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AGR-7645 - CITYTHINKERS INC - PROFESSIONAL SERVICES AGREEMENT FOR URBAN DESIGN SERVICES - JAN 23, 2024DocuSign Envelope ID:F1AE7C5D-E82D-4FDC-9A7F-42FB041BE251 - DS 57 AGR-7645 PROFESSIONAL SERVICES AGREEMENT Urban Design Services] THIS PROFESSIONAL SERVICES AGREEMENT (the "Agreement") is made at Orange, California, on this 23rd day of January , 2024 (the "Effective Date") by and between the CITY OF ORANGE, a municipal corporation("City"), and CITYTHINKERS INC., a California corporation ("Contractor"), who agree as follows: 1. Services. Subject to the terms and conditions set forth in this Agreement, Contractor shall provide to the reasonable satisfaction of City the services set forth in Exhibit"A," which is attached hereto and incorporated herein by reference. As a material inducement to City to enter into this Agreement,Contractor represents and warrants that it has thoroughly investigated and considered the scope of services and fully understands the difficulties and restrictions in performing the work. The services which are the subject of this Agreement are not in the usual course of City's business and City relies on Contractor's representation that it is independently engaged in the business of providing such services and is experienced in performing the work. Contractor shall perform all services in a manner reasonably satisfactory to City and in a manner in conformance with the standards of quality normally observed by an entity providing such services to a municipal agency. All services provided shall conform to all federal, state and local laws, rules and regulations and to the best professional standards and practices. The terms and conditions set forth in this Agreement shall control over any terms and conditions in Exhibit "A" to the contrary. 2. Compensation and Fees. a. Contractor's total compensation for all services performed under this Agreement, shall not exceed FIFTY-FIVE THOUSAND DOLLARS and 00/100 ($55,000.00) without the prior written authorization of City. b. The above compensation shall include all costs, including, but not limited to, all clerical, administrative, overhead, insurance, reproduction, telephone, travel, auto rental, subsistence and all related expenses. 3. Payment. a. As scheduled services are completed, Contractor shall submit to City an invoice for the services completed, authorized expenses and authorized extra work actually performed or incurred. b. All such invoices shall state the basis for the amount invoiced, including services completed,the number of hours spent and any extra work performed. c. Payment shall constitute payment in full for all services, authorized costs and authorized extra work covered by that invoice. DocuSign Envelope ID: F1AE7C5D-E82D-4FDC-9A7F-42FB041BE251 4. Change Orders. No payment for extra services caused by a change in the scope or complexity of work, or for any other reason, shall be made unless and until such extra services and a price therefor have been previously authorized in writing and approved by City as an amendment to this Agreement. City's Project Manager is authorized to approve a reduction in the services to be performed and compensation therefor. All amendments shall set forth the changes of work,extension of time,and/or adjustment of the compensation to be paid by City to Contractor and shall be signed by the City's Project Manager, City Manager or City Council, as applicable. 5. Licenses. Contractor represents that it and any subcontractors it may engage, possess any and all licenses which are required under state or federal law to perform the work contemplated by this Agreement and that Contractor and its subcontractors shall maintain all appropriate licenses, including a City of Orange business license, at its cost, during the performance of this Agreement. 6. Independent Contractor. At all times during the term of this Agreement, Contractor shall be an independent contractor and not an employee of City. City shall have the right to control Contractor only insofar as the result of Contractor's services rendered pursuant to this Agreement. City shall not have the right to control the means by which Contractor accomplishes services rendered pursuant to this Agreement. Contractor shall, at its sole cost and expense, furnish all facilities, materials and equipment which may be required for furnishing services pursuant to this Agreement. Contractor shall be solely responsible for, and shall indemnify, defend and save City harmless from all matters relating to the payment of its subcontractors, agents and employees, including compliance with social security withholding and all other wages, salaries, benefits, taxes, exactions, and regulations of any nature whatsoever. Contractor acknowledges that it and any subcontractors, agents or employees employed by Contractor shall not,under any circumstances,be considered employees of City,and that they shall not be entitled to any of the benefits or rights afforded employees of City,including,but not limited to, sick leave, vacation leave, holiday pay, Public Employees Retirement System benefits, or health, life, dental, long-term disability or workers' compensation insurance benefits. 7. Contractor Not Agent. Except as City may specify in writing, Contractor shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent. Contractor shall have no authority, express or implied, to bind City to any obligation whatsoever. 8. Designated Persons. Only those qualified persons authorized by City's Project Manager,or as designated in Exhibit"A,"shall perform work provided for under this Agreement. It is understood by the parties that clerical and other nonprofessional work may be performed by persons other than those designated. 9. Assignment or Subcontracting. No assignment or subcontracting by Contractor of any part of this Agreement or of funds to be received under this Agreement shall be of any force or effect unless the assignment has the prior written approval of City. City may terminate this Agreement rather than accept any proposed assignment or subcontracting. Such assignment or subcontracting may be approved by the City Manager or his/her designee. 2 DocuSign Envelope ID F1AE7C5D-E82D-4FDC-9A7F-42FB041BE251 10. Time of Completion. Except as otherwise specified in Exhibit "A," Contractor shall commence the work provided for in this Agreement within five(5)days of the Effective Date of this Agreement and diligently prosecute completion of the work. 11. Reserved. 12. Reserved. 