HomeMy WebLinkAboutContract 39347 (2)'��'�Y ������A�� •. �
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1VIANAGEI►7ENT AND TMPROV�;�ENT SERVICES AGREEMENT
Fart Wflrth Pablic Imoravement District 1�To. ll fStock�ardsl
This MANAGEMENT AND IMPROVEMENT SERVI�ES AGREEMENT
("A�reement"} is made and entered into by and between the CITY OF FORT WORTH (the
"City"}, a home rule mtwicipal corporation arganized �znder tha Iaws of the State o�` Texa�
acting by and through Thomas Hi�gins, its duly authorized Assistant City Mana.ger, and
ST()CKI'ARI�S PRESERVAT�OIeT FOUNDATIQN OF FORT WORTH, INC., a Texas
nanprafit corparation {"Cantr�ctor"} acting by and through Steve Murrin, Jr., its duly
authorized Pr�sident.
RECITAi S
The �'Qllowing statements are t�ue and eorrect and constitute the basis upon vvhich the
Ciiy and Cantractor have entered inta this Agreement:
WHEREA�, pursua�.t ta Chapter 372 of the T�xas Local Gavemment Code an 7anuary
28, 2003, the City Council of the City nf F�rt Worth adopted Resolution No. 2925 creating Fort
Worth 1't�blic Improve�nent District No. 11 {#he "Dis�rict"); and
WHE1tEAS, �he City is authorized to utili2e the District to unde�-take impravemen�s
andlor services that confer special benefits on the pari of the City within the District; anc�
�'V�REAS, the Ciiy Council is autharized to levy and collect special assessments on
p�operty in the District, ba�ed �n the special services conferred by �khe improvements and/or
S�rV1CB5, to pay the cost of such improvements and services; and
VVHEREA�, #he City desires ta e�ter znta a w7ritten agreement with Cantrac#flr far
pravision of certain impravements and services in the District, as rnore �pecifically set forth in
this Agreement; and
WHEREAS, such improvements and services constitute a supplement to s#andard Caty
services and an added increment of service to pro�vide other speciat ben�fits and services which
will et�I�ance the vitality and quality of ihe District; and
WHER�AS, Conkractor wishes ta assist the City by prov�iding, furnishing, ar performing
sucl� improvements and services;
NOW, THEREFORE, for and in conside;ra�ion of the muival coverzants, promises, and
agreements contait�ed herein, th� City and �Con�rractar do hereby covenant and agree as follows:
�
Page 1 ' .
Maeta�vent aud Improvement Services Agceement �
with Stoekyards Prese►vatian Foundation c�f Fart Worth
PID 11 {Stoc�yards) , � � I
� �
AGREEMENT
1. ENGAGEMENT OF C�NTRACT4R.
The City hereby engages the Cantractor, and th� Con#ractor hareby agrees to pravide,
furnish, oversee ar perform in accordance with this Agreemen� #he improv�ments andlor services
set farth in Section 2.
�. IlVIPR�VEIVIENTS AND SERVICES FQR THE DISTRIC�.
