PSA

PROFESSIONAL SERVICES AGREEMENT
(Not Construction Related)
GLENDALE TRANSPORTATION IIP AND DIF UPDATE

This Professional Services Agreement ("Agreement") is entered into and effective between CITY OF GLENDALE,
an Arizona municipal corporation ("City") and Tischler Bise, Inc., a District of Columbia,

authorized to do business in the State of Arizona, ("Consultant") as of the day of

20 (“Effective Date”).

RECITALS

A. City intends to undertake a project for the benefit of the public and with public funds that is more fully set
forth in Exhibit A, Project (the "Project");

B. City desires to retain the professional services of Consultant to perform certain specific duties and produce
the specific work as set forth in the attached Exhibit B, Project Scope of Work (“Scope”);
Cc. Consultant desires to provide City with professional services (“Services”) consistent with best consulting or
architectural practices and the standards set forth in this Agreement, in order to complete the Project; and
D. City and Consultant desire to memorialize their agreement with this document.
AGREEMENT

The parties hereby agree as follows:

1. Key Personnel; Other Consultants and Subcontractors.
11 Professional Services. Consultant will provide all Services necessary to assure the Project is

completed timely and efficiently consistent within Project requirements, including, but not limited
to, working in close interaction and interfacing with City and its designated employees, and working
closely with others, including other consultants or contractors, retained by City.

12 Project Team.
a. Project Manager.

(1) Consultant will designate an employee as Project Manager with sufficient training,
knowledge, and experience to, in the City's opinion, complete the project and
handle all aspects of the Project such that the work produced by Consultant is
consistent with applicable standards as detailed in this Agreement; and

(2) The City must approve the designated Project Manager.
b. Project Team.

(1) The Project Manager and all other employees assigned to the Project by
Consultant will comprise the "Project Team."

(2) Project Manager will have responsibility for and will supervise all other employees
assigned to the Project by Consultant.

c Discharge, Reassign, Replacement.

(a) Consultant acknowledges the Project Team is comprised of the same petsons and
roles for each as may have been identified in Exhibit A.

(2) Consultant will not discharge, reassign, replace or diminish the responsibilities of
any of the employees assigned to the Project who have been approved by City

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without City's prior written consent unless that person leaves the employment of
Consultant, in which event the substitute must first be approved in writing by City.

(3) Consultant will change any of the members of the Project Team at the City's
request if an employee's performance does not equal or exceed the level of
competence that the City may reasonably expect of a person performing those
duties, or if the acts or omissions of that person are detrimental to the
development of the Project.

d, Subcontractors. Consultant shall not engage any subcontractor for the work or services to
be performed under this Agreement.

Schedule. The Services will be undertaken in a manner that ensures the Project is completed timely and
efficiently in accordance with the Project.

Consultant’s Work.

3.1

3.2

3.3

3.4

Standard. Consultant must perform Services in accordance with the standards of due diligence,
care, and quality prevailing among consultants having substantial experience with the successful
furnishing of Services for projects that are equivalent in size, scope, quality, and other criteria under
the Project and identified in this Agreement.

Licensing. Consultant warrants that:

a. Consultant currently holds all appropriate and required licenses, registrations and other
approvals necessary for the lawful furnishing of Services ("Approvals"); and

b. Neither Consultant nor any Subconsultant has been debatred or otherwise legally excluded
from contracting with any federal, state, or local governmental entity (""Debarment").

(1) City is under no obligation to ascertain or confirm the existence or issuance of any
Approvals or Debatments, ot to examine Consultant's contracting ability.

(2) Consultant must notify City immediately if any Approvals or Debarment changes
during the Agreement's duration. The failure of the Consultant to notify City as
required will constitute a material default under the Agreement.

Compliance. Services will be furnished in compliance with applicable federal, state, county and
local statutes, rules, regulations, ordinances, building codes, life safety codes, and other standards
and criteria designated by City.

Consultant must not discriminate against any employee or applicant for employment on the basis
of race, color, religion, sex, national origin, age, marital status, sexual orientation, gender identity or
expression, genetic characteristics, familial status, U.S. military veteran status or any disability.
Consultant will require any Sub-contractor to be bound to the same requirements as stated within
this section. Consultant, and on behalf of any subcontractors, warrants compliance with this
section.

Coordination: Interaction.

a. For projects that the City believes requires the coordination of various professional
services, Consultant will work in close consultation with City to proactively interact with
any other professionals retained by City on the Project ("Coordinating Project
Professionals").

b. Subject to any limitations expressly stated in the Project Budget, Consultant will meet to
review the Project, Schedule, Project Budget, and in-progress work with Coordinating
Project Professionals and City as often and for durations as City reasonably considers
necessary in order to ensure the timely work delivery and Project completion.

