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HomeMy WebLinkAbout11 - Market Research - Retail Loads - Marketing MaterialsCITY OF NEWPORT BEACH CITY COUNCIL STAFF REPORT Agenda Item No. it May 27, 2008 TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL FROM: Planning Department Leigh M. De Santis, Economic Development Administrator, 949- 644-3207, Idesantis@city. newpo rt- beach. ca. us SUBJECT: Professional Service Agreement with Buxton Community ID for Market Research, Retail Leads, and Marketing Materials RECOMMENDATION: 1. Approve the professional Services Agreement with Buxton Community ID for a not to exceed cost of seventy -five thousand dollars ($75,000). 2. Authorize the mayor and City Clerk to sign the Agreement. DISCUSSION: Background: The Strategic Plan for Fiscal and Economic Sustainability sets as its first goal the revitalization of older commercial areas. Objective 1.1 Action step 1 directs "contracting with a consulting firm to prepare speck reports for each commercial village and/or identified sub -area, utilizing existing and new data to provide research on commercial market area and purchasing trend detail. The consultant should provide business attraction recommendations, contact information, and targeted retailer marketing packages." Following that directive a Marketing RFP was developed and sent to five marketing consultants. Three firms said they planned to respond. Only one actually submitted a proposal. The proposing firm is Buxton Community ID. Buxton has evolved a niche expertise that staff believes is most likely to achieve the goal of actually bringing new businesses. Buxton explains their approach in what they call their "Statement of Uniqueness ", which says in part. PSA with Buxton Community ID May 27, 2008 Page 2 1. CommunitylD is a target - marketing system specifically designed for communities. Most traditional marketing research firms offer retail studies for economic development using some form of a Gap Analysis. Gap Analysis typically identifies broad industry segments that are selected because annual sales of that segment are less than regional or state averages. CommunitylD uses drive time derived trade area information and lifestyles analysis to identify the specific retailer that will provide the goods and services that the customers in the trade area want to buy. CommunitylD is able to tell its clients precisely which retail concepts they should be recruiting; who in that company they should contact, and delivers the factual data required to make, the recruiting effort a reality. 2. CommunitylD is available in all regions of the United States for communities varying in size and geography. It has helped communities land in excess of 15 million square feet of retail as a result of our analysis. 3. Buxton has developed location profiles for over 4,500 retailers and restaurants. This proprietary database allows us to match these firms' customer and location requirements with a community's trade area and then identify only those firms that can successfully locate and operate in the community. 4. Proprietary systems and software blends consumer databases. CommunitylD has one of the country's largest collections of consumer data available. Many of the databases are updated as often as every 30 days. Through the use of proprietary systems and software we have been uniquely able to enhance typical standalone database programs to significantly enrich and expand the data, making it more effective for retail analysis. The RFP requested that the consultant examine three commercial areas, and create trade area maps for each area, and develop three targeted marketing leads and accompanying .recruiting materials for each area for a minimum of nine custom marketing packages. Based on the Strategic Plan staff referenced Balboa Village, Lido and Cannery Villages and McFadden Square and West Newport as the three areas in the RFP. Since then the Economic Development Committee (EDC) has pointed out that West Newport has few vacancies and that it might more productive to study another area. Staff will continue to consult with the EDC on the third area. For the price they usually charge, Buxton is proposing to allow the City to select six marketing leads per area, for a total of eighteen custom marketing packages. They will provide two hard copies of each package, a PDF version, and each of the 18 marketing packages will be loaded onto SCOUT (proprietary software) for the City's use. The SCOUT software is available to the City for one year as part of this contract. With the SCOUT software the City will have the ability to create additional marketing materials 2 PSA with Buxton Community ID May 27, 2008 Page 3 and do some additional searches. The contract provides that the City at its sole option may subscribe to SCOUT for another year at the cost of $1,000 per month. Buxton anticipates accomplishing all of its work in approximately sixty days for the flat rate of $75,000. Should the City request additional work it will be billed at $200 per hour. Staff contacted five (5) of Buxton's long list of references; all were very satisfied and highly recommended Buxton and their services. Two had use Buxton more than once. All felt that businesses had been successfully attracted based on the materials from Buxton. Environmental Review: Approval of a PSA is not a project as defined by CEQA. . Funding Availability: Funding for this project exists in account #2720 -8080. It was one of the projects envisioned at the time of adoption of the Strategic Plan and the budget amendment of $350,000 for its phase 1 implementation. Prepared by: Submitted by: 44 eigh eDe Santis, Economic Development Administrator Sharon Z. Wood, Assistant City Mahbger Attachments: Professional Services Agreement 3 PROFESSIONAL SERVICES AGREEMENT WITH BUXTON COMMUNITY ID FOR A RETAIL MARKETING PROGRAM FOR THREE RETAIL AREAS IN NEWPORT BEACH THIS AGREEMENT is made and entered into as of this 10th day of June, 2008, by and between the CITY OF NEWPORT BEACH, a Municipal Corporation ( "City"), and BUXTON COMPANY, a Texas Corporation whose office is located at 2651 South Polaris Drive, Forth Worth, Texas, ( "Consultant "), and is made with reference to the following: RECITALS A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. City is planning to recruit retail businesses to broaden the scope of products and services available to residents and visitors, capture sales tax leakage, increase jobs and enhance retail villages by decreasing vacancies. C. City desires to engage Consultant to study three retail villages, as established by the Strategic Plan for Fiscal and Economic Sustainability, for the purpose of identifying three viable retail business leads for each village and providing materials and contacts to be used by the City to recruit those businesses ( "Project'). D. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the services described in this Agreement. E. The principal members of Consultant for purposes of Project, shall be Lisa Hill, Territory Business Manager, Amy Wetzel, Senior Vice President, Philip Davis, Manager /Senior GIS Analyst, Bill R. Shelton, CEcD and Harvey H. Yamagate, Chief marketing Officer & President and other members of the staff of Buxton Community ID. F. City has solicited and received a proposal from Consultant, has reviewed the previous experience and evaluated the expertise of Consultant, and desires to retain Consultant to render professional services under the terms and conditions set forth in this Agreement. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM The term of this Agreement shall commence on the above written date, and shall terminate on the 30th day of June, 2009, unless terminated earlier as set forth herein. U 2. SERVICES TO BE PERFORMED Consultant shall diligently perform all the services described in the Scope of Services attached hereto as Exhibit A and incorporated herein by reference. The City may elect to delete certain tasks of the Scope of Services at its sole discretion. 3. TIME OF PERFORMANCE Time is of the essence in the performance of services under this Agreement and Consultant shall perform the services in accordance with the schedule included in Exhibit A. The failure by Consultant to strictly adhere to the schedule may result in termination of this Agreement by City. Notwithstanding the foregoing, Consultant shall not be responsible for delays due to causes beyond Consultant's reasonable control. However, in the case of any such delay in the services to be provided for the Project, each parry hereby agrees to provide notice to the other party so that all delays can be addressed. 