HomeMy WebLinkAboutContract 58957CSC No. 58957
FORT WORTM.,
VENDOR SERVICES AGREEMENT
This VENDOR SERVICES AGREEMENT ("Agreement") is made and entered into by and
between the CITY OF FORT WORTH ("City"), a Texas home rule municipal corporation, acting by and
through its duly authorized Assistant City Manager, and HR&A ADVISORS, INC. ("Vendor"), a �ew
York corporation and acting by and through its duly authorized representative, each individually referred
to as a "party" and collectively referred to as the "parties."
1. Scope of Services. Vendor will provide professional consulting services to help the City
better understand and promote near- and long-term development opportunities located in Panther Island
("Services"), which are set forth in more detail in Exhibit "A," attached hereto and incorporated herein for
all purposes.
2. Term. The initial term of this Agreement is for one year, beginning on the date that this
Agreement is executed by the City's Assistant City Manager ("Effective Date"), unless terminated earlier
in accordance with this Agreement ("Initial Term"). City will have the option, in its sole discretion, to
renew this Agreement under the same terms and conditions, for up to five additional one-year renewal
option(s) (each a "Renewal Term").
3. Compensation.
3.1 Total compensation under this Agreement will not exceed Five Hundred Sixty
Thousand Dollars and Zero ($560,000.00).
3.2 City will pay Vendor in accordance with the Prompt Payment Act (Chapter 2251
of the Texas Government Code) and provisions of this Agreement, including Exhibit `B,"
which is attached hereto and incorporated herein for all purposes.
3.3 Vendor will not perform any additional services or bill for expenses incurred for
City not specified by this Agreement unless City requests and approves in writing the
additional costs for such services. City will not be liable for any additional expenses of
Vendor not specified by this Agreement unless City first approves such expenses in
writing.
4. Termination.
4.1. Written Notice. City or Vendor may terminate this Agreement at any time and for
any reason by providing the other party with 30 days' written notice of termination.
4.2 Non -appropriation of Funds. In the event no funds or insufficient funds are
appropriated by City in any fiscal period for any payments due hereunder, City will notify Vendor
of such occurrence and this Agreement will terminate on the last day of the fiscal period for which
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CITY SECRETARY
FT. WORTH, TX
appropriations were received without penalty or expense to City of any kind whatsoever, except as
to the portions of the payments herein agreed upon for which funds have been appropriated.
4.3 Duties and Obligations of the Parties. In the event that this Agreement is
terminated prior to the Expiration Date, City will pay Vendor for services actually rendered up to
the effective date of termination and Vendor will continue to provide City with services requested
by City and in accordance with this Agreement up to the effective date of termination. Upon
termination of this Agreement for any reason, Vendor will provide City with copies of all
completed or partially completed documents prepared under this Agreement. In the event Vendor
has received access to City Information or data as a requirement to perform services hereunder,
Vendor will return all City provided data to City in a machine readable format or other format
deemed acceptable to City.
5. Disclosure of Conflicts and Confidential Information.
5.1 Disclosure of Conflicts. Vendor hereby warrants to City that Vendor has made full
disclosure in writing of any existing or potential conflicts of interest related to Vendor's services
under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this
Agreement, Vendor hereby agrees immediately to make full disclosure to City in writing.
5.2 Public Information Act. City is a government entity under the laws of the State of
Texas and all documents held or maintained by City are subject to disclosure under the Texas Public
Information Act. In the event there is a request for information marked Confidential or Proprietary,
City will promptly notify Vendor. It will be the responsibility of Vendor to submit reasons objecting
to disclosure. A determination on whether such reasons are sufficient will not be decided by City,
but by the Office of the Attorney General of the State of Texas or by a court of competent
jurisdiction.
5.3 Unauthorized Access. Vendor must store and maintain City Information in a secure
manner and will not allow unauthorized users to access, modify, delete or otherwise corrupt City
Information in any way. Vendor must notify City immediately if the security or integrity of any
City Information has been compromised or is believed to have been compromised, in which event,
Vendor will, in good faith, use all commercially reasonable efforts to cooperate with City in
identifying what information has been accessed by unauthorized means and will fully cooperate
with City to protect such City Information from further unauthorized disclosure.
6. Right to Audit. Vendor agrees that City will, until the expiration of three (3) years after
final payment under this Agreement, or the final conclusion of any audit commenced during the said three
years, have access to and the right to examine at reasonable times any directly pertinent books, documents,
papers and records, including, but not limited to, all electronic records, of Vendor involving transactions
relating to this Agreement at no additional cost to City. Vendor agrees that City will have access during
normal working hours to all necessary Vendor facilities and will be provided adequate and appropriate work
space in order to conduct audits in compliance with the provisions of this section. City will give Vendor
reasonable advance notice of intended audits.
7. Independent Contractor. It is expressly understood and agreed that Vendor will operate
as an independent contractor as to all rights and privileges and work performed under this Agreement, and
not as agent, representative or employee of City. Subject to and in accordance with the conditions and
provisions of this Agreement, Vendor will have the exclusive right to control the details of its operations
and activities and be solely responsible for the acts and omissions of its officers, agents, servants,
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employees, Vendors, and subcontractors. Vendor acknowledges that the doctrine of respondeat superior
will not apply as between City, its officers, agents, servants and employees, and Vendor, its officers, agents,
employees, servants, contractors, and subcontractors. Vendor further agrees that nothing herein will be
construed as the creation of a partnership or joint enterprise between City and Vendor. It is further
understood that City will in no way be considered a Co -employer or a Joint employer of Vendor or any
officers, agents, servants, employees, contractors, or subcontractors. Neither Vendor, nor any officers,
agents, servants, employees, contractors, or subcontractors of Vendor will be entitled to any employment
benefits from City. Vendor will be responsible and liable for any and all payment and reporting of taxes on
behalf of itself, and any of its officers, agents, servants, employees, or contractors.
Liability and Indemnification.
8.1 LIABILITY - VENDOR WILL BE LIABLE AND RESPONSIBLE FOR ANY
AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND PERSONAL INJURY,
INCLUDING, INCLUDING, BUT NOT LIMITED TO, DEATH, TO ANY AND ALL
PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE
EXTENT CAUSED BY THE NEGLIGENT ACTS) OR OMISSION(S), MALFEASANCE OR
INTENTIONAL MISCONDUCT OF VENDOR, ITS OFFICERS, REPRESENTATIVES,
AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS.
8.2 GENERAL INDEMNIFICATION -VENDOR HEREBY COVENANTS AND
AGREES TO INDEMNIFY, HOLD HARMLESS, AND DEFEND CITY, ITS OFFICERS,
AGENTS, REPRESENTATIVES, SERVANTS, AND EMPLOYEES, FROM AND AGAINST
ANY AND ALL CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER
REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS (INCLUDING
ALLEGED DAMAGE OR LOSS TO VENDOR'S BUSINESS AND ANY RESULTING LOST
PROFITS) AND PERSONAL INJURY, INCLUDING, BUT NOT LIMITED TO, DEATH, TO
ANY AND ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS
AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS
OR MALFEASANCE OF VENDOR, ITS OFFICERS, AGENTS, REPREENTATIVES,
SERVANTS, EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS.