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3.5

c. For projects not involving Coordinating Project Professionals, Consultant will proactively
interact with any other contractors when directed by City to obtain or disseminate timely
information for the proper execution of the Project.

Work Product.

a. Ownership. Upon receipt of payment for Services furnished, Consultant grants to City
exclusive ownership of and all copyrights, if any, to evaluations, reports, drawings,
specifications, project manuals, surveys, estimates, reviews, minutes, all "architectural
work" as defined in the United States Copyright Act, 17 U.S.C § 101, ef seg., and other
intellectual work product as may be applicable ("Work Product").

(1) This grant is effective whether the Work Product is on paper (e.g., a "hard copy"),

in electronic format, or in some other form.

(2) Consultant warrants, and agrees to indemnify, hold harmless and defend City for,
from and against any claim that any Work Product infringes on third-party
proprietary interests.

b. Delivery. Consultant will deliver to City copies of the preliminary and completed Work
Product promptly as they are prepared.

c City Use.
(1) City may reuse the Work Product at its sole discretion.
(2) In the event the Work Product is used for another project without further

consultations with Consultant, the City agrees to indemnify and hold Consultant
harmless from any claim arising out of the Work Product.

(3) In such case, City will also remove any seal and title block from the Work Product.

Compensation for the Project.

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4.2

43

Compensation. Consultant's compensation for the Project, including those furnished by its
Subconsultants or Subcontractors will not exceed $49,440 as specifically detailed in Exhibit D
("Compensation").

Change in Scope of Project. The Compensation may be equitably adjusted if the originally
contemplated Scope as outlined in the Project is significantly modified.

a. Adjustments to Compensation require a written amendment to this Agreement and may
require City Council approval.

b. Additional services which are outside the Scope of the Project contained in this Agreement
may not be performed by the Consultant without prior written authorization from the City.

c Notwithstanding the incorporation of the Exhibits to this Agreement by reference, should
any conflict atise between the provisions of this Agreement and the provisions found in
the Exhibits and accompanying attachments, the provisions of this Agreement shall take
priority and govern the conduct of the parties.

Allowances. An “Allowance” may be identified in Exhibit D only for work that is required by the
Scope and the value of which cannot reasonably be quantified at the time of this Agreement.

a. As stated in Sec. 4.1 above, the Compensation must incorporate all Allowance amounts
identified in Exhibit D and any unused allowance at the completion of the Project will
remain with City.

b. Consultant may not add any mark-up for work identified as an Allowance and which is to
be performed by a Subconsultant.
c Consultant will not use any portion of an Allowance without prior written authorization
from the City.
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d. Examples of Allowance items include, but are not limited to, subsurface pothole
investigations, survey, geotechnical investigations, public participation, radio path studies
and material testing.

44 Expenses. City will reimburse Consultant for certain out-of-pocket expenses necessarily incurred
by Consultant in connection with this Agreement, without mark-up (the “Reimbursable
Expenses”), including, but not limited to, document reproduction, materials for book preparation,
postage, courier and overnight delivery costs incurred with Federal Express or similar cartiers,
travel and car mileage, subject to the following:

a. Mileage, airfare, lodging and other travel expenses will be reimbursable only to the extent
these would, if incurred, be reimbursed to City of Glendale personnel under its policies
and procedures for business travel expense reimbursement made available to Consultant
for review prior to the Agreement’s execution, and which policies and procedures will be
furnished to Consultant;

b. The Reimbursable Expenses in this section are approved in advance by City in writing; and

c. The total of all Reimbursable Expenses paid to Consultant in connection with this
Agteement will not exceed the “not to exceed” amount identified for Reimbursable
Services in the Compensation.

5. Billings and Payment.

5.1 Applications.

a. Consultant will submit monthly invoices (each, a "Payment Application") to City's Project
Manager and City will remit payments based upon the Payment Application as stated
below.

b. The petiod covered by each Payment Application will be one calendar month ending on
the last day of the month.

5.2 Payment.

a. After a full and complete Payment Application is received, City will process and remit
payment within 30 days.

b. Payment may be subject to or conditioned upon City's receipt of:
(1) Completed work generated by Consultant and its Subconsultants; and

(2) Unconditional waivers and releases on final payment from all Subconsultants as
City may reasonably request to assure the Project will be free of claims arising
from required performances under this Agreement.

