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2001-029-Authorizing The Town Manager To Execute An Agreement With Rbf Consulting For Consulting Services For The Hillside Development Standards Update. RESOLUTION 2001- 29 RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF LOS GATOS AUTHORIZING THE TOWN MANAGER TO EXECUTE AN AGREEMENT WITH RBF CONSULTING FOR CONSULTING SERVICES FOR THE HILLSIDE DEVELOPMENT STANDARDS UPDATE. RESOLVED, that the Town of Los Gatos Town Council has determined that an update of the hillside development standards is necessary; and RESOLVED, that the General Plan 2000 includes policies and implementing strategies supporting this action; and RESOLVED, that the Town of Los Gatos sent Requests for Proposals to five consulting firms and two local chapters of the AIA; and RESOLVED, that the Town received three proposals for preparation of hillside design guidelines; and RESOLVED, that the most qualified consultant for the hillside development standards update based on the proposal and interview by the Architectural Standards/Hillside Committee was RBF Consulting; and RESOLVED,, that project manager Ron Pflugrath, AICP, has extensive experience with development of design guidelines; and has competent staff to assist with the project as needed; and RESOLVED, by the Town Council that the TOWN OF LOS GATOS enter into an agreement for hillside development standards update services (as listed in the scope of work determined by the Council) with RBF Consulting (Exhibit A). FURTHER RESOLVED, by the Town Council that the Town Manager is authorized and directed to execute the attached agreement for hillside development guidelines update in behalf of the TOWN OF LOS GATOS. PASSED AND ADOPTED at a regular meeting of the Town Council held on the 19t" day of March, 2001, by the following vote: COUNCIL MEMBERS.: AYES: Randy Attaway, Steven Blanton, Sandy Decker, Steve Glickman, Mayor Joe Przynsl~i. NAYS: None ABSENT: None ABSTAIN: None SIGNED: YOR OF TOWN OF LOS GATOS LOS GATOS, CALIFORNIA ATTEST: CLER;I~ OF `rHE TOWN OF LOS TOS LOS G~4:TOS, CALIFORNIA 2 OFFICE OF THE TOWN CLERK AGR~_~~~ ~~ IHH AGREEMENT FOR HILLSIDE DEVELOPMENT STANDA~S UPDATE CONSULTANT SERVICES REC THIS AGREEMENT is entered into this 20th day of March, 2001, b~:F~ hPt~ e To of Los Gatos, .State of California, herein called the "Town", and RBF Consulting, engaged in providing hillside development standards update consulting services herein called the "Consultant". RECITALS A. The Town is undertaking activities to revise its Hillside Development Standards and to .add illustrations in the format of design guidelines. B. The Town desires to engage RBF Consulting to provide consulting services in conjunction with hillside development standards update, because of Consultant's experience and qualifications to perform the desired work. C. The Consultant represents and affirms that it is qualified and willing to perform the desired work pursuant to this Agreement. AGREEMENTS NOW, THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS: A. Scope of Services. The Consultant shall provide the following services listed in the Consultant's Work Program (attached hereto as Exhibit "A" and incorporated by reference herein). The Consultant shall carry out this proj ect under the direction of the Director of Community Development for the purpose of receiving information, reviewing progress and providing.the guidance needed to solve problems that may arise.. B. Time of Performance. The services of the Consultant shall commence upon the execution of this Agreement and issuance of a Town purchase order, with completion of the program identified in the Consultant's Work Program and the Project Timeline (attached hereto as Exhibit "B" and incorporated by reference herein) by December 31, 2001. C. Compliance with .Laws. The Consultant shall comply with all applicable laws, codes, ordinances, and regulations of governing federal, state and local laws. Consultant represents and warrants to Town that it has all licenses, permits, qualifications .and approvals of whatsoever nature which are legally required for Consultant to practice its profession.. Consultant represents and warrants to Town that Consultant shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Agreement any licenses, permits, and approvals which are legally required for Consultant to practice its profession. Revised: November T3, zooo _ Page 1 Of 7 N:\DE VCS UZANN E\AS C\H ILLS IDE\contract.wpd Consultant shall maintain a Town of Los Gatos business license pursuant to Chapter 14 of the Code of the Town of Los Gatos. D. .Sole ResponsbilitX. Consultant shall be responsible for employing or engaging all persons necessary to perform the services under this Agreement. E. Information/Report Handling. All documents furnished to Consultant by the Town and all reports and supportive data prepared by the Consultant under this Agreement are the Town's property and shall be delivered to the Town upon the completion of Consultant's services or at the Town's written request. All reports, information, data, and exhibits prepared or assembled by Consultant in connection with the performance of its services pursuant to this Agreement are confidential until released by the Town to the public, and the Consultant shall not make any of the these documents or information available to any individual or organization not employed by the Consultant or the Town without the written consent of the Town before such release. 