required by this contract.
NOW THEREFORE, the parties agree as follows:
1. REPRESENTATIVES OF THE PARTIES AND SERVICE OF NOTICE
The representatives of the parties who are primarily responsible for the
administration of this Agreement and to whom formal notices, demands and
communications shall be given, are as follows:
All notices and written communications sent to Agency under the Agreement
shall be sent to the following address, unless authorized in writing to be sent
elsewhere by Agency:
CITY OF ARCADIA REDEVELOPMENT AGENCY
Don Penman
Deputy City Manager/Development Services Director
240 W. Huntington Drive
Arcadia, CA 91007
(626) 574-5415; fax (626) 447-3309
All communications sent to Consultant shall be sent to:
Don Cotton
Cotton Beland Associates
747 E. Green Street, Suite 300,
Pasadena, CA 91101-2119,
(626) 304-0102; fax (626) 304-0402
Any such notices and written communications by mail shall be conclusively
deemed to have been received by the addressee five (5) days after the deposit
thereof in the U.S. Mail, first-class postage and properly addressed as noted
above, or upon actual receipt thereof if delivered by personal service.
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2. DESCRIPTION OF WORK
Agency hereby engages Consultant, and Consultant accepts such engagement,
to perform the services set forth in the attached "Exhibits A and B" incorporated
as part of this Agreement, Agency's principal representative, or the
representative's designee, shall have the right to review and inspect the work
during the course of its performance at such times as may be specified by the
representative.
3. COMMENCEMENT AND COMPLETION OF WORK
A. The execution of this Agreement by the parties constitutes an
authorization to proceed, unless otherwise provided by the terms of this
Agreement.
B. The work described in "Exhibits A and B" shall be completed in
accordance with the schedule set forth in said Exhibit or as otherwise agreed
upon in writing by_amendments to this Agreement.
4. DATA PROVIDED TO CONSULTANT
Agency shall provide to Consultant to the extent feasible, all data, including
reports, records, and other information, as requested by Consultant to.perform
this Agreement. _
5. OWNERSHIP OF DOCUMENTS
All files, records, reports, studies and other documents prepared or obtained by
this Agreement shall be the property of Agency. Basic notes, computations,
computer diskettes and similar data prepared or obtained by Consultant under
this Agreement shall, upon request, be made available to Agency without
restriction or limitation on their use. Consultant shall deliver such materials to
Agency according to the terms of this Agreement. Consultant shall have the
right to make duplicate copies of such materials and documents for his/her files
as may be authorized in writing by Agency.
6. • RELEASE OF INFORMATION
All information gained by Consultant in performance of this Agreement shall not
be released by Consultant without Agency's - prior written authorization.
Confidentiality and disclosure shall be subject to the California Public Records
Act. (Government Code Section 6250 et. seq.)
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7. CONFLICTS OF INTEREST
Consultant-covenants that neither they nor any officer or principal of their firm
have any interest in, nor shall they acquire any interest, directly or indirectly
which will conflict in any manner or degree with the performance of their services
hereunder. Consultant further covenants that in the performance of this
Agreement, no person having such interest shall be employed by them as an
officer, employee, agent, or subconsultants (see warranty - Section 15).
8. _ COMPENSATION AND PAYMENT
A. Consultant agrees to provide the services set forth in the attached
"Exhibits A and B" hereto, for a fee based on time and materials not-to-exceed
$4,000. Should Agency request, in writing, that Consultant perform additional
work and services beyond those required under this Agreement, compensation
for such services shall be on a time and material basis as outlined in "Exhibit B"
attached hereto and made a part hereof.
B. The consultant shall provide Agency_ along with any invoice, copies or
verification of all work performed for which Agency is being invoiced. In
reviewing and approving such invoice, Agency may consider, in addition to other
facts and circumstances, the relationship of the work completed to the work
remaining to be done.
C. Upon satisfactory completion of all work and services described in
"Exhibits A and B", and Agency's approval thereof, Agency shall pay Consultant
for the total amount remaining due for each increment or phase of the work, _
including all funds retained as partial security. Final payment shall-be made by
Agency to Consultant within thirty (30) days after Agency's written acceptance of
the work.
