HomeMy WebLinkAboutContract 54201-AD1 CSC No. 54201-AD1
MEMORANDUM TO THE MANAGEMENT AGREEMENT
FOR THE FORT WORTH BOTANIC GARDEN
(CITY SECRETARY CONTRACT NO. 54201)
This MEMORANDUM TO THE MANAGEMENT AGREEMENT FOR THE FORT
WORTH BOTANIC GARDEN ("Memorandum") is made and entered into by and between the
CITY OF FORT WORTH ("City"), a home-rule municipal corporation of the State of Texas,
acting by and through its duly authorized Assistant City Manager, and the BOTANICAL
RESEARCH INSTITUTE OF TEXAS INC. (`BRIT"), a Texas non-profit corporation acting
by and through its duly authorized representative, each individually referred to herein as a"party"
and collectively referred to herein as the "parties."
WHEREAS,the City and BRIT entered into a Management Agreement for the Fort Worth
Botanic Garden, City Secretary Contract Number 54201 ("Agreement"); and
WHEREAS, the Agreement provides that BRIT will assume performance of all
Management Services at the Botanic Garden in phases between May 1, 2020 and September 30,
2020; and
WHEREAS, the Agreement provides that the City and BRIT will execute memorandums
to the Agreement as each phase of the Management Services is assumed by BRIT to clearly
document the dates BRIT: (1)begins performing the Management Services for each operation; (2)
takes possession of vehicles and equipment from the City; (3) hires City employees; or (4) has
City employees assigned to BRIT; and
WHEREAS, the Agreement provides that the memorandums to the Agreement shall
establish any Supplemental Management Fees or Additional Management Fees that the City will
pay to BRIT for management functions that have been assumed by BRIT before October 1, 2020;
and
WHEREAS, the City and BRIT desire to execute this Memorandum in accordance with
the Agreement to document the assumption of a portion of the Management Services at the Botanic
Garden by BRIT and the corresponding transfers of vehicles and equipment and payment of fees;
NOW, THEREFORE, in consideration of the mutual promises and benefits stated herein
and other good and valuable consideration,the City and BRIT mutually agree as follows:
I.
1.1 Effective August 15, 2020, BRIT shall assume management of the following functions at
the Fort Worth Botanic Garden and City shall pay BRIT a one-time Additional Management Fee
in the total amount of$38,608.63 on September 15, 2020 for BRIT performing management of
those functions from August 15, 2020 until September 30, 2020 as further detailed below:
OFFICIAL RECORD
MEMORANDUM TO THE MANAGEMENT AGREEMENT CITY SECRETARY Page 1 of 4
FOR THE FORT WORTH BOTANIC GARDEN
(CITY SECRETARY CONTRACT NO.54201) FT.WORTH, TX
Position Title Position# Hourly Standard Payment to
Rate Hours BRIT
Gardener 10000787 $17.03 40 $ 6,535.35
Public Events Attendant 10001586 $13.76 20 $ 2,284.29
Customer Service Rep. II 00003809 $16.44 40 $ 5,458.28
Public Events Attendant 00003821 $14.60 40 $ 6,048.04
Public Events Attendant 00003823 $14.17 40 $ 5,610.24
Customer Service Rep. 11 10001189 $16.45 40 $ 6,336.27
Customer Service Rep. II 10000898 $16.45 40 $ 6,336.17
$38,608.63
Total
1.2 Effective August 15, 2020,the former City employees listed herein will leave employment
with the City and will become employees of BRIT. City shall pay a one-time Supplemental
Management Fee in the amount of$1,304.91 to BRIT on September 15, 2020 for earned vacation
and compensatory leave time transferred to BRIT for the former City employees who have become
BRIT employees:
Employee Emp.ID Position# Leave Hours Payment to
to BRIT BRIT
Raelyn Asher 603839 10000787 0 $ 0.00
Sakronn Chhim 607932 10001586 0 $ 0.00
Cora Dudash 608296 00003809 0 $ 0.00
Azalea Lopez 606894 00003821 0 $ 0.00
Guia Salguero 607494 00003823 0 $ 0.00
Bradleigh Taylor 603577 10001189 0 $ 0.00
Rachel Taylor 606828 10000898 54.37 $ 1,304.91
Total $ 1,304.91
II.
a. All terms and conditions of the Agreement that are not expressly amended pursuant to this
Memorandum shall remain in full force and effect.
b. All terms in Memorandum that are capitalized but not defined shall have the meanings
assigned to those terms in the Agreement.
