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HomeMy WebLinkAboutItem 2j - Updating the City's Architectural Design Guidelines DATE: June 20, 2017 TO: Honorable Mayor and City Council FROM: Jason Kruckeberg, Assistant City Manager/Development Services Director Lisa Flores, Planning Services Manager By: Amanda Landry, AICP, Senior Planner SUBJECT: PROFESSIONAL SERVICES AGREEMENT WITH RRM DESIGN GROUP TO UPDATE THE CITY’S ARCHITECTURAL DESIGN GUIDELINES, INCLUDING THOSE IN RESOLUTION NO. 6770, IN THE AMOUNT OF $77,139, INCLUDING AN EXEMPTION UNDER THE CALIFORNIA ENVIRONMENTAL QUALITY ACT (“CEQA”) Recommendation: Approve SUMMARY The Development Services Department completed a significant update to the City’s Zoning Code in December of 2016. As a result of that process, it is also necessary to update and modernize existing Architectural Design Guidelines to provide additional clarity for developers and property owners on how to best implement the City’s updated development standards. In addition, it is also necessary to update the design review process and procedures that the five Homeowners Associations utilize as set forth in City Council Resolution No. 6770. The City Council acknowledged this need and authorized an effort to update the Architectural Design Guidelines as part of the 2016- 17 Fiscal Year Budget. It is recommended that a Professional Services Agreement be approved with RRM Design Group in the amount of $77,139, plus a fifteen (15%) percent contingency, to complete an update of the Citywide Architectural Design Guidelines, including those in Resolution No. 6770. A supplemental budget appropriation of$13,710 would be necessary to fully fund the project, including the contingency. Professional Services Agreement with RRM Design Group June 20, 2017 Page 2 of 5 BACKGROUND The City first adopted design guidelines for commercial, industrial, and multi-family residential projects in 2002. In 2005, the City adopted its first set of single-family residential design guidelines for properties not located in Homeowners Associations (“HOAs”), and these were last updated in 2009. These guidelines have been critical in assisting staff with the design review process and in promoting neighborhood compatibility. The five HOAs have independent architectural review boards that are responsible for administering design review within the HOA boundaries based on development standards set forth in City Council Resolution No. 6770. However, the HOAs also utilize and rely upon the design guidelines. Partially as a result of the fast pace of development in recent years, additional guidance on how to achieve neighborhood compatibility and quality architectural design is needed. In particular, there is often considerable concern over the interpretation of allowable mass and bulk of new development and its relationship to the surrounding context of the various neighborhoods. A significant update to the City’s Zoning Code was initiated in 2014 and completed in December 2016. The update process included a comprehensive evaluation of zoning requirements and land use regulations for commercial, residential, and industrial areas of the City. As part of that process, a more focused effort to intensively review the single-family residential portion of the Zoning Code Update work was also performed. The single-family residential portion of the update was completed in April of 2016 and the remainder of the update was completed in December of 2016. Throughout the update process it became apparent that it would be very important to also update the existing Citywide Design Guidelines, which were last updated in 2009. The update is necessary to modernize the Guidelines to provide additional clarity for developers and property owners on how to best implement the City’s updated development standards. The City Council authorized staff to engage in an effort to update the Architectural Design Guidelines as part of the 2016-17 Fiscal Year Budget, and a Request for Proposals (“RFP”) for the Design Guidelines Update was distributed on April 5, 2017. The RFP specified that the project was to include updating the City’s HOA design review guidelines and procedures for properties found within the five established HOAs by comprehensively updating Resolution No. 6770. Overall, the purpose of the update to the Guidelines is to encourage better design in the community by conveying qualitative aspects of architecture, design, and contextual compatibility of development that are not effectively addressed by the strict development standards found in the Development Code. Revised, easy to use and clearly illustrated design guidelines will be critical in ensuring future neighborhood compatibility and quality architectural design throughout the City of Arcadia’s built environment for years to come. Professional Services Agreement with RRM Design Group June 20, 2017 Page 3 of 5 DISCUSSION The seven proposals received were reviewed and evaluated according to the respondent’s qualifications, experience, past success, proposed team, and responsiveness to the RFP, as well as the overall cost of the proposal. A summary of the proposals is shown in the following chart: FIRM LOCATION FEE Optional Tasks Michael Baker International Santa Ana $74,917 $18,470 RRM Design Group San Luis Obispo $77,139 $20,700 The Arroyo Group Pasadena $79,920 Alberti & Alberti Cardiff by the Sea $97,500 Sargent Town Planning Los Angeles $149,895, later revised to $121,990 Onyx Architects Pasadena $129,130 Roger Cantrell Laguna Beach $151,420 After a review of the written proposals, including a careful analysis of proposed approach and cost, the top three firms were invited for interviews. The top three firms were Sargent Town Planning, RRM Design Group, and The Arroyo Group. All