�1. Scone of Contx�ctor's D�ties,
Contractor shall provide or �ause to be provided thase imprvvements and services
(the ��mprovement� and Services") set forth in and su�ject to the Service Plan and
Budget far the District approved by the City Cou�cil for fihe fiscal year cove�ec� by this
Agreement (the °`Service Plan and Budget"} (which is attached hereta as Exhibit "A"
and hereby �ac€e a part of thi5 Agreement �ar aIl purpases), as may subsec�uently be
amend�d, and the ordinarzce adopied by the Czty Council levying assessm�nts an
praperties in the District for such Improvements and �ervices {whi.ch ordinance is a
pu6lic docum�nt on file in the City Secretary's Office and is hereby incarporated fo� all
purposes}. Con�ractar shall comply with the follnwing re�ated du#ies and responsii�ilities:
(a) Oversee the bidding ar�d award�ng of any third party contracts for th�
above-referenced Improvements and Services in accordance wit� the
guide�ines set forth in the Policy and Guidelines fo.r Public �nprovement
Districts adopted by the City Council pursuant to Resolution No. 3711-02-
2009 (t�e "PID Polic�"), a capy af whicl� Contractor hereby certifies it
has r�ceived and which is incnrporated herein by reference for a11
purposes;
(b) Monitor work performed hy any subcontrac�ors for any of the abave-
re�ere�ced Impravements and Services to ascertain that all sueh work is
perfarmed c�mpleteiy, professionally, a�ad with the a�propriate level of
qua�ity and io make whatever changes ar� necessary to achieve these
obj ectives;
(c) Obta,in, maintain an�. pay for inst�rance necessifia�ed by th� above-
referenced impravem�nts and Ser�ices, as may be directed or reviewed by
the City's Risk Manager;
{d} �n accQrdance with Sectian 372.�I3 of the Texas Local Government Code
and the PID Policy, prepaxc a Ser�ice PFan and Bndget for the first �Zve (5)
Page 2
Management and Improvement Services Agreemea�t
with 5tockyards Preservation Foundation of Foz� Worth
Pill 11 (Stockyarcfs)
y�ars �ollowing the fiscal year covexed by this Agreement, to be adopteci
by th� advisory boc�y for the District vr othe� entity designated by the City
and appraved by the City Couneil;
(e} Maintain a full and accurate accounting of disbursements for
reimbursement from District revenues and alI a�laer fnancial reporting
requir�men� set forth in the PID Polic�;
(j) Comply wzth al� duties and respansibilities set forth in Exhibit "B",
attached hereta a.�nd hexeby made a part o�this Agreement for a11 purposes.
2.2. Contractor Comnensation.
As full compensation for the provision of all Improvements and Sarvice� during
ihe Term o�'this Agreement, the Ci�,y shall pay Contrac%r the sum of $11,150.00, which
amo�ant is refleoted in the Service P�an and Budget as "Management Fee," which amount
sha11 be paid in prarated ins#allments in accordance with Section b hereof.
�.3. Standard of Care: N�ture a�Rela#ionship.
Contractor shall comme�ce, carry on, ar�d provide the Improvements and Services
with a�l practicable dispatch, in a sound, economical, arid ef�zcient manner, i� accordance
with this A�reernent and its attachrrients and a11 applicable laws. Contractvr shall ensure
that any work on the Improvements and Services is properly coardinated with related
work being perfarmed by the Cfty. Contractor r�presents that it has, or will secuxe at its
own expense, all materia�s, supplzes, machinery, equipment, accessflries, an.d services
n�cessary to pravide the Improvements and Services. Unless otherwise specifically
provided herein, a.li af the Improv�rncnts and Services wilt be per�orme� by the
Contractor or under the Cantractor's supazvasian. AIl personn�l engaged by the
Contractor shall be fully quali�ed to perform those Improvements and Services delegated
to th�m.
3. CYTY'S DUTIES AND RESPON��BII,TTIES.
The City shall provide the following s�rvices in cvnnec#ion with operation of the District
and the Contractor's per�'ormance under this Agreement:
(a) Levy�ng and colleciin� assessments and recording #he same in a separate revenue
account;
{b} Making payments to Contractox from speciai assessment reven�,ies and other
District revenues;
Page 3
Management and Improvemer►i Services Agreement
with Stvckyards Preservation Fo�andation of Fcnt Wprth
PTD 11 {Stockyards)
+(c) Ma�ntainrng the same level of services in the District as that which the City
provides in camparable areas of the City;
(d) Ma.in�a.ining complete and detailed records concerning any expenditure of special
assessment re�enues and ather District revenues, which are made througl� City
departments, boards, or agencies;
(e) Retaining and expending revenues from special assessmen�s, penalties, i:nterest,
and investment income thereon so�ely in the District;
(#) Preparing an ann�al r�port of delinquent property assessments and liens tbereor�
to be assigned to the City's delinquent tax collectian attorn�y;
(g) Making regular reparts to Contractor concernang delinquent assessnr�ents and
making bi�lings therean as necessary; and
{�) Producing an annual as�essment roll of property owners az�d property wiih�n the
District.