[SIGNATURES ON FOLLOWING PAGE]
MEMORANDUM TO THE MANAGEMENT AGREEMENT Page 2 of 4
FOR THE FORT WORTH BOTANIC GARDEN
(CITY SECRETARY CONTRACT NO.54201)
IN WITNESS WHEREOF, the City and BRIT have executed this Memorandum to be
effective on the dates listed in Article I of this Memorandum.
CITY OF FORT WORTH BOTANICAL RESEARCH INSTITUTE
OF TEXAS
By:Dana BurghdofF( p 15,20 20:02 CDT) By.EE—ward Schneider(Sep 14,202016:34 CDT)
Dana Burghdoff Edward Schneider
Assistant City Manager Executive Director
Date: Sep 15, 2020 Date: Sep 14, 2020
Recommended By:
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By: Richard Zavala(Sep 14,202019:45 CDT)
Richard Zavala, Director
Park&Recreation Department
y. U
Bob Byers
Director,Fort Worth Botanic Garden
APPROVED AS TO FORM AND LEGALITY:
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By:Richard A.McCracken(Sep 15,2020 09:53 CDT)
Richard A. McCracken
Sr. Assistant City Attorney
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ATTEST: °°
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By: pp�*°°° °°*�
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Mary Kayser
City Secretary
M&C: 20-0347 (5/19/20)
Form 1295: N/A
OFFICIAL RECORD
MEMORANDUM TO THE MANAGEMENT AGREEMENT CITY SECRETARY Page 3 of 4
FOR THE FORT WORTH BOTANIC GARDEN
(CITY SECRETARY CONTRACT NO.54201) FT.WORTH, TX
Contract Compliance Manager:
By signing, I acknowledge that I am the
person responsible for the monitoring and
administration of this contract, including all
performance and reporting requirements.
andraYoung o (Sep 14,2020 16:10 CDT)
Sandra Youngblood, Assistant Director
Park&Recreation Department
OFFICIAL RECORD
MEMORANDUM TO THE MANAGEMENT AGREEMENT CITY SECRETARY Page 4 of 4
FOR THE FORT WORTH BOTANIC GARDEN
(CITY SECRETARY CONTRACT NO.54201) FT.WORTH, TX
7/17/2020 M&C Review
Official site of the City of Fort Worth,Texas
CITY COUNCIL AGENDA FORTWORTII
DATE: 5/19/2020 REFERENCE M&C 20-0347 LOG NAME: 80BGBRITMANAGEMENT
NO..
NON- PUBLIC
CODE: C TYPE: CONSENT HEARING:
NO
SUBJECT. Authorize Execution of a Second Amendment to a Management Services Agreement with
the Botanical Research Institute of Texas, Inc. in the Amount of$59,741.00 for
Management of Garden Center Operations,Authorize Execution of a New Management
Services Agreement with the Botanical Research Institute of Texas, Inc. in the Annual
Amount of$3,350,000.00 for Management of the Fort Worth Botanic Garden,Authorize
Supplemental Management Fee in an Amount Not to Exceed $1,355,000.00 for Phased
Transition of Management Services, Authorize Payment of Amount Equivalent to up to 120
Hours Accrued Leave Per Employee in an Amount Not to Exceed $203,952.10, Authorize
Waiver of Construction-Related Permit Fees for Improvements Made by the Botanical
Research Institute of Texas, Inc., and Find that Payments, Transfer of Vehicles, City
Property, and Equipment, and Waiver of Fees Serve a Public Purpose (ALL COUNCIL
DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize execution of a Second Amendment to City Secretary Contract No. 49874, a
Management Services Agreement with the Botanical Research Institute of Texas, Inc. in the
Amount of $59,471.00 for Management of Select Administrative Operations;
2. Authorize execution of a New Management Services Agreement with the Botanical Research
Institute of Texas, Inc. in the amount of $3,350,000.00 for management of the Fort Worth
Botanic Garden;
3. Authorize a supplemental management fee in an amount not to exceed $1,355,000.00, offset
by corresponding reductions in City payroll costs appropriated in the FY2020 Approved
Budget, for management services assumed before October 1, 2020;
4. Authorize payment of an amount equivalent to up to 120 hours accrued leave for each
Botanic Garden employee that takes a position with the Botanical Research Institute of
Texas, Inc. in an amount not to exceed $203,952.10;
5. Authorize waiver of construction-related permit fees up to $50,000 for each project for
improvements made by the Botanical Research Institute of Texas, Inc.; and
6. Find that payments to and transfer of vehicles, City property and equipment to the Botanical
Research Institute of Texas, Inc. and waiver of fees serve a public purpose.