three of the interviewed firms had strong teams with a wealth of experience in urban design. Another firm, Michael Baker International, was the low bid, but the interview and evaluation team concluded the make-up of the team was not a fit for the project, did not directly address the desired scope of the project, and would not be able to achieve the expected project outcomes. The interview team also found that Alberti & Alberti submitted an incomplete and non-responsive proposal, and failed to provide the required submittal materials as specified in the RFP. Of the three firms interviewed, RRM Design Group, a well-respected San Luis Obispo- based full service urban design firm, demonstrated that they have assembled a qualified team ready to fulfill the scope of work specified in the RFP. RRM Design Group was also closest to the budget allocated for the project. In the interview, the team demonstrated that they have a good understanding of Arcadia and regional development issues, as some of the team members have recently or are currently providing architectural design consulting services to nearby cities, such as Pasadena, Alhambra, El Monte and Temple City. The RRM Design Group team also have a good understanding of the purpose and need for design guidelines and presented several examples of work produced for other cities that demonstrated that they are capable of producing well organized documents with refined graphics. As part of their project proposal, RRM Design Group proposed optional tasks that they felt would enhance their ability to understand local design issues and provide higher quality design guidelines. The optional tasks included individual HOA meetings and extended community Professional Services Agreement with RRM Design Group June 20, 2017 Page 4 of 5 outreach, and would bring the total proposed cost to $97,839. While these optional tasks are outside of the current budget for the project, they may be important if it is determined additional outreach is needed at a later date. In addition, although RRM Design Group is located in San Luis Obispo, the proposal does not include unreasonable costs associated with travel to meetings. Sargent Town Planning, a highly regarded Los Angeles based urban design firm, also proved to be an exceptionally qualified firm with an excellent understanding of how to update the existing design guidelines to address the most persistent and challenging urban design issues facing the City. The interview team was very impressed by Sargent Town Planning’s overall philosophy and approach to the project and their commitment to fully understanding Arcadia’s unique community context. Sargent Town Planning also demonstrated their ability to tailor their scope of work and products to meet the City’s objectives, and not rely on “boilerplate” solutions. In addition, the Sargent Town Planning team outlined a strong understanding of the fundamental urban design challenges facing the City of Arcadia. In particular, they presented preliminary design solutions to the persistent single-family residential design issues that have proven to be very challenging to address through the design review process. Their understanding of the most significant source of frustration between applicants and staff and their initial ideas of how to address these issues was impressive. Sargent Town Planning’s initial proposed fee for their services was significantly higher than the base fee of the other top ranked firm, RRM Design Group ($149,895 vs. $77,139). Despite this, because of their approach and proposal, Sargent was asked to reevaluate their budget proposal. They were receptive to this, and thoughtfully reexamined their budget following the interview process. Sargent later provided a revised cost of $121,990. After careful consideration, the interview team determined that the cost discrepancy between the two top firms was still too great, and that RRM Design Group is the preferred firm. RRM Design Group provides a full scope of services of an excellent quality that remains right at the project’s budget. For those reasons, it is recommended that RRM Design Group be awarded the project. ENVIRONMENTAL ANALYSIS The update to the Design Guidelines is exempt from the California Environmental Quality Act (“CEQA”), pursuant to Section 15061(b)(3) of the CEQA Guidelines, as it can be seen with certainty that there is no possibility the project may have a significant effect on the environment. Updates to the Design Guidelines will not approve any development project. Rather, the updates will clarify the Guidelines to ensure consistency with the recently adopted Development Code and the City’s General Plan. Future development under the proposed changes would be subject to CEQA at that time, as those actions would be classified as “projects” under CEQA. Refer to Attachment No. 2 for the Preliminary Exemption Assessment. Professional Services Agreement with RRM Design Group June 20, 2017 Page 5 of 5 FISCAL IMPACT A budget of $75,000 was adopted in Fiscal Year 2016-17 for this project. The proposed budget from RRM Design Group for the scope of work is $77,139. Due to the extensive community outreach expected as part of this project, a 15% contingency is requested, rather than the standard 10%. With a 15% contingency ($11,571), the maximum total cost of the project would be $88,710. Therefore, a supplemental appropriation of $13,710 is necessary. The funding for the extra appropriation would come from General Fund Reserves that have not previously been budgeted. It should be noted that the 15% contingency would only be utilized as needed for out of scope items or additional community outreach that may necessary. RECOMMENDATION It is recommended that the City Council approve, and authorize and direct