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HomeMy WebLinkAboutProfessional Services Agreement - Jennifer Settle LLC - Revise City Zoning Ordinance13 16 COUNTY-Crry BunDING 227 W. JE]TERSON BotiLEVARD SOUTH BEND. INDIANA 46601-1830 C11 I YOFSOL)THBEND PETEBUTTIGIEG, MAYOR BOiARD OF' PUBLIC WORKS July 10, 2018 Jennifer Settle Jennifer L. Settle, LLC 610 Lyman Avenue Oak Park, IL 60304 RE. Professional Services Agreement Dear Ms,. Settle. PHONE 574/235-9251 FAX 574/ 235-9171 The Board of Public Works, at its meeting held on July 10, 2018, approved the above referenced agreement to revise the City zoning ordinance in the amount of $116,000. Enclosed please find a copy of the agreement for your records. If you have any further questions regarding this matter, please call this office at (574) 235- 9251. Sincerely, Qz, Linda M. Martin, Clerk Enclosure GARY A. Gii.w, SUZANNA M. Fjz1TZ1'3ER(j ELIZABE"Hi A. MARADIK IAMP,.s A, MUELLER Tlil.:�RESE J. DORAU This Agreement for Professional Services (this "Agreement") is made effective as of 2018 (the "Effective Date"), by and between the City of SouthBend, Indiana, a rnuni ipal corporation organized and operating under the laws of the State of Indiana, acting by and through its Board of Public Works (the "City"), and Jennifer L. Settle, LLC, a limited liability company organized under the laws of the State of Illinois (the "Provider") (each a "Party" and collectively the "Parties"). For and in consideration of the mutual covenants and promises contained herein, the Parties agree as follows: 1. Services. The Provider will provide to the City the professional services (the "Services") set forth in the Provider's proposal attached hereto as Exhibit A (the "Scope of Work"). In the event of any conflict between the terms of this Agreement and the terms of the Scope of Work, the terms of this Agreement will prevail. The Provider will execute its obligations under this Agreement in accordance with the prevailing professional standard of care for projects of similar design and complexity. 2 Compensation. In exchange for the Provider's performance of the Services, and subject to the terms and conditions of this Agreement, the City will pay the Provider a total sum not to exceed One Hundred Sixteen Thousand Dollars ($116,000.00) (the "Contract Amount"). The City will pay the Contract Amount in installments upon regular invoicing by the Provider (each a "Contract Installment"). The City will not be required to pay any Contract Installment if the City is not reasonably satisfied with the Provider's performance under this Agreement or any material default or material breach of this Agreement by the Provider exists, as the City may determine in its sole discretion within the duty of reasonableness, good faith, or fair dealing. The sum of all Contract Installments will not exceed the Contract Amount, and the Provider will not incur or seek reimbursement for any expenses in excess of the Contract Amount. 3. Term-, Termination,• Breach of Contract. A. Unless earlier terminated in accordance with its terms, this Agreement will commence on the Effective Date and end upon the Provider's completion of all its obligations hereunder and the City's final payment therefor. B. Notwithstanding the foregoing, effective on a date ten (10) days' after delivery of a written tennination notice to the Provider, the City may terminate this Agreement, in whole or in part, if the City determines that such termination is in the best interest of the City: In addition, in accordance with applicable laws, payments are subject to annual appropriation. If the City Controller makes a written deternination that funds are not appropriated or are otherwise unavailable to support the continuation of this Agreement, it shall be cancelled. A determination by the City Controller that funds are not appropriated or are otherwise unavailable to support the continuation of performance shall be final and conclusive. The City will not be required to pay any Contract Installment or be otherwise liable for any cost associated with the Provider's performance of any Services after the effective date of termination. However, if the City terminates this Agreement early, City will give Provider ten (10) days' written notice and pay all expenses of Provider incurred under the scope of this Agreement up to the point of the early termination date. C. The Provider's failure to complete the Services in accordance with this Agreement will be considered a material breach. In the event of any breach of this Agreement by the Provider, the City will provide written notice of the breach to Provider within ten (10) days of discovering a breach occurred; further, the City may suspend all payments to the Provider and may pursue any and all remedies available at law or in equity, up to