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Home My WebLink AboutContract 42915CITY SECRETARY �q 1 CONTRACT 00. HARPER & ASSOCIATES, INC. CONSULTANTS AT OIL AND GAS TECHNOLOGY 6815 MANHATTAN BLVD. STE 201 FORT WORTH, TEXAS 76120 G. MICHAEL HARPER (817) 457 -9555 PRESIDENT (FAX) (817) 3457-9569 www.harper-associates.com ml@harper-associates.com January 17, 2012 City of Fort Worth Attn. Ms. Jean Petr Planning and Development Gas Division/Gas Lease Section 1000 Throckmorton Street Fort Worth, Texas 76102 Dear Ms. Petr: This letter agreement ( "Agreement ") sets forth the terms under which, Harper & Associates, Inc. ( "Consultant "), agrees to provide consulting services to the City of Fort Worth ( "City "). Consultant shall work with the City staff on the following tasks: Duties of Consultant: 1) Review and analyze June 6, 2011 and August 17, 2011 Reports by Fred Reynolds and Associates of Fair Market Value of reserve estimates and various economic projections of the City of Fort Worth's current and potential royalties along with an appraisal of the non - producing minerals associated with the City -owned properties at Lake Worth, not including the Nature Center for the purpose of potential sale of the Fort Worth interest in these minerals. 2) Consultant will substantiate by research, data compilation, trend plots, production curves and analysis, product prices, well and/or pool documentations, the estimated oil and gas reserves and economic projections for the producing and non - producing minerals of the City. Non - producing refers to well locations to be drilled in the future, on leased and unleased lands. 3) The estimates of recoverable quantities or commercial reserves will be categorized to reflect the range of "uncertainty" in gas reserves. The categories are: proved class ("I P ") — there is at least a 90 % chance that the quantities actually recovered will equal or exceed the estimate; probable class ( "2P ") — estimated quantities where there at least a 50 % chance; or possible class ( "3P ") — estimated quantities where there is at least a 10 % chance. _ ------ 4) For Fair Market Value determination, economic projections will be bMgd(CJJ,. tftAf- Harper Contract , Page 1 of 4 market pricing conditions, product quality, stability of future gas rates and the unconventional shale reserves producing in excess of 30 years. Other risks are inherent to the industries problematic conditions, i.e. drilling schedule, funding, technology changes, cost of money, government situations, etc. These risks must be factored to selected market valuing metrics in order to determine the fair market value for the City. 5) Make four (4) presentations to City staff regarding the methods used in the Reserve Evaluation report and Fair Market Value letter. Consultant's performance of service shall be in accordance with the following terms and conditions: 1. Upon request by City to Consultant, Consultant shall perform the services requested by City. In the performance of those services, City shall provide all information relevant to the services Consultant has been requested to perform. 2. As compensation for Consultant's services hereunder, City shall pay Consultant the sum of $12,950.00 for services. Consultant's hourly rates are as follows: Level Rate per Hour Principal $200 Technician $ 90 Secretary /Accounting $ 60 It is agreed that the above rates are effective through September 1, 2012, after which Consultant will notify City in writing of any change in the Consultant's rates. Compensation will be payable upon submission of an invoice. In the event that City disagrees with any amount due under the invoice, City shall communicate such disagreement to the Consultant in writing within thirty (30) days of the invoice date. 3. Out of pocket expenses such as postage and delivery charges, long distance telephone, copies, office supplies and other items are included in the $12,950.00 Consultant's service. All out -of- pocket expenses in excess of $500 to be billed to the City shall be approved in writing by the City before being incurred by the Consultant. 4. All invoices submitted by Consultant for payment of expenses shall be in the name of Consultant. 