the City Manager to execute a Professional Services Agreement with RRM Design Group to update the City’s Architectural Design Guidelines, including those in Resolution No. 6770, in the amount of $77,139, including an exemption under the California Environmental Quality Act (“CEQA”), plus a 15% contingency. Attachment No. 1: Proposed Professional Services Agreement Attachment No. 2: Preliminary Exemption Assessment for CEQA CITY OF ARCADIA PROFESSIONAL SERVICES AGREEMENT REGARDING ARCHITECTURAL DESIGN GUIDELINES 1. P ARTIES AND D ATE. This Agreement is made and entered into this ____ day of ______________, 2017 by and between the City of Arcadia, a charter city organized under the Constitution and laws of the State of California with its principal place of business at 240 West Huntington Drive, Arcadia, California 91066-6021 ("City") and RRM Design Group, a California Corporation, with its principal place of business at 3765 South Higuera Street, Suite 102, San Luis Obispo, CA 93401 (Consultant). City and Consultant are 2. R ECITALS. 2.1 Consultant. Consultant desires to perform and assume responsibility for the provision of certain professional services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing architectural and urban design consulting services to public clients, is licensed in the State of California, and is familiar with the plans of City. 2.2 Project. City desires to engage Consultant to render such services to update the existing Design Guidelines 3. T ERMS. 3.1 Scope of Services and Term. 3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the architectural and urban design services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. 3.1.2 Term. The term of this Agreement shall be from June 21, 2017 to June 30, 2019, unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established Revised 04/13 1 schedules and deadlines. Consultant is not responsible for delays from causes beyond its reasonable control. 3.2 Responsibilities of Consultant. 3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee. Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 3.2.2 Schedule of Services. Consultant shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit "B" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.2.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the prior written approval of City. 3.2.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon prior written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. The key personnel for performance of this Agreement is: Jami Williams, Principal-In-Charge/Project Manager. Revised 04/13 2 3.2.5 . The City hereby designates Jason Kruckeberg, Assistant City Manager/Development Services Director, or his designee, to City for all purposes under this Contract. Consultant shall not accept direction or orders 3.2.6 . Consultant hereby designates Jami Williams, Principal-In-Charge/Project Manager, or her designee, to act as its ative shall supervise and direct the Services, using his best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.2.7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times. 3.2.8 Standard of Care; Performance of Employees. Consultant shall exercise due professional care to perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being practiced by reputable professionals performing similar work under similar circumstances at the same general time and location in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Finally, Consultant represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the employee of the Consultant or its sub-consultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project. 3.2.9 Laws and Regulations. Consultant shall exercise due professional care to keep itself informed of and in compliance with local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection Revised 04/13 3 with Services. If the Consultant performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, and employees free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 3.2.9.1 Immigration Reform and Control Act. Consultant represents that Consultant, and all subcontractors hired by Consultant to perform services under this Agreement shall exercise due professional care with respect to their compliance with the Immigration Reform and Control Act ("IRCA"). 3.2.10 Insurance. 3.2.10.1 Time for Compliance. Consultant shall not commence Work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Consultant shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to the City that the subcontractor has secured all insurance required under this section; provided, however, that in lieu thereof, the Consultant may provide evidence to the City that all subcontractors are additional 3.2.10.2 Minimum Requirements. Consultant shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Consultant, its agents, representatives, employees, subcontractors and volunteers. Consultant shall also and employees as an additional insured with proof of certificate of insurance that they are an additional insured. Such insurance shall meet at least the following minimum levels of coverage: (A) Minimum Scope of Insurance. Coverage shall be when commercially available (occurrence based) at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage for premises and operations, contractual liability, personal injury, bodily injury, independent contractors, broadform property damage, explosion, collapse, and underground, products and completed operations; (2) Automobile Liability: Insurance Services Office Business Auto coverage for any auto owned, leased, hired, and borrowed by Consultant or for which Consultant is responsible; and (3) Revised 04/13 4 The City, its directors, officials, officers, and employees shall be listed as additional insured. Any deductibles or self-insured retentions must be declared to and approved by City and conform to the requirements provided in Section 3.2.10.6 herein. (B) Minimum Limits of Insurance. Consultant shall maintain limits no less than: (1) General Liability: $1,000,000 combined single limit per occurrence for bodily injury, personal injury and property damage, with an aggregate limit of $1,000,000. If Commercial General Liability Insurance or other form with general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,000 combined single limit per accident for bodily injury and property damage; and (3) Liability: disease. 