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HomeMy WebLinkAboutContract 47183 Uffy CONTRACT NIO� CITY OF FORT WORTH, TEXAS o�� 2� 2p15 AGREEMENT FOR PROFESSIONAL SERVICES This AGREEMENT is between the City of Fort Worth, a Texas home-rule municipality (the "CITY"), and Hunden Strategic Partners, Inc., an Indiana corporation, an independent contractor ("Consultant"), for a PROJECT generally described as: Fort Worth Convention Hotel. Article I Scope of Services (1) Consultant hereby agrees to perform as an independent contractor the services set forth in the Scope of Services attached hereto as Attachment "A". These services shall be performed in connection with the Fort Worth Convention Hotel. (2) Additional services, if any, will be requested in writing by the City. City shall not pay for any work performed by Consultant or its subconsultants, subcontractors and/or suppliers that has not been ordered in writing. It is specifically agreed that Consultant shall not be compensated for any alleged additional work resulting from oral orders of any person. Article II Compensation Consultant shall be compensated in a total amount not to exceed $150,000.00 plus $15,000.00 in reimbursable expenses in accordance with the Fee Schedule shown in Attachment "A". Payment shall be considered full compensation for all labor, materials, supplies, and equipment necessary to complete the services described in Attachment "A". However the total fee paid by the City shall not exceed a total of $150,000.00 plus $15,000.00 in reimbursable expenses unless the City and the Consultant mutually agree upon a fee amount for additional services and amend this Agreement accordingly. The Consultant shall provide monthly invoices to the City with sufficient documentation to reasonably substantiate the invoices. Payment for services rendered shall be due within thirty (30) days of the uncontested performance of the particular services so ordered and receipt by City of Consultant's invoice for payment of same. Acceptance by Consultant of said payment shall operate as and shall release the City from all claims or liabilities under this Agreement for anything related to, done, or furnished in connection with the services for which payment is made, including any act or omission of the City in connection with such services. In the event of a disputed or contested billing, only that portion so contested will be withheld from payment, and the undisputed portion will be paid. The CITY will exercise reasonableness in contesting any bill or portion thereof. No interest will accrue on any contested portion of the billing until mutually City of Fort Worth,Texas Agreement for Professional Services Revision Date:9/24/2014 Page 1 of 9 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX liability for any damage caused by or resulting from an act of negligence, intentional tort, intellectual property infringement, or failure to pay a subcontractor or supplier committed by the Consultant or Consultant's agent, consultant under contract, or another entity over which the Consultant's exercises control. Instruments of Service Any studies, reports, sketches, drawings, documents, or work products prepared by Consultant in the performance of the Scope of Services ("Instruments of Service") are the property of the City. Upon (a) completion of the Services and payment in full by CITY for said Services, (b) termination of this AGREEMENT, or (c) as otherwise instructed by the City, the Instruments of Service shall be delivered to the City in an organized fashion with Consultant retaining a copy. The City may use such Instruments of Service in any manner it desires; provided, however, that Consultant shall not be liable for any use or modification to the Instruments of Service by any other entity without the express written consent of CONSULTANT. Article V Insurance (1) Consultant shall not commence work under this Agreement until it has obtained all insurance required under this Article and the City has approved such insurance, nor shall Consultant allow any subcontractor to commence work on its subcontract until all similar insurance of the subcontractor has been so obtained and approval given by the City; provided, however, Consultant may elect to add any subconsultant as an additional insured under its liability policies. Commercial General Liability $1,000,000 each occurrence $1,000,000 aggregate Automobile Liability $1,000,000 each accident (or reasonably equivalent limits of coverage if written on a split limits basis). Coverage shall be on any vehicle used in the course of the Project. Worker's Compensation Coverage A: statutory limits Coverage B: $100,000 each accident $500,000 disease- policy limit $100,000 disease - each employee City of Fort Worth,Texas Agreement for Professional Services Revision Date:9/24/2014 Page 3of9 Article VI Transfer or Assignment City and Consultant each bind themselves, and their lawful successors and assigns, to this Agreement. Consultant, its lawful successors and assigns, shall not assign, sublet or transfer any interest in this Agreement without prior written consent of the City. Article VII Termination