The URL can be used to link to this page

Home My WebLink AboutContract 45387-A3 ' CITY SECRETARY l 6.1 % 91011 r2 CONTRACT NO. h A CID RF AFD CITY SECRETARY CONTRACT NO. SFpCS� crryoF�o ill ti Cm"SECR , 08r// w AMENDMENT NO. 3 TO r �ARy ob� CITY SECRETARY CONTRACT NO. 45387 11 Of 6S L ARBITRAGE REBATE COMPLIANCE SERVICES This Amendment is entered into by and between the City of Fort Worth (hereafter "City"), a home rule municipal corporation situated in portions of Tarrant, Denton and Wise Counties, Texas, with its principal place of business at 200 Texas Street, Fort Worth, Texas, and First Southwest Asset Management, LLC, (hereafter"Consultant"), a Delaware Corporation. WHEREAS, the parties have previously entered into City of Fort Worth City Secretary Contract No. 45387 (the "Contract"), which was executed on August 1, 2013; and WHEREAS,the Contract for the purpose to perform arbitrage rebate compliance services; and WHEREAS, the original term of the Contract expired on July 31, 2014; and WHEREAS, the term was renewed for two one-year terms with an expiration date of July 31, 2016; and WHEREAS, the City and Consultant, now wish to amend the contract to extend the term of the Contract for continued services pursuant to the original Contract for an additional year. NOW, THEREFORE, City and Consultant acting herein by the through their duly authorized representatives, enter into the following agreement to amend the contract: OFFICIAL RECO CITY SECRETARY FT.WORTH,TX 1. Section 7, Term. The teen of the Contract is hereby amended to extend the term to expire July 31, 2017, unless terminated earlier in accordance with the Contract. Extension of the term shall not require an increase of Consultant's Fee under the Contract. 2. All other provisions of the Contract which are not expressly amended herein shall remain in full force and effect. [REMAINDER OF THE PAGE IS INTENTIONALLY LEFT BLANK] (SIGNATURE PAGE FOLLOWS) CFW/First Southwest Asset Management Page 2 of 3 ACCEPTED,AGREED,AND WITH AN EFFECTIVE DATE OF AUGUST 1,2016: CITY OF FORT WORTH: CONSULTANT: By: ame: Susan Alanis By: p� ant City Manager Name: -&,j_ -�Ds�t�s�.J Title: tjA-vY&a'a�c, AGt46,—Y� Date: l Date: APPROVAL RECOMMENDED: ATTEST: By: — 4" Name: Aar Bovos Title: Chief Financial Officer By: ATTEST: Title: Jterc PRE81ME 'Ar P �Of FoR� By� ty Secretary r 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: Na Samford Title: Assistant Finance Director APPROVED AS TO FORM AJND LEGALITY: By: c. Name: Jo Ann Pate !. f Title: Assistant City Attorney CONTRACT AUTHORIZATION: M&C: P-11889 1295 Certification: CFW/First Southwest Asset Management Page 3 of 3 — W.� r OFFICIAL RECORD VTY SECRETARY �:t WORTH,TX M&C Review Page 1 of 2 Official site of the City of Fort worth,Texas CITY COUNCIL AGENDA FORT 11 COUNCIL ACTION: Approved on 6/28/2016 REFERENCE ** 13P1313AMEND FA DATE: 6/28/2016 NO.: P-11889 LOG NAME: CONTRACT MJ FMS CODE: P TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: Authorize Execution of Amendments and Extensions to Existing Contracts with FirstSouthwest, A Division of Hilltop Securities, Inc., FSC Continuing Disclosure Services, A Division of Hilltop Securities, Inc., First Southwest Asset Management, LLC and Estrada Hinojosa & Company, Inc., Extending the Term of the Contracts for an Additional Year for the Financial Advisory, Arbitrage Rebate and Continuing Disclosure Services for the Financial Management Services Department(ALL COUNCIL DISTRICTS) RECOMMENDATION: It is recommended that the City Council authorize the execution of necessary amendments to existing contracts with FirstSouthwest, A Division of Hilltop Securities, Inc., FSC Continuing Disclosure Services, A Division of Hilltop Securities, Inc., First Southwest Asset Management, LLC, and Estrada Hinojosa & Company, Inc., extending the term of the contracts for an additional year for the provision of financial advisory, arbitrage rebate