DISCUSSION:
Second Amendment to Contract 49874:
On October 10, 2017 (M&C C-28427) Council authorized staff to execute a contract with the Botanical
Research Institute of Texas (BRIT)to manage education and volunteer programs at the Botanic
Garden. This action was intended to take advantage of BRIT staff's expertise and increase efficiency
in delivering services for both organizations. The contract included payment of a management fee in
the amount of$192,000.00 from annual garden operational funds to BRIT and eliminated positions at
the Botanic Garden supporting those services. The agreement, City Secretary Contract Number
49874 (known as GROW), was implemented effective November 2017 and the program has enjoyed
increasing success with major growth in Pre-K, K-12, and adult education and in volunteer recruitment,
training, and utilization.
Informal Report 10247 on March 5, 2019 informed Council of plans to implement a joint membership
program for the Botanic Garden and BRIT and add membership administration to the services already
managed by BRIT under the GROW agreement. On May 21, 2019 (M&C C-29133) City Council
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approved the first amendment to CSC 49874 in the amount of$88,282.00 for the new joint
membership program. Membership has since grown to over 3,000 households in the first year of
operation ending March 9, 2020.
On January 1, 2020, the Botanic Garden's Garden Center Coordinator was hired to become BRIT's
new Vice President for Operations. As negotiations were already underway for a non-profit
management agreement and the VP of Operations would be assuming most of the responsibilities of
the Garden Center Coordinator under that agreement, it was decided to leave the Garden position
open and allow BRIT to temporarily manage those functions. The proposed amendment allows BRIT
to assume many of the advisory, financial management, and day to day sales, housekeeping, and
event management supervisory tasks at the Garden during the transition. The increased management
fee also funds software and other needs to manage those functions. The result will be significant
salary savings, better coordination of events and sales at both facilities, and better oversight of
finances. The proposed amendment allows BRIT to access City Information Technology (IT) systems
as needed by specified BRIT employees to perform these functions and makes adjustments to the
payments required in the first amendment for functions that were not implemented.
The major terms of the proposed amendment to the GROW agreement include the following:
1. Management of select administrative operations at the Botanic Garden, including advisory,
financial management, daily sales, housekeeping, and event management functions;
2. Increased management fees in the amount of $59,791.00 to be paid from the Botanic
Garden Special Revenue Fund for management of the administrative operations and related
expenses, including: (a) the City's portion of costs for NetSuite software supporting point of
sale systems for admission and retail operations, and (b) IT support for installing and
supporting NetSuite and other software needed for managing transition of data to BRIT for
future management of the Garden;
3. Additional indemnification protections to address BRIT managing City employees;
4. Providing select BRIT employees with access to the City's network, email, and software
resources in order to perform the management services;
5. Adjustment of payment date for a portion of the management fee for staff support of the
membership program in the amount of $11,630 that was deferred from FY 2018;
6. Revision of the management fees for membership marketing support services as
performance of those services were not assumed by BRIT until 1/1/20.
