Implementation Plan by lifemate


									     Proposal to Establish the
       Downtown Hercules
Property and Business Improvement

           Submitted to the

          City of Hercules

             July 1, 2009

                          Downtown Hercules

Civitas proposes to assist the City of Hercules to create a new property and business
improvement district (PBID) in Downtown Hercules tailored to meet the unique needs of
this area. We understand that there is one owner in the downtown area – the City of
Hercules. We will approach this project on an expedited basis given the ease of gaining
owner support.

                                   Investing in Business

The focus of this effort is to maintain and improve the physical environment in Downtown
Hercules, recruit businesses to locate in the area, and increase property values. The proposed
PBID would allow stakeholders to work cooperatively to achieve these common goals.

Thousands of property owners and business owners in commercial and industrial areas
throughout the United States are successfully using PBIDs to manage and improve their
areas. The proven track records of these districts led to the authorization of PBIDS in

The Property and Business Improvement District Law of 1994 is the most powerful tool
available to California communities for management of their commercial and industrial
areas. This tool empowers private property owners to work closely with elected and
appointed government officials to establish higher levels of services dedicated solely to the
improvement of the business and physical environment of the area for the benefit of
customers, employees, and business and property owners.

As with most communities, there is greater demand for improvements and services than can
be provided with limited city funds. Without an investment from the private sector, the
property owners and business owners may find themselves at a competitive disadvantage
compared to other areas. The PBID can address the service gap to provide businesses,
property owners, and customers with a well managed, inviting atmosphere in which to
conduct business.

In concert with the City of Hercules, the Civitas Team will guide a process that includes
developing a PBID management plan, preparing for a property owner petition drive,
managing property owner petition collection, and securing adoption of the PBID by the City

                                        Page 1 of 11
                                Overview of PBID Process

Working in concert with the City of Hercules, the Civitas Team will develop a clear and
concise PBID Management District Plan to carry out the optimal mix of services that could
improve the Downtown Hercules commercial corridor based on the desires of the property
owners. The Management District Plan will serve as the “guiding document” for the PBID,
providing recommendations for governance, structure, boundaries, benefit zones, service
plan, budgets, assessments and financial projections.

Civitas legal counsel will work with the City Attorney’s Office to review the PBID
management plan, establish a process sequencing timetable and provide general counsel in
the petition, organizational development, balloting and approval process.

                                Detailed Scope of Services

Four steps are anticipated over a four-month project period, resulting in the successful
establishment of a property business improvement district (PBID) for Downtown Hercules.
The four steps are as follows:

Step One:      Project Agreement/PBID Formation Infrastructure/Database
Step Two:      Management District Plan Development
Step Three:    Petition Preparation
Step Four:     218 Ballot Process/City Council Ratification

       Step One: Project Agreement/PBID Formation Infrastructure/Database

        This step aims to clearly identify the roles of each of the parties in PBID formation.
This task includes the development of the program infrastructure that will lead to the
successful establishment of the PBID. The first of the two key components is the formation
of a project support committee within the City. The second component is the creation of a
database of district properties.

       1.1     Develop Mutual Understanding of the Parameters of the Project
               Civitas will work with the City and other area stakeholders to clarify the
               parameters of the project. It is recommended that assignments for Civitas,
               the City, and the City of Hercules be established prior to initiation.

       1.2     Database Development
               A thorough and accurate database of properties within the study area is the
               foundation of the PBID process. We will develop a complete database of
               properties in the proposed PBID. Variables that need to be assembled may
               include lot square footage, building square footage, building footprint and

                                        Page 2 of 11
              linear frontage. We will continue work on the development of this
              comprehensive database throughout the process.

       Step Two: Plan Development

        Based upon the input gathered from the City, Civitas will develop a draft business
plan for the PBID, including the identification of recommended benefit zones, service plan
options, governance structure and assessment methodology and formulae.

       2.1    Draft Service Plan Options and Benefit Zones
              Based upon City input, Civitas will create a Service Plan using new benefit
              zones. Service Plan options will include service descriptions, frequencies,
              start-up costs, and annual operating budget estimates.

       2.2    Assessment Formula
              Civitas will develop an assessment methodology and formulae. Proposition
              218, “The Right to Vote on Taxes Act,” passed in November of 1996,
              requires that a registered professional engineer participate in the
              development of the assessment. Civitas can recommend a registered
              engineer with experience in reviewing and developing PBID assessment
              methodology. Based upon the draft service plan and benefit zones, Civitas
              will develop assessment methodology and formulae options.