and continuing disclosure services for the Financial Management Services Department. DISCUSSION: On July 23, 2013 (M&C C-26350), the City Council authorized contracts with First Southwest Company (City Secretary Contract (CSC) No. 45144), First Southwest Asset Management, Inc. ( CSC No. 45387), FSC Disclosure Services, a division of First Southwest Company (CSC No. 45200) and Estrada Hinojosa & Company (CSC No. 45274) to provide financial advisory, arbitrage rebate compliance services and continuing disclosure services to the City. The amendments will allow the City to continue these services for an additional year. The amendments will also acknowledge the following changes in ownership. First Southwest Company and FSC Continuing Disclosure Services were acquired by Hilltop Securities, Inc., and First Southwest Asset Management, Inc., is now First Southwest Asset Management, LLC. FirstSouthwest, a Division of Hilltop Securities, Inc., and Estrada Hinojosa & Company, Inc., have satisfactorily served as the City' s co-financial advisors for over a decade. The fee structure for financial advisory services will be a base fee in the amount of$35,000.00 plus$0.75 per$1,000.00 denomination for each series of bond issues. As in the current contract, the fee will be split 65/35 between the two firms, respectively. FirstSouthwest, a Division of Hilltop Securities, Inc., the lead financial advisor, and Estrada Hinojosa & Company , Inc., a certified minority-owned firm and the co-financial advisor, are in compliance with the City's BDE Ordinance by committing to the work fees on bond transactions being split 65/35 between the two firms respectively on this project. Typically, no charges for financial advisory services related to bond transactions are incurred unless bonds are actually sold. The Agreements will also provide for the financial advisors to provide special financial consulting work not directly related to a bond sale with compensation paid based on an hourly rate ranging from the amount of$75.00 for work performed by administrative assistants to the amount of$250.00 per hour for work performed by managing directors, executive vice presidents or senior vice presidents. An individual engagement letter will be executed for each special project http://apps.cfwnet.org/council_packet/mc review.asp?ID=22412&councildate=6/28/2016 9/6/2017 M&C Review Page 2 of 2 compensated on an hourly basis. Arbitrage rebate compliance services will be provided by First Southwest Asset Management, LLC, and FSC Disclosure Services, A Division of Hilltop Securities, Inc., will provide continuing disclosure services. Disclosure services will be compensated at a rate of$2,500.00 per year for assistance in preparation and distribution of each annual report and the amount of$3,500.00 per year for distribution of audited financial statements. Arbitrage rebate compliance services will be compensated at a rate of$1,400.00 per computation year. Additional fees would apply for specialized arbitrage-related services, if needed, in connection with an IRS refund request of commercial paper calculations. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that funds required to pay financial advisory fees will be available from proceeds of bond sales, appropriate debt service funds, and/or appropriate operating funds. BQN\\ TO Fund Department Account Project Program Activity Budget Reference# Amount ID I I ID I I Year (Chartfield 2) FROM Fund Department Account I Project Program I Activity Budget Reference# Amount ID ID Year (Chartfield 2) Submitted for City Manager's Office by: Susan Alanis (8180) Originating Department Head: Aaron Bovos (8517) Additional Information Contact: Marilyn Jackson (2059) Jack Dale (8357) ATTACHMENTS Form 1295 Estrada Hinoiosa Company.pdf Form 1295 First Southwest Company and CIQ 052516.pdf http://apps.cfwnet.org/council_packet/mc review.asp?ID=22412&councildate=6/28/2016 9/6/2017