5.3 Review and Withholding. City's Project Manager will timely review and certify Payment

Applications.
a. If the Payment Application is rejected, the Project Manager will issue a written listing of
the items not approved for payment.
b. City may withhold an amount sufficient to pay expenses that City reasonably expects to
incur in correcting the deficiency or deficiencies rejected for payment.
6. Termination.
6.1 For Convenience. City may terminate this Agreement for convenience, without cause, by

delivering a written termination notice stating the effective termination date, which may not be less
than 15 days following the date of delivery.

a. Consultant will be equitably compensated for Services furnished prior to receipt of the
termination notice and for reasonable costs incurred.

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b. Consultant will also be similarly compensated for any approved effort expended, and
approved costs incurred, that are directly associated with Project closeout and delivery of
the required items to the City.

6.2 For Cause. City may terminate this Agreement for cause if Consultant fails to cure any breach of
this Agreement within seven days after receipt of written notice specifying the breach.

a. Consultant will not be entitled to further payment until after City has determined its
damages. If City's damages resulting from the breach, as determined by City, are less than
the equitable amount due but not paid Consultant for Services furnished, City will pay the
amount due to Consultant, less City's damages, in accordance with the provisions of Sec. 5.

b. If City's direct damages exceed amounts otherwise due to Consultant, Consultant must pay
the difference to City immediately upon demand; however, Consultant will not be subject
to consequential damages more than $1,000,000 or the amount of this Agreement,
whichever is greater.

Conflict. Consultant acknowledges this Agreement is subject to A.R.S. § 38-511, which allows for
cancellation of this Agreement in the event any person who is significantly involved in initiating,
negotiating, securing, drafting, or creating the Agreement on City's behalf is also an employee, agent, or
consultant of any other party to this Agreement.

Insurance. For the duration of the term of this Agreement, Consultant shall procure and maintain
insurance against claims for injuries to persons or damages to property which may arise from or in
connection with the performance of all tasks or work necessary to complete the Project as herein defined.
Such insurance shall cover Consultant, its agent(s), representative(s), employee(s) and any subcontractors.

8.1 Minimum Scope and Limit of Insurance. Coverage must be at least as broad as:

a. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01,
including products and completed operations, with limits of no less than $1,000,000 per
occurrence for bodily injury, personal injury, and property damage. If a general aggregate
limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggtegate limit shall be twice the required occurrence limit.

b. Automobile Liability: Insurance Services Office Form Number CA 0001 covering Code 1
(any auto), with limits no less than $1,000,000 per accident for bodily injury and property
damage.

c. Professional Liability. Consultant must maintain a Professional Liability insurance

covering errors and omissions arising out of the work or services performed by Consultant,
or anyone employed by Consultant, or anyone for whose acts, mistakes, errors and
omissions Consultant is legally liability, with a liability insurance limit of $1,000,000 for
each claim and a $2,000,000 annual aggregate limit.

d. Worker’s Compensation: Insurance as required by the State of Arizona, with Statutory
Limits, and Employers’ Liability insurance with a limit of no less than $1,000,000 per
accident for bodily injury or disease.

8.2 Indemnification.

a. To the fullest extent permitted by law, Consultant must defend, indemnify, and hold
harmless City and its elected officials, officers, employees and agents (each, an
"Indemnified Party," collectively, the "Indemnified Parties") for, from, and against any and
all claims, demands, actions, damages, judgments, settlements, personal injury (including
sickness, disease, death, and bodily harm), property damage (including loss of use),
infringement, governmental action and all other losses and expenses, including attorneys!
fees and litigation expenses (each, a "Demand or Expense" collectively "Demands or
Expenses") asserted by a third-party (ie. a person or entity other than City or Consultant)
and that arises out of or results from the breach of this Agreement by the Consultant or

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8.3

8.4

8.5

8.6

the Consultant’s negligent actions, errors or omissions (including any Subconsultant or
Subcontractor or other person or firm employed by Consultant), whether sustained before
or after completion of the Project.

b. This indemnity and hold harmless provision applies even if a Demand or Expense is in
part due to the Indemnified Party's negligence or breach of a responsibility under this
Agreement, but in that event, Consultant will be liable only to the extent the Demand or
Expense results from the negligence or breach of a responsibility of Consultant or of any
person or entity for whom Consultant is responsible.

c Consultant is not required to indemnify any Indemnified Parties for, from, or against any
Demand or Expense resulting from the Indemnified Party's sole negligence or other fault
solely attributable to the Indemnified Party.