13. Delays and Extensions of Time. Contractor's sole remedy for delays outside its control,other than those delays caused by City, shall be an extension of time. No matter what the cause of the delay,Contractor must document any delay and request an extension of time in writing at the time of the delay to the satisfaction of City. Any extensions granted shall be limited to the length of the delay outside Contractor's control. If Contractor believes that delays caused by City will cause it to incur additional costs, it must specify, in writing, why the delay has caused additional costs to be incurred and the exact amount of such cost at the time the delay occurs. No additional costs can be paid that exceed the not to exceed amount stated in Section 2.a, above, absent a written amendment to this Agreement. 14. Products of Contractor. The documents, studies, evaluations, assessments, reports, plans, citations, materials, manuals, technical data, logs, files, designs and other products produced or provided by Contractor for this Agreement shall become the property of City upon receipt. Contractor shall deliver all such products to City prior to payment for same. City may use, reuse or otherwise utilize such products without restriction. 15. Equal Employment Opportunity. During the performance of this Agreement, Contractor agrees as follows: a. Contractor shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, national origin, mental or physical disability, or any other basis prohibited by applicable law. Contractor shall ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex,national origin, mental or physical disability,or any other basis prohibited by applicable law. Such actions shall include,but not be limited to the following: employment,upgrading,demotion or transfer,recruitment or recruitment advertising,layoff or termination,rates of pay or other forms of compensation and selection for training, including apprenticeship. Contractor agrees to post in conspicuous places, available to employees and applicants for employment, a notice setting forth provisions of this non-discrimination clause. b. Contractor shall, in all solicitations and advertisements for employees placed by, or on behalf of Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, national origin, mental or physical disability, or any other basis prohibited by applicable law. c. Contractor shall cause the foregoing paragraphs(a)and(b)to be inserted in all subcontracts for any work covered by this Agreement, provided that the foregoing provisions shall not apply to subcontracts for standard commercial supplies or raw materials. 3 DocuSign Envelope ID: F1AE7C5D-E82D-4FDC-9A7F-42FB041BE251 16. Conflicts of Interest. Contractor agrees that it shall not make, participate in the making, or in any way attempt to use its position as a consultant to influence any decision of City in which Contractor knows or has reason to know that Contractor, its officers, partners, or employees have a financial interest as defined in Section 87103 of the Government Code. 17. Indemnity. a. To the fullest extent permitted by law, Contractor agrees to indemnify,and hold City, its City Council and each member thereof, and the officers, officials, and employees of City(collectively the"Indemnitees") entirely harmless from all liability arising out of: 1) Any and all claims under workers' compensation acts and other employee benefit acts with respect to Contractor's employees or Contractor's subcontractor's employees arising out of Contractor's work under this Agreement, including any and all claims under any law pertaining to Contractor or its employees' status as an independent contractor and any and all claims under Labor Code section 1720 related to the payment of prevailing wages for public works projects;and 2) Any claim, loss, injury to or death of persons or damage to property caused by any act, neglect, default, or omission other than a professional act or omission of Contractor, or person, firm or corporation employed by Contractor, either directly or by independent contract, including all damages due to loss or theft sustained by any person, firm or corporation including the Indemnitees, or any of them, arising out of, or in any way connected with the work or services which are the subject of this Agreement, including injury or damage either on or off City's property; but not for any loss, injury, death or damage caused by the active negligence or willful misconduct of City. Contractor, at its own expense, cost and risk, shall indemnify any and all claims,actions, suits or other proceedings that may be brought or instituted against the Indemnitees on any such claim or liability covered by this subparagraph, and shall pay or satisfy any judgment that may be rendered against the Indemnitees, or any of them, in any action, suit or other proceedings as a result of coverage under this subparagraph. b. To the fullest extent permitted by law, and as limited by California Civil Code 2782.8, Contractor agrees to indemnify and hold Indemnitees harmless from all liability arising out of any claim, loss, injury to or death of persons or damage to property to the extent caused by its negligent professional act or omission in the performance of professional services pursuant to this Agreement. c. Except for the Indemnitees, the indemnifications provided in this Agreement shall not be construed to extend any third party indemnification rights of any kind to any person or entity which is not a signatory to this Agreement. d. The indemnities set forth in this section shall survive any closing, rescission, or termination of this Agreement,and shall continue to be binding and in full force and effect in perpetuity with respect to Contractor and its successors. 4 DocuSign Envelope ID El AE7C5D-E82D-4FDC-9A7F-42FB041BE251 18. Insurance. a. Contractor shall carry workers' compensation insurance as required by law for the protection of its employees during the progress of the work. Contractor understands that it is an independent contractor and not entitled to any workers' compensation benefits under any City program. b. Contractor shall maintain during the life of this Agreement the following minimum amount of comprehensive general liability insurance or commercial general liability insurance: the greater of (1) One Million Dollars ($1,000,000) per occurrence; or (2) all the insurance coverage and/or limits carried by or available to Contractor. Said insurance shall cover bodily injury,death and property damage and be written on an occurrence basis. c. Contractor shall maintain during the life of this Agreement, the following minimum amount of automotive liability insurance: the greater of(1) a combined single limit of One Million Dollars ($1,000,000); or (2) all the insurance coverage and/or limits carried by or available to Contractor. Said insurance shall cover bodily injury, death and property damage for all owned,non-owned and hired vehicles and be written on an occurrence basis. d. Any insurance proceeds in excess of or broader than the minimum required coverage and/or minimum required limits which are applicable to a given loss shall be available to City. No representation is made that the minimum insurance