3.1 Consultant shall submit all requests for extensions of time for performance in writing to the Project Administrator not later than ten (10) calendar days after the start of the condition that purportedly causes a delay. The Project Administrator shall review all such requests and may grant reasonable time extensions for unforeseeable delays that are beyond Consultant's control. 3.2 For all time periods not specifically set forth herein, Consultant shall respond in the most expedient and appropriate manner under the circumstances, by either telephone, fax, hand - delivery or mail. 4. COMPENSATION TO CONSULTANT City shall pay Consultant for the services as follows: $15,000 due on execution.of this agreement; $35,000 due upon delivery of the three retail site assessments; and $25,000 due upon delivery of the nine retail marketing packages (three appropriate leads for each area). In accordance with the provisions of this Section and the Schedule of Billing Rates attached hereto as Exhibit B and incorporated herein by reference. Consultant's compensation for all work performed in accordance with this Agreement, including all reimbursable items and subconsultant fees, shall not exceed Seventy -Five Thousand Dollars ($75,000) without prior written authorization from City. No billing rate changes shall be made during the term of this Agreement without the prior written approval of City. 4.1 Consultant shall submit invoices to City describing the work performed. Consultant's bills shall include the name of the person who performed the work, a brief description of the services performed and/or the specific task in the Scope of Services to which it relates, the date the services were 2 S performed., City shall pay Consultant no later than thirty (30) days after approval of the invoice by City staff. 4.2 City shall reimburse Consultant only for those costs or expenses specifically approved in this Agreement, or specifically approved in writing in advance by City. Unless otherwise approved, such costs shall be limited and include nothing more than the following costs incurred by Consultant: A. The actual costs of subconsultants for performance of any of the services that Consultant agrees to render pursuant to this Agreement, which have been approved in advance by City and awarded in accordance with this Agreement. B. Approved reproduction charges. C. Actual costs and /or other costs and /or payments specifically authorized in advance in writing and incurred by Consultant in the performance of this Agreement. 4.3 Consultant shall not receive any compensation for Extra Work performed without the prior written authorization of City. As used herein, "Extra Work" means any work that is determined by City to be necessary for the proper completion of the Project, but which is not included within the Scope of Services and which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Compensation for any authorized Extra Work shall be paid in accordance with the Schedule of Billing Rates as set forth in Exhibit B. 4.4 Notwithstanding any other provision of this Agreement, when payments made by City equal 90% of the maximum fee provided for in this Agreement, no further payments shall be made until City has accepted the final work under this Agreement. 5. PROJECT MANAGER Consultant shall designate a Project Manager, who shall coordinate all phases of the Project. This Project Manager shall be available to City at all reasonable times during the Agreement term. Consultant has designated Lisa Hill to be its Project Manager. Consultant shall not remove or reassign the Project Manager or any personnel listed in Exhibit A or assign any new or replacement personnel to the Project without the prior written consent of City. City's approval shall not be unreasonably withheld with respect to the removal or assignment of non -key personnel. Consultant,. at the sole discretion of City, shall remove from the Project any of its personnel assigned to the performance of services upon written request of City. Consultant warrants that it will continuously furnish the necessary personnel to complete the Project on a timely basis as contemplated by this Agreement. 3 6. ADMINISTRATION This Agreement will be administered by the Economic Development Division of the Planning Department. Leigh M. De Santis, Economic Development Administrator shall be the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator or his /her authorized representative shall represent City in all matters pertaining to the services to be rendered pursuant to this Agreement. 7. CITY'S RESPONSIBILITIES In order to assist Consultant in the execution of its responsibilities under this Agreement, City agrees to, where applicable: A. Provide access to, and upon request of Consultant, one copy of all existing relevant information on file at City. City will provide all such materials in a timely manner so as not to cause delays in Consultant's work schedule. B. Provide blueprinting and other services through City's reproduction company for bid documents. Consultant will be required to coordinate the required bid documents with City's reproduction company. All other reproduction will be the responsibility of Consultant and as defined above. C. Provide usable life of facilities criteria and information with regards to new facilities or facilities to be rehabilitated. 8. STANDARD OF CARE 8.1 All of the services shall be performed by Consultant or under Consultant's supervision. Consultant represents that it possesses the professional and technical personnel required to perform the services required by this Agreement, and that it will perform all services in a manner commensurate with community professional standards. All services shall be performed. by qualified and experienced personnel who are not employed by City, nor have any contractual relationship with City. By delivery of completed work, Consultant certifies that the work conforms to the requirements of this Agreement and all applicable federal, state and local laws and the professional standard of care. 8.2 Consultant represents and warrants to City that it has, shall obtain, and shall keep in full force in effect during the term hereof, at its sole cost and expense, all licenses, permits, qualifications, insurance and approvals of whatsoever nature that is legally required of Consultant to practice its profession. Consultant shall maintain a City of Newport Beach business license during the term of this Agreement. 8.3 Consultant shall not be responsible for delay, nor shall Consultant be responsible for damages or be in default or deemed to be in default by N reason of strikes, lockouts, accidents, or acts of God, or the failure of City to furnish timely information or to approve or disapprove Consultant's work promptly, or delay or faulty performance by City, contractors, or governmental agencies. 9. HOLD HARMLESS To the fullest extent permitted by law, Consultant shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, agents, volunteers, and employees (collectively, the "Indemnified Parties ") from and against any and all claims (including; without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorney's fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims "), which may arise from or in any manner relate (directly or indirectly) to any breach of the terms and conditions of this Agreement, any work performed or services provided under this Agreement including, without limitation, defects in workmanship or materials or Consultant's presence or activities conducted on the Project (including the negligent and/or willful acts, errors and/or omissions of Consultant, its principals, officers, agents, employees, vendors, suppliers, consultants, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable or any or all of them). Notwithstanding the foregoing, nothing herein shall be construed to require Consultant to indemnify the Indemnified Parties from any Claim arising from the sole negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorney's fees in any action on or to enforce the terms of this Agreement. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the Consultant. 10. INDEPENDENT CONTRACTOR It is understood that City retains Consultant on an independent contractor basis and Consultant is not an agent or employee of City. The manner and means of conducting the work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the expressed terms of this Agreement. Nothing in this Agreement shall be deemed to constitute approval for Consultant or any of Consultant's employees or agents, to be the agents or employees of City. Consultant shall have the responsibility for and control over the means of performing the work, provided that Consultant is in compliance with the terms of this Agreement. Anything in this Agreement that may appear to give City the right to direct Consultant as to the details of the performance or to exercise a measure of control over Consultant shall mean only that Consultant shall follow the desires of City with respect to the results of the services. w 5 11. COOPERATION Consultant agrees to work closely and cooperate fully with City's designated Project Administrator and any other agencies that may have jurisdiction or interest in the work to be performed. City agrees to cooperate with the Consultant on the Project. 12. CITY POLICY Consultant shall discuss and review all matters relating to policy and Project direction with City's Project Administrator in advance of all critical decision points in order to ensure the Project proceeds in a manner consistent with City goals and policies. 13. PROGRESS Consultant is responsible for keeping the Project Administrator and /or his/her duly authorized designee informed on a regular basis regarding the status and progress of the Project, activities performed and planned, and any meetings that have been scheduled or are desired. 14. INSURANCE Without limiting Consultant's indemnification of City, and prior to commencement of work. Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement, a policy or policies of liability insurance of the type and amounts described below and in a form satisfactory to City. A. Certificates of Insurance. Consultant shall provide certificates of insurance with original endorsements to City as evidence of the insurance coverage required herein. Insurance certificates must be approved by City's Risk Manager prior to commencement of performance or issuance of any permit. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. B. Signature. A person authorized by the insurer to bind coverage on its behalf shall sign certification of all required policies. C. Acceutable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders' Rating of A (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. D. Coverage Requirements. Workers' Compensation Coverage. Consultant shall maintain Workers' Compensation Insurance and Employer's Liability 9. Insurance for his or her employees in accordance with the laws of the State of California. In addition, Consultant shall require each subcontractor to similarly maintain Workers' Compensation Insurance and Employer's Liability Insurance in accordance with the laws of the State of California for all of the subcontractor's employees. Any notice of cancellation or non - renewal of all Workers' Compensation policies must be received by City at least thirty (30) calendar days (10 calendar days written notice of non- payment of premium) prior to such change. The insurer shall agree to waive all rights of subrogation against City, its officers, agents, employees and volunteers for losses arising from work performed by Consultant for City. ii. General Liability Coverage. Consultant shall maintain commercial general liability insurance in an amount not less than two million dollars ($2,000,000) per occurrence for bodily injury, personal injury, and property damage, including without limitation, contractual liability. If commercial general liability insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this Agreement, or the general aggregate limit shall be at least twice the required occurrence limit. Automobile Liability Coverage. Consultant shall maintain automobile insurance covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than two million dollars ($2,000,000) combined single limit for each occurrence. iv. Professional Errors and Omissions Insurance. Consultant shall maintain professional errors and omissions insurance, which covers the services to be performed in connection with this Agreement in the minimum amount of two million dollars ($2,000,000). E. Endorsements. Each general liability and automobile liability insurance policy shall be endorsed with the following specific language: i. The City, its elected or appointed officers, officials, employees, agents and volunteers are to be covered as additional insureds with respect to liability arising out of work performed by or on behalf of the Consultant. ii. This policy shall be considered primary insurance as respects to City, its elected or appointed officers, officials, employees, agents and volunteers as respects to all claims, losses, or liability arising directly or indirectly from the Consultant's operations or services provided to City. Any insurance maintained by City, including any self- insured retention City may have, shall be considered excess 10 7 insurance only and not contributory with the insurance provided hereunder. iii. This insurance shall act for each insured and additional insured as though a separate policy had been written for each, except with respect to the limits of liability of the insuring company. iv. The insurer waives all rights of subrogation against City, its elected or appointed officers, officials, employees, agents and volunteers. V. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to City, its elected or appointed officers, officials, employees, agents or volunteers. vi. The insurance provided by this policy shall not be suspended, voided, canceled, or reduced in coverage or in limits, by either party except after thirty (30) calendar days (10 calendar days written notice of non - payment of premium) written notice has been received by City. F. Timely Notice of Claims. Consultant shall give City prompt and timely notice of claim made or suit instituted arising out of or resulting from Consultant's performance under this Agreement. G. Additional Insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work. 15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS Except as specifically authorized under this Agreement, the services to be provided under this Agreement shall not be assigned, transferred contracted or subcontracted out without the prior written approval of City. Any of the following shall be construed as an assignment: The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant if Consultant is a partnership or joint- venture or syndicate or cotenancy, which shall result in changing the control of Consultant. Control means fifty percent (50 %) or more of the voting power, or twenty -five percent (25 %) or more of the assets of the corporation, partnership or joint-venture. 16. SUBCONTRACTING The parties recognize that a substantial inducement to City for entering into this Agreement is the professional reputation, experience and competence of Consultant. Assignments of any or all rights, duties or obligations of the Consultant under this Agreement will be permitted only with the express written consent of City. Consultant shall not subcontract any portion of the work to be performed under this Agreement without the prior written authorization of City. N k1 17. OWNERSHIP OF DOCUMENTS Each and every report, draft, map, record, plan, document and other writing produced (hereinafter "Documents "), prepared or caused to be prepared by Consultant, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall become the exclusive property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Consultant or any other party. Consultant shall, at Consultant's expense, provide such Documents to City upon prior written request. Documents, including drawings and specifications, prepared by Consultant pursuant to this Agreement are not intended or represented to be suitable for reuse by City or others on any other project. Any use of completed Documents for other projects and any use of incomplete Documents without specific written authorization from Consultant will be at City's sole risk and without liability to Consultant. Further, any and all liability arising out of changes made to Consultant's deliverables under this Agreement by City or persons other than Consultant is waived against Consultant and City assumes full responsibility for such changes unless City has given Consultant prior notice and has received from Consultant written consent for such changes. 