Loading...
HomeMy WebLinkAboutHansen Design-Broadmoor Area Master Plan-SEPA 2016-2017PROFESSIONAL SERVICES AGREEMENT Broadmoor Area Master Plan/Planned Action SEPA THIS AGREEMENT is made and entered into between the City of Pasco, a Washington Municipal Corporation, hereinafter referred to as "City", and Hansen Design , hereinafter referred to as "Consultant." RECITALS WHEREAS, the City desires to have certain services and/or tasks performed as set forth below requiring specialized skills, training, equipment, and other supportive capabilities; and WHEREAS, the Consultant represents that it is qualified and possesses sufficient skills, experience, equipment, and necessary capabilities, including: technical and professional expertise, when required, to perform the services and/or tasks as set forth in this Agreement upon which the City is relying. NOW, THEREFORE, in consideration of the mutual covenants, and performances contained herein, the parties agree as follows: 1. Scope of Services. The Consultant shall perform such services and accomplish such tasks, including the furnishing of all labor, materials, facilities and equipment necessary for full performance thereof, as identified and designated as Consultant's Responsibilities throughout this Agreement, and as more particularly described in Scope of Work detailed in Exhibit A, attached hereto and incorporated herein (the "Project"). 2. Term. This Project shall begin on November 6 , 2016 , and promptly be completed before June 1, 2017 . 3. Compensation and Payment. 3.1 Payment for services provided hereunder shall be made following the performance of such services. Such payment shall be full compensation for work performed or services rendered, and for all labor, materials, supplies, equipment, and incidentals necessary to complete the Project. 3.2 No payment shall be made for any services rendered by the Consultant except for services identified and set forth in this Agreement except as may be authorized by a written supplemental agreement approved by the City. 3.3 The City shall pay the Consultant for work performed under this Agreement upon timely submitted invoices detailing work performed and expenses for which reimbursement is sought. The City shall approve all invoices before payment is Professional Services Agreement - Hansen Design Broadmoor Area Development Project Page 1 of 1 issued. Payment shall occur within thirty (30) days of receipt and approval of an invoice. 3.4 The City shall pay the Consultant for all work performed and expenses incurred under this Agreement, as follows. ❑ Hourly (Single Rate): $ per hour plus actual expenses incurred as provided under this Agreement, but not to exceed a total of $ without prior written authorization by the City; or X Hourly (Multiple Rate): Such rates as identified on Exhibit _"A", plus actual expenses incurred as provided under this Agreement, but not to exceed a total of $178,600 without the prior written authorization by the City; or Fixed Sum: A total of; or ❑ Other: 4. Reports and Inspections. 4.1 The Consultant at such times and in such forms as the City may require, shall furnish to the City such statements, records, studies, surveys, reports, data, and information as the City may request pertaining to matters covered by this Agreement. 4.2 The Consultant shall, at any time during normal business hours and as often as the City or the Washington State Auditor may reasonably deem necessary, make available for examination all of its records and data with respect to all matters covered, directly or indirectly, by this Agreement and shall permit the City, or its designated authorized representative to audit and inspect other data relating to all matters covered by this Agreement. The City shall receive a copy of all audit reports made by the agency or firm as to the Consultant's activities. The City may, at its discretion, conduct an audit at its expense, using its own or outside auditors, of the Consultant's activities which relate, directly or indirectly, to this Agreement. Consultant shall be provided a copy of such reports. 4.3 The Consultant, during the term of this Agreement, shall obtain all permits and registration documents necessary for the performance of its work and for the execution of services at its own expense, and shall maintain its validity. Upon request, the Consultant shall deliver to the City copies of these licenses, registration documents, and permits or proof of their issuance or renewal. 4.4 Consultant shall maintain books, records and documents, which sufficiently and properly reflect all direct and indirect costs related to the performance of this Agreement, and shall maintain such accounting procedures and practices as may Professional Services Agreement - Hansen Design Broadmoor Area Development Project Page 2 of 2 be necessary to assure proper accounting of all funds paid pursuant to this Agreement. These records shall be subject, at all reasonable times, to inspection, review, or audit as provided above. 