HomeMy WebLinkAboutContract 54201-AD3 CSC No.54201-AD3
MEMORANDUM TO THE MANAGEMENT AGREEMENT
FOR THE FORT WORTH BOTANIC GARDEN
(CITY SECRETARY CONTRACT NO. 54201)
This MEMORANDUM TO THE MANAGEMENT AGREEMENT FOR THE FORT
WORTH BOTANIC GARDEN ("Memorandum") is made and entered into by and between the
CITY OF FORT WORTH ("City"), a home-rule municipal corporation of the State of Texas,
acting by and through its duly authorized Assistant City Manager, and the BOTANICAL
RESEARCH INSTITUTE OF TEXAS INC. ("BRIT"), a Texas non-profit corporation acting
by and through its duly authorized representative, each individually referred to herein as a"party"
and collectively referred to herein as the "parties."
WHEREAS,the City and BRIT entered into a Management Agreement for the Fort Worth
Botanic Garden, City Secretary Contract Number 54201 ("Agreement"); and
WHEREAS, the Agreement provides that BRIT will assume performance of all
Management Services at the Botanic Garden in phases between May 1, 2020 and September 30,
2020; and
WHEREAS, the Agreement provides that the City and BRIT will execute memorandums
to the Agreement as each phase of the Management Services is assumed by BRIT to clearly
document the dates BRIT: (1)begins performing the Management Services for each operation; (2)
takes possession of vehicles and equipment from the City; (3) hires City employees; or (4) has
City employees assigned to BRIT; and
WHEREAS, the Agreement provides that the memorandums to the Agreement shall
establish any Supplemental Management Fees or Additional Management Fees that the City will
pay to BRIT for management functions that have been assumed by BRIT before October 1, 2020;
and
WHEREAS, the City and BRIT desire to execute this Memorandum in accordance with
the Agreement to document the assumption of a portion of the Management Services at the Botanic
Garden by BRIT and the corresponding transfers of vehicles and equipment and payment of fees;
NOW, THEREFORE, in consideration of the mutual promises and benefits stated herein
and other good and valuable consideration, the City and BRIT mutually agree as follows:
I.
1.1 Effective September 12, 2020, BRIT shall assume management of the following functions
at the Fort Worth Botanic Garden and City shall pay BRIT a one-time Additional Management
Fee in the total amount of$23,213.53 on September 20, 2020 for BRIT performing management
of those functions from September 12, 2020 until September 30, 2020 as further detailed below:
MEMORANDUM TO THE MANAGEMENT AGREEMENT OFFICIAL RECORD page 1 of 4
FOR THE FORT WORTH BOTANIC GARDEN CITY SECRETARY
(CITY SECRETARY CONTRACT NO.54201) FT.WORTH, TX
Position Title Position Comp Rate Standard
Hours Pay to BRIT
Sr. Gardener 00003829 $26.45 40 $4,271.72
Sr. Maintenance Worker 00005647 $15.76 40 $2,408.42
Park Planner 00003804 $29.79 40 $4,243.37
Gardener 00003816 $16.37 40 $2,488.23
Gardener 00003815 $16.74 40 $2,662.47
Public Events Attendant 00003822 $14.67 40 $2,628.17
Skilled Trades Worker II 00007093 $21.91 40 $3,210.25
Customer Service Rep. 1 10001191 $14.17 28 $1,300.89
Total $23,213.53
1.2 Effective September 12, 2020, the former City employees listed herein will leave
employment with the City and will become employees of BRIT. City shall pay a one-time
Supplemental Management Fee in the amount of$ 16,121.50 to BRIT on September 20, 2020 for
earned vacation and compensatory leave time transferred to BRIT for the former City employees
who have become BRIT employees:
Vacation payment to
Employee Emp. ID Position Hours to XFR
BRIT
to BRIT
Nick Esthus 604796 00003829 120 $4,928.91
Fernando Figueroa 606355 00005647 9 $ 208.42
Darcy Gustafson 606247 00003804 80 $3,264.13
Kelsey Mathia 605164 00003816 40 $ 957.01
Jodi Rodriguez 604928 00003815 80 $2 048.05
Mary Lindsey 606003 00003822 40 $1,010.83
Roger(Jose)Sanchez 600451 00007093 120 $3,704.14
Deanna Sturm 607292 10001191 0 $ 0.00
Total $16,121.50
II.
a. All terms and conditions of the Agreement that are not expressly amended pursuant to this
Memorandum shall remain in full force and effect.
b. All terms in Memorandum that are capitalized but not defined shall have the meanings
assigned to those terms in the Agreement.
