HomeMy Public PortalAboutORD11147 BILL NO. 88-127 _
SPONSORED BY COUNCILMAN HAAKE, MASON
ORDINANCE NO. ///'/7
AN ORDINANCE OF THE CITY OF JEFFERSON, MISSOURI, AUTHORIZING THE
MAYOR AND CITY CLERK TO EXECUTE A CONTRACT WITH ZUCHELLI HUNTER AND
ASSOCIATES (ZHA) FOR THE DESIGN OF A MASTER PLAN FOR A CENTRAL
BUSINESS DISTRICT.
BE IT ENACTED BY THE COUNCIL OF THE CITY OF JEFFERSON, MISSOURI,
AS FOLLOWS:
Section 1._ The Mayor and Clerk are hereby authorized and
directed to execute a contract with Zuchelli Hunter and Associates
(ZHA) for the design of a master plan for a central business
district for a sum not to exceed $30,000.00.
Section _2. The contract shall be substantially the same in
form and content as that contract attached hereto as Exhibit A.
Section 3, This Ordinance shall be in full force and effect
from and after the date of its passage and approval.
® Passed - l`� Approved
din fficer
ATTEST:
4�
City Clerk
•
PROFESSIONAL SERVICES AGREEMENT
fF
THIS AGREEMENT, made and entered into this � � day of
1989, by and between the City of Jefferson,
Miss ri, a m4hicipal corporation, of the State of Missouri,
hereinafter "City", and ZHA, Inc. , a Delaware corporation having
its principal place of business in Annapolis, Maryland, hereinafter
"Consultant".
WHEREAS, City desires to engage Consultant as an independent
contractor to prepare a long-range development plan for the Central
Business District of Jefferson City; and
WHEREAS, Consultant is willing to provide such services on behalf
of Client on the terms and conditions hereinafter set forth;
NOW, THEREFORE, in consideration of the foregoing and of the mutual
covenants and agreements hereinafter set forth, the parties agree
as follows:
I. ENGAGEMENT OF CONSULTANT
Client hereby engages Consultant as an independent contractor
to perform the services hereinafter set forth, and Consultant
hereby accepts such engagement.
® II. CONSULTANT SERVICES
2. 1 Scope of Consultant Services
Consultant shall perform those services described in
Attachment A, attached hereto (the "Contract Services") . City
understands that Contract Services do not include any specialized
technical support tasks such as the preparation of detailed
architectural and engineering studies or presentation models,
appraisal services, legal services, soil testing or any other
services not expressly included as a Contract Service. In the
event the parties determine that the performance of such
specialized technical support tasks are necessary or appropriate
in conjunction with the Contract Services, then Consultant, may
subcontract for the performance of such specialized technical
support tasks as the parties may agree. The parties may agree at
any time to expand or modify the Scope of the Contract Services.
2.2 Subcontract Services
Consultant may subcontract, for such services as the parties
may agree (collectively, the "Subcontract Services") . All
Subcontract Services shall be performed under the supervision of
Consultant.
2.3 Time of Performance
• Consultant shall commence performance of the Contract Services
44!
upon execution of this Agreement and shall continue such
performance for a period of six months thereafter (the "Initial
Term") . Consultant anticipates (but does not guarantee) that it
will be able to complete performance of the Contract Services
within the Initial Term, subject, however, to delays beyond
Consultant's reasonable control. The term of this Agreement may
be extended for two months beyond the Initial Term at the request
of Client, by notice to Consultant at least ten days before the end
of the Initial Term, and may be extended for such longer period as
is agreed by the parties.
2.4 Assistance from City
To assist Consultant in performing the Contract Services, City
shall furnish to Consultant, without charge, copies of all
available background reports, memoranda, correspondence,
ordinances, legislation, rules and regulations, technical data and
other information reasonably requested by Consultant that is
relevant to the Contract Services to be provided by Consultant,
including, but not limited to, documentation on community
demographics, infrastructure, zoning, aerial photographs of the
study area, a State Capitol facilities plan, housing, environmental
conditions, traffic patterns, finances, public resources,
utilities, land ownership and availability, topography and physical
conditions, land and improvement values and land use and
development plans. In addition, City shall be responsible for
® taking, in cooperation with Consultant, such actions as may be
necessary to obtain required interview opportunities with members
of the community.
III. COMPENSATION AND EXPENSES
3. 1 Compensation
The City will pay the Consultant in accordance with the-ir, �#
provisions set forth below, which shall constitute full and 0
complete compensation for the Consultant's services h eunder.