4.5 The Consultant shall retain all books, records, documents or other material relevant to this Agreement for three (3) years after its expiration. Consultant agrees that the City, or its designee, shall have full access and right to examine any of said materials at all reasonable times during this period. 5. Joint Ownership and Use of Documents. 5.1 All research, tests, surveys, preliminary data, information, drawings and documents made, collected, or prepared by the Consultant for performing the services subject to this Agreement, as well as any final product, collectively referred to as "work product," shall be deemed as the joint property of the City and the Consultant, including copyright as secured thereon. Consultant makes no warranties in regards to the suitability of its work product for any other application and use by the City, and no subsequent user may rely upon the work product for their intended purpose. Any prior copyrighted materials owned by the Consultant and utilized in the performance of the services under this Agreement, or embedded in with the materials, products and services provided thereunder, shall remain the property of the Consultant subject to a license granted to the City for their continued use of the products and services provided under this Agreement. Any work product used by the Consultant in the performance of these services which it deems as "confidential," "proprietary," or a "trade secret" shall be conspicuously designated as such. In the event the work product is requested by third parties, or by a Public Records Act request for copying or inspection, notice shall be provided to the other party as provided in Section 6.3 below. 5.2 In the event of Consultant's default, or in the event that this Agreement is terminated prior to its completion, the work product of the Consultant, along with a summary of the services performed to date of default or termination, shall become the property of the City, and tender of the work product and summary shall be a prerequisite to final payment under this Agreement. The summary of services provided shall be prepared at no additional cost, if the Agreement is terminated through default by the Consultant. If the Agreement is terminated through convenience by the City, the City agrees to pay Consultant for the preparation of the summary of services provided. 6. Public Records. 6.1 Consultant acknowledges that the City is an agency subject to Chapter 42.56 RCW "Public Records Act." All preliminary drafts or notes prepared or gathered by the Consultant, and recommendations of the Consultant are exempt prior to the Professional Services Agreement- Hansen Design Broadmoor Area Development Project Page 3 of 3 acceptance by the City or public citation by the City in connection with City action. 6.2 If the Consultant becomes a custodian of public records of the City and request for such records is received by the City, the Consultant shall respond to the request by the City for such records within five (5) business days by either providing the records, or by identifying in writing the additional time necessary to provide the records with a description of the reasons why additional time is needed. Such additional time shall not exceed twenty (20) business days unless extraordinary good cause is shown. 6.3 In the event the City receives a public records request for protected work product of the Consultant within its possession, the City shall, prior to the release of any protected work product or as a result of a public records request or subpoena, provide Consultant at least ten (10) business days prior written notice of the pending release and to reasonably cooperate with any legal action which may be initiated by the Consultant to enjoin or otherwise prevent such release. Independent Contractor Relationship. 7.1 The parties intend that an independent contractor relationship is created by this Agreement. The City is interested primarily in the results to be achieved; subject to the scope of services and the specific requirements of this Agreement, the implementation of services will lie solely with the discretion of the Consultant. No agent, employee, officer or representative of the Consultant shall be deemed to be an employee, agent, officer, or representative of the City for any purpose, and the employees of the Consultant are not entitled to any of the benefits or privileges the City provides for its employees. The Consultant will be solely and entirely responsible for its acts and for the acts of its agents, employees, officers, subcontractors or representatives during the performance of this Agreement. 7.2 In the performance of the services provided in this Agreement, Consultant is an independent contractor with full authority to control and direct the performance of the details of the work, however, the results of the work contemplated herein must meet the approval of the City and shall be subject to the City's general rights of inspection and review to secure the satisfactory completion thereof. 