HomeMy WebLinkAbout05347 - BURNETT DEVELOPMENT CORP REIMB AGR PALM SPRINGS COUNTRY CLUB-NORTH & SOUTH VILLAGES Page 1 of 1
Kathie Hart
From: Loretta Moffett
Sent: April 10, 2009 8:25 AM
To: Kathie Hart
Subject: RE: A5347- Burnett Development Corporation - Reimbursement Agreement-- PS Country Club Case
5.119 PD 330
Yes...close Burnett.
You're welcome for the quick turn-around help...that's just one part of my job.
Loretta Moffett
From: Kathie Hart
Sent: Thursday, April 09, 2009 3:24 PM
To: Loretta Moffett
Cc: Jay Thompson
Subject: A5347 - Burnett Development Corporation - Reimbursement Agreement PS Country Club Case 5.119 PD 330
LM
OIL to close this one?
Thx for all your help. O
kw,1�11
Kathie Hart, CMC
Chief beputy City Clerk
City of Palm Springs
3200 E.Tahgwtz Canyon Way
Palm Sprmgs, CA 92262
T (760) 323-8206 1 A (760) 322-8332
Kathie.Hart@Palm5prin9sCA.9ov
04/10/09
REIMBURSEMENT AGREEMENT
PREPARATION OF FOCUSED ENTITLEMENT
AND ENVIRONMENTAL PLANNING SERVICES for
"PALM SPRINGS COUNTRY CLUB -- NORTH & SOUTH VILLAGES"
(Project 5.1119-PD-330)
Burnett Development Corporation, Developer/Owner
PrimeUrban, LLC, Agent for Developer/Owner
THIS REIMBURSEMENT AGREEMENT, hereinafter "Agreement", is
entered into this 1�<D the day of r , 2006, by and between the City of
Palm Springs, a California charter city, the "City", and Burnett Development
Corporation, hereinafter, the "Developer", with reference to the following facts and
circumstances:
RECITALS
A. PrimeUrban, LLC, agent for Burnett Development Corporation,
Owner & Developer, has applied to the City for approval of various development
permits for the Palm Springs Country Club - North & South Villages Development
Project 5.1119-PD-330, referred to herein as the "Project." The Project seeks all
necessary City permits, approvals, and environmental review.
B, Due to the magnitude and complexity of the Project, the Director of
Planning, hereinafter "Director", and the Agent and Developer have agreed that it
is necessary and desirable that the City engage MSA CONSULTING, INC.
hereinafter, "Contractor", for focused entitlement and planning services, attend
public hearings and meetings on the Project, and perform related work, including
appropriate planning services as needed to ensure timely project review.
Contractor shall perform the Scope of Work specified in the professional services
agreement between City and Contractor, attached to this Agreement as "Exhibit
1." Director shall manage the Project work performed by Contractor.
C. City, Agent for Developer, and Developer hereby agree that the City
shall engage Contractor to provide the services set forth in Exhibit "1" of this
Agreement.
D. A fundamental premise of this Agreement is that nothing herein is
to be construed as a representation, promise, or commitment on the part of City to
give special treatment to, or exercise its discretion favorably for the Project, in
exchange for Developer's obligation to reimburse City for the cost of retaining
Contractor-
E. City and Developer make this Agreement with full knowledge of the
requirements of state and local law, including, but not limited to the California
Environmental Quality Act of 1970 (Public Resources Code section 21000 et seq.,
AVID/CR A'S EEME'r
5.1119 P.5,Country Club- North&South Villages—City of P.S,Reimbursement Agreement Page 1 of 9
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"CEQA") and the State Guidelines (14 California Code of Regulations section
15000 et seq., the "Guidelines") and the Palm Springs Municipal Code.
NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL PROMISES
CONTAINED IN THIS AGREEMENT, DEVELOPER AND CITY AGREE AS
FOLLOWS:
1. Engagement of Contractor. City shall engage Contractor in
accordance with the professional services agreement identified as Exhibit 1 to this
Agreement. Contractor shall be responsible only to City, and nothing in this
Agreement imposes any obligation on City or Contractor to Developer other than
to devote the time and attention to preparing legally adequate planning services
for the Project and related work. City shall provide direction and guidance to
Contractor. Contractor's contact(s)_with Developer shall only be through Director
or the Director's designees. Developer, its agents, employees, consultants
representatives, or partners shall not contact Contractor directly in any manner
unless at a public hearing, meeting, or workshop or as expressly authorized by the
Director.
2. Reimbursement.
' a. Contractor's Invoices
Developer shall reimburse the City for the full cost ($67,000.00 plus
$8,375.00 = $75,375.00) of employing Contractor as provided in
Exhibit "2" of this Agreement.
b. Surcharges for Administrative Costs and Contingencies
A maximum City administrative surcharge of twelve and one-half
percent (12.5% = $ 8,375.00) shall apply to this Agreement.
The parties recognize that changes in the scope of the work may be
necessitated during the process of preparing the requisite
documents and related studies. The Developer shall bear the costs
of such changes.
C. Reimbursement Procedures
Sixty percent (60%) of the total contract ($45,225.00) is due and
payable at signing of this Reimbursable Agreement; and the balance
of $30,150.00 shall be due no later than November 1, 2006.
Developer shall honor all requests for payment submitted by the City
for services of Contractor as stated above. Failure to reimburse the
5.1119 P.S.Country Club- North&South Villages—City of P.S.Reimbursement Agreement Page 2 of 9
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City for Costs as provided in this Agreement shall be deemed a
material breach of this Agreement.
3. Relationship to Other Charges. Developer and City agree that the
expenditures associated with this Agreement are in addition to the standard
development application fees, as well as the hourly charge being reimbursed by
Developer for City Planners working on the Project and For legal services.
4. No Promise or Representation. Developer and City agree that
nothing in this Agreement is to be construed as a representation, promise, or
commitment on the part of City to give special treatment to, or exercise its
discretion favorably for the Project, it being understood that Developer's
reimbursement obligation under Agreement is undertaken without regard to City's
actions regarding the Project.
5. Term. Agreement shall become effective immediately upon signing
and payment of sixty percent (60%) of the contract amount, and shall continue
through March 2007 or as agreed to by all parties, unless terminated pursuant to
Paragraph 6 of Agreement.
6. Termination. Agreement shall terminate on April 1, 2007, but may be
terminated earlier by Developer or City, by giving thirty (30) days' written notice to
the other. Upon such termination, Developer shall immediately pay any
outstanding invoices, as well as pay for any work performed by Contractor through
effective date of termination. The City administrative surcharge of 12-5% shall
apply on all outstanding invoices.
7. Entire Agreement. This Agreement and its attachments constitute
the entire agreement between the Developer and City respecting the matters set
forth herein. City and Developer each represent that neither has relied on any
promise, inducement, representation, or other statement made in connection with
Agreement that is not expressly contained herein.
8. Negotiated Agreement. It is agreed and understood by Developer
and City that this Agreement has been arrived at through negotiations and that
neither is deemed the party that prepared Agreement within the meaning of Civil
Code Section 1654.
9. Assignment. Neither City nor Developer shall have the right to
assign its respective rights and obligations hereunder without the written consent
of the other party. This Agreement shall be binding upon and inure to the benefit
of the parties hereto and their respective heirs, personal representatives,
successors, and assigns.
10. Amendment. This Agreement may be amended, modified, or
supplemented only in writing by both City and Developer.
5.1119 P.S.Country Club- North&South Villages—City of P.S.Rarnbureement Agreement Page 3 of 9
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11_ Contracting Officer. The contracting officer of City, and the only
entity authorized by law to make or amend Agreement on behalf of City, is the City
Council of the City of Palm Springs.