       2.3    Development of PBID Management District Plan
              The first draft of the Downtown Hercules Management District Plan will be
              compiled, consisting of the service plan, benefit zones, assessment and
              formulae options. To comply with California law and be utilized as a user-
              friendly educational tool for property owners, the Management District Plan
              will include the following components:

                      Management District summary
                      District rationale and objectives
                      Recommended District boundaries and sub-district benefit zones
                      Service plan options with first year budget and a five-year projection
                      Recommended assessment methodology
                      Recommended governance structure
                      City participation issues, including base level of services and fair share
                      District rules and regulations
                      Implementation timetable
                      Exhibits required by California law, including a district parcel map
                      and list of properties to be benefited

                                       Page 3 of 11
       2.4     Legal Review
               The preliminary Plan will undergo a legal review that it is in compliance with
               AB3754, the “Property and Business Improvement District Law of 1994”.
               Legal counsel is also available to confer with the City staff on technical issues
               related to the Plan, including the sequencing timetable for eventual PBID
               ordinance adoption.

       2.5     Client Review
               The preliminary Plan will be submitted by Civitas to the Hercules
               Department of Economic Development for review.

       2.6     Management Plan Finalization
               Based on input from the Department of Economic Development, Civitas
               will incorporate revisions and prepare a final Downtown Hercules
               Management District Plan.

       Step Three: Petition Preparation, Packaging and Distribution

       The petition package will consist of several items, including the PBID Management
Plan, the petition, and a property owner data sheet with the estimated assessment. Civitas
will work with City staff and legal counsel to ensure that these materials are assembled and
prepared properly for the petition drive.

       Step Four: 218 Ballot Process/City Council Ratification

        After adoption of the Resolution of Intention, the City will mail official notice to the
property owner in the proposed District. Proposition 218, the “Right to Vote on Taxes
Act,” passed by voters in November 1996, requires that ballots be mailed with the notice.
Civitas is available to participate as needed in preparing testimony and presentations for the
Downtown Hercules PBID resolution adoption process.

       4.1     Development of 218 Ballot and Tracking the Ballot Process
               Legal counsel with Civitas will draft the ballot for review by the City
               Attorney. The City and the client will mail the notice and ballot packages.
               Civitas will assist the City and the client with printing of the ballots.

       4.2     City Council Hearings and Presentations
               Upon the completion of a successful petition drive and ballot campaign,
               Civitas will be available to develop or support presentations to the City
               Council to obtain approval of the resolution establishing the PBID.

                                         Page 4 of 11
                   Project Schedule, Fees, and Assignment Guidelines


   We estimate that the proposed PBID project can be completed in a four-month period.
Based upon starting in August 2009, and barring unforeseen delays, the project can be
completed by November 2009.


   The databases created for this project rely on information from the Contra Costa County
Assessor’s Office. Errors from the Contra Costa County Assessor’s Office can and will
occur. While Civitas will do its utmost to correct any errors, it is acknowledged that County
property data will always contain data information errors.

C.        FEES

Professional Fees

Civitas’ fees for the scope of work defined in this proposal reflect the quality and experience
of the professional team that has been assembled for this project. In an effort to keep costs
down, we have assumed an expedited project. A modest assessment of database work is
included in the scope of services and fees. If there are any data challenges, such as
information not available through our regular sources, we assume the City of Hercules will
assist in filling any holes.

The estimated costs of establishing the Downtown Hercules PBID are given in the table
below. We will not exceed this written estimate without prior written authorization.

TASK                                                                             FEES
     1.    PBID Formation Infrastructure / Database                              $2,500
     2.    Management District Plan Development                                  $7,000
                  2 Trips to meet with City staff
     3.    Petition Preparation                                                  $4,500
     4.    218 Ballot Process / Council Ratification                             $6,000
                  1 Trip to attend City Council hearing
           Expenses                                                              $1,500
           TOTAL                                                                 $21,500.00

                                         Page 5 of 11

Civitas will incur various costs and expenses in performing consulting services under this
Agreement. The City of Hercules agrees to pay all costs and expenses. Ordinary office costs
such as telephone, copies, postage, and faxes shall be billed at 3% of professional fees.
Extraordinary expenses such as messenger and/or other delivery fees, large copy projects, or
postage for large mailers shall be charged at Civitas’ actual cost. This proposal includes three
(3) trips to Hercules for various meetings. If the trips are not utilized there will be no charge
for the trips.