Management Agreement:
On November 15, 2016 City Council accepted the Botanic Garden Strategic Plan (M&C G-18885),
recommending significant changes in the operation of the Fort Worth Botanic Garden including
general admission fees and non-profit management. In January of 2018 a special Botanic Garden
Task Force (Task Force)was appointed by the City Manager's office for the purpose of determining
how best to ensure a sustainable future for the Fort Worth Botanic Garden. After reviewing multiple
financial projections, public input, a visitor intercept study by Highland Market Research, LLC, facility
assessments by a multi-disciplinary team led by Elements of Architecture, Inc., and other research, the
Task Force presented its recommendations to Council in November of 2018.
On November 13, 2018, Council approved M&C G-19422 accepting Task Force recommendations for
a general admission fee and financial accessibility program to reduce impact of fees on low-income
visitors. It further authorized staff to pursue an operational management agreement with BRIT to
determine whether it was an appropriate and willing non-profit partner. That directive led to initial
informal discussions with BRIT culminating with a letter of interest from the City to BRIT in June of
2019. A term sheet of agreed upon provisions for non-profit management was developed beginning in
September of 2019 and City Council was briefed on it in January of 2020.
General Conclusions:
1. The joint administration of Garden and BRIT programs under the management of BRIT staff
has created synergies and efficiencies resulting in major growth in education, volunteerism,
and membership programs for both institutions. This growth represents a significant public
benefit for the citizens of Fort Worth. Equivalent growth is expected in sales and events
programs.
2. Non-profit management for the Garden appears best suited to assuring continued
sustainability.
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3. Due to similar mission; professional board governance, administration, and staff well
positioned to manage fundraising, research, education, and other programmatic services
typical of major botanical gardens; and physical proximity; BRIT is well suited as a non-profit
management partner for the Botanic Garden.
4. BRIT is uniquely positioned as the sole non-profit organization to manage the Garden and
has provided the City with significant financial and other benefits, including, but not limited
to, constructing a LEED certified building on the City's property adjacent to the Garden
valued at over $23 million, entering into a long term ground lease and related agreements
with the City for shared use and maintenance of the Botanic Garden and the adjacent
property where the LEED building is located, and management of education, volunteer,
membership, and marketing programs for the Botanic Garden.
5. Due to the myriad demands of transitioning an operation of the size of the Botanic Garden to
new management, it is desirable to closely coordinate efforts, develop joint teams to make
and implement strategic decisions affecting both institutions, and phase transfer of
employees and operations from the City to BRIT. Transitional provisions allowing City
employees to participate fully in these activities as required, including interim day to day
management of City staff by BRIT employees in certain cases, will be crucial to success.
6. Assuring that funding is available to allow the Botanic Garden to be properly staffed and
equipped to allow proper maintenance and programming serves a public purpose.
The major terms of the new agreement with BRIT include the following:
1. Management Services shall include, but are not limited to, management of the
administration, maintenance, exhibits, landscape and horticulture programs, special events,
advertising, sales, volunteers, admissions, contracts, improvements, and security for the
Botanic Garden.
2. The Agreement would authorize a term of 20 years with a 6 month transition period,
effective May 1, 2020 and to be fully implemented by October 1, 2020 or 90 days after 1.)
COVID restrictions are lifted and 2.) the Garden reopens with general admission fees.
Between May 1, 2020 and the full implementation date, BRIT can assume management of
Botanic Garden functions and the City's property and equipment can be transferred to BRIT
in phases.
3. For Fiscal Year 2021 (October 1, 2020 through September 30, 2021), the City will pay BRIT
a Management Fee in the amount of $3,350,000.00. For each subsequent fiscal year, the
amount of the Management Fee will adjusted by increases in the CPI. If a decrease in the
CPI occurs, the Management Fee will be the same amount paid during the previous fiscal
year.
4. To support the phased transfer of the management services between May 1, 2020 and
October 1, 2020, City will pay to BRIT a supplemental management fee in an amount not to
exceed $1,355,000.00, with such cost being offset by corresponding reductions in City
payroll costs as appropriated in the FY2020 approved budget for City positions previously
performing transferred responsibilities. The $1,355,00.00 represents the total amount the
City would pay if BRIT assumed management of all functions at the Botanic Garden on May
1, 2020. It is anticipated that the actual expense will be lower. For each function at the
Botanic Garden that BRIT assumes management of, the City will calculate the payment based
on the number of days remaining from the date BRIT assumes management through
September 30, 2020.
