HomeMy WebLinkAboutThe Urban Land Institute Advisory Services Agreement ULI-The Urban Land Institute— Advisory Services (ASP)
Agreement [City of Meridian, Idaho]
This Agreement constitutes a binding contract between City of Meridian ("Sponsor")and
ULI-the Urban Land Institute("Institute" or"ULI"). As part of its purpose,the Institute
maintains a virtual Advisory Services Program (vASP)for the purpose of benefiting
organizations, governments, institutions and the general public through improved planning
and utilization of land.The Sponsor wishes to obtain advice and recommendations from the
Institute on development and planning issues associated a variety of land use, real estate
and organizational structure issues using the Institute's Advisory Services Panel Program.
The Scope of this agreement is provided in Attachment A.
Pursuant to this Agreement, the Institute agrees:
1. To provide a 3-day Advisory Services panel composed of members of the Institute
and others who collectively have a varied and broad experience and knowledge
applicable to the particular problems to be considered.
2. To arrange for the panel members to visit the location upon which its
recommendations are sought for a period of not less than five days, starting on or
about May 16, 2022. During that time the panel, directly and through its staff,will
study the designated area; consult with public and private officials, representatives
of other relevant organizations, and other individuals familiar with the problems
involved;and prepare its conclusions and recommendations which will be
presented to the Sponsor and its invited guests in oral form at the close of the on-
site assignment. It is understood that the timing of this panel may change due to
the COVID Pandemic and that an alternative date, mutually agreeable between
Sponsor and ULI, may be chosen.
3. To promptly, provide the Sponsor with a written letter report that summarizes its
conclusions and recommendations(the"Report").
4. To absorb the technological expenses of its panel and staff during the duration of
the vASP engagement.
5. To absorb the travel and living expenses of its panel and staff while on site.
The Sponsor agrees, at its expense:
6. To furnish each panel member, not less than 14 days in advance of the panel
meeting, such pertinent background data in the form of reports, plans, charts, etc.,
as may be presently available or readily developed for the preliminary study of the
panel, prior to its inspection on site. Unless otherwise discussed,these materials
will be posted to a centralized online repository for access by panelists (e.g.
dropbox,google drive).
ULI Virtual Advisory Services Panel Agreement
City of Meridian, Idaho
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7. To coordinate and invite, insofar as possible,to have appropriate persons,
including public and private officials, representatives of the relevant organizations,
and others, available through electronic media for the purpose of consulting with
and furnishing information to the panel on specific matters relevant to the
assignment as may be necessary and advisable during the stakeholder
engagement component of the vASP.
8. Identify an impact liaison and participate in various activities associated with
gathering data and measuring panel impact in partnership with ULI's Advisory
Services' Impact Analysis Pilot Program.
9. The cost of the 3-day Advisory Services Panel is$15,000,which will be paid upon
the presentation of the panel's recommendations. In the event the Sponsor cancels
the panel assignment,the initial payment is non-refundable and Sponsor shall be
responsible for any additional costs incurred by ULI up to the date of cancellation.
It is understood that the fee paid by the Sponsor to the Institute is to be used to cover the
costs of the panel assignment and development of the Report.
The Sponsor may not make commercial use of the Report, but may make noncommercial
use of the Report, including those findings and recommendations from the panel, as it may
deem desirable.The Sponsor hereby specifically agrees that the Institute may publish and
disseminate such report or any part thereof in conjunction with its noncommercial research
and educational programs.
To the extent allowed by law, including, but not limited to,Title VIII, Chapter 3, Idaho
Constitution, each party shall indemnify, save, defend and hold harmless the other, its
elected/appointed officials, officers, directors, employees and agents from any and all
liability,claims, suits, demands, actions, damages and expenses (including reasonable
attorney fees)of whatsoever kind and by whomsoever brought against the indemnified
party, its elected/appointed officials, officers, directors, employees and agents,arising from
or in connection with any willful or grossly negligent act, error or omission of the
indemnifying party, its elected/appointed officials, officers, directors, employees, and agents
in the performance of this Agreement. Each party's aggregate liability for damages of any
nature shall be limited to the amount of the payment authorized under this agreement. In no
event will either party be responsible for incidental or consequential damages arising out of
the services it provides under this Agreement.
ULI is acting in the capacity of an independent contractor hereunder and not as an
employee, or agent of, or joint venturer with Sponsor.
The performance of this Agreement by either party is subject to acts of God,war or threat of
war, government regulation, acts of terrorism, disaster,fire, strikes, civil disorder, public
health crises, curtailment of transportation facilities or other circumstance beyond the control
of the parties unreasonably delaying or making it inadvisable, illegal or impossible for either
party to perform its obligations hereunder. This Agreement may be terminated without
penalty for any one(1)or more of such reasons by written notice from one party to the
other; provided that the party delayed or unable to perform shall promptly advise the other
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ULI Virtual Advisory Services Panel Agreement
City of Meridian, Idaho
Page 3 of 4
party of such delay or impossibility of performance, and provided further that the party so
delayed or unable to perform shall take reasonable steps to mitigate the effects of any such
delay or nonperformance.
Either party shall have the right to assign this Agreement to an affiliate upon prior written
notice to the other party. In all other instances, neither party shall assign its rights or duties
under this Agreement without prior written consent of the other party. Subject to the
foregoing, this Agreement shall bind and inure to the benefit of the respective parties and
their successors and assigns.
This agreement constitutes the entire agreement between the parties regarding the services
described herein and supersedes all prior agreements or understandings between the
parties on this subject matter,whether written or verbal.
This Agreement may not be altered, amended or modified except by written document
signed by all parties.
This Agreement shall be subject to and construed under the laws of State of Idaho.The
undersigned parties and their duly authorized representatives represent and warrant that
they have authority to enter into this Agreement and hereby agree to the terms set forth
above.
ULI—the Urban Land Institute City of Meridian
�Docu�Signed by:
E4DBD6E1ED83462...
Tom Eitler, Senior Vice President Robert E. Simison,Mayor
November 19, 2021 112:43 PM EST 12-7-2021
Date Date
Attest: Chris Johnson,City Clerk
Date 12-7-2021
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ULI Virtual Advisory Services Panel Agreement
City of Meridian, Idaho
Page 4 of 4
Attachment A
Key Scope Questions
1. Equitability and Access
a. What are strategies for Meridian to increase equitable access to the
existing trail system, and how can connectivity across "missing
teeth" and major gaps be improved?
b. How can the City address and surmount existing barriers to
connectivity such as the interstate corridor, major roadways, and
canals/waterways?
c. How to carve pedestrian access through older (often less affluent)
areas that were developed prior to implementation of the Pathways
Master Plan.
2. Brand Identity and Visibility
a. What are strategies to enhance awareness of the pathway system,
increase visibility, and create a pathway brand?
b. How can wayfinding be improved for new and existing pathway
users? And also for users of all ages, abilities, and technological
orientations (those who are uncomfortable with technology, or
simply want to unplug).
c. How can Meridian promote more activation and activity along the
pathway system?
3. Partnerships and Implementation:
a. What are potential funding models to reliably fund pathway
easements and construction projects for the pathway system?
b. What are strategies for obtaining easements without eminent
domain, and how can the easement purchase process be improved
and standardized?
c. How can we employ innovative/emerging strategies for working with
multiple property owners along canals to foster community
collaboration towards connectivity?
d. Recommendations for types of consultants that specialize in
easement acquisition.
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