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FIRST AMENDMENT TO CITY SECRETARY CONTRACT NUMBER 37198
AGREEMENT FOR CONTINUING DISCLOSURE SERVICES
This FIRST AMENDMENT TO CITY SECRETARY CONTRACT NO.
37198 ("First Amendment") is made and entered into by and between the City of Fort
Worth, a home-rule municipal corporation of the State of Texas (the "City" or "Issuer"),
acting by and through its duly authorized Assistant City Manager, and FSC Disclosure
Services ("Disclosure Services"), a division of First Southwest Company, a Delaware
corporation, acting by and through its duly authorized Chairman and Chief Executive
Officer.
WHEREAS, the City and Disclosure Services are parties to an agreement for
professional services whereby Disclosure Services assists Issuer with its continuing
disclosure obligations, including the preparation and submission of annual reports and the
reporting of certain specified events, that agreement being City of Fort Worth City
Secretary Contract No. 37198 ("Contract); and
WHEREAS, the Contract provides for an initial three-year term and two, one-
year renewal options; and
WHEREAS, the second renewal option of the Contract expires on July 31, 2012;
and
WHEREAS, the parties wish to amend the Contract and extend the agreement for
a third one-year renewal period to afford the City adequate opportunity to issue a new
Request for Qualifications, assess responses, and secure a new long-term agreement.
NOW, THEREFORE, City and Disclosure Services do mutually covenant and
agree as follows:
I.
That Fort Worth City Secretary Contract No. 37198 is amended to add a new Section 8.1
to be titled"Third Renewal of Agreement" and to read as follows:
EOFFICIALRECORDRETARYT11s TX
First Amendment to CSC 37198 Page 1 of 2
Third Renewal of Agreement
8.1 Notwithstanding anything herein to the contrary, Issuer and First
Southwest hereby agree to renew and extend this Agreement (also known
as Fort Worth City Secretary Contract 37198) for a Third Renewal Period
of one (1) year, beginning on August 1, 2012, and ending July 31, 2013,
unless terminated earlier in accordance with Section 8.
II.
All other terms and provisions of City Secretary Contract 37198 shall remain in
full force and effect throughout the Third Renewal Period unless specifically
amended herein.
IN WITNESS WHEREOF, the parties hereto have executed this First Amendment in
Fort Worth, Tarrant County, Texas,this of , 2012.
CITY OF FORT WORTH FSC DISCLOSURE SERVICES,A
DIVISION OF FIRST SOUTHWEST
COMPANY
Will A. Feinberg
Assistant City Manager Chairman and CEO
APPROVED AS TO FORM
IX,
r ALITY
Denis cElroy
AssisC ity Attorney
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M J. Kays 00° an° �"y
City Secretary � �►
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S4� OFFICIAL RECORD
CITY SECRETARY
First Amendment to CSC 37198 FT.WORTH'TX Page 2 of 2
M&C Review Page 1 of 2
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COUNCIL ACTION: Approved on 7/24/2012
DATE: 7/24/2012 REFERENCE NO.: **C-25750 LOG NAME: 1312ADVISORY
CODE: C TYPE: CONSENT PUBLIC NO
NO
SUBJECT: Authorize Execution of Amendments to City Secretary Contract Nos. 37196, 37197, 37198,
and 37239 with First Southwest Asset Management, Inc., First Southwest Company, and
Estrada Hinojosa & Company, Inc., to Provide for Additional One-Year Renewals (ALL
COUNCIL DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council authorize the execution of amendments to City Secretary
Contract Nos. 37196, 37197, 37198, and 37239 with First Southwest Asset Management, Inc., First
Southwest Company, and Estrada Hinojosa & Company, Inc., to provide for additional one-year
renewals.
DISCUSSION:
On July 24, 2007, the City Council approved M&C C-22260, which authorized execution of necessary
and related Agreements for financial advisory, continuing disclosure, and arbitrage services, with
each Agreement having an initial three-year term and two, one-year renewal options. In accordance
with that authority, the City entered into City Secretary Contract Nos. 37196 (with First Southwest
Asset Management, Inc.) 37197 (with First Southwest Company), 37198 (with FSC Disclosure
Services, a division of First Southwest Company), and 37239 (with Estrada Hinojosa & Company,
Inc).
The second renewal period for each of those Agreements will expire July 31, 2012. Approval of this
Mayor and Council Communication would authorize the City Manager to amend those Agreements to
provide for an additional one-year renewal of each contract. Renewing the Agreements for an
additional year will ensure continuity as the City enters its traditional debt-issuance season. Staff will
use this additional year to put these services out for bid and return to Council at a later date for
approval of new Agreements.
These companies have satisfactorily served as the City's co-financial advisors for well over a decade.
Staff is recommending that the City continue its relationships with First Southwest Company as its
lead financial advisor and Estrada Hinojosa, a M/WBE firm, as co-financial advisor and with First
Southwest's disclosure subsidiary and arbitrage affiliate.
During the renewal period all other contractual terms, including the fee structure, would remain the
same as they are in the existing Agreements.
FISCAL INFORMATION/CERTIFICATION:
The Financial Management Services Director 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.
http://apps.cfwnet.org/council_packet/mc review.asp?ID=17122&councildate=7/24/2012 8/10/2012
M&C Review Page 2 of 2
TO Fund/Account/Centers FROM Fund/Account/Centers
Submitted for City Manager's Office by_ Susan Alanis (8180)
Originating Department Head: Lena Ellis (8517)
Additional Information Contact: James Mauldin (2438)
ATTACHMENTS
http://apps.cfwnet.org/council_packet/mc_review.asp?ID=17122&councildate=7/24/2012 8/10/2012