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HomeMy WebLinkAboutItem 16 - H R & A Market Study and Master Plan AgreementMEMO TO: HONORABLE MAYOR, CITY COUNCIL MEMBERS FROM: BRUNO RUMBELOW, CITY MANAGER SCOTT WILLIAMS, DEVELOPMENT SERVICES DIRECTOR MEETING DATE: JULY 15, 2014 SUBJECT: GRAPEVINE 185 ACRES — MARKET STUDY AND MASTER PLAN AGREEMENT WITH HR&A ADVISORS RECOMMENDATION City Council to consider approving a market study and master plan agreement with HR&A Advisory for the 185 acres owned by the City. Iall gIp7Igtr �ili1•.Za31 Funding will be provided from the unappropriated balance of the Economic development fund. ', H M At the June 17, 2014 Council meeting, staff was directed to proceed with negotiations with the team led by HR&A Advisors for a market study and master plan for the 185 acres owned by the City in Northeast Grapevine. Since that time, staff has been in constant contact with the firm, working to reach an ideal balance of services and budget. The final proposal before Council includes the following scope of services: - Goal setting, to include a workshop with Council and staff - Market and site context analysis Visioning, including a workshop (based on market study findings) with Council and staff - Development program and land -use alternatives (up to 3 alternative plans) - Alternatives presentation - Preferred alternative presentation and report The fee for these services is $257,700. It is anticipated that the time frame for this work will be between five and six months. Staff feels that this scope of services will equip Council to make strategic decisions regarding the disposition and/or development of the property. If Council approves this agreement, staff will execute the contract immediately, and schedule the first goal setting meeting as soon as possible. Staff recommends approval. 0:185 acres/185 acre memo i This Professional Services Agreement entered into this day of 2014, between the City of Grapevine, Texas (hereinafter referred to as the "City") and HR&A Advisors (hereinafter referred to as the "Firm"). The Firm is authorized to do business in the State of Texas WITNESSETH: WHEREAS, the City of Grapevine has a need for professional services to the preparation of a market based vision plan and preliminary land use framework for the 185 acre property owned by the City WHEREAS, the Firm was selected following a thorough proposal, interview, and due diligence process. IT IS THEREFORE AGREED that the Firm will provide the following services: 1. Scope of Work The services to be provided by the Firm for the City are fully described within the Scope of Work attached hereto as Exhibit A (the "Scope of Work"). Such exhibit is incorporated herein by reference as if copied in its entirety. 2. Term This Agreement shall commence on the date first written above and the services shall be completed by January 31, 2015. This time may be extended upon the mutual written agreement by both parties. 3. Compensation For the provision of such services, the City shall pay the Firm an amount not to exceed $257,700, inclusive of all travel expenses and costs, as specified in the attached Scope of Work. Any work or fees beyond the scope of the attached Scope of Work shall be only by written authorization by the City. This is a contract for professional services and the compensation provided for herein is the entire compensation to be provided. The Firm shall submit invoices for services completed on a monthly basis based on progress to date. Upon receipt of such invoices and completion of the services to the City's satisfaction, the City shall pay the Firm within thirty (30) days. An initial retainer of $38,500 shall be paid upon initiation of the assignment, and such amount shall count towards the overall cost of services. 4. Publication, Reproduction, and Use of Material No custom material produced in whole or in part under this Agreement shall be subject to copyright or patent in the United States or in any country. The City shall have exclusive authority to publish, disclose, distribute, and otherwise use, in whole or in part, any custom material prepared under this Agreement. 5. Insurance A. The Firm shall secure and maintain, at its own expense, during the course of performance of the services under this Agreement, professional liability insurance, naming the City, as an additional insured, in the minimum amount of $1,000,000.00. The Firm shall also secure and maintain, at its own expense, during the course of performance of the services under this Agreement, worker's compensation insurance in an amount in accordance with Texas statutory requirements, if applicable. B. The Firm shall submit a certificate or certificates evidencing such insurance at the time of entering into this Agreement. The Firm shall provide at least thirty (30) days prior written notice of cancellation, expirations, terminations and alterations of the insurance policies. C. The requirements contained herein as to types and limits of insurance coverage to be maintained by the Firm are not intended to and shall not in any manner limit or quantify the liabilities and obligations of the Firm under this Agreement. 