7.3 The Consultant shall comply with all State and Federal laws including, but not limited to: 7.3.1 The definition requirements of RCW 50.04.140 (Employment Security). 7.3.2 RCW 51.08.195 (Industrial Insurance). 7.3.3 Obtain a City of Pasco business license. Professional Services Agreement - Hansen Design Broadmoor Area Development Project Page 4 of 4 7.4 The City may, at its sole discretion, require the Consultant to remove any employee, agent or servant from employment on this Project who, in the City's sole discretion, may be detrimental to the City's interest. 8. Indemnification. 8.1 The Consultant shall defend, indemnify, and hold harmless the City, its officers, officials, agents, employees, and volunteers from any and all claims and causes of action, including, but not limited to, actions of law or administrative proceedings for all injuries to persons or damages to property, and all losses, damages, demands, suits, judgments, including attorney fees, arising out of, or as a result of, or in connection with the work performed under this Agreement, and caused or occasioned in whole or in part by reason of errors, negligent acts or omissions of the Consultant or its subcontractors in the performance of this Agreement, except for injuries and damages caused by the sole negligence of the City, its officers, employees, agents, and volunteers. 8.2 The City shall defend, indemnify, and hold harmless the Consultant, its officers, officials, agents, employees, and volunteers from any and all claims and causes of action, including, but not limited to, actions of law or administrative proceedings for all injuries to persons or damages to property, and all losses, damages, demands, suits, judgments, including attorney fees, arising out of, or as a result of, or in connection with the work performed under this Agreement, and caused or occasioned in whole or in part by reason of errors, negligent acts or omissions of the City or its subcontractors in the performance of this Agreement, except for injuries and damages caused by the sole negligence of the Consultant, its officers, employees, agents and volunteers. 8.3 It is further agreed that the indemnification provided herein constitutes the Consultant's waiver of immunity under Industrial Insurance, Title 51 RCW, solely for the purposes of this indemnification. 8.4 No liability shall attach to the City by reason of entering into this Agreement except as expressly provided herein. 8.5 This indemnification shall include damages, penalties and attorney fees sustained as a result of Consultant's delayed or failed performance of Section 6 above. 8.6 This waiver has been mutually negotiated by the parties, and the provisions of this section shall survive the expiration or termination of this Agreement. 9. Insurance. The Consultant shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, employees, or subcontractors. Professional Services Agreement - Hansen Design Broadmoor Area Development Project Page 5 of 5 9.1 Minimum Scope of Insurance. Consultant shall obtain insurance of the types described below: 9.1.1 Automobile Liability insurance covering all owned, non -owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. 9.1.2 Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors and personal injury and advertising injury. The City shall be named as an insured under the Consultant's Commercial General Liability insurance policy with respect to the work performed for the City. 9.1.3 Workers' Compensation coverage as required by the Industrial Insurance laws of the State of Washington. 9.1.4 Professional Liability insurance appropriate to the Consultant's profession. 9.2 Minimum Amounts of Insurance. Consultant shall maintain the following insurance limits: 9.2.1 Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. 9.2.2 Commercial General Liability insurance shall be written with limits no less than: ® $1,000,000 each occurrence; ❑ $2,000,000 general aggregate; or ❑ $ each occurrence; and $ general aggregate 9.2.3 Professional Liability insurance shall be written with limits no less than: ® $1,000,000 per claim; ❑ $1,000,000 policy aggregate limit; or ❑ $ per claim; and $ per policy aggregate limit 9.3 Other Insurance Provisions. The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability, Professional Liability, and Commercial General Liability insurance: 9.3.1 The Consultant's insurance coverage shall be primary insurance as respects the City. Any insurance, self-insurance, or insurance pool Professional Services Agreement - Hansen Design Broadmoor Area Development Project Page 6 of 6 coverage maintained by the City shall be excess of the Consultant's insurance and shall not contribute with it. 9.3.2 The Consultant's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. 