5. In the performance of all services hereunder: (a) Consultant shall be deemed to be, and shall be, an independent contractor. As such, Consultant shall not be entitled to any benefits applicable to the employees of City. (b) Consultant shall comply with all applicable laws and re ulaion- s, -in-cu - din ut limitation. laws applicable to activities of Consultant in represer®IFtW f� 8 F=T. le CRTl' Harper Contract - Page 2 of 4 before any local officials or any governmental or citizens representatives or entity. (c) Consultant shall perform those services requested that are within Consultant's scope of practice and without regard to impact such conclusions may have on the outcome. Consultant does not warrant or predict results or final development in the subject matter. (d) Consultant shall have sole responsibility for the payment of all federal, state, local and other income taxes and for all employment and other taxes applicable to the consideration paid to Consultant hereunder. (e) Consultant warrants that to its knowledge or belief, none of the work Consultant is performing for other clients conflicts with the interest of City. Consultant shall promptly notify City in writing of any conflict of interest that comes to Consultant's attention. In the event a conflict arises and cannot be resolved to City's satisfaction, City shall have the right to immediately terminate this Agreement upon written notice. In such event, City shall pay Consultant compensation, including expenses, due the Consultant as of the termination date. 6. Prior to the execution of this Agreement, Consultant and City have reached an understanding as to the scope of the services to be performed by Consultant, and Consultant has allotted appropriate time and resources to perform that level of services for City. This scope of services shall include, but not be limited to, those services described in the first paragraph of this Agreement. The parties hereto agree that in the event Consultant's scope of the services is to be expanded during the term hereof, the compensation of Consultant shall be adjusted by a written amendment to this agreement. 7. The information and knowledge divulged to Consultant by City, or which Consultant acquires in connection with, or as a result of, Consultant's services hereunder, shall be regarded by Consultant as the confidential information of City. Consultant shall not use any such information or knowledge except for the purposes of this Agreement nor shall such information be disclosed to any person except to the employees or authorized representatives of City as may be necessary in the regular course of the duties of Consultant hereunder, except as otherwise specifically authorized by City, or as required by law. 8. Consultant recognizes that all records and copies of records concerning the operations of City made or received by Consultant during the term of this Agreement are and shall be the property of City. Consultant shall keep such records in its custody and control at all times and shall surrender the same upon the request of City. 9. Consultant shall not assign this Agreement or the performance required of Consultant hereunder without the prior written consent of City. Any attempted assignment without City's prior written consent shall be void. This Agreement shall be binding upon the successors, assigns, heirs, executors, and legal representatives of Consultant. 10. This Agreement shall be effective upon full and complete execution by 1 '' � -Y .q Harper Contract {:1T Page 3 -ai 4 and shall continue until the services requested under this Agreement are completed. Either party may terminate this Agreement at any time prior to such expiration, for any reason, upon thirty (30) days written notice. In the event of such termination, City shall pay Consultant the compensation due to Consultant as of the termination date, including reimbursement for expenses incurred in accordance with this Agreement. 11. All notices or communications hereunder shall be in writing, addressed as follows: If to City: If to Consultant: Ms. Jean Petr Planning and Development Gas Division/Gas Lease Section 1000 Throckmorton Fort Worth, TX 76102 G. Michael Harper Harper & Associates, Inc. 6815 Manhattan Blvd., Ste. 201 Fort Worth, Texas 76120 A party may change its address upon written notice to the other party. 12. This Agreement shall be governed by and construed and interpreted in accordance with the laws of the State of Texas. A venue for any action arising hereunder shall be exclusively in Tarrant County, Texas. 13. This Agreement contains the entire agreement and Understanding between the parties with respect to the subject matter hereof and merges and supersedes all prior discussions and writings with respect thereof. No modifications or alterations of this Agreement shall be effective unless made in writing and signed by both parties. If the foregoing is consistent with your understanding of the services and terms under which you will provide them, please so indicate by signing in the space provided below and return three fully executed copies of this letter to the undersigned for our files. By:--,:: �4V4-a� cz_— Fernando Costa Assistant CIA Manager By: G. Michael Harper President Date I Date 7r 8— a, Harper & Associates, Inc. Approved as to Form and Legality: N/i , , -�i, k- • I c Assistant City Attorney Oa t qT 4 O Q°°0000°o ° L �O Attest: a�0 10 0 ity S ° ecret y ° Y1, � 00-000 p .O� _.._._..- _..._.._.....__.__..._..___... IVO IRRD OFFICIAL R£COR0 Harper Contract Clip Ri*ARY FT. WORTH, TX