requirements of this Agreement are sufficient to cover the obligations of Contractor under this Agreement. e. Each policy of general liability and automotive liability shall provide that City, its officers, officials, agents, and employees are declared to be additional insureds under the terms of the policy, but only with respect to the work performed by Contractor under this Agreement. A policy endorsement to that effect shall be provided to City along with the certificate of insurance. In lieu of an endorsement,City will accept a copy of the policy(ies)which evidences that City is an additional insured as a contracting party. The minimum coverage required by Subsection 18.b and c, above, shall apply to City as an additional insured. Any umbrella.liability insurance that is provided as part of the general or automobile liability minimums set forth herein shall be maintained for the duration of the Agreement. f. Reserved. g. The insurance policies maintained by Contractor shall be primary insurance and no insurance held or owned by City shall be called upon to cover any loss under the policy. Contractor will determine its own needs in procurement of insurance to cover liabilities other than as stated above. h. Before Contractor performs any work or prepares or delivers any materials, Contractor shall furnish certificates of insurance and endorsements, as required by City, evidencing the aforementioned minimum insurance coverages on forms acceptable to City,which shall provide that the insurance in force will not be canceled or allowed to lapse without at least ten(10)days' prior written notice to City. 5 DocuSign Envelope ID: F1AE7C5D-E82D-4FDC-9A7F-42FB041BE251 i.Except for professional liability insurance coverage that may be required by this Agreement, all insurance maintained by Contractor shall be issued by companies admitted to conduct the pertinent line of insurance business in California and having a rating of Grade A or better and Class VII or better by the latest edition of Best Key Rating Guide. In the case of professional liability insurance coverage, such coverage shall be issued by companies either licensed or admitted to conduct business in California so long as such insurer possesses the aforementioned Best rating. j Contractor shall immediately notify City if any required insurance lapses or is otherwise modified and cease performance of this Agreement unless otherwise directed by City. In such a case, City may procure insurance or self-insure the risk and charge Contractor for such costs and any and all damages resulting therefrom, by way of set-off from any sums owed Contractor. k. Contractor agrees that in the event of loss due to any of the perils for which it has agreed to provide insurance, Contractor shall look solely to its insurance for recovery. Contractor hereby grants to City,on behalf of any insurer providing insurance to either Contractor or City with respect to the services of Contractor herein,a waiver of any right to subrogation which any such insurer may acquire against City by virtue of the payment of any loss under such insurance. 1.Contractor shall include all subcontractors, if any, as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor to City for review and approval. All coverages for subcontractors shall be subject to all of the requirements stated herein. 19. Termination. City may for any reason terminate this Agreement by giving Contractor not less than five (5) days' written notice of intent to terminate. Upon receipt of such notice, Contractor shall immediately cease work, unless the notice from City provides otherwise. Upon the termination of this Agreement, City shall pay Contractor for services satisfactorily provided and all allowable reimbursements incurred to the date of termination in compliance with this Agreement, unless termination by City shall be for cause, in which event City may withhold any disputed compensation. City shall not be liable for any claim of lost profits. 20. Maintenance and Inspection of Records. In accordance with generally accepted accounting principles, Contractor and its subcontractors shall maintain reasonably full and complete books, documents, papers, accounting records, and other information (collectively, the records")pertaining to the costs of and completion of services performed under this Agreement. City and its authorized representatives shall have access to and the right to audit and reproduce any of Contractor's records regarding the services provided under this Agreement. Contractor shall maintain all such records for a period of at least three (3)years after termination or completion of this Agreement. Contractor agrees to make available all such records for inspection or audit at its offices during normal business hours and upon three(3)days'notice from City,and copies thereof shall be furnished if requested. 6 DocuSign Envelope ID. El AE7C5D-E82D-4FDC-9A7F-42FB041BE251 21. Compliance with all Laws/Immigration Laws. a. Contractor shall be knowledgeable of and comply with all local, state and federal laws which may apply to the performance of this Agreement. b. If the work provided for in this Agreement constitutes a"public works,"as that term is defined in Section 1720 of the California Labor Code,for which prevailing wages must be paid, to the extent Contractor's employees will perform any work that falls within any of the classifications for which the Department of Labor Relations of the State of California promulgates prevailing wage determinations, Contractor hereby agrees that it, and any subcontractor under it, shall pay not less than the specified prevailing rates of wages to all such workers. The general prevailing wage determinations for crafts can be located on the website of the Department of Industrial Relations (www.dir.ca.gov/DLSR). Additionally,to perform work under this Contract, Contractor must meet all State registration requirements and criteria, including project compliance monitoring. c. Contractor represents and warrants that it: 1) Has complied and shall at all times during the term of this Agreement comply, in all respects, with all immigration laws, regulations, statutes, rules, codes, and orders, including, without limitation, the Immigration Reform and Control Act of 1986 IRCA); and 2) Has not and will not knowingly employ any individual to perform services under this Agreement who is ineligible to work in the United States or under the terms of this Agreement; and 3) Has properly maintained, and shall at all times during the term of this Agreement properly maintain, all related employment documentation records including, without limitation, the completion and maintenance of the Form I-9 for each of Contractor's employees; and 4) Has responded, and shall at all times during the term of this Agreement respond, in a timely fashion to any government inspection requests relating