HomeMy WebLinkAboutVanderwalle Associates 2022-2023 Implementation Services Agreement - 7.18.2022VANDEWALLE &
ASSOCIATES INC.
July 22, 2022
Agreement for Implementation Services 2022-2023
THIS AGREEMENT is made and entered into by and between the "Client" City of
Waterloo, Iowa, and VANDEWALLE & ASSOCIATES, Inc., Madison, Wisconsin, a professional
planning and design firm.
Article I Scope of Work
A. VANDEWALLE & ASSOCIATES agrees to provide the following "Services":
WORK ELEMENT ONE: BLIGHT ELIMINATION AND PROPERTY ACQUISITION
a. Continue to update map and strategy with blight elimination and property
acquisition targets;
b. Track property owner, assessed value, and anecdotal information regarding
asking price, business status, and other relevant details;
c. Work with City and Waterloo Development Corporation on public private
partnership to blight elimination and property acquisition;
d. Coordinate downtown redevelopment efforts with supporting blocks and
neighborhoods including Walnut neighborhood, Church Row
neighborhood, Franklin Gateway neighborhood, and Rath area.
120 East Lakeside Street • Madison, Wisconsin 53715 • 608.255.3988 • 608.255.0814 Fax
247 Freshwater Way, Suite 530 • Milwaukee, Wisconsin 53204 • 414.988.8631
www.vandewalle.com
Shaping places, shaping change
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WORK ELEMENT Two: DOWNTOWN MASTER PLAN IMPLEMENTATION
Work with the City to expand and implement the detailed development plan for
downtown Waterloo, to include the following:
a. Work with the City and Waterloo Development Corporation to identify the
downtown projects that would be eligible for anticipated federal stimulus
funding;
b. Continue to develop and implement the downtown Master Plan, including
both priority projects on both the east and west sides;
c. Develop graphics, including concept design, whitepapers, and web -based
graphics as needed to illustrate visionary concepts for redevelopment;
d. Continue to update redevelopment Master Plan, including perspectives
showing proposed uses, density, and massing along Commercial and
Jefferson corridors;
e. Assist with financing strategies that promote economic development, such as
tax increment financing and economic impact forecasting;
f. Advise the City on coordination of downtown marketing effort, including
collaboration with the City on marketing materials and providing design
review assistance;
g. Provide ongoing implementation assistance for housing projects that are
underway;
h. Work with City, property manager, owners, and future developer to
reposition Black's Building as a catalytic redevelopment project, as well as
adjacent blocks for redevelopment;
i. Provide general assistance to the City as requested
WORK ELEMENT THREE: SUPERBLOCK REDEVELOPMENT
With the assistance of City Staff, coordinate the redevelopment of the properties in
the Superblock. (Note: Superblock is a four -block area around the Convention
Center, including the Ramada hotel, parking structure, Courier building, and Cedar
River Plaza building) to include the following:
a. Assist City with positioning projects to attract and recruit developers;
b. Advise on use, density, and programming for Courier Block and adjacent
buildings and sites, including both existing and future catalytic
redevelopment sites;
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c. Advise on priorities for phased development of Superblock properties;
d. Facilitate the Design Build Management Team process, including providing
agendas, guidance, and recommendations on design review elements;
e. Assist developer and others in coordinating site planning and architect's
design review on Courier Block or other adjacent proposed development;
f. Advise on potential renovation of Econo Lodge project or other site uses;
g. Advise on redevelopment opportunities for the Cedar River Plaza building,
including appearance improvements, river access options, and suggestions
for tenant mix
WORK ELEMENT FOUR: CENTRAL CITY LIVE LEARN INITIATIVE
a. Continue to work with Mayor and City Staff on "Central City Live Learn
Neighborhood Initiative," including coordination between existing efforts
and stakeholders, managing the implementation of the initiative;
b. Assist with concept development through whitepapers and graphics/maps,
and data collection/analysis as needed to support current efforts by City and
public and non-profit partners;
c. Continue to assist in launching new redevelopment sites and uses for the
project "pipeline" on both the west and east sides, including the Walnut
neighborhood, Church Row, and Highway 63 corridor;
d. Development of outline for architectural guidelines for key neighborhood
corridors and areas where redevelopment/revitalization on a block -by -block
basis is a priority;
e. Advise on implementation of Walnut Street and Church Row
Neighborhood planning efforts;
f. Advise on Opportunity Zone projects, including packaging projects for
investment, developer recruitment, design concept development;
g. Coordinate with the City on East 4th Street Development;
h. Advise on the development of workforce mobility opportunities and
coordinate with transit and workforce stakeholders;
i. Continue to advance and track metrics related to impact of the City Central
Live Learn Initiative;
j. Continue to advance workforce training initiatives, including building trades
and advanced manufacturing, through support of partner initiatives
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WORK ELEMENT FIVE: DOWNTOWN LIGHTING AND IMPLEMENTATION
Continue to facilitate relationship with potential lighting design consultant and help
