Johnson-Reid - 9-1163 q
ORIGIIVAL
CITY OF TIGARD OREGON
PERSONAL SERVICES AGREEMENT
THIS AGREEMENT made and entered into this 17th of February, 2009, by and between the CITY OF
TIGARD, a municipal corporation of the State of Oregon, hereinafter called City, and Johnson-Reid, hereinafter
called Contractor.
RECITALS
City has need for the services of a company with a particular training, ability, knowledge, and experience
possessed by Contractor, and
City has determined that Contractor is qualified and capable of performing the professional services as City
does hereinafter require, under those terms and conditions set forth:
Therefore, the parties agree as follows:
SCOPE OF WORK
Contractor shall initiate services on 2nd of March, 2009 upon receipt of City's notice to proceed, together with
an executed copy of this Agreement. Contractor agrees to complete work that is detailed in Exhibit A — Scope
of Work and by this reference made a part hereof.
EFFECTIVE DATE AND DURATION
This Agreement shall become effective upon 2nd of March, 2009 and shall expire, unless otherwise terminated
or extended, on 30th of June, 2009. All work under this Agreement shall be completed prior to the expiration of
this Agreement.
COMPENSATION
City agrees to pay Contractor an amount not to exceed Thirty-seven thousand, nine hundred and sixty-seven
dollars ($37,967) annually for performance of those services described in this Agreement. Payment will be
made based on Contractor's invoice, subject to the approval of Sean Farrelly, Associate Planner, and not more
frequently than monthly. Payment shall be payable within thirty (30) days from the date of receipt by the City.
CONTACT INFORMATION
All notices, bills, and payments shall be made in writing and may be given by personal delivery, mail, or fax.
Payments may be delivered by personal delivery, mail, or electronic transfer. The following addresses and
contacts shall be used to transmit notices, bills, payments, and other information:
Contact Manager for City: Contact Manager for Contractor:
City of Tigard Company: Johnson-Reid
Attn: Sean Farrelly, Associate Planner Attn: Jerald Johnson, Principal
13125 SW Hall Blvd., Tigard, Oregon 97223 Address: 319 SW Washington #1020, Portland, OR
97204
Phone: 503-639-4171 ext. 2420 Phone: 503-295-7832
Fax: 503-718-2448 Fax: 503-295-1107
Email Address: sean@tigard-or.gov Email Address:jwj@johnson-reid.com
CONTRACTOR AS INDEPENDENT CONTRACTOR
Contractor acknowledges that for all purposes related to this Agreement, Contractor is and shall be deemed to be an
independent contractor as defined by ORS 670.600 and not an employee of City, shall not be entitled to benefits of
any kind to which an employee of City is entitled and shall be solely responsible for all payments and taxes
required by law. Furthermore, in the event that Contractor is found by a court of law or any administrative agency
to be an employee of City for any purpose, City shall be entitled to offset compensation due, or to demand
repayment of any amounts paid to Contractor under the terms of this Agreement, to the full extent of any benefits
or other remuneration Contractor receives (from City or third party) as a result of said finding and to the full extent
of any payments that City is required to make (to Contractor or to a third party) as a result of said finding.
Contractor acknowledges that for all purposes related to this Agreement, Contractor is not an officer, employee, or
agent of the City as those terms are used in ORS 30.265.
INDEMNIFICATION
City has relied upon the professional ability and training of Contractor as a material inducement to enter into this
Agreement. Contractor warrants that all its work will be performed in accordance with generally accepted
professional practices and standards as well as the requirements of applicable federal, state and local laws, it being
understood that acceptance of a contractor's work by City shall not operate as a waiver or release.
Contractor and City agree to indemnify and defend the other, and the other's officers, agents and employees and
hold them harmless from any and all liability, causes of action, claims, losses,damages,judgments or other costs or
expenses including attorney's fees and witness costs and (at both trial and appeal level, whether or not a trial or
appeal ever takes place) incurred by the party being indemnified resulting from the indemnifying party's acts (or
failure to act when action is appropriate) that may be asserted by any person or entity which in any way arise from
or relate to this Agreement or the performance of obligations under this agreement, except liability arising out of
the sole negligence of the party being indemnified. The indemnification by Contractor of the City shall also cover
claims brought against the City under state or federal worker's compensation laws. If any aspect of this indemnity
shall be found to be illegal or invalid for any reason whatsoever, such illegality or invalidity shall not affect the
validity of the remainder of this indemnification.