3.2.10.3 Professional Liability. Consultant shall procure and maintain, and require its sub-consultants to procure and maintain, for a period of three (3) years following completion of the Project, errors and omissions liability insurance appropriate to their profession. Such insurance shall be in an amount not less than $1,000,000 per claim, and shall be endorsed to include contractual liability. 3.2.10.4 Insurance Endorsements. The insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms supplied or approved by the City to add the following provisions to the insurance policies: (A) General Liability. The general liability policy shall be endorsed to state that: (1) the City, its directors, officials, officers, and employees shall be covered as additional insured with respect to liability arising out of Services operations and for completed operations performed by or on behalf of the Consultant, including materials, parts or equipment furnished in connection with such work; and (2) the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers, and employees, or if excess, shall stand in an unbroken chain of self-insurance maintained by the City, its directors, officials, officers, employees and volunteers contribute with it in any way. (B) Automobile Liability. The automobile liability policy shall be endorsed to state that: (1) the City, its directors, officials, officers, and employees shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Consultant or for which the Consultant is responsible; and (2) the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers, and employees, or if excess, shall stand in an unbroken chain of Revised 04/13 5 coverage self-insurance maintained by the City, its directors, officials, officers, and employees with it in any way. (C) Coverage. The insurer shall agree to waive all rights of subrogation against the City, its directors, officials, officers, and employees for losses paid under the terms of the insurance policy which arise from work performed by the Consultant. (D) All Coverages. Each insurance policy required by this Agreement shall be endorsed to state that: (A) coverage shall not be, reduced or canceled except after thirty (30) days prior written notice by certified mail, return receipt requested of cancellation, of intended non-renewal or endorsement reduction in limit or scope of coverage; provided, however, that in the event of cancellation due solely to non-payment of premium, ten (10) days notice of cancellation for non-payment of premium may instead be given to the City; and (B) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its directors, officials, officers, and employees. 3.2.10.5 Separation of Insureds; No Special Limitations. All insurance required by this Section shall contain standard separation of insureds provisions. In addition, such insurance shall not contain any special limitations on the scope of protection afforded to the City, its directors, officials, officers, and employees. 3.2.10.6 Deductibles and Self-Insurance Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. Consultant shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its directors, officials, officers, and employees; or (2) the Consultant shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 3.2.10.7 Acceptability of Insurers. Insurance is to be placed ess than A:VII, admitted or approved to do business in California, and satisfactory to the City. 3.2.10.8 Verification of Coverage. Consultant shall furnish City with complete and accurate copies of current certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the City if requested. Copies of all certificates and endorsements must be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. Revised 04/13 6 3.2.10.9 Safety. Consultant shall exercise due professional care to execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and life saving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 3.2.10.10 Material Breach. Lack of insurance does not negate coverage is a material element of this Agreement and failure to maintain or renew coverage or to provide evidence of renewal may be treated by the City as a material breach of the Agreement. 3.3 Fees and Payments. 3.3.1 Compensation. Consultant shall receive compensation, including reimbursements which received rendered under this Agreement at the rates specified under each task as set forth in Exhibit "C" attached hereto and incorporated herein by reference. The total compensation shall not exceed Eighty Eight Thousand Seven Hundred Ten Dollars ($88,710) without written approval of the City Manager. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement. 3.3.2 Payment of Compensation. Consultant shall submit to the City a monthly itemized statement which indicates work completed and hours of Services rendered for each task by Consultant. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within forty-five (45) days of receiving such statement, review the statement and pay all approved charges thereon. 