HomeMy WebLinkAbout6/2/2004 - STAFF REPORTS (7) DATE: June 2, 2004
TO: COMMUNITY REDEVELOPMENTAGENCY
FROM: DIRECTOR OF COMMUNITY AND ECONOMIC DEVELOPMENT
APPROVAL OF A CONTRACT FOR THE CONTINUATION OF
THE VILLAGE OF PALM SPRINGS DEVELOPMENT CENTER
RECOMMENDATION:
That the Agency approve an Agreement for Contract Services for Fiscal Year 2004-05
with Jerry Ogburn d/b/a REDAC2 for the continuation of the Village of Palm Springs De-
velopment Center for an amount not to exceed $150,000.
BACKGROUND:
Jerry Ogburn has served as the Director of the Development Center since December,
1990 within the terms and conditions of an annual "Agreement for Contract Services".
The initial annual "Contract Sum" relative to total compensation for these services was
$135,000. Approximately a year later, this was decreased to $128,000 per year in re-
sponse to a comprehensive City Council effort to reduce upper management staff com-
pensation. Subsequently, staff compensation reductions were restored, but no compen-
sation adjustments were made to this contract until June, 1998 when the initial annual
"Contract Sum" of $135,000 was restored within the Fiscal Year 1998-99 Agreement.
The FY 1999-2000 Agreement provided for a "Contract Sum" of $140,000, and this
amount was continued for the FY 2000-01 Agreement. In anticipation of projected in-
creases in Development Center operating costs and direct expenses for FY 2001-02, a
"Contract Sum" of $144,000 was approved by City Council. For Fiscal Year 2002-03 as
well as 2003-04 and 2004-05, a "Contract Sum" of $150,000 has been budgeted by the
Community Redevelopment Agency. This is only $15,000 more per year than the initial
contract amount of$135,000 in 1991-92.
Mr. Ogburn works out of the Development Center located at 109 South Indian Canyon
Drive. His primary responsibilities during the past year have been to: supervise the imple-
mentation of ongoing improvement projects throughout the Downtown and Uptown ar-
eas; provide technical assistance to property owners in Downtown and Uptown in reno-
vating properties as well as helping to secure tenants to fill vacancies; manage CRA-
owned properties, including buildings and parking facilities; act as Manager of Main
Street-Palm Springs and the Uptown Palm Springs Association; manage the weekly Vil-
IageFest; and serve as Project Manager for Merged Project Area Number One in Palm
Springs. Over the past Fiscal Year, Jerry Ogburn has provided technical assistance to
more than thirty property owners and new/ expanding businesses located in his area of
responsibility. With his involvement as Manager, VillageFest continues to be a popular and
attractive street fair in Downtown Palm Springs. Attachments to this report detail the
Scope of Services, Schedule of Performance and Annual Contract Budget for this work
program. The total cost of this program for Fiscal Year 2004-05 is $150,000, with this
amount to come from the Redevelop ent Project Funds of the Annual Budget for the Re-
developme,t Agency.,
JOHN RAY ND, D'r ctor of Commun and Economic Development
APPROVED
ATTACHMENTS ` `(/�
City Manager - i /�
4W
Contract
Resolution
AGREEMENT FOR CONTRACT SERVICES:
VILLAGE OF PALM SPRINGS DEVELOPMENT CENTER
FISCAL YEAR 2004-2005
THIS AGREEMENT FOR CONTRACT SERVICES (herein"Agreement"), is made and
entered into by and between the THE PALM SPRINGS COMMUNITY REDEVELOPMENT
AGENCY, (herein "Agency"), a municipal corporation, and Jerry Allen Ogburn/ dba REAL
ESTATE DEVELOPMENT AND CONSULTING CORPORATION (REDAC2) (herein
"Contractor"). The parties hereto agree as follows:
1.0 SERVICES OF CONTRACTOR
1.1 Scope of Services. In compliance with all terms and conditions of
this Agreement, the Contractor shall: perform as Director of the Village of Palm Springs
Development Center and Project Manager within Merged Project Area No. 1 indicated in
Exhibit "A" attached hereto and incorporated herein by reference ("Project Area")
together with and providing technical assistance to the Redevelopment Agency.
The specific services and work to be performed by Contractor are more particularly set
forth in Exhibit "B" attached hereto and incorporated herein by reference ("Scope of
Services"). Contractor shall perform the services set forth in the Scope of Services
within the offices provided to it, through the sponsorship of the City, located at 109
South Indian Canyon Drive, Palm Springs, California, 92262 ("Project Office"). Contractor
shall furnish and operate a Downtown Development Center in the Project Office. In
performing the services set forth in the Scope of Services, Contractor shall work directly
with Agency staff and shall consult with Mainstreet-Palm Springs, the Uptown Palm
Springs Association, property owners and merchants located within the identified Project
Area. Contractor warrants that all services will be performed in a competent,
professional and satisfactory manner.
1.2 Compliance with Law. All services rendered hereunder shall be
provided in accordance with all ordinances, resolutions, statutes, rules, and regulations
of the Agency and any Federal, State or local governmental agency having jurisdiction in
effect at the time service is rendered.