Such compensation will be paid in progress payments, as /-- Wirtz:. ztW
hereinafter. The final payment will be subject to re6eipt of a
requisition for payment and a statement of services rendered from
the Consultant that the Consultant fully performed with work to be
paid for in such progress payments in conformance with the
contract. It is expressly understood that in no event will the
total compensation and reimbursement to be paid to the Consultant
under the terms of this contract exceed the sum of Thirty-Five
Thousand Dollars ($35,000,00) for all services required unless
specifically and mutually agreed to in writing by both the City and
Consultant. Five Thousand Dollars ($5, 000.00) of the above
mentioned sum is to be used toward expenses. No change shall be
made unless there is a substantial and significant difference
between the work originally contemplated by this agreement and the
work actually required.
•
3.2 Expense Reimbursement
Client shall reimburse ZHA for all out-of-pocket expenses and
related administrative expenses equal to three percent of such
expenses incurred by ZHA in connection with its performance of the
Contract Services, including, but not limited to, travel and
subsistence expenses incurred outside the City of Annapolis,
Maryland, telephone calls, postage, messengers and other
communications expenses, the cost of computer time and the cost of
technical support services (including, but not limited to, graphics
and reporduction work) provided that such reimbursement shall not
exceed the sum of Five Thousand Dollars ($5,000.00) as set out in
Section 3.1.
3.3 Payment Terms
The City will pay the Consultant progress payments, as
established by the City. The final payment will be subject to
receipt of a requisition for payment and a statement of services
rendered from the Consultant that the Consultant fully performed
with work to be paid for in such progress payments in conformance
with the contract.
IV. TERMINATION OF AGREEMENT
If, through any cause, the Consultant shall fail to fulfill
® in timely and proper manner its obligations under this contract,
or if the Consultant shall violate any of the covenants,
agreements, or stipulations of this contract, the City shall
thereupon have the right to terminate this contract by giving
written notice to the Consultant of such termination and specifying
the effective date thereof, at least five (5) days before the
effective day of such termination. City or Consultant may without
cause terminate this contract upon 30 days prior written notice.
In either such event, all finished or unfinished documents, data,
studies, surveys, drawings, maps, models, photographs and reports
or other materials prepared by the Consultant under this contract
shall, at the option of the City, become its property, and the
Consultant shall be entitled to receive just and equitable
compensation for any satisfactory work completed on such documents
and other materials.
V. MISCELLANEOUS
5. 1 Confidentiality
Consultant shall not release to any person except City's
representatives and others authorized by Client nay reports or
related materials prepared by Client pursuant to ZHA's performance
of the Contract Services and maintained confidentially by Client.
However, this Agreement does not preclude ZHA from performing any
service (whether or not similar in nature to a Contract Service)
on behalf of other clients in Jefferson city or elsewhere.
5.2 Assignment
The Consultant shall not assign any interest in this contract,
and shall not transfer any interest in the same (whether by
assignment or novation) , without prior written consent of the City
thereto. Any such assignment is expressly subject to all rights
and remedies of the City under this agreement, including the right
to change or delete activities from the contract or to terminate
the same as provided herein, and no such assignment shall require
the City to give any notice to any such assignee of any actions
which the City may take under this agreement, though City will
attempt to so notify any such assignee.
5.3 Indemnification
The parties mutually agree to the following:
a. In no event shall the City be liable to the Consultant
for special, indirect, or consequential damages, except
those caused by the City's negligence, arising out of or
in any way connected with a breach of this contract. The
maximum liability of the City shall be limited to the
amount of money to be paid or received by the City under
this contract.
b. The Consultant shall defend, indemnify, and hold the City
® harmless from and against all claims, losses, and
liabilities arising out of personal injuries, including
death, and damage to property which are caused by the
Consultant arising out of or in any way connected with
this contract.
C. This contract is designed to establish the rights, duties
and obligations of the signatories hereto and shall not
give rise to any third party beneficiary rights.
5.4 Governing Law
The contract shall be construed according to the laws of the
State of Missouri. Consultant shall comply with all local, state
and federal laws and regulations related to the performance of the
contact to the extent that the same may be applicable.
5.5 Entire Agreement
The entire agreement between the City and Consultant shall
consist of this contract and the attached Attachment A.
5.6 Notices
All notices required to be in writing may be given by first
class mail addressed to Dave Johnston, City Administrator, City of
Jefferson, 320 East McCarty, Jefferson City, Missouri 65101, and
Consultant at ZHA, Inc. , Suite 200, 2660 Riva Road, Annapolis,
Maryland 21401. The date of delivery of any notice shall be the
second full day after the day of its mailing.
Each party may designate by notice in writing a new address
to which any notice, demand, request or communication may
thereafter be so given, served or sent.
IN WITNESS WHEREOF, the parties have caused this Agreement to
be duly executed on their behalf, as of the day and year first
written above.
ZHA, INC.