6. No Discrimination/Equal Opportunity In carrying out the work of this Agreement, the Firm shall not discriminate against any person because of race, color, religion, creed, sex, national origin, age, disability or other legally protected status. If the Firm uses any subcontractors in the performance of the work of this Agreement, the City shall ensure the subcontractors compliance with this provision. The Firm will at all times abide by the equal opportunity provisions of the Civil Rights Act of 1964 as amended. 7. Indemnification As to the Firm's Services produced under this Agreement, the Firm agrees to defend, indemnify, protect, and hold harmless the City, its agents, officers, boards and commissions, and employees (collectively, "City") from and against any and all liability, claims, demands, damages, or costs, including but not limited to attorney s fees, or payments for injury to any person or property (collectively, "Losses") caused or claimed to be caused by the acts, errors and/or omissions of the Firm, or the Firm's employees, agents, officers, and subconsultants. The Firm's responsibilities under this Section include liability arising from, connected with, caused by, or claimed to be caused by the active or passive negligent acts or omissions of the City, which may be in combination with the acts or omissions of the Firm, its employees, agents or officers, or subconsultants; provided, however, that the Firm's duty to defend, indemnify, protect and hold harmless shall not include any Losses arising from the sole negligence or willful misconduct of the City. Notwithstanding the Firm's obligation to defend City hereunder, City has the right to conduct its own defense and seek reimbursement for reasonable costs of defense from the Firm, if City chooses to do so. In addition, the Firm agrees to pay any and all costs the City incurs enforcing the indemnity, defense and hold harmless provisions set forth in this Section. The provisions of this section shall be valid for a period of three years from the completion of the project. The limits of insurance required in this Agreement shall not limit the Firm's obligations under this section. The terms of this section shall survive the termination or suspension of this Professional Services Agreement. 9. Assignment The service provided for hereunder may not be assigned in whole or in part without the express written authorization of the City Manager or the City Manager's designee. 10. Independent Contractors The parties acknowledge that the relationship created under this Agreement is that of independent contracting parties and this Agreement does not create a general agency, joint venture, partnership, employment relationship or franchise between the parties. Neither party shall represent itself to be an agent of the other, nor shall it execute any documents or make any commitments to any contractual or other obligations with third parties 11. Termination All terms and conditions of this Agreement are considered material, and failure to perform any of said terms and conditions on the part of the Firm shall be considered a breach of this Agreement. Should the Firm refuse or fail to comply with its obligations, or in the event the Firm shall violate any of the provisions of this Agreement, or the quality or quantity of the work performed is in the opinion of the City, below standard and therefore unsatisfactory, the City shall have the right to cancel this Agreement upon five (5) days written notice to the Firm. The Firm shall not be relieved of liability to the City for damages sustained by the City by virtue of any breach of the Agreement by the Firm. In the event the City is in default under this Agreement for failure to perform any of said terms and conditions, the Firm shall have the right to cancel this Agreement upon five (5) days written notice to the City. In the event of cancellation by the Firm, the City shall pay the Firm for all work satisfactorily completed prior to the cancellation date. The above notwithstanding, either party may terminate this Agreement with or without cause upon providing thirty (30) days advanced written notice. In the event of such termination, the City shall owe and pay the Firm based on the proportionate share of work completed to date. 12. Dispute Resolution The parties agree to negotiate in good faith to promptly resolve any claim or dispute relating to this Agreement. In the event the parties are unable to resolve their dispute, the parties agree to attempt resolution of their dispute(s) by non- binding mediation prior to litigation. 13. Compliance with Laws The Firm shall comply with all applicable federal, state and local laws, statutes, rules, regulations and ordinances. 