to immigration law compliance and/or Form I-9 compliance and/or worksite enforcement by the Department of Homeland Security, the Department of Labor, or the Social Security Administration. d. Contractor shall require all subcontractors or subconsultants to make the same representations and warranties as set forth in Subsection 21.c. e. Contractor shall, upon request of City, provide a list of all employees working under this Agreement and shall provide,to the reasonable satisfaction of City,verification that all such employees are eligible to work in the United States. All costs associated with such verification shall be borne by Contractor. Once such request has been made, Contractor may not 7 DocuSign Envelope ID: F1AE7C5D-E82D-4FDC-9A7F-42FB041BE251 change employees working under this Agreement without written notice to City, accompanied by the verification required herein for such employees. f.Contractor shall require all subcontractors or sub-consultants to make the same verification as set forth in Subsection 21.e. g. If Contractor or subcontractor knowingly employs an employee providing work under this Agreement who is not authorized to work in the United States, and/or fails to follow federal laws to determine the status of such employee,that shall constitute a material breach of this Agreement and may be cause for immediate termination of this Agreement by City. h. Contractor agrees to indemnify and hold City, its officers, officials, agents and employees harmless for,of and from any loss, including but not limited to fines,penalties and corrective measures City may sustain by reason of Contractor's failure to comply with said laws, rules and regulations in connection with the performance of this Agreement. 22. Governing Law and Venue. This Agreement shall be construed in accordance with and governed by the laws of the State of California and Contractor agrees to submit to the jurisdiction of California courts. Venue for any dispute arising under this Agreement shall be in Orange County, California. 23. Integration. This Agreement constitutes the entire agreement of the parties. No other agreement,oral or written,pertaining to the work to be performed under this Agreement shall be of any force or effect unless it is in writing and signed by both parties. Any work performed which is inconsistent with or in violation of the provisions of this Agreement shall not be compensated. 24. Notice. Except as otherwise provided herein, all notices required under this Agreement shall be in writing and delivered personally, by e-mail, or by first class U.S. mail, postage prepaid, to each party at the address listed below. Either party may change the notice address by notifying the other party in writing. Notices shall be deemed received upon receipt of same or within three (3) days of deposit in the U.S. Mail,whichever is earlier. Notices sent by e- mail shall be deemed received on the date of the e-mail transmission. CONTRACTOR" CITY" Citythinkers Inc. City of Orange 3812 Park Blvd. 503 300 E. Chapman Avenue San Diego, CA 92103 Orange, CA 92866-1591 Attn.: Diego Velasco Attn.: City Manager Telephone: (619) 602-1699 Telephone: (714) 744-2222 E-Mail: diego@citythinkers.com E-Mail: cminfo@cityoforange.org 8 DocuSign Envelope ID: F1AE7C5D-E82D-4FDC-9A7F-42FB041BE251 25. Counterparts. This Agreement may be executed in one or more counterparts,each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Signatures transmitted via facsimile and electronic mail shall have the same effect as original signatures. IN WITNESS of this Agreement, the parties have entered into this Agreement as of the year and day first above written. CONTRACTOR" CITY" CITYTHINKERS INC. CITY OF ORANGE, a municipal corporation DocuSigned by: DocuSigned by: NI W40 Najd, r. SL kr By: \ E9A40R17f137947R By: `-07na8R77747n417 Printed Name: Diego Velasco Daniel R. Slater, Mayor Title: President By: ATTEST: Printed Name: e—Docusioned by: Title: nR2RFncRRRFF41A Pamela Coleman, City Clerk APPROVED AS TO FORM: DocuSigned by: CDC307DCOA7548A.. Nathalie Adourian Senior Assistant City Attorney NOTE:City requires the following signature(s)on behalf of the Contractor: 1) the Chairman of the Board, the President or a Vice-President, AND (2) the Secretary, the Chief Financial Officer, the Treasurer, an Assistant Secretary or an Assistant Treasurer. If only one corporate officer exists or one corporate officer holds more than one corporate office,please so indicate. OR The corporate officer named in a corporate resolution as authorized to enter into this Agreement. A copy of the corporate resolution, certified by the Secretary close in time to the execution of the Agreement,must be provided to City. 9 DocuSign Envelope ID: ElAE7C5D-E82D-4FDC-9A7F-42FB041BE251 EXHIBIT "A" SCOPE OF SERVICES Beneath this sheet.] DocuSign Envelope ID:F1AE7C5D-E82D-4FDC-9A7F-42FB041BE251 ci%thinkers URBAN DESIGN + PLANNING November 20, 2023 Aaron Shultz Economic Development Manager City of Orange 300 E. Chapman Ave. Orange, CA 92866 aschulze@cityoforange.org Re: Proposal for Conceptual Framework and Design Charrette, Katella Ave. Gateway Dear Aaron, Thank you for the opportunity to assist the City of Orange with developing a conceptual vision/ framework for the Katella Gateway area. The proposed project area is comprised of approximately 125 acres surrounding Katella Ave. and includes the Stadium Promenade Commercial Center, with frontage on the Santa Ana River to the west and surrounding commercial properties to the south of the commercial center. You seek a qualified urban design consultant to organize and facilitate a visioning process that culminates in a design concept/framework for the area and that catalyzes investment in the gateway area and takes advantage of synergistic opportunities arising from the OC Vibe and the OC Riverwalk projects in neighboring City of Anaheim. The result of this assignment is to illustrate a concept for the area to use in advancing conversations with city leaders, landowners, and key stakeholders. A thorough marketing, branding, and development feasibility analysis will be separate of and likely follow this effort. A Little About Us We have relevant experience with site feasibility analysis and due diligence, as well as master planning and housing design services. Currently, we are working closely with the City of San Diego on the Clairemont and University Community Plans, where we have evaluated the redevelopment potential of two significant commercial centers to include housing and mixed- use along with placemaking opportunities and greater connectivity to transit and open space. We are engaged much in the same capacity on the El Camino Real Specific Plan in Encinitas, where we are studying the potential addition of housing to strip commercial centers along the corridor. In July, we completed a four-mile corridor revitalization plan