the amount paid to Provider due to such breach. D. Failure of City to make payments to Provider in accordance with this Agreement will be considered material breach. Provider may terminate this Agreement in the event that City is in breach or City defaults in the timely payment of amounts due hereunder and does not remedy the act of default within forty-five (45) days after receipt of written notice from Provider requesting that the default be remedied or cured. Termination of this Agreement will not relieve City of the obligation to pay payments due, nor will it relieve City of its obligation to cover any additional costs incurred by Provider under the scope of this Agreement prior to the effective date of termination. In the event of any breach of this Agreement by City, the Provider may suspend its performance to City and may pursue any and all remedies available at law or in equity. 4. Point of Contact. The City employee identified in Section 10 below will serve as the City's principal point of contact for purposes of this Agreement. 5. Relationship. The Provider shall at all tunes be an independent contractor for the performance of the Services rather than an employee of the City, and no act or omission to act by the Provider shall in any way bind or obligate the City. No employee of the Provider will be considered or deemed to be an employee of the City. This Agreement is strictly for the benefit of the Parties and not for any third party or person. This Agreement was negotiated by the Parties at arm's length and each of the parties hereto has reviewed the Agreement after the opportunity to consult with independent legal counsel. Neither party shall maintain that the language in the Agreement shall be construed against any signatory hereto. The City and the Provider hereby renounce the existence of any form of agency relationship, joint venture, or partnership between the Provider and the City and agree that nothing contained herein or in any document executed in connection herewith shall be construed as creating any such relationship between the City andthe Provider. 6. Indemnification of City. The Provider hereby agrees to indemnify, defend, and hold harmless the City and its officials, employees, and agents, from any reasonable claims which arise from (i) any breach or violation of this Agreement by Provider; (ii) any negligence, gross negligence, or willful misconduct by the Provider under this Agreement and from all costs and attorney fees in connection therewith, except for claims arising out of the negligence or intentional acts or omissions of the City or its officials, directors, employees, or agents. City shall give Provider prompt written notice of any alleged liability or action. The obligations of the Provider under this section shall survive the termination of this Agreement for a period of 5 years. 7. Indemnification of Provider. The City hereby agrees to indemnify, defend, and hold harmless the Provider and its officials, employees, and agents, fi•om any reasonable claims which arise from (i) any breach or violation of this Agreement by City; (ii) any negligence, gross negligence, or willful misconduct by the City under this Agreement and from all costs and attorney fees in connection therewith, except for claims arising out of the negligence or intentional acts or omissions of the Provider or its officials, directors, employees, or agents. Provider shall give City prompt written notice of any alleged liability or action. S. Work Product; Ownership. The Provider will submit its work product to the City in accordance with the terms of the Scope of Work. Any and all work product submitted by the Provider to the City as part of the Provider's performance of the Services shall be free from claims of infi•ingement and will become the exclusive property of the City. The City will have the right to use and reproduce copies of the Provider's work. product as the City determines in its sole discretion without compensation to the Provider except the compensation expressly provided for in this Agreement. The City agrees, to the fullest extent permitted by law, to indemnify, defend, and hold harmless the Provider against any damages, liabilities, or costs, including reasonable attorneys' fees, arising from or allegedly arising from or in any way related to or connected with the reuse or modification of the deliverables by the City. The City will credit the Provider each time the deliverables are used. The City will allow Provider the use of any of its work product submitted to the city in Provider's promotional or marketing materials. 