14. Governing Law This Agreement is governed by the laws of the State of Texas, and the exclusive venue for any dispute shall be in Tarrant County Texas. APPROVED AS TO FORM AND LEGALITY: CITY OF GRAPEVINE, TEXAS: John F. Boyle, Jr. City Attorney HR&A ADVISORS, INC.: Amitabh Barthakur, Partner Attachments: Scope of Work (Exhibit A) Bruno Rumbelow City Manager 11j"I ( `"s ed,'` ias spa` �.. § s ° €tom sl To: Scott Williams Development Director City of Grapevine, TX From: Amitabh Barthakur, Partner, HR&A Advisors Date: July 8, 2014 Re: Draft Scope of Work for the Grapevine 185 Vision Plan HR&A Advisors ("HR&A") is pleased to present the following scope of work to prepare a market based vision plan and preliminary land use framework for the 185 Acre property owned by the City of Grapevine. HR&A will lead the effort, and will be supported by Moule & Polyzoides Architects and Urbanists ("M&P") a national leader in the planning and design of sustainable urban places, and Entertainment+Culture Advisors ("ECA"), international experts in the development and economics of world-class entertainment destinations. Based on your direction, this first phase of work focuses on conducting a comprehensive market opportunities analysis followed by establishing a project vision that is hinged on market realities as well as broader community goals. We will then develop alternative development scenarios and land use planning frameworks for consideration by the City and will finally help narrow down to a preferred development vision to serve as a roadmap for subsequent phases of the project. The following sections present a refined scope of work with specific tasks, budget, staffing plan, and schedule. •' •; •M-11 Task 1: Goal Setting The Consultant Team will kick off the project with a Goal Setting Workshop. The purpose of this workshop is to understand the interests of the City and to define the City's guiding financial, fiscal, and policy objectives for development of the Grapevine Site. This workshop will be led by HR&A and will include key City Staff, and City Council members, as appropriate. The first part of this workshop will include a review of the scope of work, deliverables and timeline and related protocols, while the second part will be an interactive session moderated by HR&A, focusing on Scott Williams, City of Grapevine July 8, 2014 key goals and objectives for the project and how a development strategy for the 185 acre parcel may be aligned with broader community aspirations. Deliverable: Summary Memo of Project Goals and Objectives (1 Electronic Copy) Meeting: % day workshop in Grapevine Task 2: Market and Site Context Analysis The Consultant Team will prepare a comprehensive market study that will provide the City and stakeholders with an understanding of the project site's opportunities and challenges in the context of the current real estate market dynamics. The market analysis will profile resident and overnight tourist markets, evaluate regional trends, and benchmark the competitive supply of residential, retail, office, research/industrial, and entertainment, hospitality, and other visitor - serving uses. The analysis will also provide a focused overview of location based entertainment market trends in the context of the Dallas Metroplex, and identify key success factors for key entertainment anchors. Finally, this task will include a preliminary overview of the site context along with base site plans developed from available secondary data. The key components of the market and site context analysis will include: • Demographic and Socio -Economic Market Profile • Regional Real Estate Trends • Key Industry Trends for Location -Based Entertainment Projects • Evaluation of Regional Attractions and Competitive Real Estate Market • A Strengths, Weaknesses, Opportunities and Threats (SWOT) Analysis of the market context • Site Context (location, access, egress, natural features) and Base Site Plan • A SWOT analysis of the site context • Precedent Examples and lessons learned Deliverable: Market and Site Context Briefing Report (3 Hard Copies and i Electronic Copy) Task 3: Visioning An interactive Visioning Workshop will take place across a day and a half to help the City integrate the City's economic goals and objectives with realistic opportunities at the Site. On the afternoon of the first day, HR&A will present the key findings from Task 2, in order to provide the participants with adequate context in terms of market and site opportunities/challenges. The next day will include half day of sessions with City Staff and elected members to define the project vision and potential alternative development options. All of the sessions will be led by HR&A with participation by appropriate team members. The Visioning Workshop will include: Day 1 • Market Briefing (HR&A/ ECA) • Assessment of Existing Site Conditions and Planning Capacity (M&P) H &A ADVISORS, INIC, Scott Williams, City of Grapevine July 8, 2014 Day 2 • Evaluation of Land Use Opportunities (HR&A) • Define a `Project Vision' (All Participants) that take into consideration o Goals and aspirations o Land use options o Brand and market position o Quality of urban space and place o Measures of success • Discuss and define potential development alternatives (All Participants) Meeting: 1 % day workshop in Grapevine including Market and Site Context presentation Task 4: Program Alternatives With the direction gathered from the Visioning Workshop, the Consultant team will work with the City to develop conceptual programs