INSURANCE
Contractor shall maintain insurance acceptable to City in full force and effect throughout the term of this contract.
Such insurance shall cover all risks arising directly or indirectly out of Contractor's activities or work hereunder.
The policy or policies of insurance maintained by the Contractor shall provide at least the following limits and
coverages:
a. Commercial General Liability Insurance
Contractor shall obtain, at contractor's expense, and keep in effect during the term of this contract,
Comprehensive General Liability Insurance covering Bodily Injury and Property Damage on an
"occurrence" form (1996 ISO or equivalent). This coverage shall include Contractual Liability
insurance for the indemnity provided under this contract. The following insurance will be carried:
Coverage Limit
General Aggregate 1,000,000
Products-Completed Operations Aggregate 1,000,000
Personal & Advertising Injury 1,000,000
Each Occurrence 1,000,000
Fire Damage (any one fire) 50,000
Medical Expense (any one person) 5,000
b. Business Automobile Liability Insurance
If Contractor will be delivering the goods, Contractor shall provide City a certificate indicating that
Contractor has business automobile liability coverage for all owned, hired, and non-owned vehicles. The
Combined Single Limit per occurrence shall not be less than$1,000,000. Said insurance shall name City as
an additional insured and shall require written notice to City thirty (30) days in advance of cancellation. If
Contractor hires a carrier to make delivery, Contractor shall ensure that said carrier complies with this
paragraph.
c. Workers' Compensation Insurance
The Contractor and all employers providing work, labor or materials under this Contract that are either
subject employers under the Oregon Workers' Compensation Law and shall comply with ORS 656.017,
which requires them to provide workers' compensation coverage that satisfies Oregon law for all their
subject workers or employers that are exempt under ORS 656.126. Out-of-state employers must provide
Oregon workers' compensation coverage for their workers who work at a single location within Oregon for
more than 30 days in a calendar year. Contractors who perform work without the assistance or labor of any
employee need not obtain such coverage. This shall include Employer's Liability Insurance with coverage
limits of not less than$500,000 each accident.
d. Insurance Carrier Rating
Coverages provided by the Contractor must be underwritten by an insurance company deemed
acceptable by the City. The City reserves the right to reject all or any insurance carrier(s) with an
unacceptable financial rating.
e. Certificates of Insurance
As evidence of the insurance coverage required by the contract, the Contractor shall furnish a Certificate
of Insurance to the City. No contract shall be effected until the required certificates have been received
and approved by the City.
The procuring of such required insurance shall not be construed to limit contractor's liability hereunder.
Notwithstanding said insurance, Contractor shall be obligated for the total amount of any damage, injury, or loss
caused by negligence or neglect connected with this contract.
TERMINATION
The parties agree that any decision by either party to terminate this Agreement before 30th of June, 2009 shall
be accompanied by sixty (60) days written notice to the other party prior to the date termination would take
effect. There shall be no penalty for early termination. If City terminates the contract pursuant to this paragraph,
it shall pay Contractor for services rendered prorated to the date of termination.
AGREEMENT MODIFICATIONS
Modifications to this Agreement are valid only if made in writing and signed by all parties.
OWNERSHIP OF WORK PRODUCT
City shall be the owner of and shall be entitled to possession of any and all work products of Contractor which
result from this Agreement, including any computations, plans, correspondence or pertinent data and information
gathered by or computed by Contractor prior to termination of this Agreement by Contractor or upon completion of
the work pursuant to this Agreement.