9. Assignment. The Provider shall not assign or subcontract the whole or any part of this Agreement or its obligations hereunder without the prior written consent of the City, except for the Provider's subcontracting, at the Provider's sole cost_ 10 Notices. Any notice required or permitted to be delivered hereunder shall be deemed to be delivered when deposited in the United States Postal Service, postage prepaid, registered or certified mail, return receipt requested, addressed to the City or the Provider, as the case may be, at the address set forth below. Provider: City: Jennifer L. Settle, LLC City of South Bend 610 Lyman Avenue 227 W. Jefferson Boulevard, Suite 1400 S. Oak Park, IL 60304 South Bend, IN 46601 Attn. Jennifer Settle Attn: Michael Divita 11. Equal Opportunity; Non -Discrimination; Compliance. The Provider shall comply with all applicable laws and regulations in its hiring and employment practices and policies for any activity covered by this Agreement. The Provider shall comply with all federal, state, and municipal laws, regulations, and standards applicable to its activities pursuant to this Agreement including, but not limited to, the requirements imposed by Ind. Code 22-9-1-10 (non- discrimination), the provisions of Ind. Code 5-22-16.5 (disqualification for dealings with the government of Iran), and the provisions of Ind. Code 22-5-1.7 (requiring E-Verify for new employees and prohibiting employment of unauthorized aliens). Each of the foregoing provisions is incorporated herein as if set forth in full, and the Provider certifies that she is in compliance with each such provision and shall remain in compliance through the term of this Agreement. 12 Contractor's Affidavit. The Provider agrees, as a condition precedent to the effectiveness of this Agreement, that its authorized representative will execute and submit to the City and any other appropriate bodies an affidavit in the form attached hereto as Exhibit B. 13, Drug -Free Workplace. The Provider hereby agrees to snake a good faith of f'ort to provide and maintain a drug -free workplace, The Provider will give written notice to the City within ten (10) days after receiving actual notice that the Provider or an employee of the Provider within the State of Indiana has been convicted of a criminal drug violation occurring in the workplace. 14. No Waiver. No failure or delay on the part of either Party in exercising any right under this Agreement will operate as a waiver of, or impair, any such right. No single or partial exercise of any such right will preclude any other or further exercise thereof or the exercise of any other right. No waiver of any such right will have effect unless given in a written document signed by the Party waiving such right. No waiver of any right will be deemed waiver of any other right hereunder, 15, Severabillity. In the event any portion of this Agreement shall be held illegal, void, or ineffective, the remaining portions hereof shall remain in ftill force and effect. If any of the terms or conditions of this Agreement are in conflict with any applicable statute or rule of law, then such terms and conditions shall be deemed inoperative to the extent that they may conflict therewith and shall be deemed to be modified to conform to such law. 16. Entire Agreement; An-iendnient, Applicable Law. This Agreement sets forth the entire agreement and understanding between the parties as to the subject matter hereof, and merges and supersedes all prior discussions, agreements, and understandings of any and every nature between them. This Agreement may be amended only by separate writing, signed by authorized representatives of both the Provider and the City. This Agreement will be construed and interpreted ,according to the laws of the State of Indiana. IN WITNESS WHER-EOF, the Parties hereto have caused this Agreement for Professional Services to be effective as of the Effective Date stated above, CITY: CITY OF SOUTH BEND, INDIANA BOARD OF PUBLIC WORKS Gary A. Gilot, President Su-z-'akAa4..rj 4zeir1g4,Mcmnber Therese Dof° , Member Elizabeth Maradik, Member James Mueller, Member ATTEST: inda M. Martin, Cleh c PROVIDER: Jennifer L. Settle, LLC J nifer Settle Scope of Work [See attached.] Proposal for Zoning Ordinance Update For the City of South Bend, Indiana June ll, 2018 Tim Corcoran Director, Planning & Community Resources Department of Community Investment 227 W. Jefferson Blvd., Suite 1300 South Bend, 1N 46601 The following proposal outlines a scope of work and pricing for a complete update to the City of South Bend's Zoning Ordinance. A reorganization of the Code, in combination with simplified development standards and illustrative graphics, will describe regulations with improved clarity in order to make development in these zones more streamlined while promoting the built forms that create vibrant neighborhoods and corridors across the City. Scope of Work Task 1: Proposed start date of July 2018 Project Scope o Call with City Staff to review project scope and set