8.3 INTELLECTUAL PROPERTY INDEMNIFICATION — Vendor agrees to
defend, settle, or pay, at its own cost and expense, any claim or action against City for
infringement of any patent, copyright, trade mark, trade secret, or similar property right
arising from City's use of the software or documentation in accordance with this Agreement,
it being understood that this agreement to defend, settle or pay will not apply if City modifies
or misuses the software and/or documentation. So long as Vendor bears the cost and expense
of payment for claims or actions against City pursuant to this section, Vendor will have the
right to conduct the defense of any such claim or action and all negotiations for its settlement
or compromise and to settle or compromise any such claim; however, City will have the right
to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to
protect City's interest, and City agrees to cooperate with Vendor in doing so. In the event
City, for whatever reason, assumes the responsibility for payment of costs and expenses for
any claim or action brought against City for infringement arising under this Agreement, City
will have the sole right to conduct the defense of any such claim or action and all negotiations
for its settlement or compromise and to settle or compromise any such claim; however,
Vendor will fully participate and cooperate with City in defense of such claim or action.
City agrees to give Vendor timely written notice of any such claim or action, with copies of
all papers City may receive relating thereto. Notwithstanding the foregoing, City's
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assumption of payment of costs or expenses will not eliminate Vendor's duty to indemnify
City under this Agreement. If the software and/or documentation or any part thereof is held
to infringe and the use thereof is enjoined or restrained or, if as a result of a settlement or
compromise, such use is materially adversely restricted, Vendor will, at its own expense and
as City's sole remedy, either: (a) procure for City the right to continue to use the software
and/or documentation; or (b) modify the software and/or documentation to make it non -
infringing, provided that such modification does not materially adversely affect
City's authorized use of the software and/or documentation; or (c) replace the software and
documentation with equally suitable, compatible, and functionally equivalent non -infringing
software and documentation at no additional charge to City; or (d) if none of the foregoing
alternatives is reasonably available to Vendor terminate this Agreement, and refund all
amounts paid to Vendor by City, subsequent to which termination City may seek any and all
remedies available to City under law.
Assignment and Subcontracting.
9.1 Assignment. Vendor will not assign or subcontract any of its duties, obligations
or rights under this Agreement without the prior written consent of City. If City grants consent to
an assignment, the assignee will execute a written agreement with City and Vendor under which
the assignee agrees to be bound by the duties and obligations of Vendor under this Agreement.
Vendor will be liable for all obligations of Vendor under this Agreement prior to the effective date
of the assignment.
9.2 Subcontract. If City grants consent to a subcontract, the subcontractor will execute
a written agreement with Vendor referencing this Agreement under which subcontractor agrees to
be bound by the duties and obligations of Vendor under this Agreement as such duties and
obligations may apply. Vendor must provide City with a fully executed copy of any such
subcontract.
10. Insurance. Vendor must provide City with certificate(s) of insurance documenting
policies of the following types and minimum coverage limits that are to be in effect prior to commencement
of any Services pursuant to this Agreement:
10.1 Coverage and Limits
(a) Commercial General Liability:
$1,000,000 - Each Occurrence
$2,000,000 - Aggregate
(b) Automobile Liability:
$1,000,000 - Each occurrence on a combined single limit basis
Coverage will be on any vehicle used by Vendor, or its employees, agents, or
representatives in the course of providing Services under this Agreement. "Any
vehicle" will be any vehicle either owned, hired and/or non -owned.
(c) Worker's Compensation:
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Statutory limits according to the Texas Workers' Compensation Act or any other
state workers' compensation laws where the Services are being performed
Employers' liability
$100,000 -
Bodily Injury by accident; each accident/occurrence
$100,000 -
Bodily Injury by disease; each employee
$500,000 -
Bodily Injury by disease; policy limit
(d) Professional Liability (Errors & Omissions): ® Applicable I❑ N/A
$1,000,000 - Each Claim Limit
$1,000,000 - Aggregate Limit
Professional Liability coverage may be provided through an endorsement to the
Commercial General Liability (CGL) policy, or a separate policy specific to
Professional E&O. Either is acceptable if coverage meets all other requirements.
Coverage must be claims -made, and maintained for the duration of the contractual
agreement and for two (2) years following completion of services provided. An
annual certificate of insurance must be submitted to City to evidence coverage.
10.2 General Requirements
(a) The commercial general liability and automobile liability policies must
name City as an additional insured thereon, as its interests may appear. The term
City includes its employees, officers, officials, agents, and volunteers in respect to
the contracted services.
(b) The workers' compensation policy must include a Waiver of Subrogation
(Right of Recovery) in favor of City.
(c) A minimum of Thirty (30) days' notice of cancellation or reduction in
limits of coverage must be provided to City. Ten (10) days' notice will be
acceptable in the event of non-payment of premium. Notice must be sent to the
City in accordance with the notice provision of this Agreement.
(d) The insurers for all policies must be licensed and/or approved to do
business in the State of Texas. All insurers must have a minimum rating of A- VII
in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial
strength and solvency to the satisfaction of Risk Management. If the rating is
below that required, written approval of Risk Management is required.
(e) Any failure on the part of City to request required insurance
documentation will not constitute a waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that Vendor has obtained all required
insurance will be delivered to the City prior to Vendor proceeding with any work
pursuant to this Agreement.
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11. Compliance with Laws, Ordinances, Rules and Regulations. Vendor agrees that in the
performance of its obligations hereunder, it will comply with all applicable federal, state and local laws,
ordinances, rules and regulations and that any work it produces in connection with this Agreement will also
comply with all applicable federal, state and local laws, ordinances, rules and regulations. If City notifies
Vendor of any violation of such laws, ordinances, rules or regulations, Vendor must immediately desist
from and correct the violation.
12. Non -Discrimination Covenant. Vendor, for itself, its personal representatives, assigns,
contractors, subcontractors, and successors in interest, as part of the consideration herein, agrees that in the
performance of Vendor's duties and obligations hereunder, it will not discriminate in the treatment or
employment of any individual or group of individuals on any basis prohibited by law. IF ANY CLAIM
ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION COVENANT
BY VENDOR, ITS PERSONAL REPRESENTATIVES, ASSIGNS, CONTRACTORS,
SUBCONTRACTORS, OR SUCCESSORS IN INTEREST, VENDOR AGREES TO ASSUME
SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS
FROM SUCH CLAIM.
13. Notices. Notices required pursuant to the provisions of this Agreement will be
conclusively determined to have been delivered when (1) hand -delivered to the other party, its agents,
employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the
transmission, or (3) received by the other party by United States Mail, registered, return receipt requested,
addressed as follows:
To CITY:
City of Fort Worth
Attn: Assistant City Manager
200 Texas Street
Fort Worth, TX 76102-6314
Facsimile: (817) 392-8654
With copy to Fort Worth City Attorney's Office at
same address
To VENDOR:
OR&A Advisors, Inc.