Other Insurance Provisions. The insurance policies required by the Section above must contain,
or be endorsed to contain the following insurance provisions:

a. The City, its officers, officials, employees and volunteers ate to be covered as
additional insureds of the CGL and automobile policies for any liability arising from or
in connection with the performance of all tasks or work necessary to complete the Project
as herein defined. Such liability may arise, but is not limited to, liability for materials, parts
or equipment furnished in connection with any tasks, or work performed by Consultant or
on its behalf and for liability arising from automobiles owned, leased, hired or borrowed
on behalf of the Consultant. General liability coverage can be provided in the form of an
endorsement to the Consultant’s existing insurance policies, provided such endorsement is
at least as broad as ISO Form CG 20 10, 11 85 or both CG 20 10 and CG 23 37, if later
revisions are used.

b. For any claims related to this Project, the Consultant’s insurance coverage shall be
primary insurance with respect to the City, its officers, officials, employees, and
volunteers. Any insurance or self-insurance maintained by the City, its officers, officials,
employees or volunteers shall be in excess of the Consultant’s insurance and shall not
contribute with it.

c Each insurance policy required by this Section shall provide that coverage shall not be
canceled, except after providing notice to the City.

Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of
no less than A: VII, unless the Consultant has obtained prior approval from the City stating that a
non-conforming insurer is acceptable to the City.

Waiver of Subrogation. Consultant hereby agrees to waive its rights of subrogation which
any insurer may acquire from Consultant by virtue of the payment of any loss. Consultant agrees
to obtain any endorsement that may be necessary to affect this waiver of subrogation. The
Workers’ Compensation Policy shall be endorsed with a waiver of subrogation in favor of the City
for all work performed by the Consultant, its employees, agent(s) and subcontractot(s).

Verification of Coverage. Within 15 days of the Effective Date of this Agreement, Consultant shall
furnish the City with original certificates and amendatory endorsements, or copies of any applicable
insurance language making the coverage required by this Agreement effective. All certificates and
endorsements must be received and approved by the City before work commences. Failure to
obtain, submit or secure the City’s approval of the required insurance policies, certificates or
endorsements prior to the City’s agreement that work may commence shall not waive the
Consultant’s obligations to obtain and verify insurance coverage as otherwise provided in this
Section. The City reserves the right to require complete, certified copies of all required insurance
policies, including any endorsements or amendments, required by this Agreement at any time
during the Term stated herein.

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10.

11.

Consultant’s failure to obtain, submit or secure the City’s approval of the required insurance
policies, certificates or endorsements shall not be considered a Force Majeure or defense for any
failure by the Consultant to comply with the terms and conditions of the Agreement, including any
schedule for performance or completion of the Project.

8.7 Subcontractors. Consultant shall require and shall verify that all subcontractors maintain insurance
meeting all requirements of this Agreement.

8.8 Special Risk or Circumstances. The City reserves the right to modify these insurance requirements,
including any limits of coverage, based on the nature of the risk, prior experience, insurer, coverage
or other citcumstances unique to the Consultant, the Project or the insurer.

E-verify, Records and Audits. To the extent applicable under A.R.S. § 41-4401, the Consultant warrant
their compliance and that of its subconsultants with all federal immigration laws and regulations that relate
to their employees and compliance with the E-verify requirements under A.R.S. § 23-214(A). The
Consultant or subconsultant’s breach of this wartanty shall be deemed a material breach of the Agreement
and may result in the termination of the Agreement by the City under the terms of this Agreement. The City
retains the legal right to randomly inspect the papers and records of the other party to ensure that the other
party is complying with the above-mentioned warranty. The Consultant and subconsultant watrant to keep
their respective papers and records open for random inspection during normal business hours by the other
party. The parties shall cooperate with the City’s random inspections, including granting the inspecting party
entry rights onto their respective properties to perform the random inspections and waiving their respective
tights to keep such papers and records confidential.

No Boycott of Israel. To the extent A.R.S § 35-393 through § 35-393.03 are applicable, the parties hereby
certify that they are not currently engaged in, and agree for the duration of the Agreement to not engage in,
a boycott of goods or services from Israel, as that term is defined in A.R.S § 35-393.

Attestation of PCI Compliance. When applicable, the Consultant will provide the City annually with a
Payment Card Industry Data Security Standard (PCI DSS) attestation of compliance certificate signed by an
officer of Consultant with oversight responsibility.

Notices.