1.3 Familiarity with Work. By executing this Contract, Contractor
warrants that Contractor (a) has thoroughly investigated what services should be
performed, (b) has carefully considered how those services should be performed, and
(c) fully understands the difficulties and restrictions affecting performance of the
services under this Agreement. Contractor warrants that Contractor has investigated the
designated Project Areas and is or will be fully acquainted with the conditions there
existing, prior to commencement of services hereunder.
1.4 Care of Work. The Contractor shall adopt reasonable methods
during the life of the Agreement to furnish continuous protection to the work, and the
equipment, materials, papers, documents, plans, studies and/or other components thereof
to prevent losses or damages.
1.5 Further Responsibilities of Parties. Both parties agree to use
reasonable care and diligence to perform their respective obligations under this
Agreement. Both parties agree to act in good faith to execute all instruments, prepare all
documents and take all actions as may be reasonably necessary to carry out the
purposes of this Agreement. Unless hereafter specified, neither party shall be
responsible for the service of the other.
Ogburn Contract
2004-05
Page Two
1.6 Additional Services. Agency shall have the right at any time during
the performance of the services, without invalidating this Agreement, to order extra work
or make changes by altering or adding to this work. No such extra work may be
undertaken unless a written order is first given by the Contract Officer to the Contractor,
incorporating therein any adjustment in (i)the Contract Sum, and/or(ii)the time to perform
this Agreement, which said adjustments are subject to the written approval of the
Contractor. Any increase in compensation of five percent (5%) or less of the Contract
Sum, or in the time to perform of one hundred eighty (180) days or less may be approved
by the Contract Officer. Any greater increases, taken either separately or cumulatively
must be approved by the Agency.
2.0 PERFORMANCE SCHEDULE
2.1 Time of Essence. Time is of the essence in the performance of this
Agreement.
2.2 Schedule of Performance. The services to be performed by
Contractor under the terms of this specific Agreement for Contract Services shall
commence on July 5, 2004 and shall terminate on June 30, 2005. Exhibit "C" attached
hereto and incorporated herein by reference ("Schedule of Performance") sets forth the
services set forth in the Scope of Services to be performed by Contractor. The Schedule
of Performance also sets forth any additional times for performance. When requested by
the Contractor, extensions to the time period(s) specified in the Schedule of Performance
may be approved in writing by the Contract Officer but not exceeding one hundred eighty
(180) days cumulatively.
2.3 Force Majeure. The time period(s) specified in the Schedule of
Performance for performance of the services rendered pursuant to this Agreement shall
be extended because of any delays due to unforeseeable causes beyond the control
and without the fault or negligence of the Contractor, including, but not restricted to, acts
of God or of the public enemy, unusually severe weather, fires, earthquakes, floods,
epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation,
and/or acts of any governmental agency, including the Agency, if the Contractor shall
within ten (10) days of the commencement of such delay notify the Contract Officer in
writing of the causes of the delay. The Contract Officer's determination shall be final and
conclusive upon the parties to this Agreement. In no event shall Contractor be entitled to
recover damages against the Agency for any delay in the performance of this
Agreement, however caused, Contractor's sole remedy being extension of the
Agreement pursuant to this Section.
3.0 COMPENSATION
3.1 Contract Sum. For the specified services, the City shall pay the
the Contractor for the performance of the services set forth herein, the sum of ONE
HUNDRED FIFTY THOUSAND DOLLARS ($150,000.00) ("Contract Sum"). The Contract
Sum shall be payable based upon the hours of actual work assigned to each task set
forth in the Scope of Services (Exhibit B), billed at the hourly rate of $75.00. The total
amount payable for each task is set forth in the Schedule of Performance.
C
Ogburn Contract
2004-05
Page Three
3.2 Method of Payment. In any month in which Contractor wishes to
receive payment, no later than the first (1st) working day of such month, Contractor shall
submit to the Agency an invoice for services rendered prior to the date of the invoice.
The invoice shall set for the the hours of actual work effort assigned to each task for
which the Contractor wishes to receive payment, the amount previously paid for said
task and the amount to be paid for said task during the current billing period. The invoice
shall be accompanied with any supporting documentation requested by the Executive
Director or his designee and the report set forth in Section 6.1 below. Agency shall pay
Contractor for all expenses stated thereon which are approved by Agency pursuant to
this Agreement no later that the last working day of the month.
4.0 COORDINATION OF WORK
4.1 Representative of Contractor. Jerry A. Ogburn is hereby
designated as being the principal and representative of Contractor authorized to act in its
behalf with respect to the work specified herein and make all decisions in connection
therewith. It is expressly understood that the experience, knowledge, capability and
reputation of the foregoing principal was a substantial inducement for Agency to enter
into this Agreement. Therefore, the foregoing principal shall be responsible during the
term of this Agreement for directing all activities of Contractor and devoting sufficient time
to personally supervise the services hereunder. For purposes of this Agreement, the
foregoing principal may not be replaced nor may his responsibilities be substantially
reduced by Contractor without the express written approval of Agency.