manage their scope of work, deliverables, and cost estimates
a. Coordinate local/regional stakeholders on communication and/or input,
planning, and strategy on implementation of bridge lighting project;
b. Provide additional project support, as directed by the City
WORK ELEMENT SIX: IOWA REINVESTMENT DISTRICT IMPLEMENTATION
(NON -MARINA)
a. Assist the City in planning for redevelopment of the TechWorks outlots,
such as the marina site, retail sites, and sports -related uses, and including
efforts to functionally integrate TechWorks into the downtown
redevelopment Master Plan. These efforts will be conducted through regular
calls, DBMT meetings, and review of materials;
b. Work with Waterloo Development Corporation to implement the market
study related to a regional hard court tournament center;
c. Assist the City in implementing the projects in the Iowa Reinvestment
District, including new opportunities in hotel, hospital, retail, and multi-
family housing;
d. Assist City Staff in activities to help support the hotel to recover from losses
incurred during the covid-19 pandemic, including supporting recruitment of
a new restaurant and aligning downtown redevelopment activities to increase
room nights and associated tax revenues
WORK ELEMENT SEVEN: PARK TO PARK/VETERANS WAY DESTINATION
DISTRICT ADVANCEMENT
a. Continue assisting the City with implementation of projects, including Bridge
Lighting, Veterans Way, Pocket Park, 218 Pedestrian Underpass, improved
streetscape and the Sullivan Brothers Memorial Plaza;
b. Support Mayor and City Staff in procuring additional public and private
sources of funding such as EDA funding for projects in the Park to
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Park/veterans Way concept, including preparation of letters of intent or
grant writing, in partnership with City Staff;
c. Continue to develop design concepts, cost estimates, whitepapers, summary
graphics, and partnership opportunities for projects within the overall Park
to Park/Veterans Way Destination District concept
WORK ELEMENT EIGHT: MARINA SITE AND OTHER CEDAR RIVER PROJECTS
a. Assist City with positioning remaining project phases for federal and state
funding in addition to identifying and tracking other funding opportunities
applicable to the project, such as Great Places program, TAP funding, or
others;
b. Work with the City and the Waterloo Development Corporation to identify
an operator and operating plan for the Marina, including multi -family
housing, paddlesports/recreation business, and other uses;
c. Assist with converting River Road to a riverfront parkway with scenic
improvements;
d. Assist with concepts and positioning for future Cedar River projects;
e. Help recruit and vet additional housing and retail/commercial prospects for
the Marina site, including temporary uses like local food trucks to support
seasonal activity on marina site;
f. Coordinate with other City/INRCOG consultants on shoreline, river
access, docking, and site design;
g. Provide advice on kayak course, fishing derbies, flatwater paddling, and
other recreational programming opportunities, including potential
canoe/kayak livery site;
h. Develop and maintain implementation strategy and operating plan,
including project roles and responsibilities as the Cedar River Placemaking
project is implemented
WORK ELEMENT NINE: FUNDING PROCUREMENT AND TRACKING
At the direction of City Staff, provide assistance in developing a funding strategy to
include the following:
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a. Develop and track sources of and deadlines for federal, state, and local
funding opportunities;
b. Position projects by developing white papers and communication strategies
to help recruit funding sources;
c. Track federal infrastructure -based funding programs, such as RAISE (DOT)
and FTA for road/transit projects;
d. Support and assist the City in implementing the federal Opportunity Zone
program, including design concept development and funding structures;
e. Add capacity to City Staff by providing grant writing services, as requested
WORK ELEMENT TEN: DEVELOPER RECRUITMENT ASSISTANCE
As additional priority projects are identified during the contract period, assist the
City with developer recruitment activities, including:
a. Project concept design and refinement, including design services to review
architecture and graphic services to advance specific projects, including infill
or other projects on the east side;
b. Participate in property owner negotiations and relocation strategies;
c. Participate in developer recruitment and negotiations, such as RFP/RFPs
development, evaluation of responses, and developer selection;
d. Assist in financing strategy development;
e. Assist in design and development review
WORK ELEMENT ELEVEN: COORDINATION FOR PMT/DBMT PROCESS
With the assistance of City Staff, manage and coordinate the Project Management
Team, to include the following:
a. Identify priority focus areas and set related meeting agendas;
b. Facilitate Project Management Team and project -specific Design -Build
Management Team meetings on a monthly basis or as needed;
c. Facilitate the Design Build Management Team process, including providing
agendas, guidance, and recommendations on design review elements;
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d. Continue to enhance public private partnership with Waterloo
Development Corporation
B. Additional Services may be provided at the request of the client through a
'Work Order". These services may include extra travel and meeting
expenses or white papers.