D. EXTRA _SERVICES. If after work commences pursuant to. this
Agreement, it becomes apparent that additional work not originally contemplated
as within the scope of this Agreement may be necessary such as that shown on -
Exhibits "A" or "B", or otherwise, if such services are performed, Contractor shall
be compensated at Contractor's prevailing time and materials rate schedule as
outlined in "Exhibit B".- The Contractor shall inform Agency in writing of the need
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for such additional work. No additional work shall be done without the prior
written approval of Agency.
9. MANAGEMENT
The Executive Director or his designee shall represent Agency in all matters
pertaining to the administration of this Agreement, including without limitation,
coordination of all necessary meetings and conferences, and review and
approval of all products submitted by the Consultant. Authority to enlarge the
scope of services or change the compensation due to Consultant is subject to
approval of the Executive Director or Agency Board, as appropriate.
10. INDEPENDENT CONTRACTOR
Consultant is and shall at all times be deemed to be an independent contractor
and shall be solely responsible for the manner in which it performs the services
required by the terms of this Agreement. Nothing herein contained shall be
construed as creating the relationship of employer and employee, or principal
and agent, between Agency and Consultant or any of the Consultant's
employees or any subconsultants. Consultant assumes sole responsibility for
the acts of its employees and any subconsultants as related to the services to be
provided during the course and scope of their employment.
11. CONSULTANTS PERSONNEL
A. All services required under this Agreement shall be performed by
Consultant, or under Consultant's direct supervision, and all personnel shall
possess the qualifications, permits and licenses required by State and local law
to perform such services.
B. Consultant shall be solely responsible for the satisfactory work
performance of all personnel engaged in performing services required by this
Agreement, and compliance with all reasonable performance standards
established by Agency.
C. Consultant shall comply with all federal and state_statutes and regulations
relating to the employer/employee relationship, including but not limited to,
minimum wage, non-discrimination, equal opportunity, workers' compensation,
-hazardous/unsanitary or dangerous surroundings, the Fair Labor Standards Act,
29 U.S.C., 201, et. Seq., and the Immiciration Reform and Control Act of 1986 8
U.S.C. 245 (a). -
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12. SUBCONTRACTING, DELEGATION AND ASSIGNMENT
This Agreement covers professional services of a specific and unique nature.
Consultant shall not delegate, subcontract or assign its duties or rights
hereunder, either in whole or in part, without the prior written consent of Agency.
Any proposed delegation, assignment or subcontract shall provide a description
of the services to be covered, identification and qualifications of the proposed
assignee, delegee or subcontractor and an explanation of why and how the
selection was made.
13. NON-DISCRIMINATION AND EQUAL EMPLOYMENT OPPORTUNITY
A. In the performance of this Agreement, Consultant shall not discriminate
against any employee, subcontractor, or applicant for employment because of
race, color, religion, ancestry, sex, national origin, disabilities or age. Affirmative
action relating to employment shall include, but not be limited to the following:
employment, upgrading, demotion or transfer; recruitment; layoff or termination;
rates of pay or other forms of compensation; and selection for training including
apprenticeship.
B. The provision of subsection A above shall be included in all solicitations
or advertisements placed by or on behalf of Consultant for personnel to perform
any services under this Agreement. Agency shall have access to all documents, -
data and records of Consultant and its subcontractors for purposes of -
determining compliance with the equal employment opportunity and non-
discrimination provisions of this Section, and all applicable provisions- of
- _ - Executive Order No. 11246 which is incorporated herein by this reference. A
copy of Executive Order 11246 is available for inspection and on file with
Arcadia. -
14. INDEMNITY AND INSURANCE
A. HOLD HARMLESS AND INDEMNITY. Consultant agrees to indemnify
and hold harmless Arcadia Redevelopment Agency and the City of Arcadia, their
_ officers, and employees from any claims, suits and liabilities for damage to
person or property arising out of Consultant's errors, omissions or negligent
acts.