GOVERNING LAW
Contractor shall comply with all applicable federal, state and local laws; and rules and regulations on non-
discrimination in employment because of race, color, ancestry, national origin, religion, sex, marital status, age,
medical condition or disability. The provisions of this Agreement shall be construed in accordance with the
provisions of the laws of the State of Oregon. All provisions required by ORS Chapter 279 to be included in a
contract of this type are incorporated into this Agreement as though fully set forth herein. Any action or suits
involving any question arising under this Agreement must be brought in the appropriate court of the State of
Oregon.
CONDITIONS OF SUPPLYING A PUBLIC AGENCY
Where applicable, Contractor must make payment promptly as due to persons supplying Contractor labor or materials
for the execution of the work provided by this order. Contractor must pay all contributions or amounts due from
Contractor to the Industrial Accident Fund incurred in the performance of this order. Contractor shall not permit any
lien or claim to be filed or prosecuted against Buyer or any subdivision of City on account of any labor or material to be
furnished. Contractor further agrees to pay to the Department of Revenue all sums withheld from employees pursuant
to ORS 316.167.
COMPLETE AGREEMENT
This Agreement and attached exhibit constitutes the entire Agreement between the parties. No waiver, consent,
modification, or change of terms of this Agreement shall bind either party unless in writing and signed by both
parties. Such waiver, consent, modification, or change if made, shall be effective only in specific instances and for
the specific purpose given. There are no understandings, agreements, or representations, oral or written, not
specified herein regarding this Agreement. Contractor, by the signature of its authorized representative, hereby
acknowledges that he/she has read this Agreement, understands it and agrees to be bound by its terms and
conditions.
IN WITNESS WHEREOF, City has caused this Agreement to be executed by its duly authorized undersigned
officer and Contractor has executed this Agreement on the date hereinabove first written.
CITY OF TIG D CONTRACTOR
By: Craig Psser, City Manager Blp Authorized Agent of Contractor
-_7/� 7/dI Z�2��11�1
Date Dat
Exhibit A
Scope of Services and Deliverables
Redevelopment Feasibility Study of the Tigard Transit Center Area
TASK 1. PROJECT INITIATION AND KICK-OFF MEETING
1.1 Meet with City,Metro,and TriMet staff to reconfirm the project objectives, scope of work, joint
responsibilities, methodology, and other elements of the project. The initiation will also include a
guided tour of the site by City staff to provide background on the project area and specific
properties.
Task 1 Consultant Deliverables:
A. Draft Work Plan and Schedule
B. Finalized Work Plan and Schedule
TASK 2: DEVELOPMENT OPPORTUNITY STUDY
2.1 Survey the subject properties to evaluate strengths and weaknesses with respect to each of the
candidate land uses (office, residential and retail/commercial). The evaluation will focus on the
following physical and location attributes: local and regional accessibility,visibility, character and
type of surrounding land uses, site configuration, and other factors that may become evident
during the site analysis. In addition, document the site's entitlements, including current zoning,
and Downtown planning goals.
2.2 Evaluate the supply and demand characteristics for three different land use types in the
Downtown Tigard market area: Residential, Office and Retail. The study does not need to
reflect current market conditions but can make reasonable assumptions about an
improved future economy. The following analysis will be undertaken for each land use type:
a. Delineate the primary (demand) and competitive (supply) market areas of which the project
would be a part.
b. Analyze the supply of comparable units or real estate space within the market by surveying
a selected sample of competitive and/or comparable developments. Identify relevant
planned and proposed additions to the competitive inventory
c. Analyze key regional and sub-regional socioeconomic variable which have a bearing on
demand for real estate types, including population and household growth, employment
growth by sector, current and projected household retail spending.
d. Develop demand forecasts for each real estate type in the primary market area based on the
following: the above growth measures, historical absorption trends, competitive
advantages of the relevant market area and other qualitative demand factors.
e. Evaluate the market potential for development at the subject location in view of: the
magnitude of demand in the market area as a whole, occupancy rates among existing
projects, projected competition from projects that are either under construction or
proposed, and the competitive advantages of the subject site's location.