12.1. A notice, request or other communication that is required or permitted under this Agreement (each
a "Notice") will be effective only if:

The Notice is in writing; and
b. Delivered in person or by overnight courier service (delivery charges prepaid), certified or
registered mail (return receipt requested).

c. Notice will be deemed to have been delivered to the person to whom it is addressed as of
the date of receipt, if:

(1) Received on a business day before 5:00 p.m. at the address for Notices identified
for the Party in this Agreement by U.S. Mail, hand delivery, or overnight courier
service; of

(2) As of the next business day after receipt, if received after 5:00 p.m.

d. ‘The burden of proof of the place and time of delivery is upon the Party giving the Notice.

e. Digitalized signatures and copies of signatures will have the same effect as original
signatures.

12.2 Representatives.

a. Consultant. Consultant's representative (the "Consultant's Representative") authorized to
act on Consultant's behalf with respect to the Project, and his or her address for Notice
delivery is:

L. Carson Bise

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14.

Tischler Bise, Inc.
4701Sangamore Road, Suite 240
Bethesda, Maryland 20816

City. City's representative ("City's Representative") authorized to act on City's behalf, and
his or her address for Notice delivery is:

City of Glendale

c/o Don Bessler
Engineering Department
Glendale, Arizona 85301

With required copy to:
City Manager City Attorney
City of Glendale City of Glendale

5850 West Glendale Avenue 5850 West Glendale Avenue
Glendale, Arizona 85301 Glendale, Arizona 85301

Concurrent Notices.

(1) All notices to City's representative must be given concurrently to City Manager
and City Attorney.
(2) A notice will not be deemed to have been received by City's representative until

the time that it has also been received by the City Manager and the City Attorney.

(3) City may appoint one ot more designees for the purpose of receiving notice by
delivery of a written notice to Consultant identifying the designee(s) and their
respective addresses for notices.

Changes. Consultant or City may change its representative or information on Notice, by
giving Notice of the change in accordance with this section at least ten days prior to the
change.

Financing Assignment. City may assign this Agreement to any City-affiliated entity, including a non-
profit corporation or other entity whose primaty purpose is to own or manage the Project.

Entire Agreement; Survival; Counterparts; Signatures.

14.1

14.2

Integration. This Agreement contains, except as stated below, the entire agreement between City
and Consultant and supersedes all prior conversations and negotiations between the parties
regarding the Project or this Agreement.

a.

Neither Party has made any representations, warranties or agreements as to any matters
concerning the Agreement's subject matter.

Representations, statements, conditions, or warranties not contained in this Agreement will
not be binding on the parties.

The solicitation, any addendums and the response submitted by the Contractor are
incorporated into this Agreement as if attached hereto. Any Contractor response modifies
the original solicitation as stated. Inconsistencies between the solicitation, any addendums
and the response or any excerpts attached as Exhibit A and this Agreement will be
resolved by the terms and conditions stated in this Agreement.

Interpretation.

a.

The parties fairly negotiated the Agreement's provisions to the extent they believed
necessary and with the legal representation they deemed appropriate.

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15.

16.

17.

18.

b. The parties are of equal bargaining position and this Agreement must be construed equally
between the parties without consideration of which of the patties may have drafted this
Agreement.

c The Agreement will be interpreted in accordance with the laws of the State of Arizona.

14.3. Survival. Except as specifically provided otherwise in this Agreement, each warranty,
representation, indemnification and hold harmless provision, insurance requirement, and every
other tight, remedy and responsibility of a Party, will survive completion of the Project, or the
eatlier termination of this Agreement.

14.4 Amendment. No amendment to this Agreement will be binding unless in writing and executed by
the parties. Electronic signature blocks do not constitute execution for purposes of this Agreement.
Any amendment may be subject to City Council approval.

14.5 Remedies. All rights and remedies provided in this Agreement are cumulative and the exercise of
any one or more right or remedy will not affect any other rights or remedies under this Agreement
or applicable law.

14.6 Severability. If any provision of this Agreement is voided or found unenforceable, that
determination will not affect the validity of the other provisions, and the voided or unenforceable
provision will be reformed to conform with applicable law.

14.7 Counterparts. This Agreement may be executed in counterparts, and all counterparts will together
comprise one instrument.

Term.

15.1 Renewals. The term of this Agreement commences upon the effective date and continues for a
one (1) year initial period. The City may, at its option and with the approval of the Consultant,
extend the term of this Agreement an additional one (1), renewable on an annual basis. Consultant
will be notified in writing by the City of its intent to extend the Agreement period at least thirty (30)
calendar days prior to the expiration of the original or any renewal Agreement period. Price
adjustments will only be reviewed during the Agreement renewal period and will be a determining
factor for any renewal. There are no automatic renewals of this Agreement.

