HomeMy WebLinkAbout03/03/2009, C1 - THIRD PARTY REIMBURSEMENT AGREEMENT WITH CHEVRON council N ti D ° 3-3-09
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C I TY OF SAN LU I S O B I S P O
FROM: Shelly Stanwyck,Assistant City Manager
Prepared by: Christine Dietrick,Assistant City Attorney
SUBJECT: THIRD PARTY REIMBURSEMENT AGREEMENT WITH CHEVRON
RECOMMENDATION
1. Approve a Third Party Reimbursement Agreement with Chevron to create financial
information associated with the development of property owned by Chevron in the Airport
Area.
2. Appropriate $21,000 from the Airport Area Impact Fee Fund to cover the cost of consultant
services to update the Airport Area Specific Plan financing plan.
DISCUSSION
Background
In August 2005, the City adopted the Airport Area Specific Plan (AASP). As a part of that plan,
property owned by Chevron, adjacent to Tank Farm Road (Attachment 1 — Vicinity Map), was
designated for reuse, development, conservation, and remediation. The property was at one time
an active site for oil storage and transportation. As a result of that long ago use, portions of the
Chevron property are contaminated. When the AASP was adopted, not all information was
known as to the extent of the contamination and the remediation necessary to restore the
property. Chevron has since completed a Remedial Action Plan (RAP) which identifies the
actions necessary to remediate the property consistent with the collaborative process conducted
by the Surface Evaluation, Remediation, and Restoration Team (SERRT). The City's Natural
Resources Manager, Dr. Neil Havlik, has been a participating member of the SERRT.
With the AASP and RAP as a backdrop, Chevron on July 3, 2008 submitted an application to the
City for the following: annexation; an AASP Amendment; and a Vesting Tentative Map. This
application is intended to facilitate Chevron's development of a portion (approximately 66 acres,
with the reminder in open space) of the 280 acre Tank Farm Road area property in the City.
Concurrent with its application to the City and consistent with its RAP, Chevron is also
processing a use permit, tentative map and grading plan with the County.
On July 15, 2008, the Council approved a Third Party Reimbursement Agreement with Chevron
to contract for consultant assistance in coordinating the processing of this application by both the
City and the County. Bill Henry of SWCA (formerly known as the Morro Group) is the City and
the County's lead consultant for this endeavor and the costs of his services are being reimbursed
by Chevron. The evaluation of Chevron's applications in the City and the County are being
closely coordinated with the recognition that the ultimate development of the site will occur in
Third Party Reimbursement Agreement with Chevron Page 2
the City. The joint Environmental Impact Report (EIR) for these applications will be underway
shortly upon selection of the firm to perform the work (the EIR is presently out to bid).
Information Needed
Chevron has identified the need to develop up-to-date and precise financial data concerning the
costs of developing in the Airport Area. Chevron has indicated it may be interested in entering
into a development agreement with the City in the future as there may be a need to address the
financing of infrastructure improvements that will serve its property. This information is
separate from the EIR and coordinated development review process that is ongoing. As is the
typical practice with the City, staff recommends that a consultant be hired by the City to develop
this information and that Chevron reimburse the City for this work. Chevron has agreed to this
concept and a third party reimbursement agreement is attached (Attachment 2).
Third Party Reimbursement Agreement
The proposed Third Party Reimbursement Agreement facilitates Chevron's reimbursement of the
City for costs arising from services provided to the City by Goodwin and Associates (Goodwin)
as described in Exhibit A to the Reimbursement Agreement. Goodwin and Associates
previously developed the fiscal information for the City of the AASP. Upon execution of the
Third Party Reimbursement Agreement, Goodwin will be contracted with by the City (by the
City Manager as consistent with City policy) to conduct a series of fiscal analysis. This analysis
will include an update to the Airport Area Specific Plan financing plan, a gap analysis and
feasibility test, and a fiscal impact study. As a further cost savings measure, Goodwin and
Associates anticipates subcontracting for some of this work with RRM Design Group for
infrastructure cost estimating.