of Contract (1) City may terminate this Agreement for its convenience on 30 days' written notice. Either the City or the Consultant for cause may terminate this Agreement if either Party fails substantially to perform through no fault of the other and does not commence correction of such nonperformance with 5 days of written notice and diligently complete the correction thereafter (2) If City chooses to terminate this Agreement under Article 8, upon receipt of notice of termination, Consultant shall discontinue services rendered up to the date of such termination and City shall compensate Consultant based upon calculations in Article 2 of this Agreement. (3) All reports, whether partial or complete, prepared under this Agreement, including any original drawings or documents, whether furnished by the City, its officers, agents, employees, consultants, or contractors, or prepared by Consultant, shall be or become the property of the City, and shall be furnished to the City prior to or at the time such services are completed, or upon termination or expiration of this Agreement. Suspension, Delay, or Interruption to Work The CITY may suspend, delay, or interrupt the services of Consultant for the convenience of the CITY. In the event of such suspension, delay, or interruption, an equitable adjustment in the PROJECT's schedule, commitment and cost of Consultant's personnel and subcontractors, and Consultant's compensation will be made. Article Vlll Right to Audit (1) Consultant agrees that the City shall, until the expiration of three (3) years after final payment under this Agreement, have access to and the right to examine any directly pertinent books, documents, papers and records of Consultant involving transactions relating to this Agreement. Consultant agrees that the City shall have access during City of Fort Worth,Texas Agreement for Professional Services Revision Date:9/24/2014 Page 5 of 9 Article XI Contract Construction The Parties acknowledge that each party and, if it so chooses, its counsel have reviewed and revised this Agreement and that the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party must not be employed in the interpretation of this Agreement or any amendments or exhibits hereto. Article XII Severability The provisions of this Agreement are severable, and if any word, phrase, clause, sentence, paragraph, section or other part of this Agreement or the application thereof to any person or circumstance shall ever be held by any court of competent jurisdiction to be invalid or unconstitutional for any reason, the remainder of this Agreement and the application of such word, phrase, clause, sentence, paragraph, section, or other part of this Agreement to other persons or circumstances shall not be affected thereby and this Agreement shall be construed as if such invalid or unconstitutional portion had never been contained therein. Article XIII Notices Notices to be provided hereunder shall be sufficient if forwarded to the other Party by hand-delivery or via U.S. Postal Service certified mail return receipt requested, postage prepaid, to the address of the other Party shown below: City of Fort Worth Public Events Department Attn: Kirk Slaughter 1201 Houston St. Fort Worth, TX 76102 Consultant: Hunden Strategic Partners, Attn: Robin Scott Hunden 920 N. Franklin St., Ste. 303, Chicago, IL 60601 City of Fort Worth,Texas Agreement for Professional Services Revision Date:9/24/2014 Page 7 of 9 APPROVED AS TO FORM AND LEGALITY i By: _ i M&C No.: C-27447 u Grant Jordan Assistant City Attorney M&C Date: 9/15/2015 ATTEST: -0 OW NO aryJK sr gC1 City Sec ary- °°00or,0°0°°�� City of Fort Worth,Texas Agreement for Professional Services Revision Date:9/24/2014 -- Page 9 of 9 OFFICIAL RECORD CITY SECRETARY FT. WORTHS TX HSP will draft an RFQ document package,to be reviewed and accepted by Client representatives.This will include: ■ RFQ Document ■ Marketing Materials(Images) • Hotel Specific Information & Related Market Data from Report ■ Deal Parameters and Conceptual Budgets/Drawings Once approved, HSP will send the document to a list of developers identified, as well as post it on HSP's and the developer solicitation websites (although it may be best if all are downloaded from HSP's website to enable HSP to track the downloads). HSP has a list of developers, management companies, construction companies, architects and engineering companies, as well as brands that will be contacted about the opportunity. HSP will also work with the Client to issue a press release regarding the opportunities to maximize exposure locally, nationally and internationally. There are a number of internet outlets that will be helpful in spreading the word. Task 2: Management of Solicitation Process; Promoting the Opportunity(previously funded through CSC 45034A1) HSP will discuss the proposal process with potential respondents and represent the Client's best interest when doing so. In consultation with the Client, HSP will set a deadline for submitting written questions or requests for clarification and will assist in responding to these written inquiries. An important part of the process is continuous contact