9.4 Acceptability of Insurers. Insurance is to placed with insurers with a current A.M. Best rating of not less than ANII. 9.5 Verification of Coverage. Consultant shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Consultant before commencement of the work. 10. Nondiscrimination. In the performance of this Agreement, the Consultant will not discriminate against any employee or applicant for employment on the grounds of race, creed, color, national origin, sex, marital status, age or the presence of any sensory, mental or physical handicap; provided that the prohibition against discrimination in employment because of handicap shall not apply if the particular disability prevents the proper performance of the particular worker involved. The Consultant shall ensure that applicants are employed, and that employees are treated during employment in the performance of this Agreement without discrimination because of their race, creed, color, national origin, sex, marital status, age or the presence of any sensory, mental or physical handicap. Consultant shall take such action with respect to this Agreement as may be required to ensure full compliance with local, State and Federal laws prohibiting discrimination in employment. 11. Covenant Against Contingent Fees. The Consultant warrants that it has not employed nor retained any company, firm, or person, other than a bona fide employee working exclusively for the Consultant, to solicit or secure this Agreement; and that it has not paid or agreed to pay any company, person or firm, other than a bona fide employee working exclusively for the Consultant, any fee, commission, percentage, brokerage fee, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, the City shall have the right to terminate this Agreement. 12. Assignment and Subcontracting. 12.1 The City has awarded this Agreement to the Consultant due to its unique qualifications to perform these services. The Consultant shall not assign (or subcontract other than as specifically identified in Exhibit A) its performance under this Agreement or any portions of this Agreement without the prior written consent of the City, which consent must be sought at least thirty (30) days prior to the date of any proposed assignment. Professional Services Agreement - Hansen Design Broadmoor Area Development Project Page 7 of 7 12.2 Any work or services assigned or subcontracted hereunder shall be subject to each provision of this Agreement including Section 6, Public Records; Section 10, Nondiscrimination; proper bidding procedures where applicable; and all local, State and Federal statutes, ordinances and guidelines. 12.3 Any technical or professional service subcontract not listed in this Agreement, must have prior written approval by the City. 13. Termination. 13.1 Termination for Convenience. Either party may terminate this Agreement for any reason upon giving the other party no less than ten (10) business days written notice in advance of the effective date of such termination. 13.2 Termination for Cause. If the Consultant fails to perform in the manner called for in this Agreement, or if the Consultant fails to comply with any other provisions of this Agreement and fails to correct such noncompliance within five (5) business days of written notice thereof, the City may terminate this Agreement for cause. Termination shall be effected by serving a notice of termination on the Consultant setting forth the manner in which the Consultant is in default. The Consultant will only be paid for services and expenses complying with the terms of this Agreement, incurred prior to termination. 14. General Provisions. 14.1 For the purpose of this Agreement, time is of the essence. 14.2 Notice. Notice provided for in this Agreement shall be sent by: 14.2.1 Personal service upon the Project Administrators. 14.2.2 Certified mail to the physical address of the parties, or by electronic transmission to the e-mail addresses designated for the parties below. 14.3 The Project Administrator for the purpose of this Agreement shall be: 14.3.1 For the City: Rick White, or his designee Director, Community and Economic Development, City of Pasco 525 North 3`d Avenue Pasco, WA 99301 whiter(aspasco-wa. gov Professional Services Agreement - Hansen Design Broadmoor Area Development Project Page 8 of 8 14.3.2 For the Consultant: David Hansen, AIA or his/her designee Principal, Hansen Design 2311 N. 4511' Street #1256 Seattle, WA 98103 davididhansen-desi ti coni 15. Dispute Resolution. 15.1 This Agreement has been and shall be construed as having been made and entered into and delivered within the State of Washington and it is agreed by each party hereto that this Agreement shall be governed by the laws of the State of Washington. 