AASP Financing Plan Update
Because of the time that has passed since various fees for the AASP were developed, there is a
need to update the underlying cost information from which the fees were generated. This is
information that the City needs for all projects coming forward in the area, not just Chevron.
Accordingly, it makes sense for the City to update the AASP financing plan at this time in
conjunction with the specific work for Chevron. As identified in the Goodwin proposal to staff,
this can be done for a modest added cost of$10,000. Additionally, the City will need to update
the infrastructure costs. RRM Design Group has submitted a proposal for this service in the
amount of$10,980. Both of these contracts are within the City Manager's purchasing authority;
and funds are available in the Airport Area Impact Fee Fund to cover the estimated $21,000 for
these two contracts.
FISCAL IMPACT
There are no General Fund fiscal impacts for the Third Party Reimbursement Agreement or the
AASP financing plan update.
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Third Party Reimbursement Agreement with Chevron Page 3
ALTERNATIVES
1. Not Enter into a Third Party Reimbursement Agreement. Council could decline to enter
into the proposed Third Party Reimbursement Agreement. This alternative is not recommended
as the Agreement presents no fiscal impact to the City and results in the development of valuable
economic information that can be used to better engage in future discussions with Chevron.
2. Do Not Update the AASP Financing Plan. Given the amount of time that has past since
preparation of the current plan, and the efficiencies and economy of scale in combining the
update with the specific work for Chevron, this option is not recommended.
ATTACHMENTS
1. Vicinity Map
2. Third Party Reimbursement Agreement
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Attachment 1
Vicinity Map of Chevron Owned Property
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ATTACHMENT 2
REIMBURSEMENT AGREEMENT
This Reimbursement Agreement ("Agreement") is made on February 2009 by and
between the City of San Luis Obispo, a municipal corporation and Charter City ("City") and
Chevron Land and Development Company, a Delaware corporation ("Chevron").
RECITALS
This Agreement is made with respect to the following facts:
A. Chevron is the intended developer of that certain real property located within the
County of San Luis Obispo, California, generally described as Assessor's Parcels #:
076-381021, 076-382-005, 076-383-001 and 002, 076-351061 and 062 (Tank Farm Road).
This property constitutes the project site and is hereinafter collectively referred to as the
"Property"for the purposes of this Agreement.
B. Chevron is contemplating the development of the Property with Service &
Manufacturing and Business Park uses. Chevron has submitted applications for various
discretionary land use approvals for the development of the Property including, without
limitation, Annexation, Airport Area Specific Plan Amendment and Pre-zoning, Vesting
Tentative Tract Map, Development Agreement and Architectural Review of public facilities
improvements, to allow the development of approximately 66 acres of the 332 acre property, and
environmental documents pursuant to the California Environmental Quality Act ("CEQA"). All
of the above applications shall be referred to collectively as the "Project."
C. Chevron is interested in entering into a development agreement related to the
Project that will; among other issues,address options for financing infrastructure improvements
needed serve the Project. To provide the City with the information needed to assess
development agreement terms that make sense for the City, it is necessary for the City to retain
the services of a qualified consultant.
D. As a condition to the City's consideration of a development agreement, Chevron has
agreed to reimburse the City for the required consultant costs.
AGREEMENT
NOW, THEREFORE, in consideration of the following mutual promises and agreements,
City and Chevron agree as follows:
1. Incorporation of Recitals The parties agree that the Recitals constitute the
factual basis upon which the City and Chevron have entered into this Agreement. The City and
Chevron each acknowledge the accuracy of the Recitals and agree that the Recitals are
incorporated into this Agreement as though fully set forth at length.
2. City to Retain Consultant. As a necessary and indispensable part of its fact-
fmding process relating to the consideration of a development agreement, the City may retain, by
means of a contract ("Consultant Contract") in its reasonable and sole discretion, the services of
the consultant identified in Section 4 of this Agreement (hereinafter "Consultant"). The
presently contemplated scope of work of the respective Consultant is attached hereto as Exhibit
A. The City reserves the right, in its reasonable and sole discretion, to amend the scope of work
ATTACHMENT 2
Reimbursement Agreement
as it deems necessary and appropriate where such amendments are reasonably necessary and
related to the City's proper review and consideration of a development agreement with Chevron.