The City shall have no fina�cial o6ligation to the District other ihan levyip.g and
collecting the assessments levieci by the District, except as parovided in Sectia�x 3(c) above, and,
�ursuant to and in accordaa�.ce with this Agreement, paying far Impravements and Services that
Contraetar performs in the District.
4. A�l'I��MENTS.
This Agreerneni may not be a�ended unless executed in writ�ag by bath parties.
�. TERIVI.
This Agreement shall commenee C)ctober 1, 2009 (the "Eifective Date") an,c�, unless
ternvnated earlier in accordance with this Agreeinen�, expire September 30, 2010 (the "Term").
6, RELEASE OF FUN1�5 TQ CONTRACTQR.
61. Procedure.
Periadically, but not rnore �requently tha.n ance per month, Coniractor sha1F
present to the ir�dividual ar individua�s designated by the City to oversee and aciminist�r
the District (th� ��Administratar"� a repo�rt of t�.e I�provements and Services provided
hy Contractor since (i) for the firs� repart under this Agreement, the Effectave Date and
(ii) for all subsequent repo�rts, the da�e of �he previous report. 1�ll st�ch reports must
Page 4
1VF�nagemen4 and Tmpravemeat 5ervices Agreement
with Staekyards Preservaiinn Foundatian of Foz� Worth
�ID 11(Stockyards)
include dac�a.mentatian sufficient dernan,strating ta �the Adminis�rator �hat any sums paid
or incurred hy Contractor have been paid or are due. Provided that all such necessary
reports and supporting dac�mentatian have b�en pravided to the Administrator, �t1ne Ciiy
shall pay the Contractor for all lawFul e�penses made or incurred by Contractor within
fifteen (�5) business days of receipt of a11 such reports and supporting documentation.
Natwiths�anding �.nythi.ng to the cantrary herein, tl�e �ily shall ndt be r�quired to pay
Cantractor any amount that exceeds the then-current baTance of Distxi.ci reventtes or that
is not in accordance with the Service P�an and Budget for the then-current f scal year.
6,2. Work Renorts.
Contractor shall also submi# a periociic work repart, no less than quarterly, ta t��
Acljninistrator. This work report shail detail alI of the Canfractor's significa�t work
activities in the District. The formai o� the report s�all �e muivally agreed upon by �he
Conkractor and the Ad�ninistrator. Natwi�is#anding anything to the contrary her�in,
paytn�nts to Contractor may be withheld i�` any such report is not received. The
Ac�ministrator shall have �the right to verify that the repflrt is complete and aecura�e.
6.3. Insuf�icaent District Funds.
In the eveni tha.t District revenues a.re not available or are tnsl�fficient for the City
to make any payment to Contracto�- hereunder, the Ci1y will promp�ly notify Contractor.
A� Cantraetor's request, the City and the Con�raetor shal� meet and attempt to negatiate
an amendment to this Agreement so tha� th� scope af Itr�provements and S�rvices may be
reduced ta correspond to the amount of Disirict fiinds that ar� available or are anticipated
to becarne available. If such an amendment cannat be suacessful�y negotiated,
Contractor shall have the right to pay t�.e deficit (on a non-reimbursable basis), in wnich
case this Agreement sha11 continue in e�'fect. Tf such an amenc�nent cannot be
successfully negotiatcd and Con#ractor does not elect to fund t�e def�cit, either party may
terminate this Agreement upon thirty (30) days' advance written notice to the ather party.
'�. DISCRIMINATIQN PROHIBTTEI).