for up to three land use alternatives. The team will evaluate the market support for land uses; develop broad planning parameters, and estimate a range of performance metrics of each of the alternatives. We will review the refined program alternatives with City staff and elected members and gather input to define a preferred alternative. This task includes three sub -tasks: 1) Formulating Program Alternatives 2) Developing Performance Metrics - Economic parameters, Attendance/Visitation Benchmarks, Implementation Considerations 3) Preparing Conceptual Planning Framework Task 4.1 Formulate Development Alternatives. Based on market support for a variety of land uses, development capacity of the project site, potential market positioning and anchor strategy, the Consultant team will develop up to three program alternatives. Given the unique requirements of entertainment real estate products, they will be examined in the context of their market and performance thresholds. The overall development strategy will consider synergies among all uses considered. 4.1.1. Non -Entertainment Uses. For the office, retail, hospitality, residential, office/industrial land uses, the Consultant team will build customized demand models that evaluate the market support driven by existing and future growth of primary, secondary, and tertiary market area residents, employees and visitors. The team will identify: a. Amount of each use that can be supported onsite b. Potential market positioning/target market c. Program mix of uses d. Physical sizing and land requirements Scott Williams, City of Grapevine July 8, 2014 4.1.2. Entertainment/Attraction Uses. For location -based entertainment components in consideration, the Consultant team will outline key business planning considerations and assumptions for up to three concepts informed by relevant benchmarks and local context. This pre -feasibility business planning would include: a. Attraction concepts and market positioning b. Target markets c. Visitor characteristics including length of stay and revenue potential d. Physical sizing/planning factors The outputs from this subtask will inform the Land Use Planning Framework for each alternative. Task 4.2 Develop Performance Parameters. For each alternative, we will develop a set of performance parameters related to economic performance, based on preliminary analysis and benchmarking studies. In addition, we will comment on specific issues related to phasing and implementation for each development alternative. These important parameters help the City and stakeholders understand the relative benefits, risks associated with each alternative program. Performance parameters will include: a. Fiscal implications to the City of Grapevine b. Preliminary economic impact implications to the City indicators c. Attendance/visitation range (Attractions) d. Preliminary investment range (Attractions) e. Relative land value/financial performance ranking for each use f. Potential role of the City in project delivery g. Critical success factors for project implementation h. Urban design considerations We will compile the above parameters to create a comprehensive evaluation matrix of the three alternative programs. Task 4.3 Strategic Land Use Planning Framework. The Consultant team will prepare conceptual site organization diagrams for each of the alternatives. These will be developed by M&P working closely with HR&A and ECA and with direction received from the City through the Visioning Workshop. Each of these alternative diagrams will clarify a number of fundamental issues such as: a. The network of principal arterials and streets b. The size and capacity of blocks and lots c. The natural features to be preserved, and the overall open space framework d. The total developable area and alternative uses e. The potential intensity of development in various parts of the site f. The principal points of access to and from the site g. The overall structure of walkable neighborhoods and districts h. Precedent images to illustrate the quality of urban spaces across the development Scott Williams, City of Grapevine July 8, 2014 Task 4.4 Alternatives Meeting. HR&A will lead a meeting with the City staff and elected members to review the refined alternatives. The Consulting team will review the benefits and risks of the three alternative programs and obtain the City's input on each of the alternatives. It should be noted that the analysis above is intended to provide the City with sufficient information to make market -informed planning decisions for the site. We assume that a detailed feasibility analysis of a preferred scenario will be conducted in subsequent phases. Deliverable: Draft Development Program Alternatives and Evaluation Matrix (3 Hard Copies and 1 Electronic Copy) Meeting: Alternatives Review Meeting with Staff and Council Task 5: Preferred Alternative Briefing Book and Presentation Based on the objectives the City outlined at the beginning of the process, the project Vision, findings from the market and demand analysis, and input from the City during the alternatives review process, HR&A will recommend a preferred