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Spencer Consultants ~ C140028 City of Tigard 13125 SW Hall Blvd. CONTRACT CHANGE ORDER Tigard,Oregon 97223 Phone- (503) 639-4171 AMENDMENT SUMMARY FORM P (^ ) 684-7297 X03- TIGAR.D Fax www.tigard-or.gov Project Title: DOWNTOWN TIGARD MIXED Project Manager: Sean Farrelly USE PROJECT CONSULTING Contractor: Spencer Consulting Original Contract#: C140028 Effective Dates: Change Order/Amendment Amount: $595.00 Accounting String:940-8000-56005 Amendment Percentage Running Total: 1% AMENDMENT DETAILS Increase not to exceed budget by $595.00 ($84,500 to $85,095) CHANGE ORDER DETAILS UNIT QTY UNIT$ TOTAL$ I REASONING FOR CHANGE ORDER/AMENDMENT To cover$595.00 final bill from Leland Consulting for their Market Analysis Services. REQUESTING PROJECT MANAGER APPROVIN TY STAFF Signature Signature i -;26/. oIS Date Date Contractor is hereby authorized by the City of Tigard to perform CONTRACTOR the additional work described below in accordance with the terms and conditions detailed in the original contract along with all applicable rules, regulations, and laws that may be in effect for the work. The twit pricing in the original contract shall apply to Signature all additional work. A copy of this form, once completed, is to be forwarded to the Purchasing Office to ensure all changes to the encumbrances are met. Remember—the cumulative total of Amendments cannot exceed the project's FY budget. Date �� I/)41/S CITY OF TIGARD,OREGON AMENDMENT TO CONTRACT DOWNTOWN TIGARD MIXED USE PROJECT CONSULTING C140028 AMENDMENT#3 The Agreement between the City of Tigard, a municipal corporation of the State of Oregon, hereinafter called City, and Spencer Consulting, hereinafter referred to as Contractor, entered into on the 30th day of September,2013,is hereby amended as follows: COMPENSATION Increase not to exceed budget by$595.00 ($84,500 to$85,095) IN WITNESS WHEREOF, City has caused this Amendment to be executed by its duly authorized undersigned officer and Contractor has executed this Amendment upon signature and date listed below. CITY OF TIGARD SPENCER CONSULTING Signature Si ature AA a v-N1, 4 1_ , 1,4)(o-e- JOHN G Sr' Printed Name Printed Name aq -2015 t 112lif201 Date Date City of Tigard 13125 SW Hall Blvd. i • CONTRACT CHANGE ORDER/ Tigard, Oregon 97223 AMENDMENT SUMMARY FORM Phone- (503) 639-4171 .TIGARD Fax- (503) 684-7297 www.tigard-or.gov Project Tide: Downtown Tigard Mixed Use Project Project Manager: Sean Farrelly Consulting Contractor: Spencer Consulting Original Contract#: C140028 Effective Dates: Change Order/Amendment Amount: $4,500 Accounting String:940-8000-56005 Amendment Percentage Running Total: 5.6% AMENDMENT DETAILS Increase not to exceed budget by $4,500 ($80,000 to $84,500) for consultant to attend additional meetings and briefings. ICHANGE ORDER DETAILS UNIT QTY UNIT$ TOTAL$ I REASONING FOR CHANGE ORDER/AMENDMENT The city has requested the consultant to attend additional meetings and Council briefings. REQUESTING PROJECT MANAGER APPROVING CI STAFF Signature 6 j Signature /612717 /0 `27- 'i - Date Date Contractor is hereby authorized by the City of Tigard to perform CONTRACTOR the additional work described below in accordance with the terms and conditions detailed in the original contract along with all applicable rules, regulations, and laws that may be in effect for the work. The unit pricing in the original contract shall apply to Signature all additional work. A copy of this form, once completed, is to be forwarded to die Purchasing Office to ensure all changes to the encumbrances are met. Remember—the cumulative total Date of Amendments cannot exceed the project's FY budget. CITY OF TIGARD,OREGON AMENDMENT TO CONTRACT DOWNTOWN TIGARD MIXED USE PROJECT CONSULTING-C140028 AMENDMENT#g The Agreement between the City of Tigard, a municipal corporation of the State of Oregon, hereinafter called City, and Spencer Consulting, hereinafter referred to as