15.2 In the event of a dispute regarding the enforcement, breach, default, or interpretation of this Agreement, the Project Administrators, or their designees, shall first meet in a good faith effort to resolve such dispute. In the event the dispute cannot be resolved by agreement of the parties, said dispute shall be resolved by arbitration pursuant to RCW 7.04A, as amended, with both parties waiving the right of a jury trial upon trial de novo, with venue placed in Pasco, Franklin Count), 'A zi4hington. The substantially prevailing party shall be entitled to its reasonable attorney lees and costs as additional award and judgment against the other. 16. Nonwaiver. Waiver by the City of any provision of this Agreement or any time limitation provided for in this AtneQiwin shall not constitute a waiver of any other similar event or other provision of this Agreement. 17. Jntearation. This Agreement between the parties consists in its entirety of this document and any exhibits, schedules or attachutcnts verified by initials as a part of Exhibit A. Any modification of this Agreement or change order affecting this Agreement shall be in writing and signed by both parties. 18. Authorization. By signature below, each party warrants that they are authorized and empowered to execute this Agreement hinding the City and the Consultant respectively. N WITNESS WHEREOF, the parties have caused this Agreement to be executed on the day and year first written above. CITY OF PASCO, WASHINGTON Professional Services Agreement - Ilansen Design Broadmoor Area Development Project CONSULTANT David Hansen, AA, Principal Hansen Design Page 9 of 10 ATTEST: 0" De ie lark, City Clerk APPROVED AS TO FORM: Lel Kerr, City Attorney Professional Services Agreement - Hansen Design Broadmoor Area Development Project Page 10 of 10 Exhibit A Hansen November 29, 2016 Mr. Rick White City of Pasco 525 N. 3`d Avenue Pasco, WA. 99301 RE: Scope Document Master Planning Service (161 15.01.) Dear Rick, We are pleased to present this Master Planning/EIS Analysis Services Letter of Agreement (LOA) for the 'Broadmoor' property in Pasco, Washington. PROJECT DESCRIPTION The Broadmoor Scope Area is approximately 1,200 acres of semi -undeveloped land located north and south of Interstate 182 and east of the Columbia River. The primary goal of this exercise is to establish a development program and non -project (program) EIS strategies that brings an immediate impact to the area and is backed up by detailed economic analysis, phasing/implementation diagrams and an overall short and long range vision in the form of 3D renderings of what the development could be. The graphic diagrams will be sufficient in detail to work with current property owners and the City of Pasco in establishing a phased scope diagram that will start to determine infrastructure needs and leasing/development strategies for market analysis (ICSC, Re -Con) and potential development agreements. In addition to the master planning exercise, the design team will look at the traffic, civil and environmental impacts of the proposed scope in preparation for non - project EIS and master plan entitlement. This contract is an amendment to the original Professional Service Agreement approved by City Council and executed and by the Pasco City Manager in April of 2016. This amendment clarifies and revises the scope of services and performance dates. It does not require additional funding appropriation from City Council. SCOPE OF WORK 1. Program/Economic Analysis It is our experience that starting with a clear understanding of the current economic situation of an area is crucial in informing the master planning process and eliminating guess work. Over the years we have developed a unique process in evaluating sites; enabling our team to master plan sites with economic forecasting information. A list of proposed services is as follows: A. Utilize the detailed economic data to establish a mixed-use program and phasing strategy for the proposed site. B. Create an economic master plan that indicates the priority of initial investment and the economic effects of that investment on subsequent phases and adjacent properties and infrastructure. Fee Allowance: $1,500.00 Hansen November 29, 2016 2. Site/Project Analysis and Development Initial site due -diligence to include, but not limited to: A. Analyze site topography and existing conditions thru 3D modeling prepared from available plans, boundary survey and GIS. Review for anomalies or concerns; the 3D model will also aid us in identifying program placement (both vertical and horizontal) for the site, analysis of existing conditions to include buildings, water features, access, power/water/sewer capacity, land -use codes and locating any existing drawings and documents B. Overlay the 3D model with the economic survey, to include analyzing the health of existing business clusters and their locations, review the demographic trends of the area and asses any business/economic needs for the area. C. Initial thoughts and concepts from the City of Pasco regarding program