[SIGNATURES ON FOLLOWING PAGE]
MEMORANDUM TO THE MANAGEMENT AGREEMENT Page 2 of 4
FOR THE FORT WORTH BOTANIC GARDEN
(CITY SECRETARY CONTRACT NO.54201)
P '"TTNESS Tg-KEREOFF the City and BFII hart a executed this Memorandum ro be
effective c a the dates listed in Article I of this Memorandum.
CT OF FORT N%ORT11 BO I z01C:JLL FRESE.JLRCH INST11'1ITE
OF TFXALS
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By..Gr r 6uiYlr n; s]r.. _93410IMTj By- xF- rmF:iYr'1.p]4,3alo i9d*C9r1
Dan Burgb&ff Edw2rd Schaelde[
Amista C'ijbyrMMMwr Executive Dui ecbor
Date: Sep i3,2020 DAK Sep 16.20MG
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Park&Recreation DEpa��
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Du-e i,Fort W-cath BGtanic Garden
APPROVED AJS TO FORM LEO_kUTY:
RieLmd A.MrCrackm
Sr. As-s�Orty Attorney
M&C: 20-0347(5/19/20)
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N[ElfOK-0-D M IO ME IiANA GM E T AGREEXEN I P;Igf 3-Df A
FOR THE FORI WORTH BOTANIC G.UMF_N
(CrrY SEC RETARYCOYMACT NO.54201) OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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Mary Kayser
City Secretary
Contract Compliance Manager:
By signing, I acknowledge that I am the person responsible for the monitoring and
administration of this contract, including all performance and reporting requirements.
Sandra Young o (Sep 16,2020 13:18 CDT)
Name: Sandra Youngblood
Title: Assistant Director, Park Operations
MEMORANDUM TO THE MANAGEMENT AGREEMENT OFFICIAL RECORD Page 4 of 4
FOR THE FORT WORTH BOTANIC GARDEN CITY SECRETARY
(CITY SECRETARY CONTRACT NO.54201) FT.WORTH, TX
City of Fort Worth, Texas
Mayor and Council Communication
DATE: 05/19/20 M&C FILE NUMBER: M&C 20-0347
LOG NAME: 80BGBRITMANAGEMENT
SUBJECT
Authorize Execution of a Second Amendment to a Management Services Agreement with the
Botanical Research Institute of Texas, Inc. in the Amount of$59,741.00 for Management of Garden
Center Operations, Authorize Execution of a New Management Services Agreement with the
Botanical Research Institute of Texas, Inc. in the Annual Amount of$3,350,000.00 for Management
of the Fort Worth Botanic Garden, Authorize Supplemental Management Fee in an Amount Not to
Exceed $1,355,000.00 for Phased Transition of Management Services, Authorize Payment of
Amount Equivalent to up to 120 Hours Accrued Leave Per Employee in an Amount Not to Exceed
$203,952.10, Authorize Waiver of Construction-Related Permit Fees for Improvements Made by
the Botanical Research Institute of Texas, Inc., and Find that Payments, Transfer of Vehicles, City
Property, and Equipment, and Waiver of Fees Serve a Public Purpose (ALL COUNCIL
DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize execution of a Second Amendment to City Secretary Contract No. 49874, a
Management Services Agreement with the Botanical Research Institute of Texas, Inc. in the
Amount of$59,471.00 for Management of Select Administrative Operations;
2. Authorize execution of a New Management Services Agreement with the Botanical Research
Institute of Texas, Inc. in the amount of$3,350,000.00 for management of the Fort Worth
Botanic Garden;
3. Authorize a supplemental management fee in an amount not to exceed $1,355,000.00, offset
by corresponding reductions in City payroll costs appropriated in the FY2020 Approved
Budget, for management services assumed before October 1, 2020;
4. Authorize payment of an amount equivalent to up to 120 hours accrued leave for each
Botanic Garden employee that takes a position with the Botanical Research Institute of
Texas, Inc. in an amount not to exceed $203,952.10;
5. Authorize waiver of construction-related permit fees up to $50,000 for each project for
improvements made by the Botanical Research Institute of Texas, Inc.; and
6. Find that payments to and transfer of vehicles, City property and equipment to the Botanical
Research Institute of Texas, Inc. and waiver of fees serve a public purpose.