alternative for the Project site, to be defined as the "Grapevine 185 Vision Plan". Task 5.1 Preferred Alternative and Land Use Framework. The final preferred alternative land use framework will be a conceptual site organization diagram that will represent the development program in a framework of streets and blocks. This will be accompanied by the Vision statement and development strategy as well as a summary development program. Task 5.2. Preferred Alternative Presentation. HR&A will present a summary of the Vision Plan process and the final outcomes of the Grapevine 185 Vision Plan to the City Council. Deliverable: Preferred Alternative Land Use Framework and Grapevine 185 Vision Plan Briefing Book (3 Hard Copies and I Electronic Copy) Meeting: Vision Plan Presentation and Define Next Steps HR&A will serve as the project lead, with specialized services provided by ECA and M&P as subcontractors. Amitabh Barthakur, an HR&A Partner, will serve as the Project Director and serve as the primary point of contact. Judy Taylor, an HR&A Principal, will serve as the Project Manager. They will be assisted as needed by other qualified HR&A professional staff working under our direct supervision. Matthew Earnest and Vinayak Bharne will serve as the Project Managers for ECA and M&P respectively. Profiles and qualifications of all team members are included in the initial RFQ response submittedto the City of Grapevine. Scott Williams, City of Grapevine July 8, 2014 A comprehensive project schedule is presented in Attachment B of this memorandum ; HR&A proposes to complete the foregoing scope of work for a fixed fee of $257,700.00, including travel expenses and direct costs. These direct costs are specifically related to the following items: 1. HR&A attendance in up to 4 meetings/presentations/workshops in Grapevine 2. ECA and M&P attendance in up to 2 meetings/presentations/workshops in Grapevine 3. 3rd party market data, printing and communication We will bill monthly, based on percentage completion of each task, as described below. Task Groups 1. Goal Setting $ 12,700 2. Market and Site Context Analysis $ 74,400 3. Visioning $ 38,500 4. Program Alternatives $ 98,900 5. Preferred Alternative Briefing Book and Presentation $ 16,700 Subtotal tabor $ 241,200 Travel $ 13,500 Other Direct Costs $ 3,000 Subtotal Expenses $ 16,500 TOTAL $ 257,700 For any additional services requested, but not described above, including participation in any additional meetings or briefings, we will bill you for actual time and expenses, based on our standard hourly rates, as shown in Attachment A to this memorandum. We request payment of a retainer in the amount of $38,500.00 upon initiation of the assignment, which will be credited against subsequent invoices. Ana,k c _ € _ s , dei }�`€)fit#s, .:. 1 . €la 1111,:1 Attachment A HR&A Advisors, Inc. Hourly Rate Schedule for 2014 Hourly rates* for HR&A staff are as follows: Chair/Vice Chair........................................................................................ $450 Other Officers/Partners............................................................................. $395 Principals................................................................................................. $325 Directors.................................................................................................. $275 SeniorAnalysts......................................................................................... $200 Analysts................................................................................................... $150 Research Analysts.................................................................................... $125 Administrative......................................................................................... $100 *Depositions and trial testimony hours are billed at time and one-half. HR&A bills for customary out-of-pocket expenses (e.g., travel costs, mass reproduction, specialized graphics, long-distance telephone, messenger and overnight delivery) at their direct cost to HR&A without mark-up. HIV sf , ise, (s- Xi.3 S SOLA'" f w.% S.rc SuR _n b € 7, t os ,= t l s, i '�: �,_€ =sib E 31 If!.a) t 33 ,€) J: ; 3`i3O Attachment B Project Schedule Week July August 1 2 3 4 5 6 7 8 9 September 10 11 12 13 14 Odober 15 16 17 18 19 November 20 21 22 23 December 24 25 26 27 28 Task 1: Goal Setting Workshop Meeting: 1/2 day workshop in Grapevine (8/12/14 tentative) Deliverable: Summary Memo of Project Goals and Objectives Task 2: Market and Site Context Analysis Deliverable: Market and Site Context Briefing Report Task 3: Visioning Workshop Meeting: 1 1/2 day Altematives discussion with Staff (and Council) Task 4: Development Program and Land -Use Framework Alternatives Meeting: Alternatives discussion with Staff (and Council) Deliverable: Draft Development Program Altematives and Alternatives Evaluation Matrix Task 5: Preferred Alternative Presentation Meeting: Vision Plan Presentation and Define Next Steps Deliverable: Grapevine 185 Vision Plan Briefing Book Work by HR&A ,Review by City of Grapevine (Estimated) A Meetings/Conference calls ® Deliverables