Chevron agrees that, notwithstanding its reimbursement obligations under this
Agreement, the Consultant selected by the City shall be the contractor exclusively of the City
and not of Chevron. Except for those disclosures required by law including, without limitations,
the Public Records Act, all conversations, notes, memoranda, correspondence, and other forms
of communication by and between the City and the Consultant shall be, to the extent permissible
by law, privileged and confidential and not subject to disclosure to Chevron. Chevron agrees
that it shall have no claim to, nor shall it assert any right in any reports, correspondence, plans,
maps, drawings, news releases or any and all other documents or work product produced by the
Consultant pursuant to the Consultant Contract. The City shall include in the Consultant
Contract a termination provision authorizing the City to, upon short notice, terminate the contract
without cause by sending written notice of termination to the Consultant. Chevron understands
that it will not be a third party beneficiary to City's contract with Consultant.
3. Chevron to Cooperate with Consultant. Chevron agrees to cooperate in good faith
with the Consultant. Chevron agrees that it will instruct its agents, employees, consultants,
contractors and attorneys to reasonably cooperate with the Consultant and to provide all
necessary documents or information reasonably requested of them by the Consultant; provided,
however, that the foregoing shall not require the disclosure of any documents or information of
Chevron which Chevron considers or by law is privileged, proprietary, confidential, or exempt
from disclosure under the Public Records Act.
4. City's Selection of Consultant. The City has selected Goodwin Consulting
Group, Inc. (Consultant) as the Consultant. Chevron agrees that the City may select another
consultant to replace the Consultant identified above and may do so without consulting with
Chevron or obtaining Chevron's approval. Chevron farther agrees that the City may need to
retain additional consultants that are not known at this time in order to process Chevron's
project. The City shall notify Chevron of the need for any additional consultants and shall
amend this Agreement to include the additional consultants. If Chevron disagrees with the
City's need to retain additional consultants, then Chevron's sole and exclusive remedy will be to
terminate this Agreement pursuant to Section 9, subject to Chevron's obligation to reimburse the
City for all consultant costs incurred by,the City prior to the date of termination, whether or not
yet paid by the City to the applicable consultant. Chevron understands that such termination
will relieve the City of further obligation to process its application.
5. Chevron's Reimbursement of Consultant Costs. Expenditures and Administrative
Fees. Chevron shall reimburse the City for one hundred percent (100%) of the actual costs and
expenditures incurred by the City relative to the Consultant Contract ("Consultant Costs"). The
City has preliminarily reviewed the scope of work required of the Consultant and has estimated
the aggregate Consultant Costs and fees to be about$56,000 ("Estimated Consultant Costs"), not
including Optional Task 5, as set forth in Exhibit A, which will be the City's financial
responsibility.
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ATTACHMENT
Reimbursement Agreement
The City may incur aggregate Consultant Costs up to the Estimated Consultant Costs
without specifically notifying Chevron. The City shall inform Chevron five business days prior
to amending the scope of services to be provided by the Contractor and incurring Consultant
Costs that exceed the Estimated Consultant Costs ("Excess Costs"). Chevron's obligation to
reimburse the City for Excess Costs shall be contingent upon the City, before completion of the
work, providing Chevron timely written notice of the amendment to the scope of work and
obtaining Chevron's written consent to incur Excess Costs. If Chevron's delay in providing such
written authorization following timely notice. by the City results in increased consultant costs,.
Chevron additionally agrees to reimburse the City for such increased consultant costs. The
decision to incur Excess Costs and the amount of Excess Costs to incur shall lie with the
reasonable and sole discretion of the City.