use, site placement, budget and schedule. D. Review program and applicable laws, codes and regulations. E. Meet with the Department of Natural Resources (DNR) regarding the feasibility and permitting of a Reservoir possibly located at the existing quarry currently on site; look at phasing options. F. Establish a conceptual program that allows for efficient phasing of mixed-use districts within the site. G. Work with the City of Pasco in creating a development agreement (DA) that protects the city's interests and investment. This may include a development strategy, cursory design guidelines and graphic support for DA exhibits. H. Develop initial program and master plan that locate in detail on a site plan the City of Pasco's future needs for Fire and Police stations, Community Centers and Parks. I. Develop the following documents for owner review: 1. Preliminary Program, EIS review. 2. Preliminary Master Plan showing 3D program placement and possible phasing 3. Conceptual planning, design, phasing schedule. 4. Leasing, development and implementation strategy for the initial phase. 5. Create an overall marketing strategy that combines the efforts of other similar projects around the region; primarily the Port of Pasco, City of Kennewick and Richland. Fee Allowance: $15,800.00 3. Land -use Master Planning Based off the information gathered in the economic/program analysis phase and previous master planning exercises; our design team will create a 3D master plan that will establish a strategy for design guidelines and entitlement. Hansen Design will work with the City of Pasco to create a land - use master plan for the entire 1200 -acre area with an emphasis on the following: 1. Development Vision: Overall land -use plan concept that works with the City of Pasco vision and economics. 2. Indicate recommended land use designations for commercial, public, recreational and residential - including densities and types of housing; arterial and collector street locations and capacities; utility extension locations including planning level cost estimates for utility extension along designated arterials and collectors and design guidelines for public, commercial and residential land uses. Hansen November 29, 2016 3. Locate green space, parks and trails systems. 4. Indicate preliminary drainage concepts and locate initial phasing of infrastructure. 5. Zoning adjustments and mixed-use strategies that work with the current comp. plan. Fee Allowance: $25,800.00 4. Non -Project EIS Initial Assessment (in addition to Item 2 above): EA Engineering The integrated non -project EIS shall address the types of environmental impacts that can be expected, identify appropriate mitigation measures, analyze alternatives and allow a preferred alternative to be selected that achieves the community's objectives. The EIS is expected to provide sufficient analysis so further project environmental review is not necessary unless the level of information in the EIS is insufficient or substantial changes have occurred that have not been addressed. Without further due -diligence or understanding of a strategy we recommend have an allowance fee to cover the team's initial assessment. We will work closely with City Planning Staff to guide them through the process and create the necessary documentation for the EIS submission. Fee Allowance: $75,000.00 5. Design Guidelines Hansen Design will work with the planning staff to create design guidelines that work within the established economic models set by the City of Pasco. The intention of these guidelines is to fulfill the non -project EIS requirements, communicate development guidelines to developers/land-owners and to promote economically and environmentally sustainable development for the City of Pasco 1. Establish Use/density overlays for the land -use plan that indicate development zones by use, density and access. 2. Create view corridors, green space/open space plan, parks and trails. 3. Create hardscape guidelines may include, but not limited to sidewalk depths, materials, lighting and signage. 4. Soft-scape guidelines may include, but not limited to street tree's, development provided plaza's and alleys, street/park furniture and lighting, plant material, ground cover, low -maintenance and sustainable incentives. 