with potential respondents to ensure that a number of highly qualified groups respond. As these requests are time-consuming, it is easy for many potential developers to not respond and focus on other less time-consuming opportunities. HSP will continually work these contacts to ensure a strong response to both the RFQ and the RFP process. The time period to respond to the RFQ would be approximately four to five weeks, which gives HSP time to be in contact with all developers and promote submittals,as well as host the pre-submittal meeting. Task 3: Review of the RFQ Submittals; Brief Phone Interviews HSP will review the RFQ submittals and compare them in a matrix memo summarizing the qualifications of the groups for each opportunity. HSP suggests conducting short telephone interviews with those under consideration for the short list to get a better sense of the bidders prior to shortlisting for the RFP process. It will allow for an informal and informational discussion that would put personalities and perspectives with the RFQ submittal, which will help lead to a more informed short-listing. Items considered will be ability to finance quickly, history of creative projects and financing and overall experience. From there, the Client can shortlist immediately and finalists will be invited to submit proposals. The time period for this review and the brief phone interviews can be one to two weeks, depending on scheduling.At this point, the Client will be able to show the State in its application for the incentive program that it has moved the project and concept forward with a group of qualified developers. www.hundenpartners.com Page 2 of 4 ' 1 I . requested, HSP will serve as the Client's representative, organizing conference calls, meetings and moderating discussions between the developer, Client, attorneys and other parties. HSP's role is to work with you throughout the process to ensure that it is efficient, thorough, retains complete integrity and results in a Project that provides the benefits sought by the Client. Part of the negotiations with the Developer will be the determination of a financing arrangement. As these scenarios are discussed and proposed, HSP will run financial models and conduct other research to determine the pro's and con's associated with each structure. While the timeline of the development agreement is dependent upon a number of factors that cannot be controlled by HSP, the determination of the top-ranked group via the RFQ and RFP process, including interviews, can be completed in as little as four to five months. Task 7: Other Analysis Related to Economic Development HSP will provide analysis on an as-needed basis for economic development purposes, such as modeling tax streams, analyzing real estate deals and otherwise assisting with general tourism and economic development efforts. Note: The above methodology generally lays out the process. However, as circumstances change, the City may find it helpful to modify the process. This contract includes any related and adjusted scope of work that would relate to the development of convention hotels and convention center expansions. TIMING & FEES Hunden Strategic Partners estimates that the minimum time frame to complete all tasks is 12 months, but could increase due to communication and negotiation timing amongst the City and developer(s). The process will be billed on a time and expenses basis. HSP's hourly rates are as follows: ■ Rob Hunden: $235 ■ Manager: $195 ■ Senior Analyst: $175 • Analyst: $150 ■ Admin: $60 The expected budget for time is$150,000 with an additional$15,000 for travel and related direct expenses. www.hundenpartners.com Pa-e 4 of 4 City of Fort Worth, Texas Mayor and Council Communication COUNCIL ACTION: Approved on 9115/2015 - Ordinance No. 21883-09-2015 DATE: Tuesday, September 15, 2015 REFERENCE NO.: **C-27447 LOG NAME: 25CONVENTION HOTEL 2015 SUBJECT: Authorize Execution of a Professional Services Agreement with Hunden Strategic Partners, Inc., to Provide Developer Solicitation and Selection Services for the Development of a Convention Hotel in Downtown Fort Worth Adjacent to the Fort Worth Convention Center in an Amount Not to Exceed $150,000.00 Plus $15,000.00 in Reimbursable Expenses, Authorize Transfer of Funds and Adopt Appropriation Ordinance (ALL COUNCIL DISTRICTS) RECOMMENDATION: It is recommended that the City Council: 1. Authorize a transfer in the amount of$165,000.00 from the Culture and Tourism Fund to the Culture and Tourism Capital Fund; 2. Adopt the attached appropriation ordinance increasing the estimated receipts and appropriations in the Culture and Tourism Capital Fund in the amount of$165,000.00 from available funds; and 3. Authorize the execution of a Professional Services Agreement with Hunden Strategic Partners, Inc., to provide developer solicitation and selection services for the development of a Convention Hotel in downtown Fort Worth adjacent to the Fort Worth Convention Center in an amount not to exceed $150,000.00 plus $15,000.00 in reimbursable expenses. DISCUSSION: On October 15, 2013, (City Secretary Contract [CSC] No. 45034, Mayor and Council Communication [M&C] C-26509) the City Council authorized a Professional Services Agreement with Hunden Strategic Partners, Inc. (HSP), for market and feasibility analysis of Fort Worth's downtown hospitality market, including market demand for convention type hotels and a future expansion of the Fort Worth Convention Center. On September 14, 2014, the Professional Services Agreement (CSC No. 45034-A1) was amended to include additional services related to analyzing, modeling, and estimating financial resources for potential development, and preparing for the hotel developer selection processes including strategies. On July 14, 2014, HSP presented its findings to City Council. The final report indicated, among other recommendations, that a second branded headquarters hotel of 1,000 rooms be added on a site adjacent to the Fort Worth Convention Center. The initial work items of preparing the developer solicitation and selection processes, including the creation of the developer Request for Qualifications (RFQ) document and management of the RFQ solicitation process, were included under the CSC No. 45034-A1. The purpose of this Mayor and Council Communication is to seek authorization to execute a Professional Services Agreement (Agreement) with Hunden Strategic Partners, Inc., to complete the Developer Solicitation and Selection Processes for the TT(\'TTJT 1171 C D--- 1 --P ) development of a Convention Hotel in Downtown Fort Worth adjacent to the Fort Worth Convention Center. The scope of work will include administering the RFQ and Request for Proposal processes, evaluating and ranking the proposals, interviewing developers, and conducting Economic Development negotiations with the top-ranked developer to construct a Convention Hotel. The total costs are not expected to exceed: Consultant $150,000.00 Reimbursable Expenses $ 15.000.00 Total $165,000.00 This project is located in COUNCIL DISTRICT 9, but will serve ALL COUNCIL DISTRICTS. FISCAL INFORMATION / CERTIFICATION: The FY2015 operating budget of the Culture and Tourism Fund, FWCC/WRMC Maintenance and Improvements Division, includes appropriations of$1,000,000.00 in the Facility Maintenance by Outside Vendors account. As of August 24, 2015, the amount of$355,888.00 has been expended. The Financial Management Services Director certifies that upon approval of the above recommendations and adoption of the attached appropriation ordinance, funds will be available in the Culture and Tourism Capital Fund. FUND CENTERS: TO Fund/Account/Centers FROM Fund/Account/Centers 2) C302 476004 240000400515 $165.000.00 1) GG04 536040 0240600 $165.000.00 2) C302 531200 240000400515 $165,000.00 3) C302 531200 240000400515 $165.000.00 CERTIFICATIONS: Submitted for City Manager's Office by: Susan Alanis (8180) Originating Department Head: Kirk Slaughter (2501) Additional Information Contact: Betty Tanner (2502) ATTACHMENTS 1. 25CONVENTION HOTEL 2015 C302 AO15.docx (Public) 2. GG04 531200-0240600.pdf (CFW Internal) 3. HundenStrategicPartnersEPLS.pdf (CFW Internal) t n ')ctrfYXTATU_XT PTrVKT TTI-', PTT ')n1 c Ordinance No. AN ORDINANCE INCREASING THE ESTIMATED RECEIPTS AND APPROPRIATIONS IN THE CULTURE & TOURISM CAPITAL FUND IN THE AMOUNT OF $165,000.00, FROM AVAILABLE FUNDS, FOR THE PURPOSE OF FUNDING A PROFESSIONAL SERVICES AGREEMENT WITH HUNDEN STRATEGIC PARTNERS, INC., RELATED TO THE DEVELOPMENT OF A CONVENTION HOTEL IN DOWNTOWN FORT WORTH ADJACENT TO THE FORT WORTH CONVENTION CENTER; PROVIDING FOR A SEVERABILITY CLAUSE; MAKING THIS ORDINANCE CUMULATIVE OF PRIOR ORDINANCES; REPEALING ALL ORDINANCES IN CONFLICT HEREWITH; AND PROVIDING AN EFFECTIVE DATE. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF FORT WORTH, TEXAS: SECTION 1. That in addition to those amounts allocated to the various City departments for Fiscal Year 2014-2015 in the Budget of the City Manager, there shall also be increased estimated receipts and appropriations in the Culture & Tourism Capital Fund in the amount of $165,000.00, from available funds, for the purpose of funding a Professional Services Agreement with Hunden Strategic Partners, Inc., related to the development of a convention hotel in downtown Fort Worth adjacent to the Fort Worth Convention Center. SECTION 2. That should any portion, section or part of a section of this ordinance be declared invalid, inoperative or void for any reason by a court of competent jurisdiction, such decision, opinion or judgment shall in no way impair the remaining portions, sections, or parts of sections of this ordinance, which said remaining provisions shall be and remain in full force and effect. SECTION 3. That this ordinance shall be cumulative of Ordinance No. 21457-09-2014 and all other ordinances and appropriations amending the same except in those instances where the provisions of this ordinance are in direct conflict with such other ordinances and appropriations, in which instance said conflicting provisions of said prior ordinances and appropriations are hereby expressly repealed. SECTION 4. This ordinance shall take effect upon adoption. i APPROVED AS TO FORM AND LEGALITY: CITY SECRETARY Assistant City Attorney Mary J. Kayser ADOPTED AND EFFECTIVE: ; I I