12. Waiver. The failure of a party hereto at any time or times to require
performance of any provision hereof shall in no manner affect its right at a later
time to enforce the same. No waiver by a party of any condition or of any breach
of any term contained in this Agreement shall be effective unless in writing, and no
waiver in any one or more instances shall be deemed to be a further or continuing
waiver of any such condition or breach in any other instance or a waiver of any
other condition or breach of any other term.
13. Governing Law. This Agreement shall be construed, interpreted, and
applied in accordance with the laws of the State of California applicable to
commercial contracts entered into and to be performed wholly in California.
14, Construction. The language in all parts of this Agreement shall be
construed, in all cases, according to its fair meaning. The parties acknowledge
that each party has reviewed this Agreement and that the normal rule of
construction to the effect that any ambiguities are to be resolved against the
drafting party shall not be employed in the interpretation of this Agreement.
15. Conflict with Professional Services Agreement between Contractor
and Citv. In the event of a conflict between the provisions of this Agreement and
the Professional Services Agreement between City and Contractor, the provisions
• of this Agreement shall govern_
16. Relationship of Parties. The parties agree that this Agreement
• establishes only a reimbursement arrangement between the parties, and that the
parties are not joint venturers or partners.
17. Indemnification. Developer agrees to defend, indemnify, and hold
City harmless in any action brought by any third party in which the authority of the
City to enter into this Agreement or the validity of this Agreement is challenged.
18, Notices. Notice to the parties in connection with this Agreement
shall be given personally or by regular mail addressed as follows:
City: Mr. Craig A. Ewing, AICP
Director of Planning Services
City of Palm Springs
PO Box 2743
Palm Springs, CA 92263-2743
Agent for Mr Brian H. Lucas and
Developer: Mr. Brian Hendricks
Pr meUrban, LLC
511 East Santa Ana Blvd
Santa Ana, CA 92701
5.1119 P.S.Country Club- North&South Villages—City of P.S.Reimbursement Agreement Page 4 of 9
Developer/ Mr. C- Lynn Burnett
Owner: Burnett Development Corporation, Owner
1300 Bristol Street North, Suite 200
Newport Beach, CA 92660
Notice shall be deemed effective at the time of personal
delivery or seventy-two (72) hours after mailing by certified mail, return
receipt requested.
IN WITNESS WHEREOF, Developer and City have executed Agreement to
be effective on the date first above written.
THE CITY OF PALM SPRINGS
t
David Ready
ATTEST: City Manager
WROVED BY CITY MANAGER
ity Clerk315°0-
Agent for Developer/Own
PRIME UBRAN, LLC
By:
Name
Title:p�t N&tfk- -
Developer/Owner
BURNETT DEVELOPMENT CORPORATION
By: GLit (Id
Name:
Title: ��4 -
Approved as to form:
By:
g,u s C. Holland
City Attorney
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EXHIBIT" "1"
SCOPE OF SERVICES
Contractor (MSA Consulting, Inc,) will perform the following Scope of Services for the
City of Palm Springs, hereinafter called the "City' for the Palm Springs Country Club -
North & South Villages residential development, described as North Village, a 35 +
acre site lying easterly of North Sunrise Way and northerly of Joyce Drive and South
Village, a 120 + ace site lying northeasterly of North Farrell Drive and northerly of
Verona Road, in the City of Palm Springs. Project No. 5.1119-PD-330, hereinafter
referred to as "Project'.
PRELIMINARY SERVICES:
Contractor agrees to perform the following Scope of Services for the City of Palm
Springs, (hereinafter called the "City") for the development Palm Springs Country
Club (hereinafter referred to as "Client") — a single-family residential development
and golf community, know as North and South Villages. North Village is located
on approximately 35 acres that lies easterly of North Sunrise Way and northerly of
Joyce and South Village is located on 120+ acres lying northeasterly of North
Farrell Drive and northerly of Verona in the City of Palm Springs, California,
hereinafter referred to as "Project
Environmental Processing
1. Initial Studv
a) Prepare an Initial Study (IS) in accordance with the California
Environmental Quality Act (CEQA).
b) Assist the City in the preparation of noticing and circulation of the IS.
c) Assist the City in the development of the project description, location map
and list of potential environmental impacts associated with the project.