'The Town acknowledges that the reports to be prepared by the Consultant pursuant to this Agreement are for the purpose of evaluating a defined project, and Town's use of the information contained in the reports prepared by the Consultant in connection with other projects shall be solely at Town's risk, unless Consultant expressly consents to such use in writing. Town further agrees that it will .not appropriate any methodology or technique of Consultant which is and has been confirmed in writing by Consultant to be a trade secret of Consultant. F. Compensation. Compensation for Consultant's professional services shall not exceed .$30,000; and payment shall be based upon Town approval of each task. G. Billing shall be accompanied by a detailed explanation of the work performed by whom at what rate and on what date.. Also, plans, specifications, documents or other pertinent materials shall be submitted for Town review, even if only in partial or draft form. Payment shall be net thirty (30) days. .All invoices and statements to the'Town shall reference the Town's purchase order number and be addressed as follows: Invoices: Town of Los Gatos Attn: Accounts Payable P,O. Box 655 Los Gatos, CA 95030 Statements: Town of Los Gatos Attn: Finance Department P.O. Box 65.5 Los Gatos, CA 95030 H. .Availability of Records. Consultant shall maintain the records supporting this billing for not less than three (3) years fo lowing completion of the work under this Agreement. Consultant shall make these records available to authorized personnel ofthe Town at the Consultant's offices during business .hours upon written request of the Town. Revised November 13, 2000 Page 2 Of 7 N:\DEV\SUZANNE\ASC\HILLS IDE\contract.wpd (_ ~_ I. Pry ect Manager. The Proj ect Manager for the Consultant for the work underthis Agreement shall be Ron Pflugrath, AICP. J. Assignability and Subcontracting. The services to be performed under this Agreement are unique and personal to the Consultant. No portion of these services shall be assigned or subcontracted without the written consent of the Town. Notices. Any notice required to be .given shall be deemed to be duly and properly given if mailed postage prepaid,. and addressed to: To Town: Town of Los Gatos Community Development Department P. O. Box 949 Los Gatos, CA 95031 To Consultant: Ron Pflugrath RBF Consulting P. O. Box 57057 Irvine, CA 92619-7057 or personally delivered to Consultant to such .address or such other address as Consultant designates in writing to 'Town. K. .independent Contractor. It is understood that the Consultant, in the performance of the work and services agreed to be performed, shall act as and bean independent contractor and not an agent or employee of the Town. As an independent contractor he/she shall not obtain any rights to retirement benefits or other benefits which accrue to Town employee(s). With prior written consent, the Consultant may perform. some obligations under this Agreement by subcontracting, but may not delegate ultimate responsibility for performance or assign or transfer interests under this Agreement. L. Consultant agrees to testify in any litigation brought regarding the subj ect of the work to be performedunder this Agreement. Consultant shallbe compensated for its costs and expenses in preparing for, traveling to, and testifying in such matters at its then current hourly rates of compensation, unless such litigation is brought by Consultant or is based on allegations of Consultant's negligent ;performance or wrongdoing. M. Conflict of Interest. Consultant understands that its professional responsibilities is solely to the Town. The Consultant has and shall not obtain any holding or .interest within the Town of Los Gatos. Consultant has no business holdings or agreements with any individual member of the Staff or management of the Town or its representatives nor shall it enter into any such holdings or agreements. In addition, Consultant warrants that it does not presently and shall not acquire .any direct or indirect interest .adverse to those of the Town in the subject of this Agreement, and it shall immediately disassociate itself from such an interest should it discover it has done so and shall, at the Town's sole discretion, divest itself of such Revised: November 13, 2000 Page 3 of 7 N:~DEV~S UZANNE~ASC\HILLS IDE\contract:wpd interest. Consultant shall not knowingly and shall take reasonable steps to ensure that it does not employ a person having such an interest in this performance of this Agreement. If after employment of a person, Consultant discovers it has employed a person with a direct or indirect interest that would conflict with its performance of this Agreement, Consultant shall promptly notify Town of