meeting schedule o Obtain maps and code resources for review Review of Codes o Detailed review of existing city wide codes: zoning, parking, landscape, stormwater and parcel subdivision o Detailed review of existing comprehensive, master, and small area plans o Cursory review of proposed draft code changes that will be considered in more detail through this process o Discussion about sample or precedent Codes and relevant elements Code Organization (Working Session 1) o Diagnosis of existing Zoning Ordinance and summary of major organizational changes or areas for consolidation o Generate Table of Contents for proposed zoning ordinance and detailed outline Code Template o Initial InDesign document design and layout by Small Design Lab o List of proposed illustrations and diagrams to be included o Mock-up of a 4 page template describing all zone standards to be calibrated Deliverable: Outline and Initial Document Template in digital format Task 2: July to August • How to Use this Code (Working Session 2) • Summary of Zones o Intent and Character of Zone o Urban, Suburban, Transitional • Administrative & Basic Provisions o Condense these sections where applicable and eliminate redundancies (primarily a city staff task) General Regulations for All Districts {Working Session 3) o Use Table for all Zones O Accessory Uses o City -Wide Building Height Task 3: August to October Development of Zoning Standards (Working Sessions 4-6 o Calibration of each Zone . Development Standards Plan diagrams and axonometric • Additional Building Design Guidelines Architectural Elements Frontage Types o Building Type Recommendations Accessory Dwelling Units Gas Stations Multifamily Task 4: October to November • Supplemental Regulations Mrkiag.Session 7 o Landscape, Parking, & Lighting Regulations o Signage Regulations Task 5: November to January • Overlay Districts (Working Session 8)_ o NNZo Overlay District o Historic Preservation o University District o CBD Form -Based Code Overlay District • Neighborhood Design a PUD ■ Procedure & Requirements Building Design Recommendations 2 o Subdivision Regulations Neighborhood and Block design principles Development Incentives Deliverable: Draft zone pages and illustrations for review as completed per task Task 6: January to February 2019 Definitions Sections o Clarify and add to as needed per new regulations (primarily a city staff task) Document Review o Create collated draft of all updates to the Zoning Ordinance o Call with City to walk through draft document and discuss any outstanding tasks or revisions required o City will provide written feedback and revisions to be included within the final document Document Presentation o Final document will be delivered in an electronic PDF and circulated to City for review and insertion into existing Zoning Code Deliverable: Complete collated document for final review Task 7: Optional • Additional Services o Upon the approval of Community Investment, any follow-up or additional work related to the Zoning Ordinance update but outside of the scope described above will be billed at an hourly rate of $90/hour, in an amount not to exceed $18,000. Task may include products such as design guidelines, developer guides, and additional graphics. Project Budget Task 1 Project Scope Code Diagnosis & Organization J 1. ... .. _ . ....... 1.... Working Session 1 E Code Template by Small Design Lab Sub -To t al $7,400 ..... .. Code Introduction, Administration, & General Task 2 Provisions Working Session 2-3 _. _ Sub Total .. _._ .... _.. _ . $16,000 Task 3 Development of Zoning Standards ..... .... ...... ... ....... .. Working Sessions 4-6 .... Sub -Total I $30,600 I Task 4 ..__. . _...._.. .... Landscape, Parking & Lighting Regulations .... . ..... j Signage Regulations ........... Working Session 7 .......... Sub Total $151800 Task 5 III I Neighborhood Design & Overlay Districts ..... Working Session 8 Sub Total I $20,400 Task 6 I, ..... I Final Document Rev€ew & Organizat€on ISub -Total $5,800 Task 7 I Additional Services .... ..... ISub -Total ..-. .. I $18,000 Travel Expenses L_ .... I Estimated at $90/day per person. I ... ... ......... ..... ... _ I ISub -Total $2,000 ...... Grand Total: All Labor, Lump Sum L ......... I L ......