It is our custom to bill on a fixed retainer basis. The fixed retainer is calculated based on
dividing the total project cost by the estimated time for completion of the project. We
request that our billings be paid within thirty days of invoicing. We also request that 10% of
the total project cost be advanced at the time of execution of the contract to cover initial
startup expenses.

We have projected a specific amount of time for the development of the PBID. It is
assumed that PBID development will not exceed the budgeted time. If additional services
are needed beyond that which has been budgeted, we will propose to renegotiate terms, if
necessary. Factors that would increase the scope of work and estimated costs outlined
above include: additional public and/or private meetings not described in the proposal or
analysis of additional issues above those discussed in this proposal, or a contract between the
City and the owners association.

                                         Page 6 of 11
             TBID and Special District Related Projects
Carlsbad Convention & Visitors Bureau         Downtown Long Beach Associates, Long
City of Folsom and Folsom Tourism Bureau      Beach, California
Kona-Kohala Chamber of Commerce               Downtown Los Angeles Property Owners
Lodi Conference & Visitor Bureau              Association (DPOA) (Fashion District)
Long Beach Area Convention & Visitors              Los Angeles, California
Bureau                                        Downtown Placerville Management District,
Mendocino County Lodging Association          Placerville, California
Monterey County Convention & Visitors         Downtown Sacramento Partnership,
Bureau                                        Sacramento, California
Napa Downtown Association                     Downtown San Diego Partnership, San
Oakland Convention and Visitors Bureau        Diego, California
Placer Valley Tourism                         Downtown Stockton Alliance, Stockton,
Redding Convention and Visitor’s Bureau       California
San Diego Tourism Promotion Corporation       Figueroa Corridor Improvement Association,
San Jose Convention & Visitors Bureau         Los Angeles, California
San Luis Obispo County Visitors &             Fulton Avenue Improvement Association,
Conference Bureau                             Sacramento, California
South Lake Tahoe Lodging Association          Midtown Business Association, Sacramento,
Tri-Valley Convention & Visitors Bureau       California
Vallejo Convention & Visitors Bureau          Old Pasadena Management District,
Yosemite-Mariposa County Tourism Bureau       Pasadena, California
Canoga Park, Canoga Park, California          Riverside Downtown Partnership, Riverside,
Central City East Association, Los Angeles,   California
California                                    Stockton Boulevard Partnership, Sacramento,
Central Core Restoration Corporation,         California
Vallejo, California                           Studio City Improvement Association, Studio
Central Roseville Partnership, Roseville,     City, California
California                                    Sunrise MarketPlace, Citrus Heights,
City of Concord, Concord, California          California
City of West Hollywood, Sunset Strip          Tarzana Improvement Association, Tarzana,
Business Owners                               California
Confederation of Downtown Associations,       Town of Truckee, Truckee, California
Los Angeles, California                       Waikiki Improvement Association, Waikiki,
Downtown Las Vegas Partnership, Las Vegas,    Hawaii
                                              Our Professionals
                                              John A. Lambeth
Mr. Lambeth, a special districts attorney and President of Civitas, specializes in the creation and operation of
business improvement districts, including tourism improvement districts. Mr. Lambeth was the primary author of
the “Property and Business Improvement District Law of 1994.” He assisted with the creation of the first property-
based business improvement districts in California -- the Downtown Sacramento Partnership and the Downtown
Los Angeles Property Owners Association. Mr. Lambeth has been involved in all aspects of BID and TBID
formation including outreach to property and business owners, plan development, and petition / ballot campaigns.
Mr. Lambeth is a frequent speaker at the California Tourism Industry Association conferences and teaches
certificate training courses to BID and TBID professionals. Mr. Lambeth formerly served as clerk to the
Honorable Malcolm M. Lucas, Chief Justice of the California Supreme Court.

                                                Lorena Parker
Ms. Parker has actively worked with BIDs for the past eight years in the City of Los Angeles. From 2006 to 2008,
she served as the Chairperson of the Los Angeles Business Improvement District Consortium. Under her
leadership, she successfully transformed the internal BID formation and renewal process in the City of Los Angeles
that eliminated unnecessary steps, particularly with the City Attorney's office. From 1999 to 2001, she was the
Executive Director of the Studio City Chamber of Commerce. She also lived in Hong Kong for five years and
worked as a Marketing Manager at KPS Retail Stores. Ltd. She holds a bachelor of science degree in Business
Administration, Marketing from California State University, Northridge.