3.3.3 Reimbursement for Expenses. Consultant shall be reimbursed for incidental expenses such as reproduction, postage and handling of drawings and documents, long distance communications, fees paid to authorities having jurisdiction over the project, and travel expenses. Reimbursable automobile travel mileage will be billed at the current IRS business standard mileage rate. Fees for employee rates, other reimbursable expenses, and RRM Design Group reproductions shall be billed to the Revised 04/13 7 City on an as-performed basis. The City shall reimburse RRM Design Group for the foregoing incidental expenses incurred by RRM Design Group, not to exceed $2,609 unless written authorization is first obtained from the City. 3.3.4 Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without prior written authorization from City's Representative. 3.4 Accounting Records. 3.4.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 3.5 General Provisions. 3.5.1 Termination of Agreement. 3.5.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause. A termination without cause by City shall not act as or be deemed a waiver of any potential known or unknown City to the date of termination. 3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request. Revised 04/13 8 3.5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: Consultant: RRM Design Group 3765 South Higuera Street, Suite 102 San Luis Obispo, CA 93401 Attn: Jami Williams Principal-In-Charge/Project Manager City: City of Arcadia 240 West Huntington Drive Arcadia, CA 91007 Attn: Jason Kruckeberg, Assistant City Manager/ Development Services Director Such notice shall be deemed made when personally delivered or when mailed, forty- eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.5.3 Ownership of Materials and Confidentiality. 3.5.3.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within Such Documents & Data shall only be transmitted to City upon final payment of all monies due to Consultant. City shall not make any modification to the Documents & Data. City agrees, Revised 04/13 9 to the extent permitted by law, to indemnify, defend and hold Consultant harmless from any person or entity which acquires or obtains the Documents & Data. Consultant may retain one copy of all Documents & Data for its own records and protection. 3.5.3.2 Confidentiality. Except as otherwise required by California law, all ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City. 3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. 3.5.5 Indemnification. 3.5.5.1 To the extent permitted by law, Consultant shall defend, indemnify and hold the City, its officials, officers, and employees free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any alleged acts, omissions or willful misconduct of Consultant, its officials, officers, employees, agents, consultants and contractors arising out of or in connection with the performance of the Services, the Project or this Agreement, including without limitation the payment of all consequential ct to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. Consultant shall defend with all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, and employees. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, and employees, in any such suit, action or performance of the Services, the Revised 04/13 10 Project or this Agreement; except to the extent that liability is caused by the active negligence or willful misconduct by the City or its directors, officials, officers, and employees. Consultant shall reimburse City and its directors, officials, officers, and employees, for any and all legal expenses and costs incurred by each of them in obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials, officers, and employees, and shall take effect immediately upon execution of this Agreement. 3.5.5.2 The duty to defend and to hold harmless, as set forth above, shall include the duty to defend as established by Section 2778 of the California Civil Code, and the duty to defend shall arise upon the making of any claim or demand against the City, its respective officials, officers, agents, employees and representatives, notwithstanding that no adjudication of the underlying facts has occurred, and whether or not Consultant has been named in the claim or lawsuit. 3.5.6 Entire Agreement. This Agreement contains the entire Agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both Parties. 3.5.7 . If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and action. 3.5.8 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Los Angeles County. 3.5.9 Time of Essence. Time is of the essence for each and every provision of this Agreement. 3.5.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project. Coordination between obligation. City agrees to mutual coordination between Consultant and Clients consultants. ARG shall have no responsibility for the technical accuracy of adequacy of the work of others. 3.5.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the Parties. 3.5.12 Assignment or Transfer. Neither City nor Consultant shall assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of both Parties. Any attempt to do so Revised 04/13 11 shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 3.5.13 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subcontractors of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, and employees except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement. 3.5.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise. 3.5.16 No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.5.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.5.19 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, sexual orientation or age. Such non-discrimination shall Revised 04/13 12 include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted. 3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.5.21 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. 