Exhibit A: Scope of Services and Deliverables
Page 1
f. Assess key investment criteria, including market depth and characteristics, achievable lease
rates, tenant improvement allowances and parking requirements.
g. Provide recommendations on the potential characteristics of each real estate type: for
instance, type of housing and number of units, square footage of supportable office and
retail and potential target tenants.
2.3 Translate the preceding research and analysis into market-driven development
recommendations. A preliminaiy product matrix will be constructed that summarizes potential
product mixes at the subject sites. The following preliminary parameters will be addressed:
• Supportable land uses and land use mix that represents the highest and best use of the
subject property;
• Size/scale and type of supportable real estate products;
• Achievable sales prices and rent levels;
• Parking requirements;
• Achievable absorption levels by use;
® Development timing and phasing;
® Target market profiles; and
• Overall project orientation.
• Provide general recommendations on desirable land use mixes in the sub-area
surrounding the site (500 foot radius from sites.)
2.4 Meeting to Review Interim Findings
Conduct a working session with City staff and the project team, presenting preliminary findings,
conclusions and recommendations. The main goal of this session will be to formulate the
general themes which will underpin each of the three development scenarios.
2.5 Formulate a specific program for three scenarios that will be evaluated financially. Develop a
computerized, pre-tax cash flow model to test alternative program strategies in terms of their
financial outcome. One scenario will address the Transit Center site only, one will address the
adjoining Nicoli site, and one scenario will include both sites as a cohesive development.
Develop assumptions with respect to the following:
• A specific program for each scenario including the types and mix of uses;
• Phasing schedules;
• On-site infrastructure costs for each scenario;
® Hard construction cost;
• Soft costs including government fees, professional fees, leasing/marketing expenses,
construction and permanent financing fees and construction interest, and other
charges;
• Revenue/sale prices and lease rates;
• Permanent debt service based upon loan-to-value ratio (or debt service coverage ratio),
amortization period, and interest rate;
• Potential costs for green building features
2.6 With input of Staff and the project team, refine and finalize the three development programs
based on findings of the financial analysis.
Exhibit A: Scope of Services and Deliverables
Page 2
2.7 Identify and recommend regulatory and incentive approaches which the City may employ to
improve the feasibility of the development scenarios and address any financial gap which
identified through the above analysis.
Task 2 Consultant Deliverables
Any documents needed to discuss interim findings.
TASK 3: CONCEPT SITE PLANS
3.1 Based on the development programs developed in Task 2, SERA.ARCHITECTS will prepare
three conceptual site plans, which will provide graphic representation of the following:
• Building footprints and massing;
• Parking configuration;
• Provision of public space and landscaping;
• Connection to the Commuter Rail Station and surrounding properties;
• High-level renderings presenting the potential building massing effects.
TASK 4: FINAL REPORT
4.1 Completion of report compiling the analysis, development programs and graphics described
above. The report will have the following general organization:
• Presentation of existing market conditions, site opportunities and constraints
• Presentation of the three development scenarios
• Analysis and comparison of the three scenarios, identifying strengths and weaknesses
and presented recommendations on incentive programs.
4.2 Meeting to review draft report
4.3 Meeting to review final report
Task 4 Consultant Deliverables
A. Twenty-five hard copies and a PDF copy of the comprehensive report
B. Any graphics and drawings (in high quality format), spreadsheets, databases or other work
performed on the project.
TASK 5: PRESENTATION
5.1 Prepare a PowerPoint presentation of the Report findings
5.2 Make a presentation to Tigard City Council, with Johnson-Reid Principal in attendance to
participate in question and answer session.
Task 5 Consultant Deliverables
Disc with final PowerPoint presentation
Exhibit A: Scope of Services and Deliverables
Page 3
Fees and Expenses
The following are.the fees for the work described in the Scope of Work by task:
Task 1- Project Initiation $7,013
Task 2-Development Opportunity Study $12,506
Task 3- Concept Site Plans $15,550
Task 4- Final Report $1,260
Task 5- Presentation $420
Miscellaneous expenses $1,219
TOTAL FEE $ 37,967
This total fee represents a not-to-exceed budget. Billing shall occur monthly at a percent completed
by task.