DISCUSSION:
Second Amendment to Contract 49874:
On October 10, 2017 (M&C C-28427) Council authorized staff to execute a contract with the
Botanical Research Institute of Texas (BRIT)to manage education and volunteer programs at the
Botanic Garden. This action was intended to take advantage of BRIT staffs expertise and
increase efficiency in delivering services for both organizations. The contract included payment of
a management fee in the amount of$192,000.00 from annual garden operational funds to BRIT
and eliminated positions at the Botanic Garden supporting those services. The agreement, City
Secretary Contract Number 49874 (known as GROW), was implemented effective November 2017
and the program has enjoyed increasing success with major growth in Pre-K, K-12, and adult
education and in volunteer recruitment, training, and utilization.
Informal Report 10247 on March 5, 2019 informed Council of plans to implement a joint
membership program for the Botanic Garden and BRIT and add membership administration to the
services already managed by BRIT under the GROW agreement. On May 21, 2019 (M&C C-
29133) City Council approved the first amendment to CSC 49874 in the amount of
$88,282.00 for the new joint membership program. Membership has since grown to over 3,000
households in the first year of operation ending March 9, 2020.
On January 1, 2020, the Botanic Garden's Garden Center Coordinator was hired to become
BRIT's new Vice President for Operations. As negotiations were already underway for a non-profit
management agreement and the VP of Operations would be assuming most of the responsibilities
of the Garden Center Coordinator under that agreement, it was decided to leave the Garden
position open and allow BRIT to temporarily manage those functions. The proposed amendment
allows BRIT to assume many of the advisory, financial management, and day to day sales,
housekeeping, and event management supervisory tasks at the Garden during the transition. The
increased management fee also funds software and other needs to manage those functions. The
result will be significant salary savings, better coordination of events and sales at both facilities,
and better oversight of finances. The proposed amendment allows BRIT to access City Information
Technology (IT)systems as needed by specified BRIT employees to perform these functions and
makes adjustments to the payments required in the first amendment for functions that were not
implemented.
The major terms of the proposed amendment to the GROW agreement include the following:
1. Management of select administrative operations at the Botanic Garden, including advisory,
financial management, daily sales, housekeeping, and event management functions;
2. Increased management fees in the amount of$59,791.00 to be paid from the Botanic
Garden Special Revenue Fund for management of the administrative operations and related
expenses, including: (a)the City's portion of costs for NetSuite software supporting point of
sale systems for admission and retail operations, and (b) IT support for installing and
supporting NetSuite and other software needed for managing transition of data to BRIT for
future management of the Garden;
3. Additional indemnification protections to address BRIT managing City employees;
4. Providing select BRIT employees with access to the City's network, email, and software
resources in order to perform the management services;
5. Adjustment of payment date for a portion of the management fee for staff support of the
membership program in the amount of$11,630 that was deferred from FY 2018;
6. Revision of the management fees for membership marketing support services as
performance of those services were not assumed by BRIT until 1/1/20.
Management Agreement:
On November 15, 2016 City Council accepted the Botanic Garden Strategic Plan (M&C G-18885),
recommending significant changes in the operation of the Fort Worth Botanic Garden including
general admission fees and non-profit management. In January of 2018 a special Botanic Garden
Task Force (Task Force) was appointed by the City Manager's office for the purpose of
determining how best to ensure a sustainable future for the Fort Worth Botanic Garden. After
reviewing multiple financial projections, public input, a visitor intercept study by Highland Market
Research, LLC, facility assessments by a multi-disciplinary team led by Elements of Architecture,
Inc., and other research, the Task Force presented its recommendations to Council in November of
2018.