3.5.22 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 3.5.23 Exhibits and Recitals. All Exhibits and Recitals contained herein are hereby incorporated into this Agreement by this reference. 3.6 Subcontracting. 3.6.1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. Revised 04/13 13 In witness whereof the Parties have executed this Professional Services Agreement on the date set forth below. CITY OF ARCADIA RRM DESIGN GROUP By __ By ____________________________ Dominic Lazzaretto Signature City Manager Date: ______________________ ______________________________ Print Name and Title ATTEST: Date: _________________________ ___________________________ By____________________________ City Clerk Signature APPROVED AS TO FORM: ______________________________ Print Name and Title ___________________________ Date: _________________________ Stephen P. Deitsch City Attorney CONCUR: ______________________________ Jason Kruckeberg Assistant City Manager/Development Services Director Revised 04/13 14 Exhibit "A" S COPE OF S ERVICES Consultant will provide architectural and urban design services as specified in the proposal provided to the City of Arcadia and set forth in the table made part of this summarized in the outline as follows: Task 1: Background Review and Goals Task 1.1: Background Review Goals Task 2: Review and Analysis of Existing Conditions and Architectural Settings Task 2.1: Existing Conditions Evaluation Memo Task 3: Technical Analysis and Evaluation of Existing Guidelines Task 3.1: Existing Design Guideline Analysis Memo Task 4: Community Outreach Task 4.1: Stakeholder Interviews Task 4.2: Focus Group Meeting Task 4.3: HOA Study Session Task 4.4: Community Workshop Task 5: Preparation of Draft Design and Sign Guidelines Task 5.1: Administrative Draft Design Guidelines Task 5.2: Screen Check Draft Design Guidelines Task 5.3: Public Hearing Draft Design Guidelines Task 6: Adoption Process Task 6.1: Planning Commission Hearing Task 6.2: City Council Hearing Task 7: final Revisions Task 7.1: Final Document Preparation Task 7.2: Staff Training Task 8: Project Management and Coordination Task 8.1: Project Management TASK 1: BACKGROUND REVIEW AND GOALS TASK 1.1: KICK-OFF MEETING AND SITE TOUR RRM will lead a kick-off meeting in the City of Arcadia. Agenda items may include project scope and schedule, communication/management protocols, project goal clarification, discussion of general problems, hot spots, and issues to be focused on during the project, and document format and organization. Following the kick-off meeting, a City tour will be conducted including visits to recently constructed projects, HOA neighborhoods, commercial corridors, and other community areas of concern or projects that have been a source of controversy. Deliverables: Prepare for and attend kick-off meeting and City tour as described above. TASK 2: REVIEW AND ANALYSIS OF EXISTING CONDITIONS AND ARCHITECTURAL SETTING TASK 2.1: EXISTING CONDITIONS EVALUATION MEMO This task will include an assessment of recently built projects and neighborhoods in transition to determine how applicants are interpreting existing design guidelines in terms of neighborhood compatibility, architectural style, and quality. Prior to initiation, RRM will confirm with City staff the areas/projects desired for analysis. RRM will also review recent development applications and approved projects to gain a general understanding of the design issues faced by Staff. The analysis will identify gaps between existing City and HOA design guidelines and provide recommendations to update them and to streamline the process between the two entities. Finally, commercial signage will be analyzed and general recommendations will be provided to strengthen sign design guidelines. Images collected during Task 1 may be used to enhance the analysis. Deliverables: Memo including written analysis and photographs supporting the corresponding topic. TASK 3: TECHNICAL ANALYSIS AND EVALUATION OF EXISTING GUIDELINES TASK 3.1: EXISTING DESIGN GUIDELINE ANALYSIS MEMO In this task, RRM will collect and review existing design guidelines, zoning, and general plan information relating to community design to assess clarity, consistency, applicability, structure, and organization. Without will identify gaps in existing design guidelines, look for ways to clarify existing language, and introduce new guideline topics to address issues such as architectural cohesiveness in design and style, lack of modulation and context sensitive massing, neighborhood compatibility, and other problem areas. Recommendations for document restructuring will also be provided culminating in a draft document outline for review and approval by City staff. Deliverables: Collect documents and data relevant to the Arcadia Design Guidelines project. Memo including written analysis of existing design guidelines and improvement recommendations. Draft document outline provided digitally for staff review and comment. TASK 4: COMMUNITY OUTREACH TASK 4.1: STAKEHOLDER INTERVIEWS RRM will conduct a series of half-hour to one-hour long meetings over the course of one day with various stakeholders, including select decision makers, business owners, residents, and groups with an interest in design guidelines, such as representatives The purpose of these meetings will be to listen to the issues, observations, and ideas of key individuals regarding design issues within Arcadia. Deliverables: Prepare for and facilitate interviews and meeting notes. City staff will be responsible for meeting notification, meeting facility, and logistics. TASK 4.2: FOCUS GROUP MEETING This focus group meeting will be targeted towards developers, architects, and designers currently working/processing applications within the City of Arcadia. At