If, after receiving notice of amendments to the scope of work, Chevron disagrees with the
City's incurring of Excess Costs, then Chevron's sole and exclusive remedy will be to terminate
this Agreement pursuant to Section 9, subject to Chevron's obligation to reimburse the City for
all Consultant Costs incurred by the City prior to the date of termination, whether or not yet paid
by the City to the Consultant. Chevron understandsthat such termination will relieve the City of
further obligation to process its application.
6. Payment of Consultant Costs and Fees. The City shall not be required to advance
its own funds to pay-Consultant. Chevron shall deposit one hundred percent (100%) of the
estimated Consultant Costs. Upon receipt of these sums, the City shall be authorized to employ
the Consultant. City may invoice Chevron for any excess costs approved by Chevron and
charged by the Consultant pursuant and Chevron shall thereafter promptly deposit within fifteen
(15) days sufficient funds with City to enable City to make timely payment to the Consultant.
With each request for payment the City shall provide Chevron with documentation to
substantiate any demands for payment.
Chevron understands that, despite the City's efforts to hire a qualified Consultant, it is
possible that the work.of the Consultant may, in the City's opinion, prove to be defective, which
may in turn lead to the City refusing to pay some portion of Consultant's bills and/or the City
terminating the services of the Consultant. In such situations, the City may assign, and the
Chevron shall accept, the obligation of resolving and/or paying any outstanding bills of such
Consultant. If litigation ensues concerning Consultant's bills, Chevron must indemnify and
defend the City in that regard. In any situation in which the Consultant is discharged, the City
will, pursuant to Paragraphs 2 through 5, retain other consultants at Chevron's expense.
Notwithstanding the foregoing Chevron shall not be responsible for City's breach of any of the
Consultant agreements.
7. City to Retain Absolute Discretion. Chevron acknowledges and agrees that
notwithstanding Chevron's reimbursement obligations under this Agreement, the City is not
obligatedto approve any or all of the proposed uses or permits for the Property, to approve any
environmental documents or general plan or municipal code amendments which may be required
for any of the uses contemplated for the Property; nor is the City obligated to enter into any form.
of development agreement. Chevron warrants and represents that no City official, officer,
employee, agent or attorney has represented, expressly or impliedly, that the City will approve
any proposed use of the Property or enter into any type of development.agreement.�CChevron
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ATTAGHM.FMT a
Reimbursement Agreement
understands that.there may be numerous legislative and quasi-judicial decisions to be made by
the City with regard to the development of the Property;that all such decisions of the City with
regard to the Property and the contemplated uses of the Property will be made only after
compliance with all the City's statutory and other legal obligations and after considering all
appropriate information and evidence; and that such evidence may cause the City to disapprove
any or all of the contemplated uses of the Property. Notwithstanding anything in this Agreement
to the contrary, the City retains all authority and discretion granted to it by law to approve,
disapprove or modify any of the proposed uses of the Property; and to enter or not enter into any
type of development agreement with Chevron.
Chevron further understands that the City shall not be bound by any recommendations or
conclusions reached by the Consultant and that the City may accept or reject, in whole or in part,
any such recommendations or conclusions that the City, in its reasonable and sole discretion,
deems to be unreasonable or contrary to the City's land use ordinances and regulations; State
statutes or regulations; or its best interests as determined solely by the City..
8. Tenn. The term of this Agreement shall commence on N►dN(n;•- , 2009
and shall terminate when all work required by the Consultant Contract has been completed to the
City's reasonable satisfaction and Chevron has satisfied all of its obligations under this
Agreement including, without limitation, the obligation to pay the City for Consultant Costs and
Excess Costs, whether or not paid by the City to the Consultant prior to the date of termination.
Chevron's obligation to reimburse the City as provided in this Agreement shall survive the
termination of this Agreement pursuant to this Section 8.