for the City of Fresno, where we helped the city identify a development strategy for two station areas associated with the city's rapid bus system. We also have a long track record of assisting private development clients with site analysis and feasibility. We work continuously with landowners to evaluate the potential for mixed-use and family housing on multiple sites across San Diego County. With my background in housing design and affordable housing, we currently have three multi-family housing developments total of 217 units) recently completed construction in the Hillcrest and City Heights neighborhoods of San Diego and are well-versed in the density bonus programs of the city. Citythinkers Proposal//City of Orange-Katella Gateway 11/19/2023//page 1 DocuSign Envelope ID:F1AE7C5D-E82D-4FDC-9A7F-42FB041BE251 We feel we are well-suited for this assignment and appreciate the opportunity to work with you on it!The following pages outline our approach and the proposed scope of work.A Firm Profile and Resume with relevant experience is attached to this proposal for your reference. Project Approach Our planning approach for this assignment hinges on five primary imperatives for the project: Focus on Form-Making, not traditional land use planning and zoning, to drive the vision for the area and to illustrate the possibilities. Land use and zoning will easily follow this through a Specific Plan or other implementation mechanism, but if it is not grounded in a concept that is meaningful for building the corridor's sense of place, it will not succeed. and focus on visual simulations and accurate representations of the vision through more detailed site design and architectural concepts. Because we are designers as well as planners, we see the end product as a physical thing, not a list of policies that get put on a shelf. Ensure the plan is feasible and implementable by testing development scenarios and building types in close partnership with economic analysis and financial modeling. We now do this for practically every project because without it we just can't get the developers and community leaders on board, and they are the ones that make it happen. Integrate Complete Streets, multimodal mobility, branding and theming with development types and site design opportunities so there is a cohesive and solid vision for the corridor. Engage keystakeholders and encourage positive change for the corridor by building consensus and gaining support from residents, property owners, business owners, and community leaders. Understanding of the Project The primary objective of planning efforts for Katella Gateway Area should be to plan for the long-term prosperity and growth of the gateway and Katella corridor as we embrace a new direction for retail experiences, mixed-use development and active transportation. That future includes greater opportunities for multimodal mobility, strategies for accommodation of automated and rideshare vehicles, scooters and other types of private vehicles, and better pedestrian and bicycle infrastructure and environments. It also includes opportunities for affordable housing and mixed-use development as the corridor and surrounding areas transform in the next decade into many great places that will offer unique life experiences for residents and visitors alike. Citythinkers Proposal//City of Orange-Katella Gateway 11/20/2023//page 2 DocuSign Envelope ID:F1AE7C5D-E82D-4FDC-9A7F-42FB041BE251 Revitalization of Retail & Mixed-Use Design We have experience developing visionary and specific plans for mixed-use, transit-oriented districts. From the "refresh" of aging retail centers to the master plan for a mixed-use transit district, we have a breadth of experience with commercial and residential mixed-use that includes the design of mixed-use building projects. We understand the land use strategies it takes to revitalize and breathe new life into commercial centers and residential neighborhoods. Interdisciplinary Approach We are a fully integrated practice. The integration of architecture and planning skills in our office provides our firm with a depth of"real world" understanding. We know what it takes to build what we plan, and conversely, we know how what we build affects the urban environment. Community Engagement We are known for our work in environmental justice and our Award-Winning Public Outreach. Stakeholder participation and engagement is a critical component of any successful planning process. Our steadfast focus on building community sets us apart from other planning firms. Over the years,we have designed innovative and engaging techniques that bring community stakeholders together during the design process- uniting them towards a common plan and goals. Citythinkers leads community engagement processes, from workshops, to "charrettes", public meetings, one-on-one interviews and on-the-ground advocacy. Diego Velasco is known for his innovative outreach methods, including the Pop-Up Outreach Program for the City of San Diego, which was recognized at the national level with a National Achievement Award for Public Outreach by the American Planning Association. Form-Based Approach to Zoning Because the foundation of our firm and team is in design, we always approach zoning and development with form-making as the central and driving force. Regulations that focus exclusively on use and formulas(such as FAR or lot coverage)fail to recognize the important role that building form and design play in the process of placemaking and development of our cities.We constantly hear from developer clients that regulations stifle development,that codes often have contradicting language and, ultimately,that zoning is unclear and does not establish a bold vision for an area. Through a form-based approach, design elements that contribute to the success of a place can be elevated and expressed in a clear and compelling format that is also easy to administer and has buy-in from the development community. Currently, Citythinkers is engaged in several assignments with cities across San Diego County focused on calibrating zoning codes to support this form-based approach. Citythinkers Proposal//City of Orange-Katella Gateway 11/20/2023//page 3 DocuSign Envelope ID:F1AE7C5D-E82D-4FDC-9A7F-42FB041BE251 Proposed Scope of Work/ Deliverables: Task 1: Existing Conditions/Zoning Analysis Starting with a strong foundation of information, we will assemble base maps and documents from existing and past planning documents, site reports, technical studies and surveys already done for the area. A review and summary of the zoning and design standards for the area will be performed to establish a basis for our work. Deliverables: Compilation of Base Maps, Drawings and Documents Review of documents &technical studies, as required Review and summary of zoning and applicable standards for the property Peer review of past