Contractor, entered into on the 30th day of September,2013,is hereby amended as follows: COMPENSATION City agrees to pay Contractor an amount not to exceed Eighty Thousand and 00/100 Dollars ($88,000.00) Eighty Four Thousand Five Hundred and No/100 Dollars ($84,500.00) for performance of those services described in this Agreement and subsequent amendments. Payment will be made based on Contractor's invoice, subject to the approval of the City, and not more frequently than monthly. Payment shall be payable within thirty(30) days from the date of the Contractor's invoice. IN WITNESS WHEREOF, City has caused this Amendment to be executed by its duly authorized undersigned officer and Contractor has executed this Amendment upon signature and date listed below. CITY OF TIGARD SPE CER CONSULTING L- 4/1/1-a2S3/?/--)biL-C)- - 14(46 .Signature Si ` tore ,,,fri60( mar_Vtb �H� C. ftqr Printed Name Printed Name Date Date City of Tigard II Hall/ 13125 SCE' il Blvd. CONTRACT CHANGE ORDER J Tigard,Oregon 97223 AMENDMENT SUMMARY FORM Phone (503) 639-4171 TIGARD Fax-(503) 684-7297 i www.tigard-or.gov Project Title: DOWNTOWN TIGARD MIXED Project Manager: Sean Farrelly USE PROJECT CONSULTING Contractor: Spencer Consulting Original Contract#: C140028 _ Effective Dates: Change Order/Amendment Amount: $ Accounting String:940-8000-56005 Amendment Percentage Running Total: AMENDMENT DETAILS Extend expiration date to 6/30/2015. No change in contract amount. ICHANGE ORDER DETAILS UNIT QTY UNIT$ TOTAL$ I REASONING FOR CHANGE ORDER/AMENDMENT Project extended REQUESTING PROJECT MANAGER APPROVING ITY STAFF Signature Signature Date Date Contractor is hereby authorized by the City of Tigard to perform CONTRACTOR the additional work described below in accordance with the terms and conditions detailed in the original contract along with all applicable rules, regulations, and laws that may be in effect for Signature the work. The unit pricing in the original contract shall apply to all additional work. A copy of this form, once completed, is to be forwarded to the Purchasing Office to ensure all changes to the encumbrances are met. Remember—the cumulative total of Amendments cannot exceed the project's FY budget. Date CITY OF TIGARD,OREGON AMENDMENT TO CONTRACT DOWNTOWN TIGARD MIXED USE PROJECT CONSULTING C140028 AMENDMENT #1 The Agreement between the City of Tigard, a municipal corporation of the State of Oregon, hereinafter called City, and Spencer Consulting, hereinafter referred to as Contractor, entered into on the 30th day of September, 2013,is hereby amended as follows: EFFECTIVE DATE AND DURATION This Agreement shall become effective upon signature by both parties and shall expire, unless otherwise terminated or extended, on June 30, 2015. All work under this Agreement shall be completed prior to the expiration of this Agreement. IN WITNESS WHEREOF, City has caused this Amendment to be executed by its duly authorized undersigned officer and Contractor has executed this Amendment upon signature and date listed below. CITY OF TIGARD SPENCE' CONSULTIN air Signature Si: .. e it)a i L3,l ie J00171 4 e� Printed Name Printed Name S. ?201+ o Date Date CITY OF TIGARD,OREGON CONTRACT SUMMARY FORM (FORM MUST ACCOMPANY EACH CONTRACT FOR AUTHORIZATION) Contract Title: Downtown Tigard Mixed Use Project Consulting Number: ()LJ vaR tic Contractor: Spencer Consultants Contract'Total: $80,000 Contract Overview: Project management services,market studies, conceptual design studies, and financing strategies for Downtown Tigard Mixed Use Projects/CET grant. Type: n Purchase Agreement Start Date: September 30,2013 End Date: June 30,2014 ® Personal Service n Public Improvement LCRB Award: Department: I 1 IGA 1 f Other: Contract Manager: Sean Farrelly Quotes/Bids/Proposal: FIRM AMOUNT/SCORE Spencer Consultants 95 Shiels Obletz Johnsen 90 John Southgate LLC 90 Account String: Fund-Division-Account Work Order—Activity Type Amount Year 1 940-8000-560005 