Cary Hirschstein, Partner
99 Hudson St., Third Floor
New York, NY 10013
Facsimile: (212) 977-6202
14. Solicitation of Employees. Neither City nor Vendor will, during the term of this
Agreement and additionally for a period of one year after its termination, solicit for employment or employ,
whether as employee or independent contractor, any person who is or has been employed by the other
during the term of this Agreement, without the prior written consent of the person's employer.
Notwithstanding the foregoing, this provision will not apply to an employee of either party who responds
to a general solicitation of advertisement of employment by either party.
15. Governmental Powers. It is understood and agreed that by execution of this Agreement,
City does not waive or surrender any of its governmental powers or immunities.
16. No Waiver. The failure of City or Vendor to insist upon the performance of any term or
provision of this Agreement or to exercise any right granted herein does not constitute a waiver of City's or
Vendor's respective right to insist upon appropriate performance or to assert any such right on any future
occasion.
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17. Governing Law / Venue. This Agreement will be construed in accordance with the laws
of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought pursuant to this
Agreement, venue for such action will lie in state courts located in Tarrant County, Texas or the United
States District Court for the Northern District of Texas, Fort Worth Division.
18. Severability. If any provision of this Agreement is held to be invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be
affected or impaired.
19. Force Maieure. City and Vendor will exercise their best efforts to meet their respective
duties and obligations as set forth in this Agreement, but will not be held liable for any delay or omission
in performance due to force majeure or other causes beyond their reasonable control, including, but not
limited to, compliance with any government law, ordinance, or regulation; acts of God; acts of the public
enemy; fires; strikes; lockouts; natural disasters; wars; riots; epidemics or pandemics; government action
or inaction; orders of government; material or labor restrictions by any governmental authority;
transportation problems; restraints or prohibitions by any court, board, department, commission, or agency
of the United States or of any States; civil disturbances; other national or regional emergencies; or any other
similar cause not enumerated herein but which is beyond the reasonable control of the Party whose
performance is affected (collectively, "Force Majeure Event"). The performance of any such obligation is
suspended during the period of, and only to the extent of, such prevention or hindrance, provided the
affected Party provides notice of the Force Majeure Event, and an explanation as to how it prevents or
hinders the Party's performance, as soon as reasonably possible after the occurrence of the Force Majeure
Event, with the reasonableness of such notice to be determined by the City in its sole discretion. The notice
required by this section must be addressed and delivered in accordance with Section 13 of this Agreement.
20. Headings not Controlling. Headings and titles used in this Agreement are for reference
purposes only, will not be deemed a part of this Agreement, and are not intended to define or limit the scope
of any provision of this Agreement.
21. Review of Counsel. The parties acknowledge that each party and its counsel have
reviewed and revised this Agreement and that the normal rules of construction to the effect that any
ambiguities are to be resolved against the drafting party will not be employed in the interpretation of this
Agreement or Exhibits A, B, and C.
22. Amendments / Modifications / Extensions. No amendment, modification, or extension
of this Agreement will be binding upon a party hereto unless set forth in a written instrument, which is
executed by an authorized representative of each party.
23. Counterparts. This Agreement may be executed in one or more counterparts and each
counterpart will, for all purposes, be deemed an original, but all such counterparts will together constitute
one and the same instrument.
24. Warranty of Services. Vendor warrants that its services will be of a high quality and
conform to generally prevailing industry standards. City must give written notice of any breach of this
warranty within thirty (30) days from the date that the services are completed. In such event, at Vendor's
option, Vendor will either (a) use commercially reasonable efforts to re -perform the services in a manner
that conforms with the warranty, or (b) refund the fees paid by City to Vendor for the nonconforming
services.
25. Immigration Nationality Act. Vendor must verify the identity and employment eligibility
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of its employees who perform work under this Agreement, including completing the Employment
Eligibility Verification Form (I-9). Upon request by City, Vendor will provide City with copies of all I-9
forms and supporting eligibility documentation for each employee who performs work under this
Agreement. Vendor must adhere to all Federal and State laws as well as establish appropriate procedures
and controls so that no services will be performed by any Vendor employee who is not legally eligible to
perform such services. VENDOR WILL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM
ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH
BY VENDOR, VENDOR'S EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, OR
AGENTS. City, upon written notice to Vendor, will have the right to immediately terminate this Agreement
for violations of this provision by Vendor.
26. Ownership of Work Product. City will be the sole and exclusive owner of all reports,
work papers, procedures, guides, and documentation that are created, published, displayed, or produced in
conjunction with the services provided under this Agreement (collectively, "Work Product"). Further, City
will be the sole and exclusive owner of all copyright, patent, trademark, trade secret and other proprietary
rights in and to the Work Product. Ownership of the Work Product will inure to the benefit of City from
the date of conception, creation or fixation of the Work Product in a tangible medium of expression
(whichever occurs first). Each copyrightable aspect of the Work Product will be considered a "work -made -
for -hire" within the meaning of the Copyright Act of 1976, as amended. If and to the extent such Work
Product, or any part thereof, is not considered a "work -made -for -hire" within the meaning of the Copyright
Act of 1976, as amended, Vendor hereby expressly assigns to City all exclusive right, title and interest in
and to the Work Product, and all copies thereof, and in and to the copyright, patent, trademark, trade secret,
and all other proprietary rights therein, that City may have or obtain, without further consideration, free
from any claim, lien for balance due, or rights of retention thereto on the part of City.
27. Signature Authority. The person signing this Agreement hereby warrants that they have
the legal authority to execute this Agreement on behalf of the respective party, and that such binding
authority has been granted by proper order, resolution, ordinance or other authorization of the entity. This
Agreement and any amendment hereto, may be executed by any authorized representative of Vendor. Each
party is fully entitled to rely on these warranties and representations in entering into this Agreement or any
amendment hereto.
28. Change in Company Name or Ownership. Vendor must notify City's Purchasing
Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining
updated City records. The president of Vendor or authorized official must sign the letter. A letter indicating
changes in a company name or ownership must be accompanied with supporting legal documentation such
as an updated W-9, documents filed with the state indicating such change, copy of the board of director's
resolution approving the action, or an executed merger or acquisition agreement. Failure to provide the
specified documentation so may adversely impact future invoice payments.
29. No Bove tt of Israel. If Vendor has fewer than 10 employees or this Agreement is for
less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter
2271 of the Texas Government Code, the City is prohibited from entering into a contract with a company
for goods or services unless the contract contains a written verification from the company that it: (1) does
not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel"
and "company" has the meanings ascribed to those terms in Section 2271 of the Texas Government Code.
By signing this Agreement, Vendor certifies that Vendor's signature provides written verification to
the City that Vendor: (1) does not boycott Israel; and (2) will not boycott Israel during the term of
the Agreement.
