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HomeMy WebLinkAboutReso 22-24 Approving the Second Amendment to the Consulting Services Agreement between the City of Dublin and Keyser Marston Associates, Inc.DocuSign Envelope ID: 3180B384-576C-40DF-A6B9-1594F44DE8AF RESOLUTION NO. 22 — 24 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DUBLIN APPROVING THE SECOND AMENDMENT TO THE CONSULTING SERVICES AGREEMENT BETWEEN THE CITY OF DUBLIN AND KEYSER MARSTON ASSOCIATES, INC. WHEREAS, on July 15, 2022, the City of Dublin and Keyser Marston Associates, Inc. entered into a Consulting Services Agreement for on -call real estate and development consulting services; and WHEREAS, the agreement, set to expire on July 15, 2025, initially had a not -to -exceed amount of $44,999; and WHEREAS, an amendment was executed on November 2, 2022, following approval by the City Council through Resolution 125-22, to increase the not -to -exceed amount of the agreement to $95,000, incorporating additional fiscal analysis related to the planned future extension of Dublin Boulevard; and WHEREAS, the City and Keyser Marston Associates, Inc. now wish to modify Section 2 of the Agreement to increase the not -to -exceed amount from $95,000 to $145,000, encompassing additional financial analysis related to the Downtown Dublin project and other ongoing development activities; and WHEREAS, Section 2.36.090 of the Dublin Municipal Code requires City Council approval of supplies, equipment, and services with a cost greater than or equal to $45,000. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Dublin does hereby approve the Second Amendment to the Consulting Services Agreement with Keyser Marston Associates, Inc., attached hereto as Exhibit A to this Resolution. BE IT FURTHER RESOLVED that the City Manager is authorized to execute the amendments to the agreement, attached hereto as Exhibit A, and make any necessary, non - substantive changes to carry out the intent of this Resolution. {Signatures on the follow page} Reso. No. 22-24, Item 5.4, Adopted 04/02/2024 Page 1 of 2 DocuSign Envelope ID: 3180B384-576C-40DF-A6B9-1594F44DE8AF PASSED, APPROVED AND ADOPTED this 2nd day of April 2024, by the following vote: AYES: Councilmembers Hu, Josey, McCorriston, Qaadri and Mayor Hernandez NOES: ABSENT: ABSTAIN: ATTEST: DocuSigned by: r City Clerk r DocuSigned by: Mayor, Reso. No. 22-24, Item 5.4, Adopted 04/02/2024 Page 2 of 2 DocuSign Envelope ID: 3180B384-576C-40DF-A6B9-1594F44DE8AF Exhibit A SECOND AMENDMENT TO CONSULTING SERVICES AGREEMENT BETWEEN THE CITY OF DUBLIN AND KEYSER MARSTON ASSOCIATES, INC. FOR ON -CALL REAL ESTATE AND DEVELOPMENT CONSULTING SERVICES WHEREAS, on July 15, 2022, the City of Dublin (hereinafter referred to as "CITY") and Keyser Marston Associates, Inc. (hereinafter referred to as "CONSULTANT") entered into a Consulting Services Agreement for on -call real estate and development consulting services (hereinafter referred to as the "AGREEMENT"); and WHEREAS, an amendment was executed on November 2, 2022, following approval by the City Council through Resolution 125-22, to increase the not -to -exceed amount of the agreement to $95,000, incorporating additional fiscal analysis related to the planned future extension of Dublin Boulevard; and WHEREAS, the City and Keyser Marston Associates, Inc. now wish to modify Section 2 of the Agreement to increase the not -to -exceed amount by $50,000 to $145,000, encompassing additional financial analysis related to the Downtown Dublin project and other ongoing development activities. NOW THEREFORE, for good and valuable consideration, the sufficiency of which is hereby acknowledged, the AGREEMENT is amended as follows: 1) Section 2 shall be rescinded in its entirety and replaced with the following: COMPENSATION. City hereby agrees to pay Consultant a sum not to exceed $145,000, notwithstanding any contrary indications that may be contained in Consultant's proposal, for services to be performed and reimbursable costs incurred under this Agreement. In the event of a conflict between this Agreement and Consultant's proposal, attached as Exhibit B, regarding the amount of compensation, the Agreement shall prevail. City shall pay Consultant for services rendered pursuant to this Agreement at the time and in the manner set forth herein. The payments specified below shall be the only payments from City to Consultant for services rendered pursuant to this Agreement. Consultant shall submit all invoices to City in the manner specified herein. Except as specifically authorized by City in writing, Consultant shall not bill City for duplicate services performed by more than one person. Consultant and City acknowledge and agree that compensation paid by City to Consultant under this Agreement is based upon Consultant's estimated costs of providing the services required hereunder, including salaries and benefits of employees and subcontractors of Consultant. Consequently, the Parties further agree that compensation hereunder is intended to include the costs of contributions to any pensions and/or annuities to which Consultant and its employees, agents, and subcontractors may be eligible. City therefore has no responsibility for such contributions beyond compensation required under this Agreement. 2) Except to the extent inconsistent with this SECOND Amendment, the Parties ratify and confirm all of the terms and conditions of the AGREEMENT. Page 1 of 3 DocuSign Envelope ID: 3180B384-576C-40DF-A6B9-1594F44DE8AF 3) All requisite insurance policies to be maintained by the Consultant pursuant to the Agreement, as may have been amended from time to time, shall include coverage for the amended term, as described above. 4) The individuals executing this Amendment and the instruments referenced in it on behalf of Consultant each represent and warrant that they have the legal power, right and actual authority to bind Consultant to the terms and conditions of this Amendment. SIGNATURES ON THE FOLLOWING PAGE Page 2 of 3 DocuSign Envelope ID: 3180B384-576C-40DF-A6B9-1594F44DE8AF IN WITNESS WHEREOF, the parties hereto have caused this Second Amendment to be executed as of the date of the City Manager's signature below. CITY OF DUBLIN By: Dated: ATTEST: By: Marsha Moore, City Clerk APPROVED AS TO FORM: By: City Attorney KEYSER MARSTON ASSOCIATES, INC. ,-DocuSigned by: By. N.-grARf1FAFif.115Ad75 Linda Smith, City Manager Debbie M. Kern, Managing Principal Page 3 of 3