4.2 Contract Officer. The Executive Director, or such person as may
be designated by the Executive Director, shall be the Contract Officer of the Agency. It
shall be the Contractor's responsibility to assure that the Contract Officer is kept informed
of the progress of the performance of the services and the Contractor shall refer any
decisions which must be made by Agency to the Contract Officer. Unless otherwise
specified herein, any approval of Agency required hereunder shall mean the approval of
the Contract Officer. The Contract Officer shall have authority to sign all documents on
behalf of the Agency required hereunder to carry out the terms of this Agreement.
4.3 Prohibition Against Subcontracting or Assignment. The experience,
knowledge, capability and reputation of the representative of the Contractor, were a
substantial inducement for the Agency to enter into this Agreement. Therefore,
Contractor shall not contract with any other entity to perform in whole or in part the
services required hereunder without the express written approval of the Agency. Neither
this Agreement nor any interest herein may be transferred, assigned, conveyed,
hypothecated or encumbered voluntarily or by operation of law, whether for the benefit
of creditors or otherwise, without the prior written approval of Agency. Transfers
restricted hereunder shall include the transfer to any person or group of persons acting
in concert of more than twenty five percent (25%) of the present ownership and/or
control of Contractor, taking all transfers into account on a cumulative basis. In the event
of any such unapproved transfer, including any bankruptcy proceeding, this Agreement
shall be void. No approved transfer shall release the Contractor or any surety of
Contractor of any liability hereunder without the express consent of Agency.
co... P -3
C
Ogburn Contract
2004-05
Page Four
4.4 Exclusivity of Contract with Agency. As the work program
contained herein is for approximately 2,000 hours, which is virtually a full time
assignment, Agency is concerned that Contractor not take on additional projects with
significant time demands nor that Contractor take on work which would create conflicts
of interest. Accordingly, Contractor shall not accept other contracts involving more than
10 hours of work without the review and approval of the Contract Officer.
4.5 Independent Contractor. Neither the Agency nor any of its
employees shall have any control over the manner, mode or means by which Contractor,
its agents or employees, perform the services required herein, except as otherwise set
forth herein. Agency shall have no voice in the selection, discharge, supervision or
control of Contractor's employees, servants, representatives or agents, or in fixing their
number, compensation or hours of service. Contractor shall perform all services required
herein as an independent contractor of Agency and shall remain at all times as to Agency
a wholly independent contractor with only such obligations as are consistent with that
role. Contractor shall not at any time or in any manner represent that it or any of its
agents or employees are agents or employees of Agency. Agency shall not in any way
or for any purpose become or be deemed to be a partner of Contractor in its business or
otherwise or a joint venturer or a member of any joint enterprise with Contractor.
5.0 INSURANCE,INDEMNIFICATION AND BONDS
5.1 Insurance. The Contractor shall procure and maintain, at its sole
cost and expense, in a form and content satisfactory to Agency, during the entire term of
this Agreement including any extension thereof,the following policies of insurance:
(a) Comprehensive General Liability Insurance. A policy of
comprehensive general liability insurance written on a per occurrence basis in an amount
not less than $1,000,000.00 combined single limit.
(b) Automotive Insurance. A policy of comprehensive automobile
liability insurance written on a per occurrence basis in an amount not less than either (i)
bodily injury liability limits of$250,000.00 per person and $500,000.00 per occurrence and
property damage liability limits of $100,000.00 per occurrence and $250,000.00 in the
aggregate or (ii) combined single limit liability of $500,000.00. Said policy shall include
coverage for owned, non-owned, leased and hired cars.
All of the above policies of insurance shall be primary insurance and shall name the
agency, its officers, employees and agents as additional insureds. The insurer shall
waive all rights of subrogation and contribution it may have against the Agency, its
officers, employees and agents and their respective insurers. All of said policies of
insurance shall provide that said insurance may not be amended or canceled without
providing thirty (30) days prior written notice by registered mail to the Agency. In the
event any of said policies of insurance are canceled, the Contractor shall, prior to the
cancellation date, submit new evidence of insurance in conformance with this Section
5.1 to the Contract Officer. No work or services under this Agreement shall commence
until the Contractor has provided the Agency with Certificates of Insurance or
appropriate insurance binders evidencing the above insurance coverage and said
Certificates of Insurance or binders are approved by the Agency.
e ���
Ogburn Contract
2004-05
Page Five
In the event the Contractor subcontracts any portion of the work in compliance with
Section 4.3 the Contractor agrees that the provisions of this Section 5.1 shall not be
construed as limiting in any way the extent to which the Contractor may be held
responsible for the damages to any persons or property resulting from the Contractor's
activities or the activities of any person or persons for which the Contractor is otherwise
responsible.
5.2 Indemnification. Contractor agrees to indemnify the Agency, its
officers, agents and employees against, and will hold and save them and each of them
harmless from, any and all actions, suits, claims, damages to persons or property,
losses, costs, penalties, obligations, errors, omissions or liabilities, (herein "claims or
liabilities") that may be asserted or claimed by any person, firm or entity arising out of or
in connection with the negligent performance of the work, operations or activities of
Contractor, its agents, employees, subcontractors, or invitees, provided for herein, or
arising from the negligent performance of or failure to perform any term, provision
covenant or condition of this Agreement, whether or not there is concurrent passive or
active negligence on the part of the Agency, its officers, agents or employees but
excluding such claims or liabilities arising from the sole negligence or willful misconduct of
the Agency, its officers, agents or employees, who are directly responsible to the
Agency, and in connection therewith.