97012-940 $80,000 Year 2 Year 3 Year 4 Year 5 Approvals Department Comments: Department Signature: Purchasing Comments: IMP Purchasing Si gna i%17j1011NEINW City Manager Commen s. City Manager Signature: Liotf7,7119ti„, After securing all required approvals, forward original copy to the Contracting and Purchasing Office along with a completed Contract Checklist. Contract#el NODoZ. III 111- ill CITY OF TIGARD,OREGON PERSONAL SERVICES AGREEMENT T I G h R G DOWNTOWN TIGARD MIXED USE PROJECT CONSULTING 1i THIS AGREEMENT made and entered into this 30th day of September, 2013, by and between the City of Tigard, a municipal corporation of the State of Oregon, hereinafter called City, and Spencer Consulting,hereinafter called Contractor. RECITALS WHEREAS, City has need for the services of a company with a particular training, ability, knowledge,and experience possessed by Contractor,and WHEREAS, 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 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 signature by both parties and shall expire, unless otherwise terminated or extended, on June 30, 2014. 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 Eighty Thousand and 00/100 Dollars ($80,000.00) for performance of those services described in this Agreement. Payment will be made based on Contractor's invoice, subject to the approval of the City, and not more frequently than monthly. Payment shall be payable within thirty(30) days from the date of the Contractor's invoice. 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: CITY OF TIGARD SPENCER CONSULTANTS Attn: Sean Farrelly Attn: John C. Spencer,AICP Address: 13125 SW Hall Boulevard Address: 1950 NW Overton Street Tigard,Oregon 97223 Portland,OR 97209 Phone: (503) 718-2420 Phone: 503-789-0112 Fax: (503) 718-2748 Fax: Email: sean @tigard-or.gov Email: john a,spencerpdx.cam 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,induding 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 Chapters 279A,279B,and 279C 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 they have 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 TIGARD SPENCER CONSU T S .11 pat (ti By: Authorized City staff By:Autholized Agent or Contractor f°7-37...2 o/3 d g or Date Date Personal Services Agreement—Short Form 4 i P a =? c Revision Date: 7/11/2013 Exhibit A Scope of Work The Contractor will serve as project manager for the work tasks described below,participate in all project team meetings and report to the Community Development Director. Contractor will act as the primary liaison between the City and George Diamond Properties (GDP).Work tasks and Contractor's role are outlined below. In addition to the Contractor's project management activities,Contractor will also retain Sub-Contractors to provide market studies,prepare concept design,and advise on financing strategies described in the tasks below. 1. Scope of Services A Memorandum of Understanding A.1 A MOU will be negotiated between the City and GDP that identifies the roles and responsibilities and performance measures for each party. Contractor Role:Draft MOU,participate in meetings to negotiate a final document. B CET Grant Management B.1 Develop project management,scheduling,budgeting and reporting mechanisms as required by the CET Grant Award. Contractor Role: Coordinate with city staff on project management activities and reporting oversee and review technical work. 1 Environmental Investigations 1.1 Complete phase 2 assessment on City-owned site. City will contract for these services. 1.2 Conduct phase 1 and 2 assessments on a second downtown site. 1.3 Project Team Meetings. Milestone#1-Deliverable:Phase 1 and 2 Environmental Assessment Report. Contractor Role:Oversee and review technical work by city contractor. 2 Property Options/Acquisitions 2.1 Negotiate property acquisition options and earnest money deposits.This task is a GDP responsibility. Contractor Role:Participate in strategy sessions as needed with GDP. 3 Appraisals and Land Surveys 3.1 Conduct appraisals and surveys for 2 separate properties. City will contract for these services. 