studies, reports and plans and recommended strategies Opportunities and Constraints Analysis Task 2: Concept Planning In this phase of work, we will work with you and landowners to identify a "sense of place"for the area by developing concept alternatives in sketch form for consideration. We will explore two alternative configurations of land uses, densities, and building types allowed by the zoning and comparable to what is proposed for OC Vibe.This may include a range of development types. Along with these various arrangements of uses and densities, we will design circulation patterns that help to provide a sense of community and support greater connectivity to the Santa Ana River, OC Vibe, and the Katella Ave. corridor. Our goal will be to optimize the development potential of the area and create a distinct sense of place and gateway for the city. These alternatives will be presented in freehand sketch/diagrammatic form for use in community outreach efforts. This will include alternative plans and examples of housing and other land use types proposed in each. Deliverables: 2) Freehand Concept Alternative Plans Diagrams of Potential Building/ Land Use Types 2) Conceptual Site Sections Task 3: Framework Plans Once a preferred design concept for the plan is agreed upon, we will refine the configuration of paths, development areas and other plan elements in order to produce a series of framework plans that describe the project by the following characteristics: Buildings& Program Areas Open Spaces &Amenities Circulation Deliverables: 3) Framework Diagrams/ Plans with representative imagery Project summary, including but not limited to: residential dwelling unit count, building area, height, number of floors, FAR, parking ratio, parking count, amenities, site constraints, etc. Citythinkers Proposal//City of Orange-Katella Gateway 11/20/2023//page 4 DocuSign Envelope ID:F1AE7C5D-E82D-4FDC-9A7F-42FB041BE251 One (1)"bird's eye" 3D view of the area or a selected section Three(3)"on-the-ground" 3D perspective views of representative areas Task 4: Meetings and Community Engagement We anticipate the design and planning process will be an interactive and collaborative process involving you, city representatives, landowners, and interested stakeholders.The engagement process should include: Deliverables: 1) Half-day Kickoff Meeting and site visit with Economic Development/ City staff 1)Group Meeting with Property Owners (alternatively, up to 4 virtual meetings with individual owners) 1)Workshop/Charrette with property owners, city representatives, and interested stakeholders Up to (4) project check-in meetings with Economic Development Staff(virtual) Task 5: Summary Report The culmination of our efforts may include a traditional summary report/ development prospectus that communicates the vision with compelling graphics in a marketing-level quality. As an alternative to a report, we propose to develop an ESRI StoryMap which may be hosted on the city's website and serve as an interactive tool for interested property owners, developers, community leaders and city officials. Deliverables: 1) Summary Report in pdf format(letter or tabloid size and a maximum of 50 pages) Optional Alternative)- ESRI StoryMap Exclusions: Detailed and Dimensioned Plan Drawings Detailed Elevations showing materials and finishes Photo Realistic 3D Renderings/ Simulations Landscape Design Full Schematic Design Design Development Construction Drawings Engineering Entitlements & Development Approvals Hearings Citythinkers Proposal//City of Orange-Katella Gateway 11/20/2023//page 5 DocuSign Envelope ID:F1AE7C5D-E82D-4FDC-9A7F-42FB041BE251 Fees: Citythinkers will provide the deliverables listed above for an Hourly Amount as listed below and at an hourly rate of$190/ hour for Diego Velasco, $150/ hour for Senior Urban Designer, and $85/ hour for Urban Designer: Task 1:3,000 Task 2: $15,000 Task 3: $10,000 Task 4: $12,500 Task 5: $15,000 Total: $55,500 Schedule: We will work with you to define a schedule that meets your needs. Based on prior similar work, we anticipate completion of the project within four to six months from project kickoff, depending on the responsiveness of stakeholders and city staff capacity. Aaron, thank you again for this opportunity. If you have any questions or comments, please do not hesitate to contact me so we can discuss this proposal with you and make adjustments if necessary. 7P" / Diego Velasco Principal, Citythinkers November 20, 2023 Citythinkers Proposal//City of Orange-Katella Gateway 11/20/2023//page 6 DocuSign Envelope ID:ElAE7C5D-E82D-4FDC-9A7F-42FB041BE251 FIRM PROFILE c Y/thinkers Firm Size:<s5oo,o0o revenue Location:San Diego,CA URBAN DESIGN + PLANNING of years in business:4 years Citythinkers is an integrated and multi-disciplinary planning,urban design and of staff:4 0 principal, senior planner,2 designers) community-based firm whose central mission is to build a better city.With Certified City of San Diego Emerging Local Business thoughtful care and attention,we devote our energy,talents and passion to ELSE) the communities that support us.We direct our best efforts toward achieving A a quality built environment for people,and believe(above all)in making great a wu,M it; .I - -• places.We do this through research,by talking with the community,and with l jnglif zl a passion for design that serves a public good. i n.i f Based in San Diego,California and with 23 years of experience in the fields of y ` planning and design,the firm's work ranges in scale and scope from Generallig*kil - I , r Plans,to Community Plans,Master Plans,Zoning Codes,Streetscape Design, 1 1 1_ - ; Design Guidelines and Community Outreach.Our research and design expertise i 1t . 1' in urban,infill housing and mixed-use informs the planning practice and enriches each planning project with"real world true-testing"of bold ideas and visionary City Of San Diego Complete Communities thinking. Housing Incentive Program Driven by core values and design excellence,Citythinkers often attracts like- minded partners who collaborate with us to deliver award-winning plans, designs,and solutions that make a lasting positive impact in our San Diego region. CORE SERVICES Site Feasibilty and Due Diligence Urban Design&Design Guidelines j 4 Zoning and Form-Based Codes 24th STREET TODO Policy and Land Use Planning 3D Visualizations and Renderings TRANSIT ORIENTED Community Engagement DEVELOPMENT OVERLAY Transit-Oriented Design Overlay(Todo) SELECTED RELEVANT EXPERIENCE TOD study for the 24th st.light rail station in City of San Diego Complete Communities Program National city,CA CITYTHINKERS I CITY OF SAN DIEGO smFlt. Principal-in-Charge;Urban Design,Illustrations,Site Testing Contact:Nancy Graham:619-236-6891;nhgraham@sandiego.gov 07,1:::•.-:„.-,_..- 24th Street Transit Oriented Development Overlay r;, rCITYTHINKERSICITYOFNATIONALCITYA . .