B. INSURANCE Consultant shall carry commercial liability insurance with .
combined single limits of at least $1,000,000 naming the City of Arcadia and the
Arcadia Redevelopment Agency as additional insured. Proof of such insurance
in a form and content approved by the Agency Attorney is a condition precedent
to execution of this Agreement by Agency. Insurance shall be maintained with
insurers listed "A", "VII", or better in the Best's Insurance Guide and be
authorized to do business in the State of California.
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Consultant shall also maintain professional liability insurance covering errors
and omissions providing protection of at least $500,000 for errors and omissions
with respect to losses, claims, and liability arising from action of consultants in
performing pursuant to this Agreement.
C. Workers' Compensation and Liability. A program of Workers'
Compensation insurance or state-approved self-insurance program in an
amount, form and as broad as to meet all applicable requirements of the Labor
Code of the State of California, including Employer's Liability with limits of at
least $500,000 per occurrence. Should the Consultant be self-employed, he/she
must certify under Section 3800 of the California Labor Code, the performance
of the work for which this contract is issued is without employing any person in
any manner so as to become subject to the Workers' Compensation Laws of
California.
15. CONSULTANT'S WARRANTIES AND REPRESENTATIONS -
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Consultant warrants and represents to Agency as follows:
A. Consultant has no knowledge that any officer or employee of Agency has
any interest whether contractual, noncontractual, financial, proprietary or -
otherwise, in this transaction or in the business of the Consultant, and that if any
such interest comes to the knowledge of Consultant at any time, a complete
written disclosure of such interest will be made to Agency, even if such interest
would not be deemed a prohibited "conflict of interest" under applicable laws.
B. Upon the execution of this Agreement, Consultant has no interest, direct
or indirect, in any transaction or business_entity which would conflict with or in
- any manner hinder the performance of services and work required by this
Agreement, nor shall any such interest be acquired during the term of this
Agreement.
16. RESOLUTION OF DISPUTES (ATTORNEY-FEES)
A. Disputes regarding the interpretation or application of any provisions of
this A greement shall, to the extent reasonably feasible, be resolved through
good faith negotiations between the parties. -
B. If any action at law or in equity is brought to enforce or interpret any
provisions of this Agreement, the prevailing party in such action shall be entitled
to reasonable attorney's fees, costs and necessary disbursements, in addition to
such other relief as may be sought and awarded.
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17. MODIFICATION OF AGREEMENT
The terms are subject to modification by mutual agreement between Agency and
Consultant which such changes shall be incorporated by authorized written
amendments to this Agreement. The parties agree that the requirements for
prior written changes, amendments, or modifications to this Agreement may not
be waived and any attempted waiver shall be void.
18. TERMINATION
A. Agency may terminate this Agreement without cause upon five (5) days
written notice to Consultant to the address specified in this Agreement. Notice
may include telephonic communication to Consultant to cease work. Should
Agency terminate this Agreement, Consultant agrees to immediately discontinue
performance and deliver to Agency the work which he has completed, including
all maps, data; reports and like materials. Consultant shall receive a fee equal
to an amount which bears the same relationship to the total fee payable
pursuant to Section 8 that the amount of work performed by Consultant prior to
such termination bears to the total work to be performed by Consultant to this
Agreement.
B. Agency may terminate this Agreement with cause effective immediately
upon written notice of such termination to Consultant, based upon the
concurrence of any of the following events:
(1) Material breach of this Agreement by Consultant;
(2) Cessation of Consultant to be licensed, as required;
(3) Failure of Consultant to substantially comply with any applicable
of federal, state or local law or regulation;
(4) Filing by or against Consultant of any petition under any law for the
relief of debtors; and
(5) Filing of a criminal complaint against Consultant for any crime,
other than minor traffic offenses.
C. Work Product. In the event of termination, Consultant shall, at Agency's - -
request, promptly surrender to Agency all completed work and work in progress
and all materials, records, computerized information and notes developed,
procured, or produced pursuant to this Agreement. Consultant may retain
copies of such work product as a part of its record of professional activity.