(a) Contractor will defend any action or actions filed in connection with
any of said claims or liabilities and will pay all costs and expenses, including legal costs
and attorneys fees incurred in connection therewith;
(b) Contractor will promptly pay any judgment rendered against the
Agency, its officers, agents or employees for any such claims or liabilities arising out of
or in connection with the negligent performance of or failure to perform such work,
operations or activities of Contractor hereunder; and Contractor agrees to save and hold
the Agency, its officers, agents, and employees harmless therefrom;
(c) In the event the Agency, its officers, agents or employees is made a
party to any action or proceeding filed or prosecuted against Contractor for such
damages or other claims arising out of or in connection with the negligent performance of
or failure to perform the work, operation or activities of Contractor hereunder, Contractor
agrees to pay to the Agency, its officers, agents or employees, any and all costs and
expenses incurred by the Agency, its officers, agents or employees in such action or
proceeding, including but not limited to, legal costs and attorneys'fees.
5.3 Sufficiency of Insurer. The policy of insurance required by this
Agreement shall be satisfactory only if issued by companies qualified to do business in
California, rated "A" or better in the most recent edition of Best Rating Guide, The Key
Rating Guide or in the Federal Register, and only if they are of a financial category Class
VII or better, unless such requirements are waived by the Risk Manager of the Agency
due to unique circumstances. In the event the Risk Manager of Agency ("Risk Manager")
determines that the work or services to be performed under this Agreement creates an
increased or decreased risk of loss to the Agency, the Contractor agrees that the
minimum limits of the insurance policies and the performance bond required by this
Section 5 may be changed accordingly upon receipt of written notice from the Risk
Manager; provided that the Contractor shall have the right to appeal a determination of
increased coverage by the Risk Manager to the Agency within 10 days of receipt of
notice from the Risk Manager. rG
Ogburn Contract
2004-05
Page Six
6.0 RECORDS AND REPORTS
6.1 Reports. Contractor shall periodically , but not less than monthly,
prepare and submit to the Contract Officer such reports concerning the performance of
the services required by this Agreement as the Contract Officer shall require. Said report
shall set forth the Cost of all the Work performed during the previous month, the progress
on all services rendered during the month and the percentage of completion of each item
set forth in the Scope of Services.
6.2 Records. Contractor shall keep such books and records as shall
be necessary to perform the services required by this Agreement and enable the
Contract Officer to evaluate the performance of such services. The Contract Officer
shall have full and free access to such books and records at all times during normal
business hours of Agency, including the right to inspect, copy, audit and make records
and transcripts from such records. Such records shall be maintained for a period of
three (3) years following completion of the services hereunder, and the Agency shall
have access to such records in the event any audit is required.
6.3 Ownership of Documents. All drawings, specifications, reports,
records, documents and other materials prepared by Contractor, its employees,
subcontractors and agents in the performance of this Agreement shall be the property of
Agency and shall be delivered to Agency upon request of the Contract Officer or upon
the termination of this Agreement, and Contractor shall have no claim for further
employment or additional compensation as a result of the exercise by Agency of its full
rights of ownership of the documents and materials hereunder. Any use of such
completed documents for other projects and/or use of uncompleted documents without
specific written authorization by the Contractor will be at the Agency's sole risk and
without liability to Contractor, and the Agency shall indemnify the Contractor for all
damages resulting therefrom. Contractor may retain copies of such documents for its
own use. Contractor shall have an unrestricted right to use the concepts embodied
therein. All subcontractors shall provide for assignment to Agency of any documents or
materials prepared by them, and in the event Contractor fails to secure such assignment,
Contractor shall indemnify Agency for all damages resulting therefrom.
6.4 Release of Documents. The drawings, specifications, reports,
records, documents and other materials prepared by Contractor in the performance of
services under this Agreement shall not be released publicly without the prior written
approval of the Contract Officer.
7.0 ENFORCEMENT OFAGREEMENT
7.1 California Law. This Agreement shall be construed and interpreted
both as to validity and to performance of the parties in accordance with the laws of the
State of California. Legal actions concerning any dispute, claim or matter arising out of or
in relation to this Agreement shall be instituted in the Superior Court of the County of
Riverside, State of California, or any other appropriate court in such county, and
Contractor covenants and agrees to submit to the personal jurisdiction of such court in
the event of such action.
C �. 7(--
Ogburn Contract
2004-05
Page Seven
7.2 Disputes. In the event of any dispute arising under this Agreement,
the injured party shall notify the injuring party in writing of its contentions by submitting a
claim therefore. The injured party shall continue performing its obligations hereunder so
long as the injuring party commences to cure such default within ten (10) days of service
of such notice and completes the cure of such default within forty-five (45) days after
service of the notice, or such longer period as may be permitted by the injured party;
provided that if the default is an immediate danger to the health, safety and general
welfare, such immediate action may be necessary. Compliance with the provisions of
this Section shall be a condition precedent to termination of this Agreement for cause and
to any legal action, and such compliance shall not be a waiver of any party's right to take
legal action in the event that the dispute is not cured, provided that nothing herein shall
limit City's right to terminate this Agreement without cause pursuant to Section 7.6.