}t• Principal-in-Charge of Urban Design Z o"C ;VContact:Brad Raulston:619-336-4256;braulston@ci.national-city.ca.us t` f;, •; University Community Plan Update I-- A tCITYTHINKERSICITYOFSANDIEGO Principal-in-Charge;Project Lead of Urban Design i Contact:Katie Witherspoon:619-236-6017;KatieW@sandiego.gov ape Clairemont Community Plan Update University Community Plan Update CITYTHINKERS I CITY OF SAN DIEGO Urban Design Concept for UTC area of University Principal-in-Charge;Urban Design Lead Contact:Marlon Pangilinan:61g-235-5293;mpangilinan@sandiego.gov The Trails at Carmel Mountain Ranch Design Guidelines NEW URBAN WEST a':Kr!• 11 ' Principal-in-Charge;Design Guidelines in Standards Contact:Jonathan Frankel:925-708-3638;jfrankel@atlantissd.com ill ?. = iI University of San Diego Master Plan&Conditional Use Permit UNIVERSITY OF SAN DIEGO I i:Tincipal-in-Cl-,a.ge;Project Lead;Entitlements is rc,cair y Contact:Ky Snyder:619-838-o18o;kysnyder@sandiego.edu I,I..NNIMtly GnMOm. Hillcrest Focused Plan Urban Design Concept for University Avenue DocuSign Envelope ID:F1AE7C5D-E82D-4FDC-9A7F-42FB041BE251 Diego Velasco AICP,LEED AP Diego Velasco is Principal and Founder of Citythinkers,an integrated and multi- disciplinary planning and urban design firm based in San Diego,California.With 23 years of experience in both urban planning and architecture,he maintains a comprehensive and interdisciplinary approach to that makes him versatile and diverse in his skills. His planning work ranges in scale and scope from Master Planned Communities to General Plans,Community Plans,Zoning Codes, Streetscape Design,Resiliency Planning,and Community Outreach.His work in architecture focuses on urban,infill housing,affordable housing,and mixed-use. Diego is currently active in his community as Section Director for the American Planning Association,a member of the Management Committee of ULI San Diego/Tijuana,and as a frequent speaker at national and local APA and ULI events. He teaches undergraduate city planning,urban design,and architecture studio courses at the University of California,San Diego and the University of San Diego. SELECTED RELEVANT EXPERIENCE YEARS OF EXPERIENCE 23+years;4 years with Citythinkers Site Feasibility and Due Diligence for Price Charities Properties PRICE CHARITIES AWARDS Principal-in-Charge of Schematic Design and Site Feasibility Analysis Contact:Sophie Bernabe:858-551-2327;sbernabe@price-entities.com American Planning Association,San Diego City of Encinitas El Camino Real Corridor Specific Plan Chapter Comprehensive Plan Award for the El Cajon Transit District Specific Plan(2019) CITY OF ENCINITAS Principal-in-Charge of Urban Design and Site Feasibility Testing American Planning Association,San Diego Contact:Brooke Peterson,Rick Engineering;bpeterson@rickengineering.com Chapter Urban Design Award (Honorable 24th Street Transit Oriented Development Overlay Mention)for USD Master Plan(2o18) CITY OF NATIONAL CITY Principal-in-Charge of Urban Design American Planning Association National Contact:Brad Raulston:619-336-4256;braulston@ci.national-city.ca.us Achievement Award-Public Outreach(2015) City of San Diego On-Call Planning Services EDUCATION/CERTIFICATIONS CITY OF SAN DIEGO Principal-in-Charge;Urban Design Lead on Multiple Plans University of Washington(2006) Contact:Nancy Graham:619-236-6891;nhgraham@sandiego.gov Master of Urban Planning Urban Design Certificate City of San Diego Complete Communities CITY OF SAN DIEGO University of California,Berkeley(1999) Principal-in-Charge;Site Feasibility Testing,Standards,&Illustrations Bachelor of Arts Degree,High Honors Contact:Nancy Graham:619-236-6891;nhgraham@sandiego.gov Architecture Major,City Planning Minor Community Plan Updates for Clairemont,University,College Area, American Institute of Certified Planners, and Hillcrest Communities of San Diego Certified Planner CITY OF SAN DIEGO Principal-in-Charge;Urban Design and Land Use U.S.Green Building Council Contact:Nancy Graham:619-236-6891;nhgraham@sandiego.gov LEED Accredited Professional City of San Diego Blueprint SD ACTIVITIES/AFFILIATIONS CITY OF SAN DIEGO Principal-in-Charge;Urban Design and Objective Design Criteria Urban Land Institute(Member,Management Contact:Suchitra Lukes:619-533-5931;slukes@sandiego.gov Committee TAP Chair, Partnership Forum City of San Diego Mixed-Use Zoning Code Mentor 2o14-present) CITY OF SAN DIEGO Lambda Alpha International,Member Principal-in-Charge;Zoning Code Writing&Illustrations Contact:Renee Mezo:619-236-6033;rmezo@sandiego.gov Citizens Coordinate for Century 3 (Board Member 2013-2019,President 2(14) Centre City Advisory Committee(2009) American Institute of Certified Planners American Planning Association, Member, Section Director DocuSign Envelope ID:F1AE7C5D-E82D-4FDC-9A7F-42FB041BE251 CLAIREMONT TOWN SQUARE REDEVELOPMENT 3-4 Vons Story Wrap Surface 3 Story CVS Parking podium/ Park stacked Project Community Plan PROJECT FEATURES Flats Type Update Produced urban designUrbanDesign r , ,r concepts for an aging x f§-fir , y, Client City of San Diego commercial shopping center s+ T with integration of housing i Client Marlon Pangilinan, and mixed-use. 6%," '' -' ; i- Reference Senior Planner4 t ' mpangilinan@ Illustrated how design and sandiego.gov architecture help shape j' u 619 235 5293 spaces and places for A. y e: - ta Location San Diego,CA walkability and compatibility within an existing suburban ii community. r I Services Urban Design Placetypes, Community outreach to local Community Outreach planning group in a series Completed Summer 2021 of design"training"sessions focused on public realm, 3 Story Main Restaurant/ Project Diego Velasco,placemaking and building Wrap Street Commercial Team Citythinkers design. 3D Visualization of Clairemont Square Shopping Center Redevelopment (Phase 1) to include Housing&Mixed-Use. f\" 1n'::.-':: a:v1' 1 0r i A 1:',0: 41.:•. 4,. it.,, i,.•, ' r',. ..) 4410. 411i0ft4"1- t_e 4: 1IJr,:, l s7 146-..*--'; 1.-;:,!°''.' 1.15•2i:g' 4 giilttl'• - ‘-::; ' 1 ter• ir A 0.1 aka r i:mil del. I . ..r s ' II 0 Mill JJ I.t` a. v a \ . ti-. K" q 4c r 1 N11 - Developing a 'village feel"through generous pedestrian spaces J. I Fre, afr 4'4, , 4 A 7' s,,'"r °" y'`?F+rr:-- ay' l s{ l t 1I, it iLlrfai .ram+ o,+ ,.. ‘ -, ..._ I L i Housing'fills in"areas of excess parking to shape space JIM-111 j . 1 Op :I,' '-'qiitilik , 1 it r. r A key to placemaking at Commercial Centers is the building up of a'Main Street" experience that supports a pleasant walking environment CITYTHINKERS 2023 I CITY OF ORANGE DocuSign Envelope ID:F1AE7C5D-E82D-4FDC-9A7F-42FB041BE251 II EL CAMINO REAL CORRIDOR SPECIFIC PLAN I Project Specific Plan PROJECT FEATURES Type Redevelopment and h i _ — revitalization strategy L ymi M_t a Client Rick Engineering for the El Camino Real Y _ Client Brooke Peterson, Corridor in the City of 1 Reference Principal Encinitas bpeterson@ Feasibility analysis/site T rickengineering.testing for integration f- com of housing along858-336-0938 commercial centers on Location Encinitas,CA the corridor Worked closely with Services Land Use x`; economist to run Planning, financial analysis of f Zoning, Design,idi t potential housing types Feasibility c..;r ;, i`{.. Analysis—• Y Established guidelines a 3'` Completed underway for compatibility with a surrounding single-at y" r Project Diego Velasco family neighborhoods i i A a - w ` m F .