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19. ENTIRE AGREEMENT AND AMENDMENTS
A. This Agreement supersedes all prior proposals, agreements and
understandings between the parties and may not be modified or terminated
orally.
B. No attempted waiver of any of the provisions hereof, not any modification
in the nature, extent or duration of the work to be performed by Consultant
hereunder, shall be binding unless in writing and signed by the party against
whom the same is sought to be enforced.
20. GOVERNING LAW
This Agreement shall be governed by the laws of the State of California.
_ 21. EFFECTIVE DATE -
This Agreement shall become effective as of the date set forth below in Which
the last of the parties, whether Agency or Consultant, executes said Agreement.
22. KEY PERSON - -
It is acknowledged and agreed that the key person and contact for the
performance of this Agreement is Laura Stetson. No other person shall be
substituted in this capacity, and Laura Stetson shall communicate directly with
-the Agency project manager, Peter Kinnahan. She shall be available for contact.
by the City and shall attend all meetings as requested by City, unless excused.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be -
executed and attested by their respective officers thereunto duly authorized.
ARCADIA REDEVELOPMENT AGENCY
"AGENCY"
By Dated: 0.1P , 1999
Executive Director
COTTON/ BELAND/ASSOCIATES, INC.
"CONSC ���
By Cpl// Dated: Gam`"`"`- �, 1999 -
President
APPROVED AS TO FORM:
By ITN:6/ /J )2 L -
Agency Attorney
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Exhibit A
Scope of Services
ARA 172 / Zoning Code Reconciliation RFP
Including: Att. 1 — Maps
Att. 2 — Downtown Zoning Map
Att. 3 — CBD / Agency Boundary Map
Att. 4 — (a-k):
Copies of Arcadia Zoning Ordinance
(C-1 , C-2, C-M, CBD, CPD-1 M-1 , R-3)
- Att. 5 — ARA 172
Att. 6 — ARA 172, Zoning Code Summary Page
Arcadia Redevelopment Agency
March 9, 1999
b/CI
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SCOPE OF SERVICES
ARA 172 /ZONING CODE RECONCILIATION
Background
The City of Arcadia's zoning for the Central Downtown Redevelopment Area includes
C-1, C-2, C-M, C-O, CBD, CPD-1, M-1, and R-3 uses as well as related Parking and
Height zoning codes (See Maps, showing Redevelopment Project Area Land Use Map,
Att. 1; Downtown Zoning Map, Att. 2; CBD /Agency Boundary Map, Att. 3). Copies of
each of the appropriate sections of the Zoning Ordinance are Att. 4 a.-k. respectively.
The Redevelopment Agency (Council) Board because of its experience with a pawn
shop, pool hall and convenience store who attempted to or did in fact open in the
downtown adopted ARA Resolution 172 which prohibited certain "Inappropriate Uses"
— (See Att. 5). A Summary page showing the relationship of some_of the "Inappropriate
Uses" with the Zoning Code (Att. 6) is included for your use. The regulation of land _
uses by these two standards—Zoning Ordinance and ARA resolution, has proven to
be confusing to the public and staff.
Obiective -
The City and the Agency desire to establish a single system of land use controls by
creating a new zoning designation or overlay zone eliminating these inappropriate uses
in the Project Area through the use of the City Zoning Ordinance, and thus rescinding
ARA 172. _
Assignment
a) The consultant shall review the attached materials.
b) The consultant project manager and staff assigned to this task shall meet at Arcadia
City Hall with representatives of the Development Services Department to discuss in
more detail the scope to be performed (approx. 90 minute meeting).
c) The consultant shall prepare the draft text of an overlay zone which will accomplish
the objective of clearly delineating acceptable and inappropriate (unacceptable) legally
enforceable uses in the downtown project area. This shall be provided on an original-
8%" x 11" double space page and on disk (Microsoft Word 97) -
d) At this time-staff does not anticipate the need for the consultant to present the final
report to the Planning Commission or to the Redevelopment Agency/ City Council.