_.. $116,000 4 The total fee for the scope of work described above is $116,000. Invoices for tasks completed, or a percentage of task completed not less than 60%, will be sent on a monthly basis. All travel expenses, estimated at $90/day per person, will be expensed, in an amount not to exceed $2,000. All deliverables will be in digital format. There will be no printed materials provided by the Consultant. If you have any questions, feel free to contact me by email or phone. Thank you for considering me for this project. I am excited about the opportunity to collaborate with such a wonderful team working to improve zoning standards in a manner that facilitates more resilient development. Sincerely, Jennifer L. Settle (Consultant) By: Jennifer L. Settle, LLC Its: Limited Liability Corporation Employer Identification: 83-0848962 Accepted: Dept. of Community Investment (Client) Its: Date: 5 Contractor's Affidavit [See attached.] When the prospective Contractor is unable to certify to any of the statements below, it shall attach an explanation to this Affidavit. CONTRACTOR'S NON -COLLUSION AND NON -DEBARMENT AFFIDAVIT, CERTIFICATION REGARDING INVESTMENT WITH IRAN, EMPLOYMENT ELIGIBILITY VERIFICATION, NON-DISCRIMINATION COMMITMENT AND CERTIFICATION OF USE OF UNITED STATES STEEL PRODUCTS OR FOUNDRY PRODUCTS (Must be completed for all quotes and bids. Please type or print) STATE OF ) SS: COUNTY ) The undersigned Contractor, being duly sworn upon his/her/its oath, affirms under the penalties of perjury that: 1. Contractor has not, nor has any other member, representative, or agent of the firm, company, corporation or partnership represented by him, entered into any combination, collusion or agreement with any person relative to the price to be bid by anyone at such letting nor to prevent any person from bidding nor to induce anyone to refrain from bidding, and that this bid is made without reference to any other bid and without any agreement, understanding or combination with any other person in reference to such bidding. Contractor further says that no person or persons, firms, or corporation has, have or will receive directly or indirectly, any rebate, fee, gift, commission or thing of value on account of such sale; and 2. Contractor certifies by submission of this proposal that neither contractor nor any of its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency; and 3. Contractor has not, nor has any successor to, nor an affiliate of, Contractor, engaged in investment activities in Iran. a. For purposes of this Certification, "Iran" means the government of Iran and any agency or instrumentality of Iran, or as otherwise defined at Ind. Code § 5-22-16.5-5, as amended from time -to -time. b. As provided by Ind. Code § 5-22-16.5-8, as amended from time -to -time, a Contractor is engaged in investment activities in Iran if either: i. Contractor, its successor or its affiliate, provides goods or services of twenty million dollars ($20,000,000) or more in value in the energy sector of Iran; or ii. Contractor, its successor or its affiliate, is a financial institution that extends twenty million dollars ($20,000,000) or more in credit to another person for forty-five (45) days or more, if that person will (i) use the credit to provides goods and services in Non -Collusion Non -Debarment Affidavit Non Iran Form 2016 the energy sector in Iran; and (ii) at the titne the financial institution extends credit, is a person identified on list published by the Indiana Department of Administration. 4. Contractor does not knowingly employ or contract with an unauthorized alien, nor retain any employee or contract with a person that the Contractor subsequently learns is an unauthorized alien. Contractor agrees that he/she/it shall enroll in and verify the work eligibility status of all of Contractor's newly hired employees through the E-Verify Program as defined by I.C. 22-5-1.7-3. Contractor's documentation of enrollment and participation in the E-Verify Program is included and attached as part of this bid/quote; and S. Contractor shall require his/her/its subcontractors performing work under this public contract to certify that the subcontractors do not knowingly employ or contract with an unauthorized alien, nor retain any employee or contract with a person that the subcontractor subsequently learns is an unauthorized alien, and that the subcontractor has enrolled in and is participating in the E-Verify Program. The Contractor agrees to maintain this certification throughout the term of the contract with the City of South Bend, and understands that the City may terminate the contract for default if the Contractor fails to cure a breach of this provision no later than thirty (30) days after being notified by the City. 6. Persons, partnerships, corporations, associations, or joint venturers awarded a contract by the City of South Bend through its agencies, boards, or commissions shall not discriminate against any employee or applicant for employment in the performance of a City contract with respect to hire, tenure, terms, conditions, or privileges of employment, or any matter directly or indirectly related to employment because of race, sex, religion, color, national origin, ancestry, age, gender expression, gender identity, sexual orientation or disability that does not affect that person's ability to perform the work. In awarding contracts