this employment relationship, and shall,. at the Town's. sole discretion, sever any such employment relationship. N. Equal Em~loyment OpportunitX. Consultant warrants that it is an equal opportunity employer and shall comply with applicab a regulations governing equal employment opportunity. Neither Consultant nor .its subcontractors do and neither shall discriminate against persons employed or seeking employment with them on the basis of age, sex, color, race,, marital status, sexual orientation, ancestry, physical or mental disability, national origin, religion, or medical condition, unless based upon a bona fide occupational qualification pursuant to the California Fair Emp oyment & Housing Act. O. Insurance. A. Minimum Scope of Insurance: i. Consultant agrees to .have and maintain, for the duration of the contract, General Liability insurance policies insuring him/her and his/her firm to an amount not less than: one million dollars ($1,000,000) combined single limit per occurrencefor bodily injury, personal injury and property damage. ii. Consultant agrees to have and maintain for the .duration of the contract, an Automobile Liability insurance policy ensuring him/her and his/her staff to an amount not less than one million dollars ($1,000,000) combined single limit per accident for bodily injury and property damage. iii. Consultant shall provide to the Town all certificates of insurance, with original endorsements effecting coverage. Consultant agrees that all certificates and endorsements are to be received and approved by the Town before work commences. iv. Consultant agrees to have and maintain, for the duration of the contract, professional liability insurance in amounts not less than $1,000,000 which is sufficient to insure Consultant for professional errors or omissions in the performance of the particular scope of work under this agreement. B. General Liability: The Town, its officers, officials, employees and volunteers are to be covered as insured as respects: liability .arising out of activities performed by or on behalf ofthe Consultant; products and completed operations of Consultant, Revised: November 13, 2000 Page 4 of 7 N:\DEV\S UZANNEWSC~I-IILLSIDE\contract:wpd premises owned or used by the Consultant. This requirement does not apply to the professional liability insurance required for professional errors and omissions. ii. The Consultant's insurance coverage shall be primary .insurance as respects the Town, its officers, officials, employees and volunteers. Any insurance or self-insurances maintained by the Town, its officers, officials, employees or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. iii. .Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the Town, its officers, officials, employees or volunteers. iv. The Consultant's insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the limits of the insurer's liability. C. All Coverages: Each insurance policy required in this item shall be endorsed to state that coverage shall not be suspended, voided, cancelled, reduced in coverage or in limits except .after thirty {3`0) days' prior written notice by certified mail, return receipt requested, has been given to the Town. Current certification of such insurance shall be kept on file at all times during the term of this agreement with the Town Clerk. D. In .addition to these policies, Consultant shall have and maintain Workers' Compensation insurance as required by California law and shall provide evidence of such policy to the Town before beginning services under this .Agreement. Further, Consultant shall ensure that all subcontractors employed by Consultant provide the required Workers' Compensation insurance for their respective employees. P. Indemnification. The Consultant shall save, keep and hold harmless indemnify and defend the Town its officers, agent, employees and volunteers from all damages, liabilities, penalties, costs, or expenses in law or equity that may at any time arise or be set up because of damages to property or personal injury received by reason of, or in the course of performing work which maybe occasioned by a willful or negligent act or omissions of the Consultant, or any of the Consultant's officers, emp oyees, or agents or any subconsultant. Q. Waiver. No failure on the part of either party to exercise any right or remedy hereunder shall operate as a waiver ofany other right or remedy that party may have hereunder, nor does waiver of a breach or default under this Agreement constitute a continuing waiver of a subsequent breach of the same or any other provision of this Agreement. Revised: November 13, 2000 Page S of 7 N:~DEV\SUZANNEWSC~E PILLS [DE\contract.wpd R. Governing_Law. This Agreement, regardless of where executed, shall be governed by and construed to the laws of the .State of California. Venue for any action regarding this Agreement shall be in the Superior or Municipal Court of the County of Santa Clara. S. Termination of Agreement. The Town and the Consultant shall have the right to terminate this agreement with or without cause by giving not less than Fifteen (15) days