7.3 Waiver. No delay or omission in the exercise of any right or remedy
by a non defaulting party on any default shall impair such right or remedy or be construed
as a waiver. A party's consent to or approval of any act by the other party requiring the
party's consent or approval shall not be deemed to waive or render unnecessary the
other party's consent to or approval of any subsequent act. Any waiver by either party
of any default must be in writing and shall not be a waiver of any other default
concerning the same or any other provision of this Agreement.
7.4 Rights and Remedies are Cumulative. Except with respect to rights
and remedies expressly declared to be exclusive in this Agreement, the rights and
remedies of the parties are cumulative and the exercise by either party of one or more of
such rights or remedies shall not preclude the exercise by it, at the same or different
times, of any other rights or remedies for the same default or any other default by the
other party.
7.5 Legal Action. In addition to any other rights or remedies, either
party may take legal action, in law or in equity, to cure, correct or remedy any default, to
recover damages for any default, to compel specific performance of this Agreement, to
obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the
purposes of this Agreement.
7.6 Termination Prior to Expiration Of Term. This Section shall govern
any termination of this Agreement except as specifically provided in the following Section
for termination for cause. The Agency reserves the right to terminate this Agreement at
any time, with or without cause, upon ninety (90) days written notice to Contractor. In
addition, the Contractor reserves the right to terminate this Agreement at any time upon,
with or without cause, upon thirty (30) days written notice to Agency. Upon receipt of
any notice of termination, Contractor shall immediately cease all services hereunder
except such as may be specifically approved by the Contract Officer thereafter in
accordance with Section 1.6 above or such as may be approved by the Contract Officer.
In the event of termination without cause pursuant to this Section, the terminating party
need not provide non-terminating party with the opportunity to cure pursuant to Section
7.2.
Cra 4-7
Ogburn Contract
2004-05
Page Eight
7.7 Attorneys' Fees. If either party to this Agreement is required to
initiate or defend or made a party to any action or proceeding in any way connected with
this Agreement, the prevailing party in such action or proceeding, in addition to any other
relief which may be granted, whether legal or equitable, shall be entitled to reasonable
attorney's fees. Attorneys fees shall include attorney's fees on any appeal, and in
addition a party entitled to attorneys fees shall be entitled to all other reasonable costs for
investigating such action, taking depositions and discovery and all other necessary costs
the court allows which are incurred in such litigation. All such fees shall be deemed to
have accrued on commencement of such action and shall be enforceable whether or not
such action is prosecuted to judgment.
8.0 AGENCY OFFICERS&EMPLOYEES:NON-DISCRIMINATION
8.1 Non-liability of Agency Officers and Employees. No officer or
employee of the Agency shall be personally liable to the Contractor, or any successor in
interest, in the event of any default or breach by the Agency or for any amount which
may become due to the Contractor or to its successor, or for breach of any obligation of
the terms of this Agreement.
8.2 Conflict of Interest. No officer or employee of the Agency shall
have any financial interest, direct or indirect, in this Agreement nor shall any such officer
or employee participate in any decision relating to the Agreement which effects his
financial interest or the financial interest of any corporation, partnership or association in
which he is, directly or indirectly, interested, in violation of any State statute or regulation.
The Contractor warrants that it has not paid or given and will not pay or give any third
party any money or other consideration for obtaining this Agreement.
8.3 Covenant Against Discrimination. Contractor covenants that, by
and for itself, its heirs, executors, assigns, and all persons claiming under or through
them, that there shall be no discrimination against or segregation of, any person or group
of persons on account of race, color, creed, religion, sex, marital status, national origin,
or ancestry in the performance of this Agreement. Contractor shall take affirmative
action to insure that applicants are employed and that employees are treated during
employment without regard to their race, color, creed, religion, sex, marital status,
national origin, or ancestry.
9.0 MISCELLANEOUS PROVISIONS
9.1 Notice.Any notice, demand, request, document, consent, approval,
or communication either party desires or is required to give to the other party or any other
person shall be in writing and either served personally or sent by prepaid, first-class mail,
in the case of the City, to the City Manager and to the attention of the Contract Officer,
PALM SPRINGS COMMUNITY REDEVELOPMENT AGENCY, P.O. Box 2743, Palm Springs,
California 92263, and in the case of the Contractor, to the person at the address
designated on the execution page of this Agreement. Either party may change its
address by notifying the other party of the change of address in writing. Notice shall be
deemed communicated at the time personally delivered or in seventy-two (72) hours from
the time of mailing if mailed as provided in this Section.
CM -� �
Ogburn Contract
2004-05
Page Nine
9.2 Interpretation. The terms of this Agreement shall be construed in
accordance with the meaning of the language used and shall not be construed for or
against either party by reason of the authorship of this Agreement or any other rule of
construction which might otherwise apply.