15.2 Extension for Procurement Process. Upon the expiration of the Term of this Agreement,
including the initial term and any renewals, at the City’s sole discretion, this Agreement may be
extended on a month-to-month basis for a maximum of six (6) months to allow for the City to
complete its procurement process to select a vendor to provide the services/materials similar to
those provided under this Agreement. The City will notify the Contractor in writing of its intent to
extend the Agreement at least thirty (30) calendar days prior to the expiration of the Term. Any
extension provided under this subsection will continue under the same terms and conditions as in
effect immediately prior to the expiration of the then-current term.

Dispute Resolution. Any controversy or claim arising out of or relating to this contract, or the breach
thereof, shall be settled by arbitration administeted according to the American Arbitration Association’s
Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any
court having jurisdiction thereof.

Coopetative Use of Contract. This agreement may be extended for use by other governmental agencies
And political subdivisions of the State. Any such usage by other entities must be in accord with the
ordinances, charter, rules and regulations of the respective entity and the approval of the Contractor and
City. For a list of SAVE members, click on the following link:

http: ; .gov/ business /purchasing/save

Exhibits. The following exhibits, with reference to the term in which they are first referenced, are
incorporated by this reference.

Exhibit A Project
Exhibit B Scope of Work

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Exhibit C
Exhibit D

Schedule
Compensation

(Signatures appear on the following page.)

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The parties enter into this Agreement effective as of the date shown above.

ATTEST:

Julie K. Bower (SEAL)
City Clerk

APPROVED AS TO FORM:

Michael D. Bailey
City Attorney

City of Glendale,
an Arizona municipal corporation

By: Kevin Phelps
Its: City Manager

Tischler Bise, Inc.,
a District of Columbia corporation

By: L. Carson Bise
Its: President

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EXHIBIT A
Professional Services Agreement

PROJECT
Revise the City’s existing Transportation I[P and Development Fee Report to reflect the evolution of West Glendale

and updated information on land use and transportation needs for the area, and compile updated costs and projects
for the East Glendale Service Area

See attached

EXHIBIT B
Professional Services Agreement

SCOPE OF WORK

Work Scope

The intent of this work scope is to revise the City’s existing Transportation IIP and Development Fee Report
to reflect the evolution of West Glendale and updated information on land use and transportation needs for
the area. Finally, updated costs and projects will be compiled for the East Glendale Service Area.

TASK 1: PROJECT INITIATION / DATA ACQUISITION

During this task, we will meet with City staff to establish lines of communication, review and discuss project
goals and expectations related to the project, review (and revise if necessary) the project schedule, request
data and documentation related to new proposed development, and discuss City staffs role in the project.
The objectives of this initial discussion are outlined below:

« Obtain and review current demographics and other land use information

= Review and refine work plan and schedule

= Discuss current and previous work efforts related to this topic

= Assess additional information needs and required staff support

» Identify and collect data and documents relevant to the analysis

= Identify any major policy issues
Meetings:
One (1) on-site visit to meet with City project management team/City staff as appropriate.
Deliverables:

Data request memorandum.

TASK 2: DEVELOP LAND USE ASSUMPTIONS

TischlerBise will review and update annual projections of population, employment, housing, commercial,
industrial and other nonresidential square footage data for ten (10) years. This will be based on discussions
with City staff and review of published information and information available from the Maricopa Association
of Governments. The Consultant will prepare a memorandum discussing the recommended land use
projections (Land Use Assumptions Document) that will serve as the basis for the IIP and development
impact fee schedule. TischlerBise will prepare a plan that includes projections of changes in land uses,
densities, intensities, and population for a specific service area. A map of the area(s) to which the land use
assumptions apply will also be included in this task.

Meetings:

The Engineering Department will coordinate a meeting that include Developments Services, Transportation
and Economic Development.

Deliverables:

TischlerBise

FISCAL | ECONOMIC | PLANNING

TischlerBise will prepare a draft technical memorandum discussing the recommended Land Use
Assumptions. After review and sign-off by the City, a final memorandum will be issued, which will become
part of the final Transportation Development Fee Report.

TASK 3: IDENTIFY CAPITAL NEEDS AND COSTS

This task will determine the relevant capital needs and costs due to growth. This will include separate needs
for the East and West Glendale Service Areas. This Task will also include a review the existing
Transportation IIP and further define the categories of “Incremental lane widening” and “Incremental
intersection improvements” to include extension of streets to complete the street network.