5. Guidelines will fulfill the minimum requirement for EIS submittal. Fee Allowance: $20,000.00 6. Community Outreach Hansen Design will work with the City of Pasco to establish a Stakeholder group will that review and comment on the master plan throughout the planning process. We recommend two (2) meetings with the Stakeholders and one (1) public open house. Hansen Design will document each meeting with photo's, notes and graphics to be used in the EIS process and subsequent grant application packages. Fee Allowance: $10,500.00 Hansen November 29, 2016 7. Traffic A trip generation and distribution memo will be prepared for a pre -application conference that will assist City staff assess potential impacts and provide direction of what locations and issues need to be covered by the Traffic Impact Analysis. Below is our suggestion for a Phase 1 scope. Phase 1— Preliminary Transportation Assessment • Conduct weekday morning (7-9 AM) and evening (4-6 PM) traffic counts at five intersections including: 0 1-128 Eastbound Ramp/Broadmoor Boulevard 0 1-128 Westbound Ramp/Broadmoor Boulevard o Harris Road/Broadmoor Boulevard o Sandifur Parkway/Broadmoor Boulevard o Dent Road/Broadmoor Boulevard • Using the traffic counts, identify local trip distribution patterns for the Phase 1 site -generated trips. • List necessary traffic improvements/additional capacity as needed. • Estimate the Phase 1 daily, AM peak hour, and PM peak hour trip generation using trip rates from Trip Generation, 91^ Edition. • Assign the Phase 1 daily, AM peak hour, and PM peak hour trip generation between the site and 1-182 to assess anticipated travel demand. • Use the trip assignment to identify the number of travel lanes likely required on key arterial and collector facilities serving the site. • Conduct a preliminary portal analysis at the 1-182 ramp terminals during the weekday AM and PM peak hours to assess if capacity improvements are likely to be required to support Phase 1 development. • Prepare a memorandum summarizing the study findings. • Participate in up to three project conference calls. • Participate in one meeting in Pasco. Fee Allowance: $20,000.00 8. Meetings/Charrettes Given the short timeline to complete the scope, we anticipate having 1-2 meeting per month between November 18, 2016 and February 25, 2017. The recommended breakout is as follows: A. Team meetings via phone of WebEx: 5 meetings B. Charrettes/meetings in person: 2 charrettes/meetings Fee Allowance: $7,000.00 9. Deliverables Hansen Design will provide the necessary documentation in 8.5x11, 11x17, 2436 format for all listed presentations, events and conventions. Deliverables will be billed as indicated within the Scheduled of Conditions. We will give the City of Pasco a proposal of deliverables prior to taking on the expense. aio November 29, 2016 10. RE -Con (ICSC) 2017 Our team will coordinate the design, construction and procurement of the booth and/or display located within the Las Vegas Convention Center. We will also provide the graphics and renderings of the plans for marketing purposes Fee Allowance: $3,000.00 11. EXCLUSION Exclusions to the Scope of Work include, but are not limited to: Real Estate or brokerage services. Permitting Detailed single family residential design and lot planning. Detailed storm water management plan Survey (proposal to follow due -diligence) Road design Infrastructure sizing/design (proposal to follow due -diligence) Site soils investigation and report; Civil engineering. (proposal to follow due -diligence) Detailed or itemized Cost Estimating for construction purposes. Multiple design schemes beyond scope listed in this LOA. It is assumed that the preliminary direction set forth in the planning document titled Scheme A Site Plan Study has been accepted by the City of Pasco. Meetings listed beyond scope listed in this LOA. ICSC/Re-Con convention and membership fee for party's other than Hansen Design employees. ICSC/Re-Con booth or display application fee. Any architectural design for the purposes of permitting and construction. Services and tasks not listed in Scope of Work are not included in our fee and are considered to be additional work, which will be billed at our hourly rates as stated in Exhibit A. PROPOSAL This proposal is based on an hourly fee not to exceed $178,600 (One Hundred and Seventy -Eight Thousand Six Hundred Dollars). Hansen Design will not exceed this amount without written approval from the Client, and will give the Client notification once 70% of the fee has been reached. REIMBURSABLES Reimbursable expenses are included within the proposed fee. SCHEDULE Hansen Design anticipates a start date of November 4", 2016. In the interim, HD will collect all relevant documentation in planning for the initial team meeting. We anticipate completing this scope by June, 2017. Hansen November 29, 2016 SCHEDULE AND CONDITIONS This letter with the enclosed Exhibit A inclusive comprises the entire schedule of conditions for our agreement. Client acknowledges that the Client has reviewed the entire agreement and has read and agreed to the limitation of liability clause. We thank you for including us in this incredible opportunity. Sincerely, David Hansen pr;,,cipot Agreed on behalf of (Company): Signature: Printed Name: Title: 10M Enclosures: Exhibit A: Schedule of Conditions, Exhibit B: Broadmoor Development Task List Broadmoor EIS%Master Plan January 18, 2016 Attached is the contract and Exhibit A (Letter of Agreement) for the Broadmoor 2017 effort. David Hansen just returned the signed copy today. Rick Whit / t