9.3 Integration; Amendment. It is understood that there are no oral
agreements between the parties hereto affecting this Agreement and this Agreement
supersedes and cancels any and all previous negotiations, arrangements, agreements
and understandings, if any, between the parties, and none shall be used to interpret this
Agreement. This Agreement may be amended at any time by the mutual consent of the
parties by an instrument in writing.
9.4 Severability. In the event that any one or more of the phrases,
sentences, clauses, paragraphs, or sections contained in this Agreement shall be
declared invalid or unenforceable by a valid judgment or decree of a court of competent
jurisdiction, such invalidity or unenforceability shall not affect any of the remaining
phrases, sentences, clauses, paragraphs, or sections of this Agreement which are
hereby declared as severable and shall be interpreted to carry out the intent of the
parties hereunder unless the invalid provision is so material that its invalidity deprives
either party of the basic benefit of their bargain or renders this Agreement meaningless.
9.5 Corporate Authority. The persons executing this Agreement on
behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii)
they are duly authorized to execute and deliver this Agreement on behalf of said party,
(iii) by so executing this Agreement, such party is formally bound to the provisions of this
Agreement, and (iv) the entering into this Agreement does not violate any provision of
any other Agreement to which said party is bound.
IN WITNESS WHEREOF, the parties have executed and entered into this
Agreement as of the date first written above.
ATTEST: PALM SPRINGS COMMUNITY
REDEVELOPMENT AGENCY
By: By:
Assistant Secretary Executive Director
CONTRACTOR: Jerry Allen Ogburn/
dba Reuel Estate D velopment an
Corr]uig Corp ion } `
9`
Bv: Z
Je[; Allen Ogburn Director
Dated: Vaillage of PS Dev opment Center
A, 9 South India Canyon Drive
Palm Springs, A 92262
CM - J�-`�
REDEVELOPMENT PROJECT AREAS 1 - 8
I" (Pro,)ect Area #9 and Canyon Protect,Area .on back. )
kf.L it I u Central mil 411�,��y
'619Wd kl Tahquitz Andreas#2
BouUl Paltd Caltiybli NJ gatisto Farrell#8
35 sirjY:
'S� w Ramon Bogltl Nd`.'.` ` Canyon 010
�-; w Oasis#S
North Palin Cahyun#6
RAC UET CLUB ROAD
Highland Oatew N�
< City Wide 09A I Nq
5
x '
VISTA INO
>
r
3
..... w O�
N
Z y�
ALEJO RCA
' ¢w ty� W
F:» <
LL
'. �":9fjs'i:Y:.a:S•i;:Yir`i` ,'.�,' .'�•°'��%i:%:r•:•>.fir7` �:+n.r:x;iSj 1'dla•u:•�rif^.d':!;:yir
%>:' �#5 S� { �r;:?:�•k,,i,Y,. :>,k.:l...�+,� "n�"a��rc L*o,am F�u „�Y"`ti ,�.:x kr�";3,,•<k.;• "�'! y AMIiN �Cl�•, s��sG� •��` ,�`o
k•��%v:'.3'!k":
j� ,,`f�y�p y,:i.?,:�•.'j:�'•i;j!n%tp
EAST PALM ,,�t': � ,,•
h �
1. CENTRAL BUSINESS DISTRICT .i
CIN
2. TAHOUITZ-ANOREAS YON
f
0, SOUTH PALM CANYONf " !It`u;
4, RAMON-GENE AUTRY TRAIL � "'q;; �;;•(�y�sf; ,r;;,;,�����R1VE
b. OASW
0. NORTH PALM CANYON I U
7. HIGHLAND—GATEWAY
0. .SARISTO—FARRELL
EXHIBIT"B":
SCOPE OF SERVICES
FY 2004-05
The Development Center began during the middle of Fiscal Year 1990-91. Thus, this
agreement marks the start of the fourteenth year of progress in the Palm Canyon Drive-
Indian Canyon Drive commercial corridor through the heart of Palm Springs as a result of
this annualized program. The intent of this year's agreement is to further establish the
basis for a planned program to continue and expand upon this progress within this
corridor.
The purpose of this overall Work Program is to provide a cohesive economic development
strategy and direction for specific areas within Merged Project Area No. 1 within the City
of Palm Springs. These areas, in combination, form a north-south corridor centered on
Palm Canyon Drive and Indian Canyon Drive and well as the east-west Tahquitz Canyon
Way corridor between Indian Canyon and Caballeros.. Historically, these corridors have
functioned as the primary commercial and business spine of the community. The Mission
Statement which is to guide this overall effort is stated as follows:
"Provide a cohesive, consensus building partnership among project area and
community interest groups in order to implement specific programs and
projects which will strengthen the economic base of the community in a timely
and efficient manner."
Economic development activities will focus upon marketing and patron awareness,
business retention and expansion, and special events and attractions. Physical
development emphasis will be placed on property maintenance and upgrades,
redevelopment and new construction.