5. City employees who take a position with BRIT may choose to have up to 120 hours of earned
leave time with the City transferred to BRIT in lieu of the City paying the leave time to the
employee. The City will pay to BRIT an amount equivalent to the cost that the City would
have incurred for salary and employer-paid benefits if the leave were taken during
employment with the City. The estimated cost to the City if all employees take advantage of
this option is $203,952.10
6. Botanic Garden employees within five years of retirement have the option to remain at the
Garden as city employees assigned to BRIT. Those employees will retain city benefits and
appeal rights. Rights to discipline, evaluate, hire, and terminate remain with the City. These
retained employees will be managed on a day to day basis by BRIT and BRIT will provide
City supervisors with information on their performance. These employees will also have the
right to retire when eligible with full pension benefits earned, to request reassignment to
another City position, to enter the DROP program when eligible, or to leave the City to seek
other employment or become employees of BRIT.
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7. The City will provide up to $17,000,000.00 in debt funded capital improvements and repairs
over a 12 year period beginning May 1, 2020. This funding will address deferred facility
maintenance identified in the facility assessment conducted by Elements of Architecture, Inc.
dated December 22, 2017. The agreement adjusts the deferred maintenance funding for
inflation from that study's date of publication.
8. Current admission fees, as adopted by the City Council on November 13, 2018 (M&C G-
19422) are $12 for adults, $10 for seniors, $6 for children and free for children 5 and under.
BRIT may increase the admission fees periodically by adding an amount that does not
exceed increases in the Consumer Price Index to the amount of the admission fees
previously charged. BRIT will provide admission accessibility options with a goal that at least
ten percent (10\%) of non-membership program admissions will be: (1) free, or at a reduced
rate from the admission fees; and (2) have reasonable options for days of the week and the
times of admittance for those using the accessibility options.
9. BRIT may establish a membership program and establish the membership fees for the
membership program.
10. Building permit fees for future improvements made by BRIT at the Botanic Garden will be
waived in an amount up to $50,000.00 for each project. Upon completion of construction,
the improvements will be owned by the City and BRIT will create an endowment fund equal
to 5\% of the construction cost for maintenance of the improvements.
11. Title to City-owned vehicles will be transferred to BRIT. The City will also transfer furniture,
fixtures and equipment necessary for operation of the Botanical Garden to BRIT. Upon
termination of the agreement, BRIT will be required to return vehicles, furniture, fixtures and
equipment, or their replacements, to the City.
12. BRIT shall not enter into any other agreements for the management of any other public
botanical gardens or otherwise compete with the operation of the Botanic Garden.
By approval of this M&C, the City Council finds that the waiver of building permit fees serve a public
purpose by improving City-owned property and sufficient contractual controls are in place to ensure
that public purpose is met. The City Council further finds that payment of the management fee to
BRIT and the transfer of vehicles, furniture, fixtures, and equipment to BRIT serves a public purpose
by ensuring the continued operation of the Botanic Garden as a public garden and sufficient
contractual controls are in place to ensure that public purpose is met.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that funds are available in the current operating budget, as
previously appropriated, in the Botanic Gardens Special Revenue (Botanic Gardens Spcl Revenue)
Fund to support the approval of the above recommendations and execution of the amendment. Prior
to any expenditure being incurred, the Park& Recreation Department has the responsibility to
validate the availability of funds.
TO
Fund Department Account Project Program Activity Budget Reference# Amount
ID ID Year Chartfield 2
FROM
Fund I Department Account Project Program Activity Budget Reference# Amount
ID I ID I I Year (Chartfield 2)
Submitted for City Manager's Office by_ Dana Burghdoff(8018)
Originating Department Head: David Creek (5704)
Additional Information Contact: David Creek (5704)
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ATTACHMENTS
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