9.. Early Termination. For good cause, the City may terminate this Agreement prior
to the term set forth in Section 8 above, without cost or liability to the City, upon thirty (30).days
prior written notice to Chevron. Chevron, upon thirty (30) days' prior written notice, may, in its
reasonable and sole discretion, terminate this Agreement prior to the end of the term set forth in
Section'8 above, provided, however, that Chevron has satisfied all of its obligations under this
Agreement to date of termination regarding reimbursement to the City of both Estimated
Consultant Costs and Excess Costs and, furthermore, that the Chevron has given City written
notice withdrawing its application(s) for the Project.
Within two (2) City working days following either the City's decision to terminate this
Agreement or the City's receipt of written notice indicating Chevron's decision to terminate this
Agreement, the City shall notify the Consultant and instruct them to cease work under the
Consultant Contract. The Consultant shall be instructed to bill the City for any work completed
prior to the date of termination of the Consultant Contract.
10: Remedies Upon Default. An event of default shall be deemed to exist upon the
occurrence of all of the following:
(a) Either the City or Chevron has, without legal justification or excuse,
breached any one or more of its obligations under this Agreement; and
(b) The non-defaulting party has sent written notice to the party claimed to be
in� default, specifying the default and what actions the non-defaulting party asserts should be
taken to remedy the default; and
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raRTACHMEMT
Reimbursement Agreement
(c) The party claimed to be in default has not, within ten (10) days following
receipt of the written notice described above, either corrected the default or taken actions,
reasonably satisfactory to the non-defaulting party, to remedy the default within a reasonable
period of.time, but in no event longer than thirty (30) days after receipt of the written notice
described in (b) above.
Following an event of default, the non-defaulting party may exercise any and all remedies
available to it pursuant to this Agreement, or at law or in equity, including; without limitation,
instituting an action for damages, injunctive relief, or specific performance.
11. Non-Waiver of Rights or Remedies. The failure of a party to exercise any one or
more of its rights or remedies under this Agreement shall not constitute a waiver of that party's
right to enforce that right or seek that remedy in the future. No course of conduct or act of
forbearance on any one or more occasions by any party to this Agreement shall preclude that
party from asserting any right to remedy available to it in the future. No course of conduct or act
of forbearance on any one or more occasions shall be deemed to be an implied modification of
the terms of this Agreement.
12. Assignability. This Agreement may not be assigned by either party without the
prior and express written consent of the other party, which consent shall not be unreasonably
withheld. In determining whether to approve a request by Chevron to assign this Agreement, the
City may consider, among other things,the proposed assignee's financial status and commitment
to the Project. Any attempted assignment of this Agreement not in compliance with the terms of
this Agreement shall be null and void and shall confer no rights or benefits upon the assignee.
Notwithstanding the foregoing, Chevron may assign this Agreement to an affiliate without the
consent of the City.
13. No Oral Modifications. This Agreement represents the entire understanding of
the City and Chevron and supersedes all other prior or contemporaneous written or oral
agreements pertaining to the subject matter of this Agreement. This Agreement may be
modified only by a writing signed by the authorized representatives of both the City and
Chevron.
14. Binding Upon Successors. This Agreement and each of its terms shall be binding
upon the City, Chevron and their respective officers, elected officials, employees, agents,
contractors, and permitted.successors and assigns.
15. Legal Challenges. Nothing herein shall be construed to require City to defend any
third party claims and suits challenging any action taken by the City with regard to any .
procedure or substantive aspect of the City's approval of development of the Property, the
environmental process, proposed uses of the Property or development agreement, if any.
Chevron may, however, in its sole and absolute discretion, appear as realparty in interest in any
such third party action or proceeding. If the City defends such action or proceeding, Chevron
shall be responsible to reimburse the City for whatever legal.fees and costs, in their entirety that
may be incurred by the City in defense of such action or proceeding. The City and Chevron
shall seek to jointly approve legal counsel, but the City shall have the absolute right to retain
such counsel as it deems necessary and appropriate if such joint.agreement cannot be reached.
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ATTACHMEMT 2
Reimbursement Agreement
Chevron shall reimburse City in the event of an award of court costs or attorney fees is made
against City in favor of any third party challenging either the sufficiency of an environmental
impact report or the validity of the City's approval of the Application if any.