written notice of termination. In the, event of termination, the Consultant shall deliver to the Town all plans., files, documents, reports, performed to date by the Consultant. In the event of such termination, Town shall pay Consultant an amount that bears the same ratio to the maximum contract price as the work delivered to the Town bears to completed services contemplated under this Agreement pursuant to Exhibit A hereto, unless such termination is made for cause, in which event, compensation, if any, shall be adjusted in light of the particular facts and circumstances involved in such termination. T. .Amendment. No modification, waiver, mutualtermination, oramendment ofthisAgreement is effective unless .made in writing and signed by the Town and the Consultant. U. Disputes. In any dispute over any aspect of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees, including costs of appeal. V. Entire Agreement. This Agreement, including Exhibit A, constitutes the complete and exclusive statement of the Agreement between the 'Town and Consultant. No terms, conditions, understandings or .agreements purporting to modify or vary this Agreement, unless hereafter made in writing and signed by the party to be bound, shall be binding on either party. IN WITNESS WHEREOF, the Town and Consultant have executed this Agreement as of the date indicated on page one (1). Town of Los Gatos. by: Debra J. Fgone, Town Manager Approved as to Form: Orry P. Korb, Town Attorney ATTEST: Clerk of the Town of Los Gatos, Los Gatos,. California Marian V. Cosgrove, Town Clerk Revised: November 13, 2000 Page 6 of 7 N:\DEV\S UZANNE\ASC\HILLS IDE\contract.wpd Consultant, by: Signature Ron Pflugrath Director of Planning Programs Revised: November 13, 2000 Page 7 of 7 N:\D EV\S UZANNE\ASC\H ILLS ID E\contract.wpd A. Work Program 1. Overall Understanding and Approach We understand that the project, as described in the Town's RFP, would result in a comprehensive update of the existing- Standards for Review of Architecture and Site Applications in :the Los Gatos Hillside Areas. The update is required in order to; (a) reflect existing General Plan policies, (b) be consistent with the Los Gatos Hillside Specific Plan., (c) address currentissues/concerns, and (d) fully illustrate the standards to add clarity to the requirements and to eliminate potential ambiguity and conflicts in their interpretation. We further understand that not all of the existing sloping .parcels are in the Hillside .Residential Zone or in the Specific Plan area. The Town may wish to apply similar hillside standards to these parcels as well. We would work closely with staff and the Architectural Standards/Hillside Committee to identify specific concerns related to this category of parcels. In preparation for this proposal, we have reviewed the following documents: • Town of Los Gatos Request for Proposals, dated December 8, 2000., • Standards for Review of Architecture and Site Applications in the Los Gatos Hillside Areas, • Los Gatos Hillside Specific Plan, and • Requirements for the HR zone (Hillside Residential) After reviewing these documents and discussing the Town's concerns with staff., we feel that the hillside development standards need to be strengthened through a comprehensive update and be #ully illustrated-with drawings and photographs. The inclusion of hillside "design guidelines" may also be appropriate. as.not all development "standards" maybe required to be written as regulations. The primary .objective of our approach would be to provide greater clarity to the revised standards by eliminating vague wording, addressing issues not currently provided for or only marginally addressed., provide flexibility by incorporating design guidelines, and fully illustrating the standards to eliminate ambiguity in their interpretation. We recognize the Town's desire to promote public input during preparation and review of the updated Hillside Development Standards through the involvement of the Architectural Standards/Hillside Committee. The public would have an opportunity to .provide input at four committee meetings and at public hearings before the Planning Commission and Town Council. Also, we anticipate working closely with designated staff throughout the process of document preparation, review and adoption, and being highly responsive to any evolving Town objectives that may emerge during the ..project. Town of Los Gatos December 2000 Proposal to Prepare Hillside Development Standards and Guidelines Page 1 A. ~ Work Program 2. Work Program RBF Consulting proposes the following work program for preparing a comprehensive update to the Standards for Review of Architecture .and Site Applications in the Los Gatos .Hillside Areas. The work program is based on our current understanding of the Town's needs and our experience with other similar ..projects. Although the work program is organized by task and is consistent with. the objectives set forth in the Request for Proposals., we are prepared to revise the work program as necessary to satisfy the Town's goals for the project. The .proposed .project schedule in Section B identifies the timing of each task. and the proposed project fee for each task is provided in Section C. TASK 1: SLOPING AND PROJEECT ORIENTATION The RBF team believes that considerable attention must be .paid to getting the project off to a strong start. The purpose of Task 1 is to build the foundation for the entire project. 