Title:
Attest: :-t,
tle
spy-pRy CITY OF JEFFERSON
® ATTEST:
City Clerk
r;
ATTACHMENT A
PROPOSED SCOPE OF SERVICES
The following work tasks outline our proposed Scope of Ser-
vices to be conducted during the planning process.
Task 1. Kick-OfffOrientation Session
The Consultant will prepare for and conduct a meeting
in Jefferson City to be attended by representatives of the vari-
ous public and private entities who will be directly involved in
the preparation of the Development Plan. The primary purpose of
this meeting is to establish lines of communication between the
Consultants and appropriate Jefferson City representatives and
sources.
In addition, this meeting will serve to clarify and resolve
® any issues related to project scheduling, project work responsi-
bilities, project work products, sources of information and fur-
ther data needs which must be researched. The Consultants will
prepare for this meeting by thoroughly reviewing previously pro-
vided information and documents and will be prepared to itemize
additional required information. Finally, we will develop
together a list of key people to be interviewed. This group
would include not only those who can provide market input, but
also some of the key policy makers in the public and private sec-
tors.
Task 2. Data Review
In addition to the review of materials received prior
to the orientation meeting, the Consultant will thoroughly review
all materials and information received as a result of this meet-
ing and subsequent research efforts. The Consultant shall pre-
pare an itemization of any additional information, data or guid-
ance required from. the client in order to proceed efficiently
with the work.
Task 3. Interviews
The Consultant will assist the client in identifying
key public and private individuals for confidential interviews.
-2-
The Consultant will conduct up to 15 such interviews and shall
prepare a technical memorandum summarizing the salient issues,
concerns and data resulting from these discussions.
Task 4. Field Reconnaissance
Planning and design members of the Consultant team will
thoroughly familiarize themselves with the existing physical con-
ditions of the study area. Conducted on foot, this reconnais-
sance will enable the team to compile an inventory of existing
conditions, particularly related to the following:
• General building conditions;
• Land uses;
• General infrastructure conditions;
• Neighborhood character;
• • Environmental positives and negatives;
• Significant views, vistas and landmarks;
• Pedestrian and environmental barriers; and
• Existing and potential linkages.
In addition, the Consultant will prepare a photographic
inventory of selected relevant features and conditions to be used
during presentations as may be appropriate to illustrate planning
and design recommendations.
Task 5. Preliminary Findings Memorandum
The Consultant Team would prepare a brief memorandum
discussing characteristics of the downtown that will impact the
final plan and implementation program:
• physical--Infrastructure, maintenance, parking, archi-
tectural assets, land availability.
• Economic Base--Employment, investment, tax base, mix of
activities, property value/appreciation, development.
-3-
• Transportation--Streets, downtown accessibility, public
transit needs/availability, pedestrian environment.
• Urban -Design--Activity/land use concentrations,
streetscape, linkage, interface with surrounding areas.
The assessment in this profile will focus on two factors.
First, what are the strengths of downtown that should be lever-
aged and built on in developing a plan and identifying feasible
projects to pursue. Second, what problems or deterrents exist
that should (and can) be addressed with a downtown program.
Task 6. Economic/Market Overview
Potentials for market opportunities can be defined by
a number of factors. obviously economic conditions are a major
determinant for development--population growth plus business
development and investment create demand for facilities. How-
ever, local government and private business leaders can amplify
or enhance demand by offering development incentives to close the
gap on financial returns, and by providing a favorable and safe
physical environment. It would be our intention to determine in
this market overview what type of market opportunities currently
exist, and what market could be amplified and captured if
Jefferson City undertakes a more pro-active downtown program.
We would evaluate population growth and forecast development
trends, absorption roles/demand for space, current inventories of
space and land lease roles and user costs, retail sales
(expenditure) levels, etc. , and forecast what potentials will
exist for the City and surrounding area, and determine the fair
share for the downtown. We would show the amount of space that
could realistically be developed through the year 2010. Our
final step would be to assess how the downtown could enhance its
competitive position through an exciting plan and an aggressive
marketing and incentives program. Specific development
opportunities will be recommended. These opportunities may
include the following:
• Business and professional office.
• Low-, medium- and high-density residential, rental and
ownership.
-4-
• Light industrial and R and D.
• Primary, support and specialty/festive retail.
In all cases, the Consultant shall clearly document their
findings and conclusions and, further, shall identify important
market influences and opportunities as they relate to the master
planning process. Likewise, the Consultant will prepare a pre-
liminary evaluation of the likely public funding requirements and
mechanisms necessary to accommodate the identified levels of
growth in the various sectors.
Task 7. Urban Design Analysis
Following the field reconnaissance and a thorough
evaluation of previously prepared planning and design efforts,
including projects which are now "on the boards", the Consultant
will prepare and document the physical character and opportuni-
ties of the study area and its components. The basic thrust of
this work will be to verify the appropriateness of the physical
planning work done to date and to provide guidance for adjusting
® this work and/or tailoring it to accommodate the findings and
recommendations of the market/economic analyses.