16. Attorneys' Fees. In the event that any action or proceeding, including arbitration,
is commenced by either the City or Chevron against the other to establish the validity of this
Agreement or to enforce any one or more of its terms, the prevailing party in any such action or
proceeding shall be entitled to recover from the other, in addition to all other legal and equitable
remedies available to it, its actual attorneys' fees and costs of litigation, including, without
limitation, filing fees, service fees, deposition costs, arbitration of costs and expert witness fees,
including actual costs and attorneys' fees on appeal.
17. Jurisdiction and Venue. This Agreement is executed and is to be performed in the
City of San Luis Obispo, and any action or proceeding brought relative to this Agreement shall
be heard in the appropriate court in the County of San Luis Obispo, California. The City and
Chevron each consent to the personal jurisdiction of the court in any such action or proceeding.
18. Time is of the Essence. Except as otherwise expressly stated, time is of the
essence in the performance of each and every action required pursuant to this Agreement.
19. Covenant of Further Assurances. The City and Chevron shall take all other
actions and execute all other documents, which are reasonably necessary to effectuate this
Agreement.
20. Interpretation. The City and Chevron agree that this Agreement is the product of
mutual negotiations and is an arms-length transaction. Each party has negotiated this
Agreement with the advice and assistance of legal counsel of its own choosing.
It is further agreed that-the terms of this Agreement shall be construed in accordance with
the meaning of the language and shall not be construed for or against either party by reason of
authorship and the rule that ambiguities in a document shall be construed against the drafter of
the document shall have no application to this Agreement. In construing and interpreting this
Agreement, the finder of fact shall give effect to the mutual intention of the City and Chevron,
notwithstanding such ambiguity, and may refer to the facts and circumstances under which this
Agreement is made and such other extraneous evidence as may assist the finder of fact in
ascertaining the intent of the City and Chevron.
21. Severability. If any term or provision of this Agreement is found to be invalid or
unenforceable, the City and Chevron both agree that they would have executed this Agreement
notwithstanding the invalidity of such term or provision. The invalid term or provision may be
severed from the Agreement and the remainder of the Agreement may be enforced in its entirety.
22. Headings. The headings of each section of this Agreement are for the purposes of
convenience only and shall not be construed to either expand.or limit the express terms and
language of each section.
23. Representations of Authority. Each party signing this Agreement on behalf of a
party which is not a natural person hereby represents and warrants to the other party that all
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ATTAC14: E V T
Reimbursement Agreement
necessary legal prerequisites to that party's execution of this Agreement have been satisfied and
that he or she has been authorized to sign this Agreement and bind the party on whose behalf he
or she signs.
24. Notices. Notices required under this Agreement shall be sent to the following:
If to the City: City of San Luis Obispo
Attn: City Administrative Officer
990 Palm Street
San Luis Obispo, CA 93401-3249
Facsimile No. (805) 781-7109
If to Chevron: Chevron Land and Development Company
Attn: William Almas
4051 Broad Street, Suite 230
San Luis Obispo, CA 93401
Notices given pursuant to this Agreement shall be deemed received as follows:
(a) If sent by United States Mail—five (5) calendar days after deposit into the United
States Mail, first class postage prepaid.
(b) If by facsimile—upon transmission and actual receipt by the receiving party.
(c) If by express courier service or hand deliver — on the date of receipt .by the
receiving party.
The addresses to notices set forth in.this Section 24 may be changed upon written notice
of such change to either the City or the Chevron, as appropriate.
25. Days. Unless otherwise specified to the contrary, "days" in this Agreement shall
mean calendar, not business days.