                                                John M. Cox
Mr. Cox specializes in project advocacy and the formation of special improvement districts. Prior to Civitas, Mr.
Cox worked as the Special Assistant to the Undersecretaries for International Trade and Economic Development at
the California Business, Transportation and Housing Agency. From 2004 to 2006 he served as an assistant to
Governor Schwarzenegger’s chief of staff and deputy chief of staff. Mr. Cox is a native of the Washington DC
area. He holds a bachelor of science in Economics from Radford University, and is a recent graduate at the
University of Pacific, McGeorge School of Law.

                                              Emily Summers
Ms. Summers specializes in all aspects of special district formation. While attending California State University at
Sacramento (CSUS), Ms. Summers served as an assistant to Civitas. Ms. Summers is a native of Yosemite National
Park. She holds a degree in Criminal Justice and Hotel and Tourism Administration from CSUS. She also
volunteers her time to charities and outreach programs.

                                             Melanee Cardoza
Ms. Cardoza began her career in the legal field at the firm Gardner, Janes, Nakken, Hugo and Nolan while attending
California State University at Sacramento (CSUS). While at CSUS she was inducted to the Phi Kappa Phi, Phi
Alpha Theta and Golden Key honor societies. She graduated from CSUS with honors in 2004 and holds a degree
in History. Ms. Cardoza has spent several years managing the operations of special districts in Northern California,
specializing in budget and election management and legal document preparation. In 2008 Ms. Cardoza became a
registered paralegal. She is currently an active member of the Sacramento Valley Paralegal Association, the
California Alliance of Paralegal Associations and the National Federation of Paralegal Associations. Ms. Cardoza is
also a notary public.
                                       July 1, 2009
Mr. Stephen Lawton
Economic Development Director
City of Hercules
111 Civic Drive
Hercules, CA 94547

Re: Engagement Letter for Professional Services

Mr. Lawton:

Thank you for the opportunity to work for the City of Hercules (City). Please let this
engagement letter serve as the written fee agreement between City and Civitas relative to
providing consulting services to City.

City agrees to hire Civitas for consulting services related to the formation of the
Downtown Hercules (PBID). Services provided shall be consistent with the previously
submitted proposal. Civitas shall take all reasonable steps to keep City informed of
progress and shall respond to City’s inquiries.

It is our custom to bill monthly on a fixed retainer basis calculated by dividing the total
project cost by the number of months projected. Tasks and costs associated with
completion are reflected in our letter proposal dated July 1, 2009. If additional services
are required beyond the limited scope of this proposal, such as a contract between the City
and City, we would bill at our current billing rates. Our current billing rates for
professional services range from $80 per hour to $215 per hour, reflecting the level and
experience of the various individuals assigned to this project. To cover initial startup
expenses, we request an initial payment equal to ten percent (10%) of the contract amount
to be forwarded at the execution of this contract. Based on the tasks, hours and travel
associated with forming this district, it is anticipated that fees and expenses shall not
exceed $21,500.

Civitas will send City a monthly statement for fees and costs incurred. Each statement
will be payable within 30 days of its mailing date. Either City or Civitas shall have the
right to terminate this agreement upon ten days notice. When Civitas’ services conclude,
all unpaid charges will immediately become due and payable.
Mr. Stephen Lawton
July 1, 2009
Page 2 of 2

Nothing in this Agreement and nothing in statements by Civitas personnel to City will be
construed as a promise or guarantee about the outcome of the matter. Civitas makes no
such promises or guarantees.

This Agreement, along with the Civitas proposal, contains the entire Agreement of the
parties. No other agreement, statement, or promise made on or before the effective date of
this Agreement will be binding on the parties. If any provision of this Agreement is held
in whole or in part to be unenforceable for any reason, the remainder of that provision and
of the entire Agreement will be severable and remain in effect. This Agreement may be
modified by subsequent agreement of the parties only by an instrument in writing signed
by both of them or an oral agreement only to the extent that the parties carry it out.

If you have any questions about this Agreement, please do not hesitate to call me. I look
forward to working with you on this project.


John Lambeth

The parties agree and accept the foregoing terms:

Dated: July 1, 2009

                                             John Lambeth
                                             Civitas Advisors, Inc.

Dated:___________________                    ____________________________
                                             Mr. Stephen Lawton
                                             Economic Development Director
                                             City of Hercules

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