C. VANDEWALLE & ASSOCIATES agrees to provide its professional Services in
accordance with generally accepted standards of its profession.
Article II Client's Responsibilities
A. Client agrees to provide VANDEWALLE & ASSOCIATES with all base maps,
blueprints, aerial photos, studies, reports, and ordinances needed to complete
these Services. VANDEWALLE & ASSOCIATES may reasonably rely on the
accuracy and completeness of these items. Client agrees to provide these
items and to render decisions in a timely manner so as not to delay the
orderly and sequential progress of VANDEWALLE & ASSOCIATES Services.
B. The administrative liaison between VANDEWALLE & ASSOCIATES and the
Client will be Noel Anderson, Community Planning Director.
C. Client agrees that the following individuals are approved to authorize
Additional Services via a Work Order:
Name Title
Name Title
D. Client understands that any work product delivered in electronic form under
this Agreement may require Client to use certain third -party hardware and/or
software products. Client shall be solely responsible for obtaining licenses to
use such third -party software. VANDEWALLE & ASSOCIATES makes no
warranties or representations as to the quality, capabilities, operations,
performance or suitability of any third -party hardware or software including
the ability to integrate with any software currently in use by the Client. Client
acknowledges that the quality, capabilities, operations, performance, and
VANDEWALLE & ASSOCIATES City of Waterloo / Implementation Services 2022-2023
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suitability of any third -party hardware or software lies solely with Client and
the vendor or supplier of that hardware or software.
E. If Client makes any modifications to Deliverables, Client shall either 1)
obtain the prior written consent of VANDEWALLE & ASSOCIATES; or 2)
remove VANDEWALLE & ASSOCIATES name from the Deliverables. In the
event that Client selects option #2, VANDEWALLE & ASSOCIATES shall not
be liable or otherwise responsible for such modifications or their effect on
the results of the implementation of the recommendations contained in such
Deliverables.
Article III Estimated Schedule
A. Services in this Agreement shall commence July 1, 2022 and be in effect a
maximum of one year, unless the parties agree otherwise.
B. VANDEWALLE & ASSOCIATES shall render its Services as expeditiously as is
consistent with professional skill and care. During the course of the Project,
anticipated and unanticipated events may impact the Project schedule and
VANDEWALLE & ASSOCIATES shall not be responsible for any delays caused
by factors beyond its reasonable control.
Article IV Costs and Payment
A. All work will be completed on a time and materials basis with the budget for
the Project set at $72,000 (billing at an average $6,000 monthly). Client
acknowledges that significant changes to the Project schedule, budget or
Project's scope may require Additional Services for which the parties may
(but are not required to) enter into a separate Work Order (see Article I.B.).
B. VANDEWALLE & ASSOCIATES shall send Client an invoice for Professional
Fees and Reimbursable Expenses once a month. Client shall pay
VANDEWALLE & ASSOCIATES the amounts due under such invoice upon
receipt of such invoice. A service charge of 1.5% per month may be charged
on all amounts more than 30 days after date of invoice.
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Article V Termination
A. Either Client or VANDEWALLE & ASSOCIATES may terminate this Agreement
upon seven days written notice.
B. If terminated, Client agrees to pay VANDEWALLE & ASSOCIATES the hourly
rates for all Services rendered and Reimbursable Expenses incurred, up to
the date of termination.
C. Upon not less than seven days' written notice, VANDEWALLE & ASSOCIATES
may suspend the performance of its Services if Client fails to pay
VANDEWALLE & ASSOCIATES in full for Services rendered or Reimbursable
Expenses incurred. VANDEWALLE & ASSOCIATES shall have no liability
because of such suspension of service or termination due to nonpayment.
Article VI Dispute Resolution
VANDEWALLE & ASSOCIATES and Client agree to mediate claims or disputes
arising out of or relating to the Agreement. The mediation shall be conducted
by a mediation service acceptable to the parties. A demand for mediation
shall be made within a reasonable time after a claim or dispute arises. In no
event shall any demand for mediation be made after such claim or dispute
would be barred by the applicable law.
Article VII Intellectual Property; Confidentiality
A. Except as otherwise provided by law: upon payment in full by Client to
VANDEWALLE & ASSOCIATES for Services rendered and Reimbursable
Expenses incurred pursuant to this Agreement, VANDEWALLE &
ASSOCIATES shall grant Client a non -transferable, non-exclusive, perpetual
license to use any and all Work Product developed or produced by
VANDEWALLE & ASSOCIATES pursuant to this Agreement. As used in this
Agreement, "Work Product" means all inventions, processes, data,
documents, drawings, records, and works of authorship, whether or not
copyrightable or patentable, that are originated or prepared by VANDEWALLE
& ASSOCIATES in the course of rendering the Services under this Agreement.