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"TTACHNIEVT I
Reimbursement Agreement
CITY OF SAN LUIS OBISPO
A Municipal Corporation (the "City")
By:
City Administrative Officer
ATTEST:
City Clerk
APPROVED AS TO FORM:
omey
CHEVRON LAND AND
DEVELOPMENT COMPANY
By:.-c
APPROVED AS TO FORM:
Legal for evrgon
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ExmiBIT A
CITY OFSAN LUIS Mum
AIRPORT AREA SPECIFIC PLAN
CHEVRON RESTORATION AND REDEVELOPMENT PROJECT
SCOPE OF WORK
Goodwin Consulting Group, Inc. (GCG) will conduct a series of analyses for the City of San
Luis Obispo (City) to support a financing strategy that bridges the anticipated gap between
infrastructure costs required to allow the Chevron Restoration and Redevelopment Project
(Project) to commence and the Project's fair share of total Airport Area Specific Plan (AASP)
infrastructure costs. These analyses may include either a limited, or more comprehensive, update
to the AASP financing plan, a gap analysis and feasibility test, and a fiscal impact study.
The Project area consists of approximately 332 acres commonly known as the Chevron Tank
Farm. This area represents a significant portion of the developable area within the AASP.
Development plans call for approximately 433,000 square feet of business park land uses on 27
acres and 370,000 square feet of services/manufacturing land uses on 26 acres. Open space and
environmental mitigation land uses would utilize 250 acres, while another 15 acres would be
designated for active sports fields. A total of 14 acres would be earmarked for streets and other
public rights-of-way.
The specific tasks to be performed under this scope of work include the following:
Task 1. AASP Financing Plan Limited Update
GCG will gather the information needed to prepare a limited update to the AASP Public
Facilities Financing Plan (PFFP). This task will include reviewing documents and coordinating
with the City and Chevron to confirm assumptions for items such as updated cost estimates for
infrastructure components applicable to the Project, appropriate cost escalators to apply to other
in elements required to serve the entire RASP, and updated land uses applicable to
the Project and the AASP as a whole. The updated PFFP will be used to determine the Project's
.fair share obligation for AASP-wide infrastructure. One draft PFFP update will be provided for
review by the City and Chevron, and one final PFFP update will be prepared.
A total of 50 person hours is estimated to complete this task.
Task 2. Gap Analysis and Feasibility Test
Using the results of Task 1, GCG will compare the Project's fair share of infrastructure to the
infrastructure required for the Project to develop. To the extent the Project's required
infrastructure is oversized (exceeds its fair share), GCG will work with the City and Chevron to
estimate the amount and the approximate timing of the oversized infrastructure.
SLO RASP Chevron Project A-1 November S,2008
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ATTACHAMEXT 2
Although it is expected that infrastructure will be oversized, the Project may still be viable.
GCG will perform several tests of Project feasibility to ascertain if the oversized infrastructure
will likely place too heavy a burden on the Project for it to be successful. Three tests will be
conducted: 1) a burden-to-value analysis, which compares the infrastructure burden to the value
of developed land uses; 2) a competitive market analysis, which compares the Project burdens
and burden-to-value ratios to those of other projects in San Luis Obispo and the larger regional
marketplace; and 3) a residual land value analysis, which evaluates the profit margin of the
Project. Note that a more comprehensive pro forma cash flow analysis is not expected to be
required in order to test feasibility, and is not included in this scope of work. Also, GCG will
rely on the City and Chevron to provide data to complete the secondand third feasibility tests
described above.
If the City and Chevron agree that the Project may not be feasible, GCG will evaluate and
describe tools to close the financing gap. These vehicles may include implementation of an
impact fee reimbursement program, formation of a land-secured financing district such as a
CFD, or other alternatives. GCG will explore up to three financing options that do not involve a
financial commitment from the City.
GCG will prepare a memo and supporting tables to document the results of the gap analysis,
feasibility tests, and financing methods to achieve Project feasibility. One draft of the memo will
be provided for review by the City and Chevron, and one final memo will be prepared.
A total of 100 person hours is estimated to complete this task.
Task 3. Fiscal Impact Study and City Financing Tools
To the extent a funding gap cannot be fully mitigated with sources of financing that do not entail
utilizing City resources, GCG will conduct a fiscal impact analysis of the AASP and the Project.