18. COMPUTER DELIVERABLES Consultant shall be providing the City with its SCOUT software package for the CityPs use without monthly maintenance fee for one year from date of installation. Consultant shall be responsible for insuring that it is compatible with City computer systems. Along with SCOUT the City is to receive Two Marketing (Pursuit) Packages at not cost. The City, at its sole option, may choose to subscribe to SCOUT at the end its initial use as cover by this agreement. The fee for continued subscription shall be One Thousand ($1,000) Dollars per month. 19. CONFIDENTIALITY All Documents, including drafts, preliminary drawings or plans, notes and communications that result from the services in this Agreement, shall be kept confidential unless City authorizes in writing the release of information. 20. INTELLECTUAL PROPERTY INDEMNITY The Consultant shall defend and indemnify City, its agents, officers, representatives and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in Consultant's drawings and specifications provided under this Agreement. IZ O 21. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures and disbursements charged to City, for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of City to examine, audit and make transcripts or copies of such records and invoices during regular business hours. Consultant shall allow inspection of all work, data, Documents, proceedings and activities related to the Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 22. WITHHOLDINGS City may withhold payment to Consultant of any disputed sums until satisfaction of the dispute with respect to such payment. Such withholding shall not be deemed to constitute a failure to pay according to the terms of this Agreement. Consultant shall not discontinue work as a result of such withholding. Consultant shall have an immediate right to appeal to the City Manager or his /her designee with respect to such disputed sums. Consultant shall be entitled to receive interest on any withheld sums at the rate of return that City earned on its investments during the time period, from the date of withholding of any, amounts found to have been improperly withheld. 23. ERRORS AND OMISSIONS In the event of errors or omissions that are due to the negligence or professional inexperience of Consultant which result in expense to City greater than what would have resulted if there were not errors or omissions in the work accomplished by Consultant, the additional design, construction and /or restoration expense shall be borne by Consultant. Nothing in this paragraph is intended to limit City's rights under the law or any other sections of this Agreement. 24. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS City reserves the right to employ other Consultants in connection with the Project. 25. CONFLICTS OF INTEREST The Consultant or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act "), which (1) requires such persons to disclose any financial interest that may foreseeably be materially affected by the work performed under this Agreement, and (2) prohibits such 13 10 persons from making, or participating in making, decisions that will foreseeably financially affect such interest. If subject to the Act, Consultant shall conform to all requirements of the Act. Failure to do so constitutes a material breach and is grounds for immediate termination of this Agreement by City. Consultant shall indemnify and hold harmless City for any and all claims for damages resulting from Consultant's violation of this Section. 26. NOTICES All notices, demands, requests or approvals to be given under the terms of this Agreement shall be given in writing, and conclusively shall be deemed served when delivered personally, or on the third business day after the deposit thereof in the United States mail, postage prepaid, first -class mail, addressed as hereinafter provided. All notices, demands, requests or approvals from Consultant to City shall be addressed to City at: Attn: Leigh M. De Santis Economic Development/Planning Department City of Newport Beach 3300 Newport Boulevard Newport Beach, CA, 92663 Phone: 949 - 644 -3207 Fax: 949 - 644 -3224 All notices, demands, requests or approvals from CITY to Consultant shall be addressed to Consultant at: Attention: David Glover, CFO 2651 South Polaris Drive Fort Worth, Texas 76137 Phone: 817-332-3681 Fax: 817-332-3686 27. TERMINATION In the event that either party fails or refuses to perform any of the provisions of this Agreement at the time and in the manner required, that party shall be deemed in default in the performance of this Agreement. If such default is not cured within a period of two (2) calendar days, or if more than two (2) calendar days are reasonably required to cure the default and the defaulting party fails to give adequate assurance of due performance within two (2) calendar days after receipt of written notice of default, specifying the nature of such default and the steps necessary to cure such default, and thereafter diligently take steps to cure the default, the non - defaulting party may terminate the Agreement forthwith by giving to the defaulting party written notice thereof. 11 N Notwithstanding the above provisions, City shall have the right, at its sole discretion and without cause, of terminating this Agreement at any time by giving seven (7) calendar days prior written notice to Consultant. In the event of termination under this Section, City shall pay Consultant for services satisfactorily performed and costs incurred up to the effective date of termination for which Consultant has not been previously paid. On the effective date of termination, Consultant shall deliver to City all reports, Documents and other information developed or accumulated in the performance of this Agreement, whether in draft or final form. 28. COMPLIANCE WITH ALL LAWS Consultant shall at its own cost and expense comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. In addition, all work prepared by Consultant shall conform to applicable City, county, state and federal laws, rules, regulations and permit requirements and be subject to approval of the Project Administrator and City. 29. WAIVER A waiver by either party of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition contained herein, whether of the same or a different character. 30. INTEGRATED CONTRACT This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions herein. 31. CONFLICTS OR INCONSISTENCIES In the event there are any conflicts or inconsistencies between this Agreement and the Scope of Services or any other attachments attached hereto, the terms of this Agreement shall govern. 32. INTERPRETATION The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of the Agreement or any other rule of construction which might otherwise apply. 33. . AMENDMENTS This Agreement may be modified or amended only by a written document executed by both Consultant and City and approved as to form by the City Attorney. 15 1 a haresment shah continus !r full force a.-, CONTROLLING LAW AND VENUE The ia,jvs 07 -he Stat te of Calljornia shall govern Agreement and ali matter -eatmig to it and any action brought relating to this Agreement shall 06 adjudicated in a ccurto- cornpetent Jurisdiction in the County of Orange 36, EQUAL OPPOR7UNM EMPLOYMENT Consultant represents that it is an equal opportunity employer and it shall not jiscriminate against any subcontractor, employee or applicant for employment N,ecause of 'ace; religion, color, national origin., handicap, ancestry, sex or age. iN WITNESS WHEREOF the parties have caused this Agreement to be executed on the day and year first written above. APPROVED AS TO FORM: City Attorney. t�j : - N .,Or � - j - .