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30. Prohibition on Boycotting Energy Comuanies. Vendor acknowledges that, in
accordance with Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S.,
S.B. 13, § 2, the City is prohibited from entering into a contract for goods or services that has a value of
$100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10
or more full-time employees unless the contract contains a written verification from the company that it:
(1) does not boycott energy companies; and (2) will not boycott energy companies during the term of the
contract. The terms "boycott energy company" and "company" have the meaning ascribed to those terms
by Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2. To
the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this
Agreement, Vendor certifies that Vendor's signature provides written verification to the City that Vendor:
(1) does not boycott energy companies; and (2) will not boycott energy companies during the term of this
Agreement.
31. Prohibition on Discrimination Against Firearm and Ammunition Industries. Vendor
acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code, as added
by Acts 2021, 87th Leg., R.S., S.B. 19, § 1, the City is prohibited from entering into a contract for goods or
services that has a value of $100,000 or more that is to be paid wholly or partly from public funds of the
City with a company with 10 or more full-time employees unless the contract contains a written verification
from the company that it: (1) does not have a practice, policy, guidance, or directive that discriminates
against a firearm entity or firearm trade association; and (2) will not discriminate during the term of the
contract against a firearm entity or firearm trade association. The terms "discriminate," "firearm entity"
and "firearm trade association" have the meaning ascribed to those terms by Chapter 2274 of the Texas
Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1. To the extent that Chapter 2274
of the Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that
Vendor's signature provides written verification to the City that Vendor: (1) does not have a practice, policy,
guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will
not discriminate against a firearm entity or firearm trade association during the term of this Agreement.
32. Electronic Signatures. This Agreement may be executed by electronic signature, which
will be considered as an original signature for all purposes and have the same force and effect as an original
signature. For these purposes, "electronic signature" means electronically scanned and transmitted versions
(e.g. via pdf file or facsimile transmission) of an original signature, or signatures electronically inserted via
software such as Adobe Sign.
33. Entirety of Agreement. This Agreement contains the entire understanding and agreement
between City and Vendor, their assigns and successors in interest, as to the matters contained herein. Any
prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict
with any provision of this Agreement.
(signature page follows)
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples.
City:
W
By: William Johnson (Fe 17, 2023 10:54 CST)
Name: William Johnson
Title: Assistant City Manager
Date: Feb 17, 2023
Vendor:
By:
Name: Cary Hirschstein
Title:Partner
Date: Feb 15, 2023
FOR CITY OF FORT WORTH INTERNAL PROCESSES:
Approval Recommended:
,Pe6utSt�
By:
Name: obert Stums
Title: Director
Approved as to Form and Legality
By: QO
%y 6t).&dCJG
Name: Tyler F. Wallac
Title: Assistant City Attorney
Contract Authorization:
M&C: 123-0000
Form 1295:12022-9668811
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.
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By: Michael Henni 14,202 0:11 CST)
Name: Michael Hennig
Title: Economic Development Manager
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City Secretary: p F F�RT�o�d�
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By: U
Name: Jannette Goodall
Title: City Secretary
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Vendor Services Agreement Page 10 of 21
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EXHIBIT A
SCOPE OF SERVICES
Approach & Scope
The H R&A Team proposes a three-phase approach over an 8-month period that addresses all the requested
services and deliverables described in the RFP. This process, with stakeholder and public occurring within every
phase, is crafted to efficiently, effectively, and collaboratively deliverthe analysis and strategic guidance required.
The three phases include:
• Phase l: Site Discovery& Opportunity Assessment- Project kickoff, review of existing plans and materials,
and review of property dynamics and relationship with surrounding districts, and initial stakeholder
engagement to establish updated goals and aspirations.
• Phase 2: Strategic Vision Update & Development Strategy - Analysis, workshops, and strategy development to
inform updates to the Strategic Vision and Real Estate and Economic Development Strategy, including
public and stakeholder engagement for input and review.
• Phase 3: Implementation Toolkit & Roadmap - Refinement ofvision update and strategy; partnership,
funding, and governance assessment and recommendations and roadmap; final engagement with key
stakeholders to share and build support for updated vision.
Throughout the 8-month project, the H R&A Team will meet regularly with the City of Fort Worth team and its
partners, including biweekly project management meetings and milestone work sessions and meetings at key
deliverable or milestone points in the project.
Phase 1: Site Discovery & Opportunity Assessment (2 months)
The Panther Island project has decades of history, plans, and perceptions that the HR&A Team will need to
understand and digest. Concurrently, the Team will inventory and review the Panther Island public and private
property and the relationship of Panther Island to surrounding districts.
Plans Assessment (RFP Scope #1)
HR&A will facilitate a kickoff meeting with the client team and project team to refine and confirm project schedule,
goals, engagement approach, and deliverables. We will also seek to clarify decision making authority and
processes to ensure our meetings and materials providethe information required to facilitate efficient and well-
informed decisions.
During the Plans Assessment stage, all members ofthe HR&ATeam will familiarize themselves with relevant
current and past plans, policies, proposals, engagement outputs, and other materials related to Panther Island.
This reviewwill include assessment of previous urban design, planning, zoning, funding and financing plans,
market analyses, mobility and transportation plans, engineering assessments, infrastructure plans, and
community engagement efforts. This will include a review by Salcedo Group of the flood control project and its
relationship to infrastructure, for example site grading, drainage, utilities, and mobility management. In advance
of launching our update to the strategic vision and a real estate strategy, it will be essential to build a deep
understanding ofthe scale, scope, and phasing ofthe flood control work, along with the existing regulatory
framework for the project.
Following initial review of available documents to provide context and a grounding in history, core members of
the team will participate in a two-day site visit, which will include stakeholder interviews, with a focus on gaining a
nuanced understanding of how existing plans and proposals are perceived and the current or potential roles and
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responsibilities of different public and private -sector partners. Additional details on our public engagement
activities during this trip are provided in the cal lout box Phase 9 Engagement at the end of this phase write-up.
Economic Development Plan Alignment (RFP Scope #2)
The goals of the 2017 Fort Worth Economic Development Strategic Plan areto 1) establish Fort Worth's
competitive edge, 2) become a hub for creative businesses, and 3) ensure community vitality. The Panther Island
development has the potential to not only help advance those goals, but specifically serve as an attractive location
for the eight target industries. H R&A will review the 2017 Economic Development Strategic Plan and the update
completed in 2022. Based on a review of the plan and conversations with economic development policymakers
and stakeholders such as the City, Downtown Fort Worth Inc., and local Chambers of Commerce, we will identify
the benefits that Panther Island could serve in achieving economic development goals and targets and any risks
or challenges that development of the island could create for other economic development growth areas.
card£° -. r.v
The HR&A Team will compile existing property ownership maps and resources into an interactive map for the
project and client team to use throughout this engagement. With numerous private property owners and
significant public land holdings among multiple jurisdictions, the vision and strategy for development of Panther
Island needs to be multifaceted, providing the land use regulatory framework and incentives that will produce
private development consistent with the vision, while pursuing public -private partnership opportunities and
public investment that leverage publicly owned property for community development and value creation. By
gaining a detailed knowledge of property ownership and use early on, the HR&A Team will be ableto develop
principles and approaches that account for the specific conditions that will affect future investment. Civil
engineering review of the infrastructure needs for Phase 1 (230 acres) and the later Phase 2 (210 acres) will
provide an important understanding of property and development dynamics at this stage. We will build upon this
initial analysis in the Real Estate and Economic Development Strategy (RFP Scope #5) to identify high -priority
catalytic development parcels, as well as outline repositioning strategies for the utilization of publicly controlled
parcels versus private landholdings.