Relying somewhat on the 1998 fiscal model prepared by the City, GCG will quantify the
ongoing fiscal revenues that will be produced, subtract them from the ongoing fiscal expenses
that will be incurred by the City to provide public services, and determine the net fiscal impact.
The net fiscal impacts of the entire AASP, and the Project in particular, will be evaluated; results
will be presented based on buildout of the two areas.
Assuming positive fiscal impacts are projected, GCG will work with the City to evaluate ways in
which the City may be able to contribute toward the feasibility of the Project. The use of COPS
or other ways to leverage general fund revenues, either directly or indirectly, will be explored.
GCG will explore up to two financing options that involve a financial commitment from the
City. The results of this task will be incorporated into the memo described above in Task 2.
A total of 80 person hours is estimated to complete this task.
Task 4. Meetings
It is assumed that most of the necessary correspondence and team interaction to complete Tasks
1 through 3 can be conducted via e-mail and conference calls. However, it is likely that some
face-to-face meetings may be required, including a kick-off meeting, a meeting at the conclusion
SLO RASP Chevron Project A-2 November S,2008
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ATTACPMEX.
of the study to present findings, or other meetings as requested by the group. For purposes of
estimating a budget, it is assumed that a total of two meetings will be required.
A total of 50 hours is estimated to complete this task, which involves two people attending two
meetings.
Task 5. AASP Financing Plan Comprehensive Update (Optional Task)
GCG will gather the additional information, above and beyond that required to complete Task 1,
needed to prepare a comprehensive update to the AASP PFFP. This task will involve reviewing
documents and coordinating with the City to assemble an entirely new set of infrastructure
requirements and cost estimates for the AASP, which may include new infrastructure categories,
expanded infrastructure elements, updated cost estimates, and other changes. This task includes
no additional meetings, and the budget for this task represents the incremental amount of work
over that required to complete Task 1. It is assumed that this task is not required to complete the
scope of work related strictly to the Project.
A total of 50 person hours is estimated to complete this task.
SLO RASP Chevron Project A-3 November 5,2008
ATTACHMENT 2
ExHIBIT B
CITY OFSAN Luis OBISPO
AIRPORTAREA SPECIFICPLAN
CHEVRON RESTORATION AND REDEVELOPMENT PROJECT
BUDGETAND SCHEDULE
Services
Goodwin Consulting Group, Inc. (GCG) proposes a maximum budget (including expenses, as
described below) to complete Task I and Task 2 in the Scope of Work of$10,000 and $20,000,
respectively, for a total of$30,000. If Task 3 is required, the maximum budget to complete that
task would be $16,000. The budget for Task 4 is $10,000, bringing the total budget for Tasks .1
through 4 to $56,000. The budget for Optional Task 5 is $10,000. These budgets represent
maximum amounts not to be exceeded. Additional consulting services beyond those included in
the scope of work may be provided if total hourly billings are less than the maximum budget..
Alterriatively, if the scope of services can be completed for less than the maximum budget, only
the hours actually expended will,be billed. Additional meetings beyond those incorporated into
the scope of work will be billed on a time-and-materials basis.
Following is the schedule of GCG's hourly service rates:
Hourly Service Rates
Managing Principal $240/Hour
Principal $225/Hour
Senior Associate $180/Hour
Associate $155/Hour
.Analyst $140/Hour .
Research Assistant $80/Hour
* The rates reflected above are valid through December 31,2008,and may be adjusted thereafter.
Expenses
In addition to fees for services, GCG shall be reimbursed for direct expenses, including mileage
and other travel-related expenses, photocopying, data sources, courier, overnight delivery, and
long-distance telephone and fax expenses.
Billing Structure
GCG will submit monthly invoices providing details of services rendered and expenses incurred.
Invoices are due and payable within 30 days.
Schedule
GCG will complete Tasks 1 and 2, up to providing a draft memo as described in Task 2, within
120 days after receiving an executed contract, a notice of authorization to proceed, and the initial
data required to start work.
SLO RASP Chevron Project B-1 November S,2008
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