On November 13, 2018, Council approved M&C G-19422 accepting Task Force recommendations
for a general admission fee and financial accessibility program to reduce impact of fees on low-
income visitors. It further authorized staff to pursue an operational management agreement with
BRIT to determine whether it was an appropriate and willing non-profit partner. That directive led to
initial informal discussions with BRIT culminating with a letter of interest from the City to BRIT in
June of 2019. A term sheet of agreed upon provisions for non-profit management was developed
beginning in September of 2019 and City Council was briefed on it in January of 2020.
General Conclusions:
1. The joint administration of Garden and BRIT programs under the management of BRIT staff
has created synergies and efficiencies resulting in major growth in education, volunteerism,
and membership programs for both institutions. This growth represents a significant public
benefit for the citizens of Fort Worth. Equivalent growth is expected in sales and events
programs.
2. Non-profit management for the Garden appears best suited to assuring continued
sustainability.
3. Due to similar mission; professional board governance, administration, and staff well
positioned to manage fundraising, research, education, and other programmatic services
typical of major botanical gardens; and physical proximity; BRIT is well suited as a non-profit
management partner for the Botanic Garden.
4. BRIT is uniquely positioned as the sole non-profit organization to manage the Garden and
has provided the City with significant financial and other benefits, including, but not limited to,
constructing a LEED certified building on the City's property adjacent to the Garden valued at
over$23 million, entering into a long term ground lease and related agreements with the City
for shared use and maintenance of the Botanic Garden and the adjacent property where the
LEED building is located, and management of education, volunteer, membership, and
marketing programs for the Botanic Garden.
5. Due to the myriad demands of transitioning an operation of the size of the Botanic Garden to
new management, it is desirable to closely coordinate efforts, develop joint teams to make
and implement strategic decisions affecting both institutions, and phase transfer of
employees and operations from the City to BRIT. Transitional provisions allowing City
employees to participate fully in these activities as required, including interim day to day
management of City staff by BRIT employees in certain cases, will be crucial to success.
6. Assuring that funding is available to allow the Botanic Garden to be properly staffed and
equipped to allow proper maintenance and programming serves a public purpose.
The major terms of the new agreement with BRIT include the following:
1. Management Services shall include, but are not limited to, management of the administration,
maintenance, exhibits, landscape and horticulture programs, special events, advertising,
sales, volunteers, admissions, contracts, improvements, and security for the Botanic Garden.
2. The Agreement would authorize a term of 20 years with a 6 month transition period, effective
May 1, 2020 and to be fully implemented by October 1, 2020 or 90 days after 1.) COVID
restrictions are lifted and 2.) the Garden reopens with general admission fees. Between May
1, 2020 and the full implementation date, BRIT can assume management of Botanic Garden
functions and the City's property and equipment can be transferred to BRIT in phases.
3. For Fiscal Year 2021 (October 1, 2020 through September 30, 2021), the City will pay BRIT
a Management Fee in the amount of$3,350,000.00. For each subsequent fiscal year, the
amount of the Management Fee will adjusted by increases in the CPI. If a decrease in the
CPI occurs, the Management Fee will be the same amount paid during the previous fiscal
year.
4. To support the phased transfer of the management services between May 1, 2020 and
October 1, 2020, City will pay to BRIT a supplemental management fee in an amount not to
exceed $1,355,000.00, with such cost being offset by corresponding reductions in City
payroll costs as appropriated in the FY2020 approved budget for City positions previously
performing transferred responsibilities. The $1,355,00.00 represents the total amount the
City would pay if BRIT assumed management of all functions at the Botanic Garden on May 1,
2020. It is anticipated that the actual expense will be lower. For each function at the Botanic
Garden that BRIT assumes management of, the City will calculate the payment based on the
number of days remaining from the date BRIT assumes management through September 30,
2020.
5. City employees who take a position with BRIT may choose to have up to 120 hours of earned
leave time with the City transferred to BRIT in lieu of the City paying the leave time to the
employee. The City will pay to BRIT an amount equivalent to the cost that the City would have
incurred for salary and employer-paid benefits if the leave were taken during employment with
the City. The estimated cost to the City if all employees take advantage of this option is
$203,952.10
6. Botanic Garden employees within five years of retirement have the option to remain at the
Garden as city employees assigned to BRIT. Those employees will retain city benefits and
appeal rights. Rights to discipline, evaluate, hire, and terminate remain with the City. These
retained employees will be managed on a day to day basis by BRIT and BRIT will provide
City supervisors with information on their performance. These employees will also have the
right to retire when eligible with full pension benefits earned, to request reassignment to
another City position, to enter the DROP program when eligible, or to leave the City to seek
other employment or become employees of BRIT.