1) Long-Range Capital Need — TischlerBise will focus on relevant documents such as the relevant
planning documents and master plans, the current Capital Improvements Plan, and other
mapping and data that is available. Discussions will aim not only to understand the specific costs,
but also to assess the size and scope of projects and whether capital facility needs are due to
normal replacement, catch-up, or new demand.

2) Service Units — TischlerBise will define the standardized measures of consumption, use, or
generation attributable to an individual unit of development for each category of “necessary
public services” or facility expansions.

3) Review Cost Estimates — TischlerBise will review the costs of infrastructure improvements, real
property, financing, engineering, and architectural services associated with the “necessary public
services” to be included in the IIP and development fees.

4) Financing Costs — TischlerBise will identify projected interest charges and other financial costs
which are to be used for repayment of principal and interest of debt used to finance construction
of “necessary public services” identified in the IIP.

5) Identify Ineligible Costs — TischlerBise will identify costs that are not eligible for inclusion in the
IP and development fees. Ineligible costs include projects not included in the IIP; repair,
maintenance, or operation of existing facilities; projects which serve existing development in
order to meet stricter regulatory requirements; projects which provide a higher level-of-service
to existing development; and administrative, maintenance, and operating costs.

6) Determine Service Areas — Specify the area(s) within the City’s boundaries in which
development will be served by the “necessary public services’ or facility expansions and that a
substantial nexus exists between the necessary public services or facility expansions and the
development being served as prescribed in the IIP.

As part of calculating the fee, costs for infrastructure improvements, real property, financing, engineering,
and architectural services will be considered. TischlerBise will consider all of these components in
developing an equitable allocation of costs.

Meetings:
Two (2) meetings with City staff.
Deliverables:

See Task 6.

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TASK 4: DETERMINE NEED FOR “CREDITS” TO BE APPLIED AGAINST TRANSPORTATION
CAPITAL COSTS

There are two types of “credits” that are included in the calculation of impact fees, each with specific, distinct
characteristics. The first is a credit due to possible double payment situations. This could occur when a
property owner will make future contributions toward the capital costs of a public facility covered by an
impact fee. An example of this is when a developer improves more than their required % street
improvement, a credit is owed toward their Transportation DIF.

The second is a credit toward the payment of an impact fee for the required dedication of public sites and
improvements provided by the developer and for which the development fee is imposed. Both types of
credits will be considered and addressed in the development fee study.

Deliverables:
Memoranda as appropriate. See Task 8.

TASK 5: DISCUSS PRELIMINARY METHODOLOGIES AND POLICY OPTIONS

The requirement that development fees be based on an IIP does not equate to a requirement that only the
plan-based methodology can be used in the calculations. The IIP can reflect the past capacity investments
in infrastructure that will be repaid by new development with development fee revenue. Likewise, the City
can plan to provide new development the same level-of-service being currently provided to existing
development.

TischlerBise will evaluate different allocation methodologies for the Transportation IIP and development fee
to determine which methodology is the most appropriate measure of the demand created by new
development. These methodologies include:

Cost Recovery Methodology — This methodology is best suited for infrastructure which has already been
built and has excess capacity available to be utilized for new development.

Incremental Expansion Methodology — Under this approach, new development will receive the current
level-of-service being provided to existing development by the existing inventory of infrastructure.

Plan-Based Methodology — This methodology primarily evaluates the CIP for new development’s
proportionate share of planned capital projects. It is important to note, however, that CIP’s are often fiscally
constrained and may not reflect the true requirements of new development. TischlerBise will therefore also
evaluate master plans for different categories of infrastructure.

This comprehensive approach and consideration of alternative methodologies will allow maximization of
the transportation development fees. TischlerBise to prepare draft levels-of-service tables and methodology
recommendations for each infrastructure category and component. We will discuss this information with
City staff to ensure understanding and acceptance. Policy alternatives will be discussed as appropriate.
This should help ensure “sign-off and prevent time delays in finalizing the analysis.

Meetings:

One (1) meeting with City staff and elected officials (if desired) to discuss and explain the preliminary
findings, assumptions, and results. As a no charge option, TischlerBise can meet with a Stakeholder Group
if the City desires.

Deliverables:

TischlerBise will prepare a “story board” for staff review and comment detailing proposed levels-of-service,
cost estimates, service areas, credits and recommended calculation methodologies.

TASK 6: PREPARE DRAFT TRANSPORTATION INFRASTRUCTURE IMPROVEMENT PLAN (IIP)

In this task, TischlerBise’s qualified professionals will prepare a Transportation IIP using generally accepted
engineering and planning practices for each “necessary public service” for which a development fee can
be assessed. Development of the IIP will include the following subtasks:

= Reserve Capacity —- The IIP will identify transportation infrastructure capacity to be reserved to
serve future development.