1Ne propose gathering information from existing documents (General Plan, .Zoning Ordinance, Los Gatos .Hillside Specific Plan, etc.), reviewing the existing Standards for Review of Architecture and Site .Applications in the .Los Gatos Hillside.Areas and related arnendrnents, and attending an initial meeting with appropriate Town staff. Each subtask below includes a more detailed. description of the work to be done. 1.1 Start-lJp Meeting. The 'RBF project manager will meet with members of the Planning Division and others as appropriate to discuss the following: :• issues/concerns with the existing hillside regulations, :• expectations for the new/revised hillside regulations, • project management .and coordination., and • scheduling. After this meeting, material will be collected for the project library. Time also hould be set aside for a visual reconnaissance of the Town's hillside areas, accompanied by at least one of the Town staff. Of particular interest will be any recent projects that the Town was not pleased with. 1.2 Review Existing .Documents. The RBF team will. review the structure., language, development standards, and procedures of the current hillside developrent standards. This review will cover such issues as organization, internal consistency, definitions, ease of use, vague and/or conflicting regulations, use of modern standards, and .administrative procedures. The team will also review the General Plan, Zoning Ordinance, and Los Gatos Hillside Specific Plan to determine how they will impact the preparation of the new hillside development standards. We also will review any existing Council policies .and staff notes on existing problems/issues. Town of Los Gatos December 2000 Proposal to Prepare .Hillside Development Standards and Guidelines Page 2 A. Work Proaram 1.3 Identify .Issues Related to Current Hillside Standards. The consultant will prepare a preliminary .issues paper outlining the most significant concerns with the current hillside standards and other related policies. The consult may provide alternative recommendations for addressing the issues if appropriate. The issues paper will be used as-an ongoing reference point and will be added to and amended following input from the Architectural Standards/Hillside Committee and the public. 1.4 Draft Document Outline. Fo'Ilowing review of all relevant background information, preparation of the initial issues paper, and the initial scoping meeting with Town staff, the consultant will prepare a draft outline for the revised hillside development standards.. The outline will be used as an ongoing reference point and will be continually added to .and amended so as to serve as an always current road map for the project. PRODUCTS: :• Draft 'Document Outline :• Identification of .Issues :• Start-up meeting with Town staff TASK 2: PUBLIC INPUT AND MEETINGS This task includes all of the public meetings and staff meetings .,proposed for the work .program and is consistent with the requirements of the Town's Request for Proposals. Public .meetings will occur at logical .points in the process and are subject to further refinement. with staff.. It is assumed that. Town staff will make all arrangements to hold the meetings and that the consultant will prepare meeting agendas and materials related to topics of discussion. Town staff will be responsible for making copies and distribution of materials. The following subtasks provide further detail. 2.1 Architectural Standards/Hillside Committee. V1/e propose holding four meetings with the Architectural Standards/Hillside Committee as follows: Meeting #1 -Introduction to the project and initial input from the Committee/public, Meeting #2 -.Review of identified issues and preliminary document outline,, and further public input, Meeting #3 -Review of preliminary draft hillside development standards/guidelines., Meeting #4 -Review and recommendation of 2"d preliminary draft standards.* * When revised, this becomes the public review draft for consideration by the Planning Commission at a public hearing. Town of Los Gatos December 2000 Proposal #o Prepare Hillside Development Standards and Guidelines Page 3 A. Work Program 2.2 Planning Commission Public Hearing. The consultant will make one presentation of the hillside development standards. at a .,,public hearing before the Planning Commission. It is not intended that the public review draft presented to the Planning Commission be revised following the hearing. Instead, a comprehensive errata sheet will be prepared and :appended to the document reviewed and recommended by the Commission. 2.3 Town Council Public Hearing. The consultant will make one presentation of the hillside development standards at a public hearing before the Town Council. 