With this overview, the specific Task Descriptions included within this Scope of Services
for Fiscal Year 2004-05 are presented as follows:
Task 01: Manager for Merged Project Area Number One
Within this task, the Contractor will provide overall Project Area planning, programming
and management services for the Merged Project Area No 1 as identified in Exhibit"A" of
this Agreement. This is to include monitoring and updating of the Redevelopment Plans for
this area as required as well as tracking the financial status of this area. In addition to
the Central Business District Project Area, the Contractor will include the first tier of
parcels on the east side of Indian Canyon Drive between Alejo Road on the north and
Ramon Road on the south. Other relevant subareas included within the scope of this
Agreement include: North Palm Canyon; South Palm Canyon; Oasis; and Tahquitz Canyon
Way Corridor in Section 14. Close coordination will also be maintained with the CRA staff
and/or consultants in regard to low and moderate income housing issues and projects in
the Project Area.
Exhibit"B"
2004-05
Page Two
Task 02: Manager of Mainstreet - Palm Springs
The Contractor is to provide the necessary technical and administrative services to the
Mainstreet-Palm Springs Board of Directors and Technical Advisory Committee per the
Mainstreet annual work program. This includes, but is not limited to, the following:
preparation of an annual work program; preparation and distribution of Agendas for
monthly Board meetings; preparation of draft minutes of all meetings and circulation for
review by the Board Secretary; supervision of all marketing efforts ("Share the Legend"
Campaign) and special events sponsored by Mainstreet; recruitment of Mainstreet
Corporate Sponsors, and the provision of office administration services, equipment and
supplies to support the Mainstreet organization. The results of this work task will be
documented in the minutes of each monthly meeting of the Mainstreet Board of Directors.
The work within this task is to be limited to the Central Business District plus the first tier
of parcels on the east side of Indian Canyon Drive between Alejo Road on the north and
Ramon Road on the south. Reference should be made to attached "Mission Statement".
Task 03: Manager of Uptown Palm Springs Association (Heritage District)
The Contractor will provide the necessary technical and administrative services to the
Board of Directors of the Uptown Palm Springs Association (UPSA)within this task. This
includes, but is not limited to, the following: preparation of a mission statement and
annual work program; preparation of notes relevant to all meetings; supervision of all
marketing efforts ("Share the Legend" Campaign) and special events involving UPSA; and
the provision of necessary office administration services, equipment and supplies to
support the Uptown Association. The results of this work task will be documented in the
notes covering each UPSA meeting. One key activity within this task will be the
continued marketing of the "Heritage Galleries and Antique District" within the Uptown
area through the "Share the Legend" campaign). Also, emphasis will be placed on
implementing "Recapture Our Neighborhoods" priorities established by the Uptown Board
as well as various improvements projects identified for this area in the Agency budget,
including ongoing Frances Stevens Park improvements and decorative lighting/ gateway
monumentation projects. Technical assistance will also be provided for the "First Friday"
event.
Task 04: Business Development & Expansion Program
Within this task, the Contractor will provide technical assistance in order to facilitate the
retention and expansion of existing businesses as well as the attraction of businesses to
the Project Area. Active contact and response emphasis will be placed upon business
retention and expansion as well as the recruitment of specific target businesses to Palm
Springs. Technical services are to include: creation of marketing materials; creation and
updating of available sites/ building space inventory; site and building selection
assistance; expediting of processing for City approvals; design and site planning
assistance; and preliminary marketing programs for new businesses. Property owners
and/or their designated agents within the area will be included within an ongoing
networking program to fill vacancies with viable tenants, and coordinating this program
with a property upgrade program. Emphasis will be upon preparing and implementing a
retail attraction and expansion program focused upon anchor tenants ("Share the
Legend" campaign).
C � � � I�
Exhibit B
2004-05
Page Three
Task 05: Management of Agency and City Owned Properties
The Contractor shall manage all Agency owned properties within the Project Area, most
notably the Plaza Theatre and the "Fabulous Palm Springs Follies", including supervision
of tenant leases, management of property maintenance and approved renovation
activities, as well as the disposition of CRA-designated properties. This will also include
supervision of City owned properties such as Frances Stevens Park, related to Palm
Canyon Theatre and Desert Art Center, and to The Village Green including the 1930's
General Store Museum.
Task 06: Targeted Economic Development Projects
Within this task, the Contractor will work to implement the following special assignments
within the context of this overall work effort: Uptown Lighting Program and Streetscape
Improvements on Palm Canyon Drive; master plan and development program for the
Frances Stevens Fine Arts Academy; continuation and update of Downtown Marketing
Brochure and Fact Sheet Program; continuation and update of Uptown Marketing
Brochure and Fact Sheet Program; coordination of the revitalization process for the
Desert Fashion Plaza; and site development plans/fact sheets for up to nine (9) Catalyst
Projects within the Project Area. Initially defined catalyst projects include:
• East Tahquitz Canyon Way Lighting/Phase Two
•Calle Encilia Streetscape/Diagonal Parking
•Arenas Road Streetscape/Diagonal Parking/Phase Two
• Indian Canyon Drive Streetscape
• Desert Fashion Plaza Redevelopment
•Andreas Road Streetscape Connecting the Convention Center to Downtown
• Catholic Church Parking Lot and Las Palmas Greenway
• Heritage District/"First Friday" Gateway Banner Arch
• Uptown Gateway Monument
•Via Altamira Streetscape at Indian Manor/Ballantine's Inn/Palm Springs Club
Task 07: Management of VillageFest
The Contractor shall provide ongoing services as VillageFest Manager for this weekly
event in Downtown Palm Springs per the provisions of the"VillageFest Business Plan for
FY 1994-95" as presented to City Council on May 25, 1994. Within this task, the
Contractor will work with the VillageFest Board and supervise the VillageFest
Coordinator and all other staff assigned by the City to manage this event per the
provisions of the Business Plan.