-! , iewport Beach ATTEST; By• LaVonne Harkless, City Clerk CITY OF NEWPORT BEACH, A Municipal Corporation By: Mayor for the City of Newport Beach CONSULTANT: By: iCorporate Officer) Title: Print Name: 1J By: Thancial Office f Tibe: &A Print t A a n n e : � 0 ^ -. � L '-S W w Clz "= Attachments: Exhibit A - Scope 01 Services Exhibit B - Schedule of Billing Rates t6 13 EXHIBIT A Communitylor Proposal to Develop: A RETAIL ECONOMIC DEVELOPMENT STRATEGY For: City of Newport Beach, CA From: Lisa Hill May 15, 2008 l� INDEX 1. EXECUTIVE SUMMARY 11. INTRODUCTION TO BUXTON III. NEEDS /CHALLENGES IV. GOALS /DESIRED RESULTS V. PROCEDURES/SCOPE OF WORK VI. PROJECT TEAM VII. PROJECT REQUIREMENTS VIII. TIMELINE IX. FEES FOR SERVICES X. SIGNATURE PAGE I !� . CommunitylD it s* r Buxton's Community /DI' program is a total retail identification and marketing program designed for community economic development programs. Per this contract, Buxton agrees to analyze three (3) commercial villages and /or retail sub -areas in order to determine the overall retail potential for each. Buxton integrated proprietary technical capabilities with more than 500 cumulative years experience in retail management and local economic development to create Community /D®. This unique strategy has brought both innovation and a disciplined approach to municipal retail development efforts. Trade area, based on our drive -time methodology, will be determined for each commercial village. Psychographic analysis will be done for each trade area to determine buying power, lifestyle characteristics, and consumer profiles for customers within the trade area. In addition, market viability will be determined for each trade area to identify the most sustainable retail /restaurant concepts. A retail leakage and surplus analysis will be done to analyze gap and overlap in the market. An overall retail concept list will be provided for each studied site. The City of Newport Beach will then be asked to select the top six (6) desired concepts for each site for the creation of marketing packages. Buxton will design these packages on behalf of the City of Newport Beach in order to speak each specific retailer's language. The packages are tailored to fit the profile of the retailer, as it aligns with the City of Newport Beach. During the 60 business days it takes to complete Community/DO, civic leaders are actively involved in the process and.make important decisions that guide the direction and results. The four main phases of the process are: Researching and Verifying Newport Beach's Retail Trade Area This phase starts with the in -depth collection of the same location variables that Buxton uses to qualify locations for retail clients- Because of Buxton's unique capabilities, we can translate this retail - specific information into market intelligence that community leaders need to attract and grow their retail sectors. Evaluating Newport Beach's Retail Potential The evaluation phase will clarify what makes Newport Beach distinctive and valuable from a retailer's viewpoint. Through daily involvement in retail location analysis, Buxton has acquired the unmatched ability to evaluate a community's retail potential. 2D . LL Community/ Matching Retailers and Restaurants to Newport Beach's Market Potential The consumer profile of Newport Beach's trade area will be matched against the customer profiles of over 5,000 retailers and restaurants in Buxton's proprietary database. The final match list is developed with the input of community leaders so that it reflects the needs and desires of the residents. Delivering Newport Beach's Marketing Packages Individual marketing (pursuit) packages for each retailer match are delivered in both hard copy and in SCOUT®. Our exclusive online marketing system, SCOUT® helps you to showcase your city in the best light. It gives you the ability to create presentations and quality documents and to share information in the match reports. With CommunityVI,N ewport Beach can unleash its full retail potential, seize new retail opportunities and expand existing businesses. The signing of this agreement seals a lifetime partnership between the City of Newport Beach and Buxton. This agreement includes the following: • Admission to (6) webinars per year • An invitation to the Buxton reception with retail clients at ICSC • Permission to use the Buxton booth at ICSC to host meetings with potential retail concepts and the ability to distribute marketing materials to potential retailers and developers • On -going support for the life of the project Z1 CommunitylD II. INTRODUCTION TO BUXTON Since our founding in 1994, Buxton has been a leading force in retail location and development. We are recognized for creating solutions that provide results. Buxton began as a service to help retailers make informed site selection decisions by understanding their customers and precisely determining their markets. Buxton leaders soon realized that the company's expertise in retail location and market analysis could also be leveraged to benefit communities desiring retail expansion. Please note that in this proposal the term "retail" is inclusive of all retail concepts. CommunitylD® Designed specifically for use in community economic development programs, Buxton's Community/DO process has assisted more than 350 public sector clients nationwide, resulting in the development of more than 15 million square feet of retail space. We integrate our impressive technical capabilities with more than 500. cumulative years of retail management and local economic development experience to help municipalities achieve their retail goals. More than simply providing data, Community/DO supplies custom marketing materials and strategies targeting the unique location requirements of retailers, developers and commercial real estate brokers. Community/D9 clients achieve outstanding success using our tools for retail identification, selection and recruitment. And our clients benefit from our unique understanding of retail site selection from the retailer's point of view. The combination of technical expertise and professional guidance gives municipalities the capacity to immediately implement an effective retail development program. Benefits of Community/DO With Community /L)' you have immediate access to: • Retail Industry Expertise. Gain a competitive position by working with professionals who have years of retail management experience plus current insights into your community and site selection processes and trends. • Community Development Best Practices. Expand and sharpen your retail development focus by incorporating best practices discovered by Buxton through daily work with municipalities across the nation. • Proprietary Systems. Gather useful information by having Buxton's technology specialists analyze your trade area accessing data stored on Buxton's in -house databases. Z 4 .:_. CommunityliD • Personalized Content. Advance your retail recruitment program by receiving personal guidance from our staff and ongoing insight into key industry topics via our monthly e- newsletter, webcasts and other interactive tools. • Long -Term Partnership. As a Buxton client and partner you have unlimited access to our staff to help optimize your marketing efforts at the International Council of Shopping Centers (ICSC) annual meeting in Las Vegas, NV. • Marketing Data and Tools. Enhance your marketing messages and presentations by using SCOUT®, Buxton's online trade area database and marketing tool, available to you for one year after project delivery. • Add -On Research. Keep your Community /Dl� updated and focused by getting special rates on additional research, including retail marketing packages and refreshes of basic information. -23 CommunitylD Ill. NEEDS /CHALLENGES Newport Beach wants to understand and then capitalize on the retail development opportunities. As communities increasingly compete for retail dollars, attracting the attention of retailers has become more challenging than ever. Marketing your community plays a dominant role in today's competitive economy. The challenge for the community is to attract retailers and developers by providing trade area information that is complete, accurate and up -to -date. Using our proprietary methodologies, Buxton will collect and analyze your community's trade area information and give it to you in a format that is easy -to- use and appealing to real estate executives and developers. The best information, however, is useless without a plan for using it. Much more than data collection, Community/DO is an execution strategy that can help you build or revitalize your existing marketing and economic development program. With CommunitylD®,y ou will be prepared to: • Achieve your retail potential by establishing a long -term partnership with Buxton • Integrate retail development into your economic development program • Increase your success by preparing Newport Beach to meet the needs of retailers • Effectively position your community by leveraging your locations' strengths and minimizing weaknesses • Convey Newport Beach's advantages over competitors' advantages • Establish credibility with retail decision makers • Maximize time and resources by not pursuing unqualified prospects • Win the confidence and trust of prospects by understanding their priorities • Use competitive analysis to close the sale zy 1. 