7. The City will provide up to $17,000,000.00 in debt funded capital improvements and repairs
over a 12 year period beginning May 1, 2020. This funding will address deferred facility
maintenance identified in the facility assessment conducted by Elements of Architecture, Inc.
dated December 22, 2017. The agreement adjusts the deferred maintenance funding for
inflation from that study's date of publication.
8. Current admission fees, as adopted by the City Council on November 13, 2018 (M&C G-
19422) are $12 for adults, $10 for seniors, $6 for children and free for children 5 and under.
BRIT may increase the admission fees periodically by adding an amount that does not
exceed increases in the Consumer Price Index to the amount of the admission fees
previously charged. BRIT will provide admission accessibility options with a goal that at least
ten percent (10%) of non-membership program admissions will be: (1) free, or at a reduced
rate from the admission fees; and (2) have reasonable options for days of the week and the
times of admittance for those using the accessibility options.
9. BRIT may establish a membership program and establish the membership fees for the
membership program.
10. Building permit fees for future improvements made by BRIT at the Botanic Garden will be
waived in an amount up to $50,000.00 for each project. Upon completion of construction, the
improvements will be owned by the City and BRIT will create an endowment fund equal to 5%
of the construction cost for maintenance of the improvements.
11. Title to City-owned vehicles will be transferred to BRIT. The City will also transfer furniture,
fixtures and equipment necessary for operation of the Botanical Garden to BRIT. Upon
termination of the agreement, BRIT will be required to return vehicles, furniture, fixtures and
equipment, or their replacements, to the City.
12. BRIT shall not enter into any other agreements for the management of any other public
botanical gardens or otherwise compete with the operation of the Botanic Garden.
By approval of this M&C, the City Council finds that the waiver of building permit fees serve a public
purpose by improving City-owned property and sufficient contractual controls are in place to ensure
that public purpose is met. The City Council further finds that payment of the management fee to
BRIT and the transfer of vehicles, furniture, fixtures, and equipment to BRIT serves a public purpose
by ensuring the continued operation of the Botanic Garden as a public garden and sufficient
contractual controls are in place to ensure that public purpose is met.
FISCAL INFORMATION / CERTIFICATION:
The Director of Finance certifies that funds are available in the current operating budget, as
previously appropriated, in the Botanic Gardens Special Revenue (Botanic Gardens Spcl
Revenue) Fund to support the approval of the above recommendations and execution of the
amendment. Prior to any expenditure being incurred, the Park& Recreation Department has the
responsibility to validate the availability of funds.
Submitted for City Manager's Office by: Dana Burghdoff 8018
Originating Business Unit Head: David Creek 5704
Additional Information Contact: David Creek 5704
Soto, Vania Elizabeth
From: McCracken, Richard A
Sent: Thursday, September 24, 2020 1:48 PM
To: Soto,Vania Elizabeth; Doyle, Rebekah G
Cc: Youngblood, Sandra
Subject: RE: Staff Transition Memo for September 12 Group
The Park Department just needs the M&C number corrected on the signature page. It was executed electronically
already.
Sincerely,
Richard A. McCracken
Senior Assistant City Attorney
City Attorney's Office
200 Texas Street
Fort Worth,Texas 76102
817-392-7611
817-392-8359 (fax)
Richard.McCracken@fortworthtexas.gov
Due to the ongoing coronavirus pandemic,the Fort Worth City Attorney's Office has implemented a
department-wide telework and all staff, except the City Attorney, are working remotely. You may
communicate with me by using my customary email address and telephone extension number.
City of Fort Worth— Working together to build a strong community.
FORTIORTH
RECIPIENTS- PLEASE CONTACT ME PRIOR TO FORWARDING MESSAGES DESIGNATED AS ATTORNEY-CLIENT
COMMUNICATIONS.