Mission Statement
Provide a cohesive consensus building
partnership of downtown stakeholders in
order to implement specific programs and
projects which will help strengthen the
economic base and physical condition of
IJ the historic Village of Palm Springs in a
Palm pripgs timely and efficient manner.
Economic Development
• Cooperative Marketing/ Advertising Program
Task 1: Design and Implement Phase Two of"Share the Legend" Cooperative Advertising
Task 2: Develop a MainStreet Business and Property Owner Sponsorship Program
Task 3: Establish and Maintain a Volunteer Downtown "Ask Me" Ambassadors Organization
• New Business Attraction and Development
Task 1: Design and Implement a Targeted Business Development and Recruitment Program
Task 2: Prepare Updated Market Area Demographic Analysis and Report
Task 3: Prepare New Residential Construction Economic Impact Analysis and Report
• Existing Business Retention and Expansion
Task 1: Update Market Area Consumer Preferences/ Intercept Interviews and Analysis
Task 2: Establish Low Interest Loan Program for Small Businesses
Task 3: Conduct Quarterly Block Meetings and/or Walking Tours by Block Captains
• Special Events and Attractions
Task 1: Improve Coordination with VillageFest for Joint Marketing Opportunities
Task 2: Create Formal Street Closure Policies and Event Design Standards
Task 3: Revitalize "Palm Springs Events Partnership" for Downtown Events and Promotions
Physical Development
• Public Infrastructure Improvement
Task 1: Prepare Detailed Downtown Capital Improvement Program and Annual Work Program
Task 2: Develop a Prioritized Annual Capital Projects Funding and Financing Program with City
Task 3: Coordinate Redevelopment Projects Off Site Improvements with Overall Program
• Managed Parking Program
Task 1: Design Managed Parking Program for City Facilities for Presentation to City Council
Task 2: Expand Employee Parking Program
Task 3: Develop a Prioritized Annual Capital Improvements Program and Annual Work Program
• Enhanced Property Maintenance Program
Task 1: Coordinate With City to Repowdercoat Decorative Light Fixtures and Traffic Signals
Task 2: Establish Private Business and Property Owner Enhanced Sidewalk Area Maintenance
Task 3: Establish Low Interest Loan Program for Exterior Tenant Improvements and Upgrades
Cra -wP - / y
EXHIBIT"C"
SCHEDULE OF PERFORMANCE
FY 2004-05
WORK PROGRAM TASK TASK COST
01: Project Manager for Merged Project Area Number One $15,000
200 hours
(10%)
02: Manager of Mainstreet-Palm Springs $30,000
400 hours
(20%)
03: Manager of Uptown Palm Springs Association $30,000
400 hours
(20%)
04: Business Development and Expansion Program $30,000
400 hours
(20%)
05: Management of Agency-Owned Properties $7,500
100 hours
(5%)
06: Targeted Economic Development Projects $37,500
500 hours
(25%)
07: Management of VillageFest ...No Compensation...
TOTAL WORK PROGRAM: $150,000
2000 hours
(100%)
ra -M(L IS-'
EXHIBIT"D":
ANNUAL CONTRACT BUDGET FOR FY 2004-05
Personnel Salaries
* Director/Manager $94,900
*Administrative Assistant(0.20 FTE) $8,400
Employee Fringe Benefits
* Life Insurance $8,000
* Health/Disability Insurance $9,000
*FICA, Medicare, Unemployment and Disability $8,900
Office Equipment and Supplies $14,800
(allowance for purchase of computer equipment and supplies,
automobile lease, long distance telephone charges and related overhead)
General Operating Expenses
* Liability Insurance $1,200
*Accounting and Legal Fees $2,800
*Automobile Insurance $2,000
TOTAL ANNUAL BUDGET: $150,000
RESOLUTION NO.
OF THE COMMUNITY REDEVELOPMENT AGENCY OF THE
CITY OF PALM SPRINGS, CALIFORNIA, APPROVING A
CONTRACT WITH JERRY OGBURN, D/B/A REDAC2 FOR
FISCAL YEAR 2004-2005 IN THE AMOUNT OF $150,000
FOR THE CONTINUATION OF THE VILLAGE OF PALM
SPRINGS DEVELOPMENT CENTER.
BE IT RESOLVED BY THE COMMUNITY REDEVELOPMENT AGENCY of the City of Palm
Springs, California, that a Contract for Services with Jerry Ogburn, d/b/a REDAC2 for
the continuation of the Village of Palm Springs Development Center in the downtown
core is approved, and the Executive Director or his designee is authorized to sign any
documents related to the Contract.
ADOPTED this day of 12004.
AYES:
NOES:
ABSENT:
ABSTAIN:
ATTEST: COMMUNITY REDEVELOPMENT AGENCY
By
Assistant Secretary Executive Director
REVIEWED&APPROVED