this meeting, RRM will present project objectives, listen to design challenges/issues, and solicit feedback to improve current design guidelines and the review process. The purpose of this meeting is to collect input from those who are likely to use design guidelines most frequently. Information collected during this meeting will be used to inform the update to the design guidelines. It is anticipated that this meeting will be scheduled on the day before or after the Stakeholder Interviews (Task 4.1) and on the same day as the HOA Study Session (Task 4.3). Deliverables: Prepare for and facilitate one (1) focus group meeting. City staff will be responsible for meeting notification, meeting facility, and logistics. TASK 4.3: HOA STUDY SESSION Similar to the focus group meeting, this targeted study session will include Architectural Review Board (ARB) representatives from each of the five HOA organizations. Participants will be provided with an overview of the project and be asked to provide input regarding issues faced by their individual associations. Information collected during this meeting will be used to inform the design guidelines update. Deliverables: Prepare for and facilitate one (1) HOA Study Session meeting. City staff will be responsible for meeting notification, meeting facility, and logistics. TASK 4.4: COMMUNITY ENGAGEMENT RRM will conduct a public workshop with assistance from the City to identify design issues such as neighborhood compatibility and architectural style. This workshop is critical in determining/confirming the -lines. In the first portion of the workshop, participants will be guided through the project background and timeline. -held remotes, colored tape dots, visual preference survey, or similar methods to identify key issues. Information collected during this meeting will be used to inform the update to the design guidelines. Deliverables: RRM will prepare workshop materials, sign-in sheets, and facilitate the workshop. City staff will be responsible for workshop notification, facility, refreshments, and logistics. TASK 4.OA: EXTENDED COMMUNITY OUTREACH (OPTIONAL/NOT INCLUDED) In this optional task, RRM will collaborate with the City to expand the public outreach process, engaging a broader range of participants through education, information, and participation, and building additional interest in the design guidelines update. Arcadia has a diverse and active community, which presents opportunities for new methods of public engagement. Hosting a booth at an existing event or popular City location such as the Arcadia Public Library or a destination such as the Westfield Santa Anita mall may help attract more participants to the planning process. A dedicated project website, architectural walking tours, on-line customized visual preference surveys, 3-D modeling, and newsletters/regular updates to the affected -to-read materials are essential. In an effort to maximize flexibility and responsiveness, RRM will participate in a conference call with City staff to identify which of the menu of options will best serve the project need and engage the broadest number of participants. A separate scope and fee can be provided should these additional services be requested. Deliverables: RRM will participate in a conference call with staff to identify the extended outreach program and deliverables to be utilized during this task. TASK 4.OB INDIVIDUAL HOA MEETINGS (OPTIONAL/NOT INCLUDED) In this optional task, RRM will engage each HOA organization individually to observe and participate in one of their regularly scheduled meetings. This information will assist in the development of updated design guidelines that respect the desired character and uniqueness (or identify similarities) of these neighborhoods. One of the ultimate goals of the project is to help to bridge the gap between City processes and policies and independent HOAs. This will serve as an opportunity to educate participants and board members and contribute to achieving this goal. Deliverables: Prepare for and facilitate up to five (5) HOA meetings. TASK 5: PREPARATION OF DRAFT DESIGN AND SIGN GUIDELINES TASK 5.1: ADMINISTRATIVE DRAFT DESIGN GUIDELINES Input collected during community outreach efforts and the existing conditions/recommendations analysis will be used as the foundation to update the design guidelines into one comprehensive document. RRM will prepare administrative draft Design Guidelines based upon the approved draft document outlined in Task 3.1. The draft Design Guidelines will be provided to City staff for review and comment. The focus will be to create Design Guidelines that are user-friendly, technically proficient, easily navigated, streamlined, clearly illustrated with updated graphics, photographs, and illustrative drawings, including 3-D perspective drawings, and are consistent with zoning design standards. The text will be supplemented with graphics and photographs to ensure design concepts and their intended physical results are clearly understood. Deliverables: RRM will produce one (1) electronic and one (1) hard copy of the Design Guideline document. We ask that the City provide one (1) consolidated marked up redline version summarizing all requested document revisions. TASK 5.2: SCREENCHECK DRAFT DESIGN GUIDELINES Following the receipt of a single set of redlined comments from City staff, RRM will produce the Screencheck Draft Design Guidelines. At this point, al provide an opportunity for final review and comment prior to the public review draft and hearings. Deliverables: RRM will produce one (1) electronic and one (1) hard copy of the Design Guideline document. We ask that the City provide one (1) consolidated marked up redline version summarizing all requested document revisions. TASK 