This work shall provide an evaluation and recommendations
related to the following:
• Land use patterns;
• Vehicular circulation and parking;
• Pedestrian activity, pathways and focal activity cen-
ters;
• Potential linkages and synergistic relationships;
• Urban form and density;
• Project opportunities;
• Existing and potential public amenities and attrac-
tions.
Based on these analyses, the Consultant will identify and
prioritize key public and private project opportunities which can
have maximum impact upon the environment and economic health of
downtown Jefferson City. Critical factors in arriving at these
recommendations will be:
• Economic viability;
• Site opportunities;
• Pedestrian and visual linkages;
• Environmental cohesiveness;
• Land use compatibility;
• Circulation and parking;
• Civic identity.
Task Financial Evaluation
From the conclusions of the market analysis, our team
will suggest specific types of development which should be pur-
sued. We will conceptualize prototype projects for these spe-
cific development types, and utilize the information collected to
run preliminary financial cash flow evaluations to determine if
new development offers a financial return that would attract
developers and investors. Where the return on investment would
not be sufficient, we will indicate where gap financing will be
needed and the magnitude of this need.
As well, during this task we will suggest tools and financ-
ing mechanisms which could be used to fill the gap.
Task . Checkpoint Meeting
The Consultant shall prepare for and attend a one-day
meeting(s) in Jefferson City to present the findings and prelimi-
nary recommendations resulting from the market/economic/design
work conducted up to this point. The purpose of this meeting
will be to advise the client as to the content of the next-step
Interim Report and to engage in interactive discussion related to
the Consultant's preliminary recommendations.
Q. Interim Report
The Consultant will prepare a profile report on the
findings and recommendations resulting from the interim work.
This report will follow a previously agreed upon format and will
clearly document the market, economic and planning/design find-
ings, in summary form as may be appropriate.
Task 11. Interim Presentation
The Consultant will present their findings and recom-
mendations in Jefferson City to City representatives as selected
by the client. Appropriate color graphics (charts, maps and/or
slides) will be prepared which clearly articulate the essential
content of the Interim Report. Emphasis in the presentation will
build toward the definition of key project opportunities and
their related fiscal implications.
Task 2. Press Release
The Consultant will prepare a draft press release for
the review and modification by the City prior to being provided
to the press following the Interim presentation. In addition,
the Consultant will have graphic support materials in a form
readily reproducible by the press.
Task 13. Graphic Support Materials
The Consultant will provide mounted graphic materials
including charts and maps suitable for storefront and/or exhibit
display. It is understood that these are essentially the same
graphic support materials used during the Interim presentation.
Task 14. Goals and Objectives
The Consultant will prepare a draft statement of goals
and objectives for review by the City and circulation prior to a
goals and objectives work session in Jefferson City. This state-
ment will reflect the Consultant's findings as well as the feed-
back and concerns voiced during the workshop and presentation.
Further, it will reflect any strategy alternatives which emerged
during the course of the work to date. The draft goals/
objectives will be distributed for review within the community,
as directed by the City, so that comments can be incorporated in
Task 16, below.
_7.
i
Task 15. Draft (Development Plan) Report
The Consultant will prepare a draft Development Plan
report for the study area, including appropriate options and/or
alternatives, for a review/work session with the client. This
documentation will include, but not necessarily be limited to,
the following:
e overall land use pattern(s) .
e Proposed circulation and parking improvements.
e Proposed public improvements and amenities.
e Individual and/or public and private development pro-
ject opportunities.
e Preliminary evaluation of the impact of identified pro-
jects and their anticipated public and private costs.
e Project phasing and timetable.
Tas)S 16. Goals and Objectives Roundtable
Following distribution of the draft goals and objec-
tives, the Consultant will conduct a one-day roundtable discus-
sion session in Jefferson City with community representatives
selected by the client. The objective of this session will be to
achieve a leadership consensus to focus the final work. Subse-
quent to that session, the Consultant will redraft the goals and
objectives statement to reflect this consensus.
Task 17. Checkpoint Meeting
The Consultant shall prepare for and attend a one
day meeting(s) in Jefferson City to present and discuss the draft
Development Plan with appropriate members of the client team and
the interested public. The purpose of this work session is to
achieve consensus on the content of the Final Report.
• -8-
Task 18. Final (Development Plan) Reoort
The Consultant will prepare a final report detailing
the planning process, goals and objectives, design analyses,
overall concept plan, project costs and funding strategies.
This full final report will be provided in 75 bound copies.
In addition, the Consultant will provide a complete set of cam-
era-ready pages, including reduced black-and-white graphic mater-
ials, suitable for photocopier reproduction.
PJE32TSA
•