'as Community19 IV. GOALS AND DESIRED RESULTS The primary goal of Community /D® is to prepare Newport Beach to successfully expand its retail sector. Community /D® serves as the framework for developing a sustainable marketing program that not only achieves short-term goals but also endures to ensure the economic viability of the retail sector over the long -term. Such a marketing program will bring the following desired results: • Residents' desires to shop and dine at home will be fulfilled • Retail leakage will be minimized • Tax revenues (property and sale /use taxes) will increase • Employment opportunities will grow Newport Beach's ability to capture other economic opportunities will be enhanced Ir � Z5 CommunityfD" V. PROCEDURES /SCOPE OF WORK Once you have engaged Buxton to work with you in developing Community /D, a project team will be assigned to guide you through the entire process —from initial data collection to final presentation of the results. This team consists of: Client services manager, Denise Barley, who will serve as your primary source of communication during the project Geographic Information System specialist, who will analyze your trade areas and create customized maps and reports Professionals with backgrounds as retail executives and economic development practitioners, who will address your unique challenges and help maximize Newport Beach's retail opportunities Staff Visits During visits to the community, Buxton's staff is able to make clear and candid assessments of the community's strengths, weaknesses and potential by using the same analytical programs and location matrixes that are used to qualify communities and sites for our retail clients. Our daily involvement with over 1,700 retail and restaurant clients in finding optimal locations keeps us current on retail location trends. This provides a rational and analytical basis for helping Newport Beach decide how to best focus resources on the most promising retail opportunities. Data Collection Buxton uses over 250 consumer and business databases that are updated throughout the year, and in some cases, every month. Although it is possible to obtain these databases for less expense on a community or regional basis, Buxton buys and is licensed to use the complete U.S. datasets. With this information Buxton will compare Newport Beach's potential location to the universe of all retail locations operating in the U.S. The following are some of the more well -known sources used in our studies, but there are dozens more that we employ to provide additional insight: • Mediamark • Acxiom • InfoUSA • Claritas • National Research Bureau • Navteq Geographic Data • Dunn & Bradstreet Business Data Z (� . > CommunitylE Identify Market Influencers All communities have special and often unique features that impact the local retail market and have to be taken into consideration to fully understand the market potential of the community. Such influencers include larger ethnic populations, significant new or expanded developments, military bases, universities and colleges, destination tourist attractions, prisons, medical facilities or major employers. After identifying these market influencers in your community, Buxton will quantify and qualify their influence on the retail market and help to match retailers that can capitalize on these customer bases. You will benefit from the project team's expertise and insight in these four areas: 1. Researching and verifying Newport Beach's retail trade area 2. Evaluating Newport Beach's retail potential 3. Matching retailers and restaurants to Newport Beach's market potential 4. Delivering Newport Beach's marketing packages These four major components comprise the Community/L-0 process. Each component is explained in detail as follows: 1. Researching and Verifying Newport Beach's Retail Trade Area The location decision process for all retailers begins with the collection, analysis and evaluation of numerous location variables such as demand density, customer buying habits, economic trends, competition, traffic volumes, and available sites, to name a few. The Community /Ds process for Newport Beach will also start with the in -depth collection of data using the same location variables that we use for our retail clients to qualify sites for the location of their retail stores and restaurants. One goal is to define current retail situations in Newport Beach, in the trade area and in any neighboring communities that impact on Newport Beach's retail environment. The other goal is to understand the community's expectations and desires. This analysis includes personal visits to the community, collection of data components necessary to conduct the analysis and identification of market influencers. Z% lr� CommunitylD Drive -Time Trade Area Definition Customers today shop by convenience, measuring distance based on time, not mileage. CommunitylDs will employ a custom drive -time analysis to determine Newport Beach's trade area. An example of a drive -time trade area is shown in Figural. This custom analysis is developed using an in -house database supported by our knowledge of individual retail client's actual trade areas. The resulting drive -time trade area map will be a polygon that more accurately depicts consumer shopping patterns than trade rings. To assure the accuracy of the drive -time trade area, the draft maps are reviewed with community leaders and verified before proceeding with the next step. Figure 1.Example - Drive -Time Trade Area "K, ' - - w...Lo 1 9 2y 17 CommunitylD 2. Evaluating Newport Beach's Retail Potential The purpose of the evaluation phase is to understand what makes Newport Beach distinctive and valuable from a retailer's viewpoint and scrutiny. Our evaluations capitalize on Buxton's knowledge about the retail marketplace and the location requirements and expectations of retailers. Combining this knowledge with our economic development competencies allow us to evaluate and recommend proven community practices. Our evaluations do not rely on dated government research or national /state statistics, all of which fail to reflect local realities. Rather, we implement our reakworld experience gained from working with municipalities that have opened more than 15 million square feet of new or expanded retail space. We know how to help Newport Beach sharpen your retail marketing strategy, aggressively market the city and improve your competitive performance. Retail Leakage /Supply Analysis The Retail Leakage /Supply Analysis provides an estimate of retail dollars flowing in or out of the trade area. The two main components of this analysis are: 1) current actual sales (supply) by retail store type and products, in dollar amounts, and 2) estimated sales potential (demand) for retail store type and products, in dollar amounts. We first calculate a sales gap index that illustrates your ability to capture your residents' expenditures. An example of this index is shown in Figure 2. The sales gap index provides a relative comparison of leakage /surplus and an estimate of the dollars that are being spent outside the trade area (leakage) and the amount of dollars coming in from outside the trade area (surplus). This report can be run via SCOUT at any location within the map view Figure 2. Example - Sale Gap Index 10 Community /D Customer Profiling The Community /D® process will identify and analyze all the households in Newport Beach's drive -time trade area. Based on more than 