Est. Time
8 weeks from Notice to Proceed (Draft report—6 weeks; final report—2 weeks after
staff review/ comment/ return)
Submittal Requirement
Those interested are requested to:
1) Provide a one page statement of the assignment as they understand it.
2) Provide the resume(s) of the project manager and-professional staff assigned to
this project.
3) Provide 3 preferably City or Redevelopment Agency, references for assignments
where your company has done similar work.
4) Provide an estimate of time to complete the assignment.
5) Provide (in separate sealed envelope) the cost to complete this assignment,
• Include an hourly cost in the event the City staff desire the consultant to present
- the report to the Planning Commission (2nd & 4th Thursday, 7:15pm) or Agency/
City Council (1st & 3rd Tuesday, 7pm).
• Also include any other fees not covered in your basic cost (eg. Copy, fax,
computer, e-mail, postage, phone, travel, etc.)
6) Submittals ar- due to Peter Kinnahan, Economic Development, by midnight,
Monday, y it 29, 1999 (Postmark accepted; fax accepted, if original signed
proposal follows).
For more information, contact Peter Kinnahan at 626-574-5408 or Donna Butler,
Community Development Administrator— at 574-5442.
Exhibit B
1 . Proposal for Services: ARA 17.2 / Zoning Reconciliation,
dated Mar 26, 1999- -
2. Fee Proposal for ARA 172 / Zoning Ordinance
Reconciliation, dated Mar 26, 1999
COTTON/BELAND/ASSOCIATES, INC.
URBAN AND ENVIRONMENTAL PLANNING CONSULTANTS tba
March 26, 1999
RECEIVED
MAP p 1999
Mr. Peter Kinnahan Development Services
Economic Development Administrator Economic Development Division
Arcadia Redevelopment Agency
240 West Huntington Drive
P. O. Box 60021
Arcadia, CA 91066-6021
Dear Mr. Kinnahan: -
RE: Proposal for Services: ARA 172/Zoning Reconciliation
The enclosed proposal responds to your request of March 9, 1999, and our earlier phone
conversations. CBA has completed many zoning studies and ordinances and ordinance
revisions and would like to assist you with this project. -
Our proposal is valid for 90 days. Because this is a small project, we will be happy to enter
into a letter agreement or use the CBA standard contract. Alternatively, we can use a
modified Agency contract similar to that used for the Anoakia EIR project. CBA will also
provide the Agency with a certificate of insurance.
Per the RFP, we are submitting our Fee Proposal under separate cover.
We look forward to working with you if CBA is selected to complete this assignment.
Very truly yours, -
COTTON/BELAND/ASSOCIATES, INC.
Donald A. Cotton,AICP
Senior Principal
BDA 5.965 -
747 EAST GREEN SUITE 300 • PASADENA,CALIFORNIA 91101.2119
(626)304-0102 FAX(626)304-0402 -
6336 GREENWICH DR. SUITE F • SAN DIEGO,CALIFORNIA 92122-5922,
(619)625-0056 FAX(619)625-0545
UNDERSTANDING OF THE ASSIGNMENT
We understand the Arcadia Redevelopment Agency wishes to regulate certain land uses,
presently determined by ARA Resolution No. 172 to be inappropriate for the Central
Redevelopment Project Area, through the Zoning Ordinance. Regulation of such uses by
ordinance is preferable to regulation by resolution and can readily be accomplished using
zoning techniques. Following adoption of an amendment to the Zoning Ordinance for this
purpose, ARA Resolution No. 172 can be rescinded.
This goal can be accomplished by: 1) amending the permitted or conditionally permitted
use sections of the CBD zoning district, or 2) creating an overlay designation restricting the
inappropriate uses and applying the overlay district to the zoning map. The overlay would
be similar to the present D Architectural Design zone. We believe the second alternative to
be the course the City wishes to take and therefore propose to pursue this approach.
To complete this task, CBA staff will: -
1) Meet with Agency and City representatives to review the assignment and outline the
strategy to be pursued;
2) Prepare the text of the overlay zone for inclusion in the zoning ordinance and indicate
the recommended application of the zone on the zoning map;
3) Meet with Agency and City staff to review the text and map; and
4) Provide the text on disk in Microsoft Word 97 for City use.