Surrounding Districts (RFP Scope #11)
For projects of the scale of Panther Island, the vision must be driven by a clear plan for the market positioning of
the district relative to other districts and neighborhoods, and a commitment to creating connections between
new development areas and existing communities. A key priority ofthis initial review will be to assess the current
strengths, challenges, perceptions, community needs, and real estate market realities of neighborhoods such as
Downtown, the Northside, Cultural District, and Stockyards. Large-scale development within an urban core runs
the risk of cannibalizing economic activity or drawing energy and investment from other neighborhoods, and it is
crucial to be realistic in visioning and planning about where such risk exists to be able to establish a vision that
attracts as much net -new activity as possible while honoring and respecting community and stakeholder needs
and wants.
In completing both the Property Review and Strategy and the Surrounding Districts scopes, H R&A will conduct a
real estate market analysis to understand the current performance of and potential for residential, office, retail,
and cultural/entertainment uses at Panther Island. This analysis will assess the surrounding districts, the city, and
the region, recognizing that projects ofthe scale and impact of Panther Island can create a new market, drawing
users, visitors, residents, and tenants whose real estate, community and amenity needs are not currently met.
This analysis will quantify potential demand and absorption for these uses overtime, establishing assumptions
for potential development program and pace of buildout to inform the updates to the vision that was established
several market cycles ago.
To complete this market analysis, H R&A will analyze the existing inventory of uses, including the age and quality
of existing stock, rents, and vacancy. HR&A will also analyze trends in recent deliveries and as well as projects in
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the pipeline. H R&A will analyze relevant demographic data forth e local residential and worker populations -
including household income levels, housing insecurity by income level, and housing demand at various price
points - generating assumptions to establish parameters for demand over time for development at Panther
Island.
Phase 1 Engagement
In the early stages ofthe project, H R&A and K Strategies will work with the City and its partners to develop a
community engagement strategy. The engagement strategy will follow the three phases of ourwork,
providing a point at each stage to collect critical input to shape the direction ofthe Updated Strategic Vision,
catalyst site redevelopment concepts, and the Real Estate and Economic Development Strategy. Throughout
the process, we will seek to go beyond the usual stakeholders to engaged voices not historically elevated in
these discussions and provide multiple mediums for public input.
The first round of stakeholder engagement - to occur at the time ofthe initial site visit - will include targeted
roundtables and meetings with stakeholders, including Panther Island landowners, Downtown Fort Worth
land and business owners, North Side residents and community groups, and other relevant parties. These
sessions will allow us to;
• Create awareness ofthe planning process;
• Educate participants on past plans and the current state of the project, and solicit their perspectives;
• Gain insight into stakeholders' core aspirations and goals for the future of Panther Island; and
• Identify core project opportunities, challenges, needs. and concerns.
Phase 1 Deliverables
Existing Conditions and Opportunity Overview- Presentation summarizing the takeaways from the plan
and property review and the assessment of surrounding districts, specifying the implications for shaping an
updated strategic vision for the district, as well as a real estate and economic development plan to unlock
those opportunities.
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Phase 2: Strategic Vision Update & Development Strategy (4 months)
Phase 2 will include ongoing analysis, collaborative workshopping, planning, public engagement, and strategy
development that will guide a renewed vision and implementation strategy for Panther Island. The HR&A Team
will provide clear and actionable recommendations for what changes to the plan and strategyfor Panther Island
are necessary to reflect market and community conditions and city policies.
Development
Our market analysis in Phase 1 will guide assumptions for potential unmet demand that can be met through
development over time at Panther Island. While that market analysis will be undertaken agnostic to factors such
as ownership, location, land use regulations and infrastructure phasing and availability on the island, In this
phase, HR&A and the project team will begin identifying how market potential can be met, assessing what
changes need to be made to past plans and strategies to accommodate the market today and in the future, how
these dynamics overlay with land ownership and specific site -based development opportunities. This work will be
undertaken collaboratively among HR&A, Lakes Flato and Salcedo Group, accounting for existing infrastructure
master plans, utility master plans, and levee and canal network modifications. In workshops with the project team
and the client team, we will begin to explore how potential develop may be distributed and allocated in various
sub -districts and overtime, creating the foundation forthe updated strategic vision that is aligned with market
conditions and fulfills economic development goals.
Case Studies (RFP Scope 93)
Case study analysis can be a powerful tool to inform planning and decision making. We believe the most fruitful
case study research is focused and targeted towards the specific questions and challenges project leaders need to
confront, explored through research and in-depth interviews with project principals from a short list of
thoughtfully selected projects.
By Phase 2, the HR&A Team will have a strong understanding ofthe opportunities, challenges, community
aspirations, and current roles and responsibilities among key partners. The Team will develop a long list of
potential case studies across the United States cities to research and inform real estate and economic
development on a waterfront with district level governance planning. In collaboration with the client team, we will
select up to three (3) case studies to review in depth. The goal of the case studies will highlight how other districts
have successfully designed, planned, and/or built projects that provide a vibrant public realm, programmed open
spaces, walkable communities, unique identities, a diverse and equitable community, and financially feasible
development.
Analysis of the case studies will devote attention to issues specific to the Panther Island project, like, project
sequencing, integration of infrastructure and real estate planning, area -specific considerations, and themes
uncovered from conversations with stakeholders. The selected models for review will inform how different
approaches have accounted for complexities at different stages of project development, utilized innovative
funding and financing structures, or shifted responsibilities according to the nature oftheir partners. Our
research will include a mix of desktop research, analysis of conditions and outcomes, and interviews with project
principals involved in the planning and delivery of the selected governance structures.
The H R&A Team will lead a visit to one of the case studies selected. We will work with the client team to select this
trip destination based on the relevance of the project and city to the Panther Island project and the productive
meetings and tours that can be coordinated. The project team will arrange for tours of districts and projects with
the actors key to their creation and ongoing success, so that City of Fort Worth leadership can see firsthand the
catalytic potential of a robust waterfront district. H R&A will serve as the overall guide to prepare sessions and
help promote dialogue with presenters to be useful to the City of Fort Worth. Additional guided case study trips
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maybe added for an additional fee. In addition to these trips, H R&A would facilitate virtual conversations
between City of Fort Worth leadership and partners and other case study leaders.