4,500 categories of lifestyles, purchase behaviors and media reading and viewing habits (psychographics), the households in your trade area are assessed to gain an understanding of the types of retailers that would be attracted to your community. Our in -house databases include both traditional demographic data and the most current psychographic lifestyle information for over 120 million households in the United States (as well as up to seven individuals living in each of these households). Each household in a trade area falls into one of 66 market segments reflecting the buying habits of customers in the household. The blue line in Figure 3 graphically profiles the households in a city's trade area. Figure 3: Example - Psychographic Profile Buxiorr 10 Jill .;:.: Community {D' Retail Site Assessment Buxton will analyze up to three (3) distinct retail locations, selected by Newport Beach. Based on our collective experience in retail locations, the following factors are considered: • Psychographic analysis of households in trade area • Demand for retail goods and services • Site setting, situation and configuration • Growth plans and relevant development • Retail goals of the community Newport Beach to select the retail site to be used for retail matching. Buxton will develop a demand density profile of Newport Beach's three (3) distinct trade areas. Demand density measures the bottom -line value of the customers in the trade area -who they are, how many there are and what they buy. One of the significant advantages of Buxton is our ability to take the demand density data and to creatively translate it into a proactive market strategy tailored to take advantage of- Newport Beach's strengths and to achieve its retail goals. 3. Matching Retailers and Restaurants to Newport Beach's Market Potential Once the consumer profiles in Newport Beach's trade area have been determined, the Community /08' process will match these profiles against the customer profiles of 5,000+ retailers in our proprietary database. In Figure 4, the blue line indicates the customer profile of households in a community's trade area. The red line represents a specific retailer's customer profile. A similarity between the two profiles as shown in Figure 4 analyzed using Buxton's proprietary retail matching algorithm concludes that this site is an opportunity for a specific retailer to open a successful store. This matching results in a list of possible retailers. To develop the preliminary retail match list, Buxton analyzes a number of factors about each possible retailer to qualify it. This analysis is designed to eliminate those retailers that for any reason would not be a candidate for Newport Beach. Considered in this analysis are such factors as, verification of a retailer currently operating or expanding into your market, location of operations in similar cities, and competition and cannibalization from nearby locations. Once this analysis is complete, the preliminary list of retailers will be discussed and reviewed with Newport Beach. Based on the selections by the sponsor, a final list of up to six (6) retailers, per site studied, will be created for the development of marketing (pursuit) packages. 3 1. .. CommunitylU 4. Delivering Newport Beach's Marketing Packages Buxton will assemble individualized marketing (pursuit) packages for each targeted retailer. At Newport Beach's request, Buxton will customize each marketing package for presentation to individual retailers, developers, real estate brokers or potential franchisees. Because it is tailored to the specific needs of the target audience, each marketing package is ready to use as collateral marketing materials providing compelling and precise information that demonstrates Newport Beach's qualifications as a location. Each marketing package contains: 1. Map of the retail site and trade area 2. Map of retailer's potential customers 3. Retailer match report that compares the site's trade area characteristics with the retailer's locations in similar trade areas 4. Demographic and psychographic profiles of the households in the trade area 5. Contact information for the person at the retailer who has location. decision responsibilities CommunitylD® targets not only specific companies but also the individual in the company who has the responsibility for location decisions. To provide the best possible reception when Newport Beach contacts the targeted retailer, Buxton notifies each company that Newport Beach has been qualified by Buxton as a potential viable location for a store, restaurant or development and should expect to be contacted by a representative of the city. Bu%ton 13 3z CommunitylLY Figure 5: Example - Retail Match Report (Retail Match Report summarizes a city's location advantages for a specific retailer). 14 CommunitylD Commun' Retailer Match Report (",ppr )m Comm 54,. Statf H#-.*2y 314 & Gtkt loo ltpgtt Datc. 4492M Yoa Commuity. LrA kratation Prailk4l) (IS MINte Nvt fimErp lz% U e Z% 10 I" hu on"bo ps no va Inq Your Ormm". MA xy, Ewwy w Trade w Awr* it a ku* 1003 firiwatod Im pro*"d Tow 1 q4ttirb 43.925 44396 47.311 TOW RNA& 17.121 17,617 IL903 kmk wwmrA st � 9"tabli V12 M70 11,612 DqWN (worway) Binjoir 15 !34 E.,7 OA AM a tlx fkw o�' K e. +tl W% wqew 0a twD 9�1. krsh. Binjoir 15 !34 . Community/9 09 411111 VA q i� Community /D& deliverables will be presented to Newport Beach in two bound hard copies and in SCOUT©, an electronic format (described below). SCOUT® is an online marketing system that will allow you to effectively use Community /D8' by enabling you to showcase your selected retail sites to achieve maximum results. You can access Community/DO reports via SCOUT® to reproduce maps, site- specific data and generate your own custom marketing presentations. With SCOUT' you are directly tied to Newport Beach password protected data, maintained and updated in Buxton's databanks. Using your computer you can tailor reports and presentations and immediately respond to questions or information requests from retailers or developers. SCOUT® allows you to: • Graphically display and count the households that appeal to specific target retailers • Manage all your retail- specific data, from maps to photos to zoning information, in a central location • Merge your community's existing marketing materials with Community /De • Select the information that best makes your case • Store and retrieve information on retail buildings and sites • Organize all relevant retail information in a central data center • Present all materials electronically to recruit retailers and developers Deliverables include the following: • Drive Time Trade Area Maps — Three (3) maps, one per site • Retail Site Assessment — includes Retail Leakage /Supply Analysis and Customer Profile for each of the three (3) sites studied • Retail Match Lists of overall retail opportunities for each of the three (3) areas, Newport Beach may select six (6) retailers per site (18 total) to build Pursuit Packages for recruiting efforts • Final Reports and Marketing (Pursuit) Packages - Newport Beach will receive two hard copies, a PDF version and each of the 18 marketing packages will be loaded onto SCOUT for the City's use • An electronic presentation highlighting the Commun4021 process and findings will be a part of the deliverables. It is designed for local presentations to chambers of commerce, civic clubs and other groups interested in the retail development of Newport Beach. 