HomeMy WebLinkAboutContract 49499 CITY SECRETARY �`-
FirstSouthwest j�* M 2 4 CONTRACT NO.
A Division of Hilltop Securities. �eyP
W. Boyd London, Jr. ccF�l/F� m
Managing Director 4&G 4
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January 26, 2017
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Jay Chapa
Assistant City Manager
City of Fort Worth
P. 0. BOX 757
Fort Worth, TX 75168
Dear Jay:
FirstSouthwest, a Division of Hilltop Securities Inc. ("FirstSouthwest") is currently providing
the City of Fort Worth,Texas (the "City")with financial advisory services pursuant to a certain
Financial Advisory Agreement, dated January 25, 2013 (the "FA Agreement"). The FA
Agreement provides for FirstSouthwest to advise the City regarding the issuance and sale of
certain indebtedness or debt obligations that may be authorized and issued or otherwise
created or assumed by the City from time to time during the term of the FA Agreement.
Fort Worth has requested that FirstSouthwest provide certain financial consulting services
(the "Consulting Services") to the City related to analysis of development oriented projects,
utilization of project funding tools, and the creation and funding of both in-City or extra
territorial jurisdiction taxing districts, municipal management districts, tax increment
reinvestment zones, public improvement districts or other development funding tools
(collectively the "Projects"). FirstSouthwest and the City agree that the Consulting Services
were not contemplated by and are not within the description of services of the FA
Agreement. Therefore, FirstSouthwest will provide the Consulting Services to the City for the
Projects pursuant to this letter agreement, by amending the existing FA Agreement.
Scope of Services:
In consideration of the fees indicated in Compensation that follows, FirstSouthwest agrees to
assist with Project information gathering and review, determination of justification, financial
and legal structure risk analysis and evaluation, comprehensive financial modeling and
analysis, cost/benefit analysis, negotiation with 3rd parties, approvals and implementation,
provide information on municipal market, market timing, and impact of debt structure,
covenants and investor suitability requirements on market acceptance/cost, and the
marketing and sale of bonds, debt and contractual obligations in either verbal or written form
as requested by the City
OFFICIAL.RECORD
direct 214.953.4013
Hilltop Securities Inc. CITY$SCR mobile 214.505.6687
1201 Elm St. WORTH TX fax 214.840.5006
Suite 3500 . 17 Boyd.London@HilltopSecurities.coin
Dallas,Texas 75270-2180 HilltopSecurities.com
Compensation:
Compensation specific to Page 1, Paragraph 2:
Commitment Fee FirstSouthwest proposes a Commitment Fee ("Commitment Fee") of $25,000,
payable either prior to the commencement of work outlined in the Scope of Service, or paid at the
closing of any related debt issuance or from cash flow generated by the Projects as indicated in (ii)
and (iii) below, plus
When Debt is Issued A Financial Advisory Fee ("Financial Advisory Fee") of one and 1/2 of one
percent ("1.5") percent of the paramount of any bonds, debtor contractual obligations issued by the
Issuer or by an entity created or controlled by the Issuer for the benefit of the Projects, or
From Assessment Cash Flow An Assessment Consulting Fee("Assessment Consulting Fee")of one
("1.0") percent of total capital reimbursement or funding paid in four("4") annual equal installments,
with the first installment due within 30 ("thirty") days after the City Council approval of the Service
and Assessment Plan ("SAP").
The Commitment Fee and Financial Advisory Fee outlined above wholly replace the fees the City
would otherwise pay to First Southwest/ Hilltop Securities for services performed under any other
agreement for the issuance of debt and the consultation thereof.
Miscellaneous:
In rendering its services hereunder, FirstSouthwest will be using and relying on information
provided by Fort Worth without independent verification by FirstSouthwest, and
FirstSouthwest does not assume responsibility for the accuracy or completeness of that
information or any other information that it may receive regarding the Projects, including but
not limited to the work product of any of Fort Worth's other consultants. Any advice
rendered by FirstSouthwest pursuant to this engagement is solely for the benefit of Fort
Worth and may not be relied upon in any manner whatsoever by any other person and may
not be disclosed to others without the prior written consent of FirstSouthwest.
If the provisions of this letter agreement are satisfactory to you, please execute and forward
three ("3") executed copies back to me, and I will counter execute one and return to you.
Sincerely,
W. Boyd London, Jr
Managing Director
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Agreed and Accepted:
By:
Name: Jay Chapa
City of Fort Worth, Texas
Title: Assistant City Manager
Date: g '1 1
APPROVAL RECOMMENDED:
By: '4".
Name. Aaron Bovos
Title: CFO
pFFp��ATTEST:
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By. City Secr
CONTRACT COMPLIANCE MANAGER:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
of this contract, including ensuring all performance
and reporting requirements.
By: Mark Krawczyk L
Name: AAr2.K VaAWC7s-tK
Title: ASs'r. r-(NArXrE- DM*tAa2
APPROVED AS TO FORM AND LEGALITY:
By: -44e4�-�
Name:
Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: _N/A
OFFICIAL RECORD
CITY S4CRR'1'ARY
FT. WORTH, `IAC
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