for the purchase of work, labor, services, supplies, equipment, materials, or any combination of the foregoing including, but not limited to, public works contracts awarded under public bidding laws or other contracts in which public bids are not required by law, the City, its agencies, boards, or commissions may consider the Contractor's good faith efforts to obtain participation by those Contractors certified by the State of Indiana as a Minority Business ("MBE") or as a Women's Business Enterprise ("WBE") as a factor in determining the lowest, responsible, responsive bidder. In no event shall persons or entities seeking the award of a City contract be required to award a subcontract to an MBE/WBE; however, it may not unlawfully discriminate against said WBE/MBE. A finding of a discriminatory practice by the City's MBE/WBE Utilization Board shall prohibit that person or entity from being awarded a City contract for a period of one (1) year from the date of such determination, and such determination may also be grounds for terminating the contact for which the discriminatory practice or noncompliance pertains. 7. The undersigned contractor agrees that the following nondiscrimination commitment shall be made a part of any contract which it may henceforth enter into with the City of South Bend, Indiana or any of its agencies, boards or commissions. Non -Collusion Non -Debarment Affidavit Non Iran Form 2016 Contractor agrees not to discriminate against or intimidate any employee or applicant for employment in the performance of this contract with privileges of employment, or any matter directly or indirectly related to employment, because of race, religion, color, sex, gender expression, gender identity, sexual orientation, handicap, national origin or ancestry. Breach of this provision may be regarded as material breach of contract. I, the undersigned bidder or agent as contractor on a public works project, understand my statutory obligations to the use of steel products or foundry products made in the United States (I.C. 5-16-8-1). I hereby certify that I and all subcontractors employed by me for this project will use steel products or foundry products made in the United States on this project if awarded. I understand I have an affirmative duty to notify the City in my bid that my proposal does not include the use of steel products or foundry products made in the United States. I understand it is my sole obligation and responsibility to provide a justification to the City, subject to review and approval, why the cost of United States made steel or foundry products is unreasonable. Prior to award and upon submission of bid which does not use steel products or foundry products made in the United States, the City, through its director of public works, shall make a determination if the price of United States made steel or foundry is unreasonable. I understand that violations hereunder may result in forfeiture of contractual payments. I hereby affirm under the penalties of perjury that the facts and information contained in the foregoing bid for public works are true and correct. Dated this 2 S day of�i 4, 201 t ANGELA CAGGIANO Official Seal Notary Public - State of Illinois My Commission Expires Jan 23, 2021 fete Contraetor/Bidder (Firm) Si ture of ontractor/Bidder or Its Agent Jehh,, -1r(fr cfe f , 0w)ie- Printed Name and Title Subscribed and sworn to before me this day of U ^' C 120 My Commission Expires3 /✓�_ Notary Public County of Residence C 4> [ 77 L- Non-Collusion Non -Debarment Affidavit Non Iran Form 2016 BOARD OF PUBLIC WORKS AGENDA ITEM REA VIEW REQUEST FORM Date June 27, 2018 Name Michael Divi'ta Department DCI BPW Date July 10, 2018 Phone Extension 5843 Legal Attorney Name Sandra Kennedy Controller review is required for all Contracts $5,000.00 or more Controller ❑ and greater than one year in length per the City Purchasing Policy Purchasing ❑ N Agreement F] Contract H Proposal Ll Addendum n Professional Services F-1 Amendment E] Bid Opening F] Bid Award El Req. to Advertise Title Sheet E] Quote Opening n Quote Award • Chg Order No, El C/O & PCA No. ❑ P CA • Ease./Encroach. F] Traffic Control El Resolution F-1 Other: F] Claim Company or Vendor Name 9 M RIATf-Tra Mle Project Name Project Number Funding Source Account No. Jennifer L. Settle, LLC El Yes El If Yes, Approved by Purchasing F-1 No F-1 MBE F-1 WBE F-1 No Completed E-Verify Form, Attached ❑ Yes Zoning Ordinance Updates EDIT Amount $116,000 Terms of Contract Purpose/Description Revise CitV of South Bend Zoning Ordinance, including nevv development standards and graphics F-0 r Amount of El increase $ El Decrease $ Previous Amount Current Percent of Change New Amount Total Percent of Change: Time Extension: Copy Original ❑ M ❑ El El Dispersal After Approval Jennifer L. Settle Michael Divita