+ nr,'a, Team Conceptual examples of housing development integrated with existing commercial centers OPTION A: WHOLESALE OPTION B: PARTIAL OPTION C: REDEVELOPMENT REDEVELOPMENT/ INFILL u ttom J \ 1171.17711 0 4 2,.- IaBm y 4111IIIIJ i1111 P I s, - v 1 P 1 7 PP t :31, P-, 7"" Ea Ec3 Ilionli. I il / c j al 1111 i. 1-- 1-1 \ LS Phasing is key to commercial center redevelopment,as is a clear understanding of the constraints and the desired scale of development CITYTHINKERS 2023 I CITY OF ORANGE DocuSign Envelope ID:F1AE7C5D-E82D-4FDC-9A7F-42FB041BE251 FRESNO KINGS CANYON CORRIDOR TOD CONNECTIVITY PLAN 1 Project Corridor Plan;TOD PROJECT FEATURES Type Feasibility Analysis; • 3D visualizations of the Visualizations transit corridor Client Cityof FresnowFRelaNParlirgResidentialParidne a9some* o„ Development of six (6) EL___ L`I U E Client Drew Wilson Development Prototypes n Reference Supervising Planner with associated plans, 3D c „„rtv Rrrar City of Fresno models, and Financial Pro oici1j5"' drew.wilson@fresno. Formas goy Notable outcomes include: F.N:Nn5 CANYON RR visualization of higher Typical Plan of Mixed Use Infill Development Completed Anticipated density and mixed-use at the Prototype Adoption Winter transit stations; rendering 2023 of Complete Street concepts Fees 280,000 along Ventura Ave.and Kings t L.-1Canyon Rd.; understanding Project Diego Velasco of development feasibility r4'' and strategyTeamCitythinkers, Prime Consultant Implementation focus yDebbie Kern relies on building strong Keyser Marston relationships with localilki111hirill !HI ,E 01ohii ,, , Associates, Community Based Economic Analysis Organizations through the littw ,..'i i I Tony Mendoza outreach process CR Associates, View of Mixed-Use Infill Development Prototype for the Mobility Analysis Corridor rh iY a 1V I''.. flit "dm.d f i•.e.:: f,'::., :r..64Irfr.;.7.-..-..;A-' ' , ,..44. gs Od P 41 tsLx-ra; 0 y- ws gar Y' > r r e i'f i' r I47* i' oaoono { pP.46,.. ft ',,wJoy a st i art 41,..0. 9). e r e l'' a' "w t,1- 141111.11 i"' ` as 1 _ x,' It ;t $ r Ch2St NU kf fi ( ,_ 7_, age,gn m l w r ten, 0, A i/ suir f e,;,,;r''>} x '. ` :,•"ear L, E m.44 C ) school&University C ) Opportunity for Place Making Mini-Mobility Hub-O Stop 1 Improved Street/ Street Experience Proposed Farmer's Proposed Sand Box for New ® Bike Share/Pocket Park Landscape-sidewalk-Light Opportunity MarketN / ( ) Pedestrian Connection = Development Park&Community Green Proposed Main Circulation ® Linear Landscape and ® Proposed Community Park/ ( Opportunity for Commercial AA` Transit Plaza Proposed Critical Connection Promenade/Frontage Pocket Park Terrace/Outdoor Sitting w IC(1 -. As a part of the project,Citythinkers assisted the City of Fresno in developing a framework for phased revitalization of auto centric commercial centers along the corridor CITYTHINKERS 2023 I CITY OF ORANGE DocuSign Envelope ID:F1AE7C5D-E82D-4FDC-9A7F-42FB041BE251 UNIVERSITY COMMUNITY PLAN Project Community Plan PROJECT FEATURES s Type Update Update to the 1987 Community Plan surrounding m . Client City of San UCSD r I i r' . ' Diego hit Redevelopment concepts for r V s Client Nancy Graham the La Jolla Village Square I y Reference Dev. Project Mall and the Marketplace a, t,aw".,.,,a._ .. . iit Manager Plaza I -- als y City of San Diego Urban Design vision for three a¢ NHGraham@ station areas associated with I 4 sandiego.gov the newly opened Mid-Coast r r 619-236-6891 Blue Line Trolley 2 Size approx.8,700 i • Community presentations, r„* _ Y meetings and workshops t. E acres focused on urban design Completed Anticipated opportunities in the I.] 2023 community's focused growth r6-; u . areasProjectDiegoVelasco 3D Massing Study of the UTC area showing Team Gaelle Brasseur • Developed maps,diagrams, development focused on key corridors and transit 3D renderings,and stations in the community visualizations for use in community engagement and online survey 4 tiF lie- 1m e LL 4. ii-iit* '_____\ 110 V4,,,, watt 014,0 I- 1: '1 ' , 411:11/11)Pr 4, 41.::< 1,, v 4:;:- , r,.. 'ill 11 if" :,,,,,,,*' , 0 ..*: ' t. 4' '' ' I' ' 7-.:.' fr" ' '' '- f: -11 ' I tt 7 ' $' -,,• . I i Fyn} i ` s 1 1 wt•a Redevelopment concept for the La Jolla Village Redevelopment concept for the UC Village Commercial Center to include a mixed- Square Mall to include housing, office, a transit use Vons,housing,and a library station,and parks CITYTHINKERS 2023 I CITY OF ORANGE il DocuSign Envelope ID:F1AE7C5D-E82D-4FDC-9A7F-42FB041BE251 EVOC APARTMENTS Project Market Rate PROJECT FEATURES Type Apartments 82 studio, one and two-bed m market-rate apartments in r 'the heart of the HillcrestClientH.G. Fenton t•• a ram" Company/Smithton Neighhorhood T' ''pi Architects Project designed under Client Dave Gatzke the housing density bonus Building steps down in scale and massing next to the Reference Senior Director of program Development neighboring single-family homes dgatzke@hgfenton.com • Corner Cafe and Terrace 619-400-1020 Courtyard with Fire Pits, Lounge Seating, Art, BBQ, i - Completed Occupancy-Spring and Jacuzzi 2023 M= i s . Project Diego Velasco 1 :—r-r--. Team Citythinkers, Prime Designer i li—I Deborah Smithton I411 1- g '.M,A inAir ,.,,,Smithton Architects, 7 . Architect of Record tRRa Entrance is designed to provide keyhole views into the courtyard and to evoke a theatrical display of the building to the street a- I I III lima m I ri II III I li 1 1111 I I II i lk i -2- i 1: : I 1:: 1'`i.. 1 l y i• ill. a'71u, i 4 tr1Ikillr 1 el 1 it ,+ •! Y ' a i+ Y 1 II DocuSign Envelope ID:F1AE7C5D-E82D-4FDC-9A7F-42FB041BE251 THE BEACON APARTMENTS Project Micro-unit PROJECT FEATURES Type Apartments 44 micro-unit efficiency studios Client Wakeland Housing Project designed under the housing density bonus program Client Elaine Camuso Reference ecamuso@ Located in a Downtown,compact infill wakelandhdc.com site across from City College 619-606-6445 Community room with views to the bay Completed Completed Type V Podium construction construction in 2019 • Project Diego Velasco Team While Principal at y M.W.Steele Group Prime Designer IL11.! I di 1 1 T414444."‘ . . • ,, 4. 4 _,. t d alli Nam 'I 44006,4, The building is designed to fit into its context and orient to the bay views I 1.' 0003 it -•.. i•. i__,_. Ilk t 1 t Or 1::::_ tor lam. 4-1:..... 4...... : 1._ 1 i 1 Jo i, , 4 „:1; - .::' ..' - '':. r I.- 4 War. '"+ r{ a - . CITYTHINKERS 2023 I CITY OF ORAN