3.2 Project Team Meetings. Milestone#2-Deliverable:Appraisal Reports and Surveys for two Downtown sites. Contractor Role:Oversee and review technical work by city contractor. 4 Market Studies 4.1 Conduct market studies for 2 separate properties. The scope for the market studies is to identify value,preferred uses,unit size and mix,and anticipated rent and lease rates. 4.2 Project Team Meetings. Milestone#3-Deliverable:Market Studies for two Downtown sites. Contractor Role:Coordinate subcontractor selection, oversee and review technical work, contract administration. Personal Services Agreement—Short Form 5 I P a t e Revision Date: 7/11/2013 5 Conceptual Design and Cost Estimates 5.1 Develop conceptual site plans and massing diagrams for 2 sites. Based on the results of the market studies, site plans and conceptual massing studies will be prepared for both Downtown sites. Design will be sufficient to identify building placement, unit sizes, parking arrangements, and construction types. GDP to provide 50%of the cost for architectural services. 5.2 Prepare planning level cost estimates for 2 sites. 5.3 Project Team Meetings. Milestone#4-Deliverable:Design Plans and Cost Estimates for two Downtown sites. Contractor Role:Participate in subcontractor selection,and review technical work, contract administration. 6 Pro-forma Analysis 6.1 Prepare pro-forma analysis for 2 sites. GDP has responsibility for this task. 6.2 Project Team Meetings. Deliverable:Pro forma Analysis for two Downtown sites. Contractor Role:Participate in strategy sessions as needed with GDP, review technical work. 7 Public/Private Financing Strategies 7.1 Evaluate private financing and identify financing gaps for 2 sites. Based on results from the pro- forma analysis, the results of the analysis will be analyzed, and funding gaps identified as applicable. A financial sub-consultant will assist the analysis and will undertake financial tasks described in 7.2-4. 7.2 Evaluate public financing to address financing gaps for 2 sites. 7.3 Develop recommended financing strategies.This task will be undertaken by CCDA staff and financing consultant. It is anticipated that a primary source of potential public investment will be urban renewal funds,and the CCDA board will be consulted throughout this task. 7.4 Project Team Meetings. Deliverable:Draft and Recommended Financing Strategies Contractor Role: Coordinate subcontractor selection,participate with staff in strategy sessions, oversee and review technical work, contract administration. 8 Development Agreements 8.1 Prepare draft development agreements for 2 separate properties. CCDA staff with assistance from the city's contract legal counsel will complete this task. 8.2 Finalize development agreements. 8.3 Project Team Meetings. Deliverable:Draft and Recommended Development Agreements Contractor Role:Participate with staff and legal counsel in strategy sessions, review technical work. 9 CCDA Board Approvals 9.1 Provide briefings to CCDA board on all project elements. CCDA staff will provide regular updates and hold work session throughout the project with the CCDA board and other city boards and commissions as needed. 9.2 Review draft and final development agreements and approvals 9.3 Project Team Meetings. Deliverable:Executed Development Agreements Contractor Role:Participate in briefings and prOaring briefing materials. Personal Services Agreement—Short Form Wage Revision Date: 7/11/2013 2. Fee Schedule: For this contract the hourly rate is as follows: Staff: Hourly rate John Spencer,AICP $175 Consultants Budget Project Management John Spencer $35,000 Economist-Task 4 Market Studies $15,000 Architect-Task 5 Conceptual Design $20,000 Economist-Task 7 Financing Strategies $10,000 Total $80,000 Personal Services Agreement--Short Form 7 Revision Date: 7/11/2013