This e-mail and any files transmitted with it are confidential and are intended solely for the use of the individual or entity
to which they are addressed.This communication may contain material protected by the attorney-client privilege. If you
are not the intended recipient or the person responsible for delivering the e-mail to the intended recipient, be advised
that you have received this e-mail in error and that any use, dissemination, forwarding, printing, or copying of this e-mail
is strictly prohibited. If you have received this e-mail in error, please immediately notify Richard A. McCracken at the City
of Fort Worth City Attorney's Office (817) 392-7611.
From: Soto,Vania Elizabeth
Sent:Thursday, September 24, 2020 1:41 PM
To: Doyle, Rebekah G <Rebekah.Doyle@fortworthtexas.gov>
Cc: McCracken, Richard A<Richard.McCracken @fortworthtexas.gov>;Youngblood, Sandra
1
<Sandra.Youngblood@fortworthtexas.gov>
Subject: RE: Staff Transition Memo for September 12 Group
I would just need Legal's approval to switch out the document page that needs to be replaced and a correct
version to be sent once I receive the approval.
Vania E. Soto
Administrative Assistant
City Secretary's Office
817-392-6090
Vania.Sotogfortworthtexas.gov
From: Doyle, Rebekah G
Sent:Thursday, September 24, 2020 1:27 PM
To: Soto, Vania Elizabeth <Vania.Soto @fortworthtexas.gov>
Cc: McCracken, Richard A<Richard.McCracken @fortworthtexas.gov>;Youngblood, Sandra
<Sandra.Youngblood@fortworthtexas.gov>
Subject: FW: Staff Transition Memo for September 12 Group
Vania,
Can we make an update to the M&C reference on the attached contract? Below is written approval from BRIT for City to
do so. Correct M&C should read: 20-0347.
Sorry for the after-the-fact update request. Let me know if I can help answer any questions.
Thank you,
Rebekah Doyle
Contract Compliance Specialist
City of Fort Worth I Park& Recreation Department
4200 S. Freeway
Fort Worth,TX 76115
Office: 817-392-5722
Cell: 682-715-7475
rebekah.doyle@fortworthtexas.gov
From: Byers, Bob
Sent:Wednesday, September 23, 2020 9:57 AM
To: Doyle, Rebekah G <Rebekah.Doyle@fortworthtexas.gov>
Subject: FW: Staff Transition Memo for September 12 Group
See permission to amend the September 12 memo below.
Thanks, Bob
1111fro
DOTANIC CARDEN
2
Bob Byers
Fort Worth Botanic Garden Director
www.fwbg.org
Park&Recreation Department
3220 Botanic Garden Boulevard
Fort Worth, Texas 76107
(817) 392-5530—direct
(817) 253-4094—cell
bob.byerskfortworthtexas. og_v
City of Fort Worth — Working together to build a strong community.
FORT WORTH..
Follow Fort Worth
M M A M
From: Edward Schneider [mailto:ESchneider@brit.org]
Sent:Tuesday, September 22, 2020 2:21 PM
To: Byers, Bob <Bob.Byers @fortworthtexas.gov>
Subject: RE: Staff Transition Memo for September 12 Group
CAUTION:This email originated from outside of the City of Fort Worth email system. Do not click any links or open attachments
unless you recognize the sender and know the content is safe.
I'm OK with the change
Ed
From: Byers, Bob<Bob.Byers @fortworthtexas.gov>
Sent:Tuesday, September 22, 2020 2:11 PM
To: Edward Schneider<ESchneider@brit.org>
Cc: Doyle, Rebekah G <Rebekah.Doyle@fortworthtexas.gov>
Subject: Staff Transition Memo for September 12 Group
Hi Ed:
Our regular person in contract management was on vacation last week when this routed for signatures and Sandra had
the parks reservationist do the routing. She miscopied the M&C number of the management agreement into the
document and contract management is requesting permission to correct that error. None of the rest of the document
would change. Any concerns from BRIT?
3
Thanks, Boib
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BOYAHIC C;Al M
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Bob Byers
Fort Worth Botanic Garden Director
www.fwbg.org
Park&Recreation Department
3220 Botanic Garden Boulevard
Fort Worth, Texas 76107
(817) 392-5530—direct
(817) 253-4094—cell
bob.b erskfortworthtexas.gov
City of Fort Worth — Working together to build a strong community.
FORTWORTH.
Follow Fort Worth
EM •
4