2.4 Staff Meetings. The consultant will meet with Town staff following each of the Committee meetings to clarify and ratify "direction"to betaken. These meeting will be utilized to solidify direction for preparation of the administrative draft hillside development standards. Other meetings with staff will be programed on an as- needed basis. A total of 40 hours is programmed for meetings with staff. PRODUCTS: :• Four Committee Meetings • One Commission Hearing :• One Council Hearing • 'Various Staff Meetings TASK 3: PREPARE HILLSIDE DEVELOPMENT STANDARDS AND GUIDELINES This task incorporates all of the elements necessary to complete preparation of the revised hillside development standards and guidelines. The following is a summary of the document preparation and review sequence.. • Prepare administrative draft document based on direction agreed to with Town staff. • Staff reviews administrative draft and provides comments. • Prepare preliminary draft document based on staff comments on administrative draft. • Present preliminary draft at Architectural Standards/Hillside Committee meeting #3. • Present revised preliminary draft at Architectural Standards/Hillside Committee meeting #4. • Prepare public review draft for presentation to Planning Commission. • Prepare errata sheet following recommendations of Planning Commission. Town of .Los Gatos December 2000 Proposal o Prepare Hillside Development Standards and Guidelines Page 4 A. Work Program 3,1 Preliminary Document Table of Contents and Format. Based upon the input from staff, the Architectural Standards/Hillside Committee., and the consultant's experience, the consultant will prepare a preliminary table of contents to ensure consensus and a clear understanding of the anticipated form and content of the administrative draft hillside development standards.. 3.2 Staff Review and Confirmation of Table of Contents and Format. The preliminarytable ofcontents and format will be reviewed by Town staff and one ".red lnk"final copy will be .returned to the consultant. A separate report prepared by staff should detail any specific modifications desired. 3.3 Administrative Draft Hillside Development Standards. An administrative draft of the Hillside'Development Standards will be prepared for in-house review by Town staff... The various components of the administrative draft {e.g., grading, site planning, architectural regulations, etc.) will be jointly agreed to with staff in Task 3.2. One reproducible copy of the administrative draft will be provided. 3.4 Preliminary Draft Hillside Development Standards. Based on comments and direction received from staff's review of the .administrative :draft document, -the consultant will prepare the pre iminary draft document for ,presentation and discussion at the third Architectural Standards/Hillside Committee meeting (#3). One reproducible copy of the preliminary draft hillside development standards will be provided. 3.5 Second Preliminary Draft Hillside 'Development Standards. Based on comments and direction received at the Architectural Standards/Hillside Committee's third meeting, the consultant will .prepare a second preliminary draft document for further consideration 'by the Architectural Standards/Hillside Committee at their fourth meeting. At this point,, it is not anticipated that significant changes will be made to the document. One reproducible copy of the preliminary draft hillside development standards will be provided. 3.6 Public Review Draft Hillside Development Standards. Following final input from the Architectural Standards/Hillside Committee., the consultant will prepare the public review draft'hillside development standards for presentation to the Planning Commission at a .public hearing. One reproducible copy of the preliminary draft hillside development standards will be provided. 3.7 Errata Sheet. Preparation. Based on the recommendations of the Planning Commission, the consultant will prepare an errata sheet incorporating all recommended changes. Town of Los Gatos ~ December 2000 Proposal #o Prepare Hillside .Development Standards and Guidelines Page 5 A. Work Program 3.8 .Final Hillside Development Standards. Based on the language of the Town Council's adopting :ordinance, the consultant will revise the public review draft document and. prepare the Final Hillside Development Standards. One reproducible copy and one electronic version of the final hillside development standards will'be .provided. PRODUCTS: :• Administrative Draft Hillside Development .Standards :• Preliminary Draft Hillside Development Standards (2) :• Public. Review Draft Hillside Development Standards • Final Hillside Development Standards Town of Los Gatos December 2000 Proposal to Prepare Hillside Development Standards and Guidelines Page 6 ,~ ^~ ~I a N T T ~ • T • ~ T • • • ~' • • • ~. M N r ~ ~ " ~ N ~ Q ~ cq ~ ' ~ ~ ~ j ~~ ~ n ~ p ~_ _ ~ ~ O N N ~ O ~ c_~n ~ ~ C Q +. ~ E c=~ o c~a o > ~_ ~ U ~ ~ 'a O G tCS Cn ~ .~ U ~ ¢ ~ ~ _ ~ c O tNl1 '~ ~ O ~ c ~ o_ d = U ~ ~ _.. ~ ~p U ~ t°- j m »~ o N ~ v~ o -o .«~ ~ (oj ~ ~ C Q1 ~ ~ O ~ '' c~ c .~ a`. 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