= Description of Existing Transportation Facilities in the Service Area(s) — The IIP will include
a description of the existing transportation facilities in the service area(s) and the costs to upgrade,
update, improve, expand, correct, or replace those services to meet existing needs and usage and
stricter safety, efficiency, environmental, and regulatory standards.

= Analysis of Total Capacity — The IIP will identify the current usage and commitments for usage
of capacity of the existing transportation facilities.

= Description of “Necessary Public Services” Attributable to New Development — The IIP will
describe all parts of transportation facility expansions and their costs necessitated by and
attributable to development in the service area(s) based on the approved land use assumptions.
Cost forecasts will include the costs of infrastructure improvements, real property, financing,
engineering, and architectural services.

" Equivalency/Conversion Table — The IIP will include a table establishing the specific level or
quantity of use, consumption, or generation of a service unit for transportation facility expansions.
The table will include the ratio of a service unit to various types of residential, commercial, and
industrial land uses.

= Projected Service Units — The IIP will include the total number of projected service units
necessitated by and attributable to new development in the service area(s), based on the approved
land use assumptions.

= Projected Demand for Necessary Public Services — The IIP will include a ten-year projection of
the demand for transportation facility expansions required by new service units.

= Forecast of Non-Development Fee Revenues from New Service Units — The IIP will forecast
revenues other than development fees generated by new service units, such as state-shared
revenue, highway user revenue, federal revenue, ad valorem property taxes, construction
contracting or similar excise taxes, and the capital recovery portion of utility fees attributable to

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FISCAL | ECONOMIC | PLANNING

development based on the approved land use assumptions. This subtask will include a plan to
include these contributions in determining the extent of the burden created by new development.

These subtasks will result in a written plan that identifies transportation facility expansions that are to be
the subject of a development fee and complies with the requirements of State law.

Meetings:
None.
Deliverables:

Draft Infrastructure Improvement Plan.

TASK 7: CONDUCT FUNDING AND CASH FLOW ANALYSIS; ESTIMATE ANNUAL OPERATING
cOsTs

In order to prepare a meaningful IP, it is important to evaluate the anticipated funding sources. In this task,
TischlerBise will prepare a ten-year cash flow analysis. This calculation will allow the City to better
understand the revenue potential of the development fees and the amount which would be needed if the
fees were discounted. It will also provide a good understanding of the cash flow needed to cover the
infrastructure costs for new development. The cash flow analysis will indicate whether additional funds
might be needed or whether the IIP might need to be altered. This could also affect the total credits
calculated in the previous task. Therefore, it is likely that a number of iterations will be conducted in order
to refine the cash flow analysis reflecting the capital improvement needs. Development fee revenues can
only be spent on capital projects that add capacity. Operating and maintenance costs associated with these
capital improvements will have to be funded from other revenue sources, mostly likely from the General
Fund. To estimate the annual operational and maintenance costs of the projected infrastructure,
TischlerBise will utilize several data sources, including:

= Most recently adopted operating budget.
= Most recently adopted CIP.
= Capital project/program submittal sheets from departments.

Meetings:
None.

Deliverables:

See Task 8.

TASK 8: PREPARE FINAL TRANSPORTATION LAND USE ASSUMPTIONS, liP AND
DEVELOPMENT FEE REPORT, PUBLIC PRESENTATIONS

TischlerBise will prepare a written report for the City that summarizes the need for transportation
development fees and the relevant methodologies employed, as well as documentation for all assumptions
and cost factors. The report will include at a minimum the following information:

= Executive Summary.

=  Adetailed description of the methodology used during the study.

A detailed description of all level-of-service standards and cost factors used and accompanying
rationale.

A Transportation IIP spanning a maximum ten-year planning horizon, listing projects, costs, timing,
and financing.

A detailed schedule of proposed transportation fees listed by land use type and activity.

Other information which adequately explains and justifies the resulting recommended fee schedule.
A ten-year cash flow analysis of development fees and estimate of operating costs.

Meetings:
Two (2) presentations/work sessions with the City Council to present and discuss final Transportation Land
Use Assumptions, Development Fee Report and IIP as part of the legislatively required adoption process.

Deliverables:

Final Transportation Land Use Assumptions, IIP and Development Fee Report and presentation materials
for meetings.

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See attached

EXHIBIT C
Professional Services Agreement

SCHEDULE