Real Estate and Economic Development Strategy (RFP Scope #7)
Drawing on the review of plans, the market analysis, property review, Phase 1 engagement, and other inputs,
H R&A will synthesize the themes and principles that should guide the real estate and economic development
approach to Panther Island. The Real Estate and Economic Development Strategy will serve as a companion
document to the Updated Strategic Vision, described in the subsequent task. This strategy will address a variety of
factors including:
• Market positioning and branding, including consideration of how to leverage the uniqueness of Panther
Island to complement existing offerings throughout Fort Worth and avoid cannibalization of surrounding
markets;
• Approaches to public infrastructure investment to create value and spur private real estate investment in
targeted locations, providing new tax increment;
• Strategies for attracting net -new employers and job opportunities to Fort Worth through the
development and marketing of Panther Island;
• Community development approaches to create a welcoming and inclusive district with wealth -building
opportunities for local business owners and community members, as well as mitigate displacement risk;
• Real estate disposition strategies for public land, including benefits and risks of land sales versus ground
leases, and tactics for attracting horizontal and vertical developers that can deliver accretive and vision -
aligned projects;
• Early activation or temporary uses that can seed activity, pilot creative approaches, and attract new
activity to the site as infrastructure and real estate development are phased in; and
• Anchor user strategies for identifying and attracting potential early movers whose risk profile may be
consistent with such a role, such as local educational orgovernmental institutions;
H R&A will document recommendations and takeaways in a strategy document that will be coordinated with the
Updated Strategic Vision described below.
Updated Strategic Vision (RFP Scope #4)
We believe in the power of design to create value and spur investment. The City's charge to the consultant team
for this engagement is to "assess the existing plan [for Panther Island] in light of the challenges and opportunities
that face Forth worth and Tarrant Countytoday and to advise us on how the real estate on Panther Island can
contribute to a transformational change based on high quality development, an extensive and engaging public
waterfront, and place -making of the highest order." The creation of high -quality public spaces, waterfront access,
a dynamic mix of uses, and a cohesive urban fabric is essential to create an identity for the district and will be an
essential component of our real estate strategy. This Updated Strategic Vision will therefore serve as a companion
document to our Real Estate and Economic Development Strategy.
Led by Lake I Flato, the H R&A Team will develop an Updated Strategic Vision that reflects on the plans, zoning
schemes, and strategies developed in past years and positions the project to be innovative, forward -looking,
economically feasible, socially equitable, and environmentally friendly. This strategic document will become the
foundation and guide for work that will like follow in subsequent stages of planning, such as completing a new
master plan, updating zoning ordinances and form -based codes, and aligning design guidelines with updated
market realities and community desires.
The Strategic Vision will be developed through analysis, engagement, and planning organized around a set of
topics that are the primary drivers of the near- and long-term outcomes at Panther Island. Through a facilitated
charrette, the HR&A Team will share core findings from its review of plan documents and discuss relevant
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precedent urban districts to launch a discussion of key principles to guide the identity and growth of the district,
as well as begin to frame critical urban design and planning frameworks. The following topics will likely become
the core areas of focus for the urban design elements of the Updated Strategic Vision:
• Density and urban form, as well as the allocation of density across different sub -districts and nodes
• Development program and uses, and the approach to mixing complementary uses within and across
parcels and sub -districts
• Public realm and open space approach, including integration with the broader park and trail system in
Fort Worth
• Waterfront design and activation, leveraging the unique context and amenities that the flood control
investments will unlock
• Connectivity and access both within the site and into surrounding districts, including consideration of
circulation, transit, and site ingress and egress.
• Catalytic opportunities such as the redevelopment of the LaGrave Field and Power Plant sites.
The purpose of the Updated Strategic Vision is not to provide an updated master plan, but rather to articulate and
illustrate a set of principles, approaches, and tactics to guide further planning and implementations, explicitly
addressing what remains relevant and appropriate from the earlier plans and codes and what changes are
required to accommodate market conditions, community dynamics, regulatory tools, economic development
goals, etc. Informed by a series ofcharrettes and work sessions, the Updated Strategic Vision will combine
narrative, diagrammatic illustrations, select site concept diagrams, and precedent imagery reacting to aspects
from the previous plan with recommendations for changes and next steps to accomplish these alterations.
Each set of features will build upon the successful aspects of the existing plan and future analysis of opportunistic
change to help create an updated vision that aligns with current market and development needs for the City of
Fort Worth with the HR&ATeam's recommendations to move forward. Recommendations will consider physical
considerations associated with the economic development and real estate strategies forthe site zoning, design
parameters, and more. Ultimately, the vision will aim to create a dynamic waterfront with a mix of uses designed
to create an active environment based on what stakeholders and analysis prioritize based on workshop sessions
involving sketches and diagrams of the site.
Special Sites: LaGrave and Power Plant (RFP Scope #10)
The LaGrave Field and Historic Power Plant sites can act as catalysts for development and become an anchor for
identity in each of their locations on the island. Given their public -sector ownership, the phasing of these two
anchors could help activate certain areas of the island, generate tax increment, and coincide with adjacent
infrastructure, public realm, and open space investments. LaGrave Field is not currently used for baseball
purposes, and revived sports uses and alternatives will be explored by the HR&A Team. The Historic Power Plant
could be renovated to become the future "front door and gateway into Panther Island from downtown Fort
Worth.
Through public engagement and work sessions with the City and its public -sector partners, the HR&A Team will
explore questions such as: What are the unique opportunities of unlocking these distinctive assets? How can
public investment or public -private partnership on these sites help catalyze redevelopment of the district?
What infrastructure improvements are required to unlock the opportunity and feasibility of the LaGrave Field
and Historic Power Plant repositioning? What are potential uses for the baseball field or alternative uses for the
site as a whole? What economic development or real estate opportunities may be particularly appropriate to
place or develop in these locations? These sites will get special attention within the Updated Strategic Plan and
the Real Estate and Economic Development Strategy described above, using narrative and precedent imagery to
describe the role of these sites in the larger vision and development.
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Phase 2 Engagement
In Phase 2, the H R&A Team, coordinated by K Strategies with design and planning engagement led by
Lake I Flato, will conduct engagement to solicit input and reactions to emerging strategies and vision
updates. We anticipate this engagement including a variety of channels and venues, including:
• Small group meetings with key economic development, community, and real estate stakeholders to
review and discuss the Real Estate and Economic Development Strategy;
• Planning charrettes with the client team, public sector partners, and potentially othertargeted
landowners and stakeholders to collaboratively develop themes, principles, and ideas for the
Updated Strategic Vision;
• Online comment or question platform allowing the public to review materials and share ideas or
questions in multiple languages.
Phase 2 Deliverables
Case Study Presentation and Trip Materials - Presentation summarizing background, lessons learned, and
Implications for Panther Island from 3 case studies. The Team will also produce agendas and background
materials for participants in the case study trip.