Adoption of the Zoning Ordinance amendment is considered a"project" under the
California Environmental Quality Act (CEQA); thus, CEQA review will be required. The
project does not qualify for a statutory or categorical exemption. Therefore, we anticipate
preparation of a Negative Declaration. Our work scope includes preparation-of an Initial
- Study/Negative Declaration consistent with State and City CEQA Guidelines.-
Our scope assumes that City staff will be responsible for preparing all hearing notices and
staff reports. However, as an additional service, we can perform these tasks if the City
desires.
PERSONNEL ASSIGNED
Laura Stetson, CBA Senior Associate, will serve as Project Manager and author of the
Zoning Ordinance revision. Ms. Stetson has completed numerous zoning ordinance -
revisions and amendments to ordinances. She is presently preparing a comprehensive
development code for the City of Santa Paula and assisting in the preparation of a new
ordinance for the City of Lake Forest. Other zoning ordinance updates recently completed
under Ms. Stetson's direction include ordinances for Azusa, Maywood, Cypress, and San
Gabriel, and a major revision of the industrial regulations for the City of Long Beach.
Because of her broad experience in other aspects of planning including general plans,
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specific plans, and environmental documents, she brings excellent credentials to this
project.
Jose Rodriguez, Planner, will provide technical and graphic support to Ms. Stetson. He is
currently assisting on several CBA planning_programs, including the Santa Paula
Development Code and the Eastvale Community Plan. He provided substantial support to
the planning team in completing the Millennium Reuse Plan for El Toro Marine Base last
year.
Don Cotton, Senior Principal, will act as Principal-in-charge. He has directed numerous
zoning ordinance programs, including new ordinances for Dana Point and Encinitas, and
major revisions to ordinances in Montebello, Long Beach, and Vernon among others.
REFERENCES
We invite you to contact the following CBA clients regarding our ability to complete
zoning ordinance programs on time and in accordance with City objectives.-
Bob Benard, Zoning Administrator
City of Long Beach-
(562) 570-6896
- Bob Zarrilli, City Planner
City of Commerce
(323) 722-4805
Alice Angus, Community Development Director
City of Cypress _ -
(714) 229-6720
SCHEDULE
We anticipate completing the Zoning Ordinance amendment for staff review within two
weeks of receiving authorization to proceed. Depending upon the public hearing schedule,
_ we expect that the entire program can be completed within three months time. -
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COTTON/BELAND/ASSOCIATES, INC. reb-Ct
URBAN AND ENVIRONMENTAL PLANNING CONSULTANTS
March 26, 1999
Mr. Peter Kinnahan
Economic Development Administrator
Arcadia Redevelopment Agency
240 West Huntington Drive
Arcadia, CA 91077 -
Subject: Fee Proposal for ARA 172/Zoning Ordinance Reconciliation
Dear Mr. Kinnahan:
Cotton/Beland/Associates (CBA) is pleased to submit this fee proposal to complete a
Zoning Ordinance amendment to address conflicts between Arcadia Redevelopment
Agency Resolution No. 172 and provisions of the Zoning Ordinance relative to the CBD
zone. As requested in the RFP, this fee proposal is submitted to you under separate cover
from the work scope proposal. - -
We propose to complete the scope of services outlined in our proposal for a fixed fee of
$4,000.00, inclusive of all costs. Public hearings will be billed at an hourly rate of$110.00
for the project manager.
Thank you for providing CBA the opportunity to submit a proposal for this project.
Very truly yours,
COTTON/BELAND/ASSOCIATES, INC.
Donald A. Cotton, AICP
Senior Principal
G:\BD\1999\A
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747 EAST GREEN SUITE 300 • PASADENA,CALIFORNIA 91101-2119
(626)304-0102 FAX(626)3040402
6336 GREENWICH DR. SUITE F • SAN DIEGO,CALIFORNIA 92122-5922
(619)625-0056 FAX(619)625-0545 r4 / e