5.3: PUBLIC HEARING DRAFT DESIGN GUIDELINES Following the receipt of a single set of redlined comments from City staff, RRM will produce the Public Review Draft Design Guidelines. At this point, all City comments will have been integrated. Deliverables: RRM will produce one (1) electronic and one (1) hard copy of the Design Guideline document. TASK 6: ADOPTION PROCESS TASK 6.1: PLANNING COMMISSION HEARING RRM will prepare for, attend, and make a presentation at one (1) Planning Commission hearing for adoption of the Design Guidelines. Deliverables: Attendance and presentation at one (1) Planning Commission hearing. TASK 6.2: CITY COUNCIL HEARING RRM will prepare for, attend, and make a presentation at one (1) City Council hearing for adoption of the Design Guidelines. Deliverables: Attendance and presentation at one (1) City Council hearing. TASK 7: FINAL REVISIONS TASK 7.1: FINAL DOCUMENT PREPARATION Following action taken by the City Council, RRM will make final edits and modifications to the document. It is assumed that one (1) set of revisions will be made to the document, incorporating both the Commissi recommendations and City Council action. Errata sheets may be used to discuss preferred changes between the Commission and City Council hearings. Deliverables: Final Design Guidelines (electronic file on USB stick and one (1) hard copy of the final Design Guidelines). TASK 7.2: STAFF TRAINING RRM will train key City staff with administration of the updated design guidelines. This in-person training will walk staff step-by-step through a development project, describing how to use the design guidelines as a tool to ensure compliance and how to effectively communicate to the applicant where revisions/clarifications are needed. Training may include review of a new project or review of a previously approved project. Deliverables: One RRM staff member for up to four (4) hours of training on a single day. TASK 7.OC: HOA TRAINING (OPTIONAL/NOT INCLUDED) In this optional task, RRM will train HOA board members to how to review projects for compliance with the updated design guidelines. The training will include tips on how to convey to the homeowner where revisions/clarifications are needed. Training may include review of a new project or review of a previously approved project. Deliverables: One RRM staff member for up to four (4) hours of training on a single day; all HOAs are encouraged to participate. City staff will be responsible for training notification, facility, refreshments, and logistics TASK 8: PROJECT MANAGEMENT AND COORDINATION TASK 8.1: PROJECT MANAGEMENT This task is intended to allow for necessary coordination between the project team members and City staff, including correspondence, record keeping, electronic file management, and additional necessary coordination. Deliverables: Ongoing project coordination and management as described above. This assumes an average of three (3) hours per month for nine (9) months. E XHIBIT S CHEDULE OF S ERVICES The services for the project shall commence upon execution of this Agreement and the Project will be completed by June 30, 2019. Exhibit "C" C OMPENSATION Total compensation is based on the Tasks outlined in the Scope of Work specified in task as set forth in the table made part of this in the amount of $77,139, plus a fifteen percent contingency of $11,571, totaling an amount not to exceed $88,710. Task 1: Background Review and Goals $5,150 Task 2: Review and Analysis of Existing Conditions and $2,900 Architectural Settings Task 3: Technical Analysis and Evaluation of Existing Guidelines $2,400 Task 4: Community Outreach $14,380 Task 5: Preparation of Draft Design and Sign Guidelines $30,660 Task 6: Adoption Process $5,576 Task 7: final Revisions $8,740 Task 8: Project Management and Coordination $4,725 Reimbursable Expenses $2,609 Contingency (15%): $11,571 Total: $88,710 PRELIMINARY EXEMPTION ASSESSMENT (Certificate of Determination When Attached to Notice of Exemption) 1. Name or description of project: UPDATE THE CITY’S ARCHITECTURAL DESIGN GUIDELINES, INCLUDING THOSE IN RESOLUTION NO. 6770. 2. City Wide Project Location – Identify street address and cross streets or attach a map showing project site (preferably a USGS 15’ or 7 1/2’ topographical map identified by quadrangle name): 3. A. Entity or person undertaking City of Arcadia, Development Services Department, Attn: project: Amanda Landry, Senior Planner B. Other (Private) (1) Name (2) Address 4. Staff Determination: The Lead Agency’s Staff, having undertaken and completed a preliminary review of this project in accordance with the Lead Agency's "Local Guidelines for Implementing the California Environmental Quality Act (CEQA)" has concluded that this project does not require further environmental assessment because: a. The proposed action does not constitute a project under CEQA. b. The project is a Ministerial Project. c. The project is an Emergency Project. d. The project constitutes a feasibility or planning study. e. The project is categorically exempt. Applicable Exemption Class: Section 15308, Class 8, pertaining to actions by the regulatory agencies for protection of the environment. The updates would clarify the guidelines to ensure consistency with the recently adopted Development Code and the City’s General Plan f. The project is statutorily exempt. Applicable Exemption: g. The project is otherwise exempt Section 15061(b)(3) of the CEQA Guidelines, it can be on the following basis: seen with certainty that there is no possibility the project may have a significant effect on the environment h. The project involves another public agency which constitutes the Lead Agency. Name of Lead Agency: Date: 6/2/17 Staff: Amanda Landry, Senior Planner Preliminary Exemption Assessment FORM “A”