Draft Real Estate and Economic Development Strategy Overview - Draft presentation ofthe Real Estate
and Economic Development Strategy, which will be reviewed by the client team and used in engagement
meetings prior to finalization in Phase3.
Draft Updated Strategic Vision - First draft of vision update in presentation form.
Presentation/Handout Materials for Engagement Meetings - The H R&A Team will prepare any materials
necessary for public and stakeholder engagement meetings.
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Phase 3: Implementation Toolkit & Roadmap (2 months)
In Phase 3, the H R&A Team will finalize the draft Updated Strategic Vision and Real Estate and Economic
Development Strategy deliverables from Phase 2 and will deliver a tool kit for implementation addressing public -
private partnership strategy, funding and financing sources, phasing, and governance.
nt
The H R&A Team will incorporate all input and feedback from stakeholders and the client team tofinalize the Real
Estate and Economic Development Strategy Overview and Updated Strategic Vision deliverables for one final
round of review by the City team.
Implementation Toolkit & Roadunap_
While finalizing these deliverables, HR&A will develop recommendations and a roadmap regarding the
implementation ofthe updated Panther Island vision and real estate strategy that address public -private
partnership, funding, phasing, and governance.
- ;,e #u)
The strategic sequencing and phasing of flood control, infrastructure, public realm, and real estate development
will be key to the financial viability and overall success ofthe Panther Island project. While phasing will be a topic
of discussion and analysis throughout this engagement, including the engineering review to understand when
various areas may be developed and the investment required to unlock development, H R&A, Lake I Flato, and
Salcedo Group will document a proposed phasing strategy and the factors driving cost/benefit decisions that will
need to occur overtime.
The varied land ownership, scale of infrastructure and real estate development, and opportunities for significant
value generation over time make the Panther Island a prime candidate for the deployment of a one or more
public -private partnership tools and models. We will inventory and profile the range of partnership models and
tools available, summarizing their applicability to various elements ofthe Panther Island project.
While federal funding and some local funding have been allocated for Panther Island infrastructure, the scale of
neighborhood development and infrastructure beyond the flood control project along with the need to support
and incentivize private and public real estate development will require a creative and strategic approach to
funding and financing. HR&A brings deep experience developing funding and financing strategies for large-scale
public -private development and infrastructure projects and will apply our local, regional, state, and national
expertise to identify and potential funding sources and the actions required to position the process to use them.
Forthis effort, HR&A will develop a conceptual sources and uses overview, identifying known unmet funding
needs and the full suite of available tools and sources, providing recommendations about a reasonable and
feasible distribution of funding sources. It is likely in this phase of work that some high-level analysis of tax
increment financing capacity and other value -capture mechanisms may be necessary.
Coordinating Structure (RFP Scope #13)
For projects like Panther Island that are large-scale, implemented over many years, and for which stewardship of
a cohesive vision is crucial to success benefit from dedicated governance and management approaches. There
are a wide variety of governance and coordinating models available that H R&A will profile, exploring the tradeoffs
of different models for Panther Island. The key to this effort will be understanding the resources, capacities, and
limitations of existing project partners, highlighting the areas where additional or delegated authority, financial
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resources, expertise, or flex[ biIity can facilitate project delivery. In addition, it is essential that the City and its
partners not only focus on a coordinating structure for capital investment, but also ongoing operation,
maintenance, programming, and activation, ensuring that the outcome for Panther Island is not simply a series of
adjacent projects, but a coherent and cohesive neighborhood.
In all of these tasks, HR&A will draw on knowledge of State of Texas tools and discussions with legal experts on
the Client Team side to ensure recommended strategies are consistent with state and local law and use of
available tools.
Phase 3 Engagement
Engagement in Phase 3 will primarily re-engage with public- and private -sector implementing partners to
Inform implementation toolkit research and vet recommendations. This will likely include targeted
workshops with City departments and staff of public -sector partners to explore and define implementation
considerations, developing a toolkit and roadmap that is inclusive of all tools available today or that may be
adopted or created.
The Team will also provide a final presentation of the Updated Strategic Vision to an invited or public
audience, depending on the engagement strategy confirmed in collaboration with the client team. We will
also work with the City to ensure that final vision and strategy materials are available publicly, supporting
the drafting of language and graphics to distribute.
Phase 3 Deliverables
Final Updated Strategic Vision - Final version of Phase 2 deliverable incorporating comments and feedback
Final Real Estate and Economic Development Strategy- Final version of Phase 2 deliverable incorporating
comments and feedback
Implementation Toolkit & Roadmap- Recommendations in presentation form regarding public private
partnership, development phasing, funding, and governance.
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Project Timeline
The HR&A team proposes an 8-month timeline for completion of this scope of work. Should additional time be
required to complete this scope, the HR&A Team will discuss adjustments proactively with the Client Team.
Month
1 2 3 4 5 6 7 8
Phase 1: Site Discovery & Opportunity
Assessment
Phase 2: Strategic Vision Update &
Development Strategy
Phase 3: Implementation Toolkit &
Roadmap
Stakeholder & Public Engagement
Optional Additional Services
In recruiting the HR&A Team, we've sought to not only partner with firms that can fulfill this multifaceted scope,
but also be a partnerto the City of Fort Worth as this transformative Panther Island project moves forward.
Whether over the course of this engagement or in the future, our team is prepared to offer additional add -on
services as needed to meet the City's needs. Such services could include:
• Master Planning
• Site -Specific Concept Design
• Engineering Design
• Developer Solicitation
• Site -Specific Real Estate Feasibility Analysis
• Development Authority (or other governance entity) Creation and Business Planning
• Public Financing Analysis and Negotiation Support
In addition, we are prepared to partner with OJB, a leading Texas -based landscape architecture firm whose
signature projects include Klyde Warren Park and public realm design for numerous mixed -used districts across
the country. While their services were not required forthis scope of work, they are prepared to join the H R&A
team should such services be necessary. Optional future services could include creating a comprehensive open
space and public realm framework forthe district, including the design of signature public spaces. We have
included OJB's firm profile in this package for reference.
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EXHIBIT B
PAYMENT SCHEDULE
1. Compensation.
1.1 Total compensation will not exceed Five Hundred Sixty Thousand Dollars and No
Cents ($560,000.00) for all Services performed under this Agreement to include the total of
Vendor's fixed fee and all necessary and reasonable reimbursable expenses for the entire term of this
Agreement, including the initial term and any renewal terms..