Schedule of Rates
For this contract, hourly rates for all personnel presented in this proposal are as follows:
Staff Hourly Rate
Johnson Reid
Jerry Johnson, Principal $185
Brendan Buckley, Senior Associate $105
SERA Architects
Timothy Smith, Principal $195
Michelle Marx, Urban Designer $81
Nahum Goodenow,Architect $88
H&A Construction
Bob Able $100
Exhibit A: Scope of Services and Deliverables
Page 4
City of Tigard, Oregon • 13125 SW Hall Blvd. • Tigard, OR 97223
June 10, 2009 F1
41
Jerald Johnson 01?IGIIVA ®Johnson-Reid
319 SW Washington #1020
Portland, OR 97204
REF: City of Tigard Contract No.: 9-1163
Period:July 1, 2009 —June 30, 2010
CONTRACT NOTICE OF AWARD - EXTENSION
- -Dear Mr.Johnson:
The City of Tigard would like to extend your current contract to explore the feasibility of
redeveloping the Tigard Transit Center into a high density, mixed use transit oriented
development, providing a development opportunity study with three development scenarios
and concept site plans. This extension period, July 1, 2009, through June 30, 2010, shall be
governed by the specifications, pricing, and the terms and conditions set forth per the above
referenced Contract. In accordance with these conditions, the contract amount remaining
for the extension period is $29,406.50.
Please acknowledge your acceptance of this extension by signing this document in the space
provided below and returning it to:
City of Tigard
Attn: Doreen Laughlin
13125 SW Hall Blvd.
Tigard, OR 97223
Please keep a copy for your records and return the signed original to the City of Tigard.
I/We hereby acknowledge acceptance of this Contract renewal, and agree to be bound by all
requiremen erms, nd conditions as set forth in the above referenced Contract.
Date: 6
r .o nson, Principal-Johnson-Reid
Date:(!� �Y� -ell
Ron Bunch, Community Development Director
Phone: 503.639.4171 . Fax: 503.684.7297 , . www.tigard-or.gov TTY Relay: 503.684.2772
CITY OF TIGARD
CONTRACT SUMMARY FORM
(THIS MUST ACCOMPANYEACH CONTRACT BEFORE AUTHORIZATION SIGNATURE CAN BE ACQUIRED
Title of Contract: Tigard Transit Center Redevelopment Feasibility Contract#: (Assigned after execution)
Stud 0�-k t(,-3
Contractor:Johnson Reid Total: $ 37,967
Brief Overview: Project team will explore the feasibility of redeveloping the Tigard Transit Center into a
high density mixed use transit oriented development,providing a development oortuni
study with three development scenarios and concept site plans.
Changes Made To
Boilerplate Contract:
�1
Type of Contract: ❑ PurcHase A`reemerif k. ;:° .,t Pe'rsonaL'S0,vic" ' : ❑ Construction LJ Other
Start Date: March 3, 2009 End Date ",dine-30'_2009 °` -A,C B;`Award Date:
Contract Manager: Sean Farrell .v";;..;f..; Extensi6n:�%2420;`', . °;''De'`artment CD/Lon -Ran e Plannin
Quotes/Bids/Proposals: ° : CONIP.ANY°r ° m-� AMOUNT SCORE
ohns''on `Reid ''�`� " $34,548/1
}b3°.t.
Leland"Consulting Groupa 'F$35,000/2
E;CONorthwest " $34,940/3
GVA;,Idder Matthews16
$34,935/4
tt"
Department Comments: Finaf,contract ro p osal is,$P,0,67,with an additional scope item.
De artmentSi nature Date:�' d
Purchasing Comments: C
Purchasing Signa Date: DZ t g t a�1
Administration: Date: a .)-7 Q
Certificate of Insurance R eived? Yyes ❑ No ❑ Self-Insured (Form Received
Business Tax Current? ❑ Yes ❑ No rj l Contractor License Current? ❑ Yes ❑ No (�
Federal TIN/1099 #: 26-2556172 Bonds Required: ❑ Yes U-No
Accounting String: Fund Division Account Total
2 O a0