Until Client pays VANDEWALLE & ASSOCIATES in full for Services rendered
and expenses incurred pursuant to this Agreement, Client may not use any
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Work Product to complete the Project with others unless VANDEWALLE &
ASSOCIATES is in material breach of this Agreement.
B. Except as otherwise provided by law: Client shall not communicate, publish,
or otherwise disclose to a third party or authorize or induce anyone else to
use, communicate, publish, or otherwise disclose, any nonpublic information
pertaining to VANDEWALLE & ASSOCIATES, including, without limitation, any
information relating to pricing, products, or ideas of VANDEWALLE &
ASSOCIATES. Until VANDEWALLE & ASSOCIATES is paid in full by Client for
Services rendered and expenses incurred pursuant to this Agreement, Client
shall not communicate, publish, or otherwise disclose to any third party, any
information pertaining to or summaries of the Work Product.
Article VIII Miscellaneous Provisions
A. Iowa law governs this Agreement (without regard to its conflict of law
principles or rules of construction concerning the draftsman hereof).
B. This Agreement is the entire and integrated agreement between the Client
and VANDEWALLE & ASSOCIATES, and supersedes all prior negotiations,
statements or agreements, either written or oral, with regard to its subject
matter. This Agreement may be amended only by written instrument signed
by both Client and VANDEWALLE & ASSOCIATES. Neither party can assign
this Agreement without the other party's prior written permission.
C. Notwithstanding any other term in this Agreement, VANDEWALLE &
ASSOCIATES shall not control or be responsible for another party's means,
methods, techniques, schedules, sequences or procedures, or for construction
safety or any other related programs.
D. The parties acknowledge that society has become more and more litigious
over the years. Despite having done everything right and fulfilling its
obligations under this Agreement, VANDEWALLE & ASSOCIATES may be
brought into a lawsuit or other action regarding the Project or other activities
of the Client. To avoid VANDEWALLE & ASSOCIATES from incurring
significant financial obligations when it has properly performed under this
Agreement, Client agrees to indemnify, defend and hold VANDEWALLE &
ASSOCIATES, its agents and employees harmless from and against any and all
claims, liabilities, suits, demands, losses, costs and expenses (including
reasonable attorneys' fees), arising out of the Project or the performance or
VANDEWALLE & ASSOCIATES City of Waterloo / Implementation Services 2022-2023
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non-performance of obligations under this Agreement, except to the extent
the same are directly caused by VANDEWALLE & ASSOCIATES' negligence or
willful misconduct related to this Agreement.
E. In the event that any suit or action is instituted to enforce any provision in
this Agreement, the prevailing party in such dispute shall be entitled to
recover from the losing party all fees (including legal and accounting fees),
costs and expenses of enforcing any right of such prevailing party under or
with respect to this Agreement, including without limitation, all costs of
appeals. For purposes of this provision, "prevailing party" shall include a
party that dismisses an action in exchange for payment of the sum allegedly
due, performance of covenants allegedly breached, or consideration
substantially equal to the relief sought in the action or proceeding.
F. VANDEWALLE & ASSOCIATES reserves the right to include representations of
the Project in its promotional and professional materials.
G. In order for VANDEWALLE & ASSOCIATES' to provide cost effective services,
the parties agree that VANDEWALLE & ASSOCIATES shall not be liable to
client or any third party for any losses, lost profits, lost data, consequential,
special, incidental, or punitive damages, delays, or interruptions arising out of
or related to this Agreement, regardless of the basis of the claim.
VANDEWALLE & ASSOCIATES' aggregate liability (including attorneys' fees) to
Client shall not exceed the amount of fees actually paid to VANDEWALLE &
ASSOCIATES by Client with regard to the Services or the Work Order for
which liability has been asserted.
IN WITNESS WHEREOF, the parties hereto entered into this Agreement as of the latest
date noted, below.
City of Waterloo
62uertan »ri
By:
DIGITALLY
SIGNED
7/18/2022
Signature of Authorized Representative Date
VANDEWALLE & ASSOCIATES City of Waterloo / Implementation Services 2022-2023
July 22, 2022 12
Printed Name Title
VANDEWALLE & ASSOCIATES, INC.
By:
Nonna Anderson, Business Manager Date
VANDEWALLE & ASSOCIATES City of Waterloo / Implementation Services 2022-2023
July 22, 2022 13
ATTACHMENT ONE
FEE SCHEDULE
Hourly Rates
Company President $220 to $250
Principal $185 to $220
Associate $105 to $135
Assistant $85 to $95
GIS Analyst/Cartographer $90 to $100
Communications Specialist $75 to $120
Project Assistant $40 to $65