1.2 On or before the loth day of each month of this Agreement, the Vendor will
provide the City with a signed fee invoice summarizing (i) the portion of the Services that have
been completed during the prior month and (ii) the eligible reimbursable expenses that have been
incurred during the prior month. Vendor must provide the City with an invoice in order to be paid. In
submitting invoices, Vendor must provide copies of receipts for all reimbursable expenses. If the
City requires additional reasonable information, it will request the same promptly after receiving the above
information, and the Vendor will provide such additional reasonable information to the extent the
same is available. Invoices must be submitted to the City of Fort Worth Economic Development Director,
1150 South Freeway, Ste. 106, Fort Worth, Texas 76104.
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City of Fort Worth, Texas
Mayor and Council Communication
DATE: 01/10/23 M&C FILE NUMBER: M&C 23-0006
LOG NAME: 13P RFP 23-0002 PANTHER ISLAND REAL ESTATE AND PLANNING MC ED
SUBJECT
(CD 2 and CD 9 / Future CD 2, CD 9 and CD 11) Authorize Execution of an Agreement with HR&A Advisors, Inc for Real Estate Market and
Development Planning Services for the Panther Island District in an Amount Not to Exceed $560,000.00; Authorize Execution of Certain Funding
Agreements with Tarrant County, Tarrant Regional Water District, Tarrant County College, Downtown Fort Worth, Inc., Streams & Valleys, Inc., and
The Greater Fort Worth Real Estate Council, Inc. to Assist in Funding this Project in an Amount up to $435,000; and Adopt Appropriation
Ordinance
RECOMMENDATION:
It is recomended that City Council:
1. Authorize execution of an agreement with HR&A Advisors, Inc for real estate market and development planning services for Panther Island
district in an amount not to exceed $560,000.00;
2. Authorize execution of certain Funding Agreements with Tarrant County, Tarrant Regional Water District, Tarrant County College, Downtown
Fort Worth, Inc., Streams & Valleys, Inc., and The Greater Fort Worth Real Estate Council, Inc. to Assist in Funding this Project in an Amount
up to $450,000; and
3. Adopt the attached appropriation ordinance decreasing appropriations in the non -departmental department in the amount of $125,000.00,
increasing appropriations in the Planning & Data Analytics department in the general operating and maintenance category in the amount of
$560,000.00, and increasing appropriations in the Planning & Data Analytics department in the revenues category in the amount of
$435,000.00.
DISCUSSION:
Earlier this year, the U.S. Army Corps of Engineers (USACE) announced an allocation of $403 million from the federal government to support flood
control efforts along the Trinity River as part of the Central City Flood Control Project. The announcement was an important milestone that makes
possible various related efforts by local partners to support economic development in and near Panther Island, the district directly impacted by the
flood control project.
As a result, staff and other representatives of the City of Fort Worth, Tarrant County, the Tarrant Regional Water District (TRWD), Tarrant County
College, The Greater Fort Worth Real Estate Council, Inc., Downtown Fort Worth, Inc., and Streams & Valleys (Collaborating Agencies) propose to
collaborate on a joint effort to better understand and promote the near- and long-term development opportunities located in Panther Island.
Supporting this effort and recognizing the complexity of the project and market environment, the City of Fort Worth Economic Development
Department approached the Purchasing Division to finalize an agreement for consulting services. In order to procure these services, staff issued
Request for Proposal (RFP) No. 23-0002 seeking to engage a highly qualified firm to conduct market analysis, review existing strategies and
zoning for development, and to prepare recommendations for real estate development in Panther Island.
RFP 23-0002 was advertised in the Fort Worth Star -Telegram on October 16, 2022, October 19, 2022, October 26, 2022, November 2, 2022
and November 9, 2022. The City received six (6) qualified responses. The responses were evaluated through a multi -stage review process. In
addition to a general review of the responses for overall alignment with the RFP and with goals for Business Equity Firm utilization, an evaluation
panel consisting of representatives of the City of Fort Worth and the Partnering Agencies reviewed and scored the submittals using Best Value
criteria in accordance with the criteria below.
Best Value Criteria:
a. Responsive to Objectives
b. Qualifications
c. Community Engagement
d. Immediate Applicability and Near -Term Benefit
e. Outcomes from Previous Plans
f. Cost of Service
The scores were averaged for each criteria and the final scores are listed in the table below.
ill 11 Evaluation Criteria
Bidders �Fa
b
c
d
e
f
Total Score
HR&A Advisors, Inc.
13.93
18.00
13.07
17.14
22.14
4.23
88.51
Hunden Strategic
Partners
10.08
14.57
8.14
13.71
17.14
0.00
63.64
U3 Advisors, Inc.
9.43
12.29
8.79
11.71
14.64
5.00
61.86
Overland Partners, Inc.
8.79
13.14
8.89
12.14
14.11
0.00
57.07
Jones Lang LaSalle
Americas, Inc.
7.65
10.66
7.86
11.80
14.04
1.80
53.81
Bidder did not
meet technical
WT Partnership
7.93
9.80
7.56
9.91
11.89
points; therefore,
47.09
cost was not
evaluated. 11
The top three firms were selected for interviews, after which the evaluation panel concluded that HR&A Advisors, Inc presented the best value to
the City. Therefore, the panel recommends that Council authorize an agreement with HR&A Advisors, Inc. No guarantee was made that a specific
amount of services would be purchased. Staff certifies that the recommended vendors bid met specifications.
FUNDING: The maximum amount allowed under this agreement will be $560,000.00 to include $30,000.00 for travel and other project's expenses.
This amount will be supported by $125,000.00 of City Non -Departmental funds and by other funds contributed to the City by the Collaborating
Agencies in support of the agreement.
Funding is budgeted in Other Contractual Services account of the Non -Departmental Department's General Fund.
DVIN-BE: HR&A Advisors, Inc. is in compliance with the City's Business Equity Ordinance by committing to 15% Business Equity participation on
this project. Travel Expenses in the amount of $30,000.00 are not counted towards the Business Equity Goal of the total $560,000.00. The City's
Business Equity goal on this project is 15%.
AGREEMENT TERMS: Upon City Council approval, this agreement shall begin upon execution and expire one year after.
RENEWAL TERMS: This agreement may be renewed for five additional, one-year terms. This action does not require specific City Council
approval provided that the City Council has appropriated sufficient funds to satisfy the City's obligations during the renewal term. Renewal of the
agreement will not alter the maximum funding authorized for the agreement.
ADMINISTRATIVE CHANGE ORDER: An administrative change order or increase may be made by the City Manager up to the amount allowed by
relevant law and the Fort Worth City Code and does not require specific City Council approval as long as sufficient funds have been appropriated.
The Panther Island District is located in COUNCIL DISTRICTS 2 & 9 / Future COUNCIL DISTRICTS 2, 9 & 11.
FISCAL INFORMATION / CERTIFICATION:
The Director of Finance certifies that funds are available in the current operating budget, as previously appropriated, in the Non-Departmental's
General Fund to support the approval of the above recommendations and execution of the agreement. Prior to any expenditure being incurred, the
Economic Development Department has the responsibility of verifying the availability of funds.
Submitted for City Manager's Office by. Reginald Zeno 8517
Originating Business Unit Head:
Additional Information Contact:
Expedited
Dana Burghdoff
8018
Reginald Zeno
8517
D. J. Harrell
8032
Anthony Rousseau
8338
Maria Canoura
2526