16 35 Community1 Details about the Marketing (Pursuit) packages: The City of Newport Beach will receive a list over the overall retail opportunity for each of the 3 villages selected. Every retail /restaurant opportunity that is a match based on your customer picture will be provided for your review. Whether you have 30 or 3000 retail matches per site, we will give you a list of your entire retail opportunity. At that point, Buxton will allow the City of Newport Beach to select 6 Retailer per site (18 total) to build pursuit packages for the purpose of recruitment. The Pursuit package allows you to showcase your community to a specific retailer in a manner of relevance to them (customer data, market viability, trade area, square footage requirements, growth patterns, comparable markets and trade areas, etc). You will receive two hard copies of each package; in addition to a PDF version. Also, each of the 18 marketing packages will be loaded onto SCOUT for your use. 17 �6 lr� CommunitylD VI. PROJECT TEAM Team members for your project will include Buxton personnel with strong retail and economic development backgrounds as well those from operations: the Territory Business Manager, appropriate Senior Vice President and Client Services representative. Lisa Hill Territory Business Manager Community/Do Division As a Community/De territory business manager, Lisa works with municipalities in their retail economic development efforts. By understanding what retailers need to make site selection decisions, Lisa enables community leaders to understand and "speak retail." Prior to covering California, she focused on communities in Missouri and Kansas. Lisa brings a strong knowledge of the CommunitylD retail economic development strategy and a solid background in client service to her position. Lisa received her B.A. degree from Texas Wesleyan University and is a member of the International Council of Shopping Centers (ICSC). t Amy Wetzel Senior Vice President, Community/D& Division, Western Region Amy brings more than 15 years of marketing, retail and business development experience to her position. Prior to joining Buxton, Amy held positions with the Colleyville (Texas) Chamber of Commerce, Baylor Health Care System and Andersen. Amy has worked with numerous communities to establish or enhance their retail recruitment strategies and has been a featured presenter at many organizations, including the Association of Washington Cities, the Urban Land Institute, the National League of Cities, and the League of California Cities. She is a member of the Califomia Association of Local Economic Developers, the California Redevelopment Association and the Association of Washington Cities. Amy holds a bachelor's degree in communications from Baylor University. 18 r CommunitylD As senior analyst for the Community/D& division, Philip oversees every aspect of Community/Ds projects in Buxton's GIS department. His duties include supervising daily operations, working with clients, managing projects and serving as a liaison between analysts and the sales team. Philip has managed the GIS function for more than 350 Community /Dg projects for such clients as San Jose. CA; Atlanta, GA.; and Birmingham. AL. Working on projects for two divisions in the company has given Philip a complete understanding of both the retail industry and municipal needs, adding to his expertise in community retail recruitment. Philip graduated from the University of North Texas with a degree in Geography. Bill R. Shelton, CEcD Partner Communityl02' Division Bill is a founding partner of Community/DO, Buxton's retail development program for communities. For more than 20 years, Bill worked for the Fort Worth Chamber of Commerce, serving 16 years as its president. He is a Certified Economic Developer and is past chair of the American Economic Development Council. A founding member of the Texas Economic Development Council, he has served as the organization's president. Bill was honored with a lifetime membership to the International Economic Development Council. Bills professional service also includes serving as dean of the Basic Economic Development Course at Texas A &M University. Bill holds a bachelor's degree in marketing from the University of Texas at Austin, and he completed post - graduate studies at Texas A &M University. Bl.i aon 19 �U Community /D Harvey H. Yamagata Chief Marketing Officer & President Community/D0 Division Clients benefit from the expertise Harvey has gained during 35 years in retail, including leadership roles in brick and mortar, catalog and website retailing. His 20 -year career at Tandy Corporation covered the time when the company grew from $350 million to $3.5 billion in sales and took him from retailing in Europe to opening distributors in Asia. He headed the marketing efforts of the RadioShack Business Products division at a time when they held the major share in the burgeoning personal computer market. Harvey received a bachelor's degree from the University of Wisconsin and a master of business administration degree from Texas Christian University. con zo �7 le`.l Community1 VII. PROJECT REQUIREMENTS To effectively initiate this project, we request that you provide the following: 1. Project Liaison • Newport.Beach will designate a project manager (Lisa Hill) who will serve as Buxton's primary contact during the project. 2. Community Information and Reports • City logo (vector file — request your ad agency and /or printer) • Addresses and descriptive information for up to three sites that will be evaluated • Current traffic count data • List of planned retail, commercial or mixed use (either proposed or in development) in the community • List of major, national or regional retailers that have closed, left or moved from the community • General community marketing materials, data and economic reports Project Launch A conference call with representatives of Newport Beach and the Buxton Project Team will officially launch the project. The project launch will occur when: 1. An agreement is executed 2. The initial payment is received, and 3. The Community Information and Reports are received 21 Li 9 Community/01' VIII. TIMELINE The following timeline is sequential and cumulative. It starts on the day of the project launch conference call. Business Days Client Responsibilities Buxton Responsibilities Start Provide to Buxton all necessary community information. Day 1 Participate in the launch call. Participate in the launch call. Day 6 Trade Area Map ships. Day 13 Approve Trade Area Map. Day 18 Retail Site Assessment ships. Approve Retail Site Assessment Day 25 and submit selection of site for retail matching. Day 40 Retail Match List ships. Submit selections of all retail Day 50 matches to be included in the Final Report and Retail Marketing Packages. Day 60 Final Report and Retail Marketing Packages ship. By adhering to this timeline, the Community/D9 deliverables (Retail Match Reports — both the hard -copy and SCOUT®, the electronic version) will be sent on or before 60 -days after the launch date. Any missed target dates can delay the final delivery date. If there are extenuating circumstances that prevent target dates from being met, a new timeline will be developed. Delays of more than 45 days in timeline schedule by the community will result in an administrative fee of five percent (5 %) of the contract price to be charged. Buxton zz k) Community/ IX. FEE FOR SERVICES The Cost of Community/D8 is $75,000; payable as follows: 1. $15,000 due upon execution of this agreement 2. $35,000 due upon delivery of retail site assessment 3. $25,000 due upon delivery of retail marketing packages Hard copies of all Community/Ds deliverables including marketing packages will be provided. SCOUT® will be delivered for one -year with this agreement and includes the following: 1. Waived - Monthly maintenance fee of $1,000 per month 2. Two Marketing (Pursuit) Packages at no cost After the first year SCOUT® will be available for a $1,000 per month maintenance fee that is not included in this agreement. For services specifically requested by Newport Beach and performed by Buxton outside the scope of this agreement, an hourly rate of $200 will apply. Additional Research Services (post analysis! Marketing (Pursuit) Packages (Match reports for additional specific retailers) - Includes two bound hard copies and an electronic version $1,500 23 �� z Client#: 66735 1 RRI JXTtlCtlM ACORD,. CERTIFICATE OF ° """' POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LIABILITY INSURANCE 05;09,08 TYPE OF INSURANCE PRODUCER ICY EFFECTIVE DA M D THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Wortham Insurance & Risk Mgt A ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE 1600 West Seventh Street 2093358583 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 07113108 EACH OCCURRENCE ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Fort Worth, TX 76102 -2505 X COMMERCIALGENERALUABIUTY CLAIMS MADE a OCCUR B17 336.3030 DAMAGE TO RENTED INSURERS AFFORDING COVERAGE NAIC # INSURED PERSONAL 8 ADV INJURY INSURER A: Continental Insurance Company 35289 Buxton Company INSURER B: Continental Casualty Company 20443 2651 S. 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