2. Public Review and Comments Responses
a) Coordinate with other City Departments and sub-Contractors to prepare
written responses to comments received during the public review period
b) Submit written response to City for review and comment.
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3. Mitigation Monitoring and Reporting_Program (MMRP)
a) Prepare a Mitigation Monitoring and Reporting Program to ensure the
implementation of mitigation measures identified to mitigate any potential
adverse environmental effects of the project.
b) Prepare a digital file of the MMRP for the City's website posting.
c) Provide documentation copies for distribution and public information
requirements.
d) Upon adoption of a Negative Declaration, prepare and file a Notice of
Determination (NOD).
4_ Public Meetings and Public Hearings
a) Meet with City staff to determine scope of special studies required.
b) Attend up to 2 neighborhood meetings.
c) Attend public meetings with the Planning Commission (up to 2) as required
for the presentation and adoption of the Negative Declaration and the
Project.
d) Attend public meetings with the City Council (up to 2) as required for the
presentation and adoption of the Negative Declaration and Project
adoption.
Staff Report Preparation and Assistance:
1_ Staff Reports
a) Assist City with preparation of a draft staff report, findings and resolution for
the project for the Planning Commission.
b) Review draft staff report with Planning staff and other City Departments and
incorporate changes as necessary.
c) Assist City with preparation of a draft staff report, findings and resolutions
for the project for the City Council incorporating any modifications made by
the Planning Commission action.
d) Attend public meetings with the Planning Commission (up to 2) as required
for the presentation and adoption of the Negative Declaration and the
Project.
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e) Attend public meetings with the City Council (up to 2) as required for the
presentation and adoption of the Negative Declaration and Project
adoption_
Exclusions
Consulting services relating to any of the following tasks may be completed by
Contractor if negotiated under a separate contract for an additional fee; are
presently specifically excluded from the Agreement:
1. Filing and posting fees
2. Meeting room rentals and set up costs,
3. Publication and noticing fees
Client Responsibilities
1. Client shall provide access to the site.
2. Client shall provide Preliminary Title Report and support documents as
required.
3. Client will require any construction contractors to indemnify Contractor from
any and all losses, damages, claims, expenses, including attorneys fees,
and costs arising out of the contractor's work, except only losses, damages,
claims, expenses including attorneys fees, and costs which are caused by
the sole negligence or willful misconduct of Contractor in performing its
services under this agreement. Client will require that the construction
contractors add Contractor as an additional insured in the comprehensive
general liability, auto liability, worker's compensation and builder risk
insurance coverages required by Client.
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EXHIBIT "2"
SCHEDULE OF COMPENSATION
Developer/Owner agrees to compensate City for services provided by the
Contractor as shown below,
TASKS DESCRIPTION F E E S
Environmental Processing
1 —4 Initial Study/NOD/Meetings...........................................................$17,500.00
Staff Report Preparation and Assistance
1 Staff Report, Resolutions/Meetings ..............................................$46,500.00
Reimbursables
Reproduction costs, title company charges, special mailing charges,
application, and filing or permit fees, etc.
(project out-of-packet expenses)...............................................................$3,000.00
Sub- Total—............................................................................................$67,000.00
Planning Administrative Fees at 12.5%.........................................„„........$ 8,375,00
GRAND TOTAL OF PROFESSIONAL SERVICES DUE .......................$75,375.00
The proposed fees for Tasks outlined above would include all labor, materials and
incidental expenses such as vehicle mileage, postage, toll calls, CADD computer
• time, and survey materials. Not included are all "reimbursables costs" such as
reproduction costs, title company charges, special mailing charges, application,
and filing or permit fees. Non-contract services, if requested of the Contractor
(MSA Consulting, Inc.) and/or the City, would be charged hourly and include
t meetings, special data transfers or construction support services.
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