Contractor, in the execution, perfarmance, or attempted performa�ce of this Agreement,
�vill not discriminate agaznst any person or persons because of sex, race, religion, colar, nationai
orig�n, se�al orientation or fa�nilial s�tus, nor will the Contraetor permit its afFzcers, agents,
emplayees or subcontractors to e�zgage in such discrirnination. This Agreement is made and
entered inio with reference specificallp io the ordinances cadified at Chapter 17, Article III,
Division 3{Emplayment Practices) of the Code of the City o� Fort `]Vorth, and Cantractor hereby
covenants and agree� that Contractar, its of'ficers, a.gents, employees and subcan�ractors, nave
�irlly complied witl� a11 provisions of s�.me and that no employee or applicant for employmeni
has been diseriminated agair�st under the terrr�s af such ordinances by eiiher Con�ractor, its
afticers, age��ts, employees or s�tbcontractors.
Page 5
Managemezat and Tmprov�nent Services ,Agreement
wifh StockyarcEs Preservation Foundation of Fort Worth
1'ID 11 (SYoolcyards)
8. D�SADVANTAGED BUSIl�E�S ENTERPIti� POLICY,
The City ha.s adopted goals for the participation af minarity/women business enterprises
(M{WBE) in City coantrac#s through Ordina.nce No. 11923, as amended Compliance by
Con�ractor with the terms of this ordinance and a.ny amenciments thereo� is mandatory; failure by
the Contractar to camply with such policies shalI cvnstitute a breach o� fib:is Agreement and
grounds for fiermination of this Agxeement by the City. ,A,ny subcontracts ta be performed
hereunder shall also be subject to provisions of the Cit� palicies concerr�.ing goals £or MIVGTBE
participation in City contracts.
9. CflNTRACTOR LIABII.,IT'Y.
Canf�actor hereby assum�s full liability for any damages to any �ublic ar private prc�perty
due to the negligenee of Co�tractor, its subcontractors, agents, permitees or assigns.
1�. LIABILITY OF C�TY; ��RSONAL LIABII,ITY OF PUSLIC OFFICIALS.
Na eanployee af the City, nar any other agent of the City, shal� be personallq liable for
any damages caused by Ccantractar, its officers, agents, servants, employees, coniractars and
sul�contrac�ors or any other liabili�ies of Cnntractor under this Agreement ox otherwise related to
this Agreement. It is further e�pressly agreed ihat the City shall not be liab�e o;r respansilale far
a�y damages caused by Cantractor, its officer�, agents, servants, em�loyees, can�ractnrs a�d
subcontractars or any other liabilities af Contractor under this Agreement or otherwise relatec� to
tlus Agreement, nar sha�l the City be liable or re�ponsible to Coniractar or any other person for
or on account of any stoppage or delay in the wark herein provided far by injunction or oth�r
�egal or equitabie proceedings, or from or by or on account of any delay for any cause over
which the City has no cantrol.
11. INDEMNII'ICATI�l�.
C�1�T.RACTOld COYENANTS AND AGREES TO, AND DDES HEREBY,
INDEMIVIFY AN� HO�D HARMLESS f1ND DEFEND 7'HE CITY, �T�' OFFIC.�RS` AND
EMPLQYEES, FROM A1vD AG�IINST ANY AND ALL SUITS OR CL�IIMS FOR
D�GES QR IIVJURIES, INCLUDING DEA7'H, TD ANY AND ALL PERS016�S OR
PRDPERT'I; YV�IETHER REAL 4R AS,SERTED, ARISING DUT' 4:� OR IN C4NNECTI0IV
WITH ANY 1vEGLIGENT ACT OR NEGLIGENT' OMISSI0IV 011r T�IE PART OF THE
CONTR�CTOIt, ITS OFFICERS', AGEN�S, SERYAIVTS, E'MPLOYEES OR
SUBCONT'RACTORS, AND THE CON�RACTDR DOES HEREBY ASSIIME ALL
�IABILITY AND RESPONSIBILITY F4R INJURIES, CLAIMS OR SUIT'S F�R THE
�AMAG�'S TD PERSONS OR PROPERTY, QF WHATSOEVER �IND pR CIIAI�GTER,
WHETHER ItEAL OR ASSERTED, OCCUi�RING DURING QR ARISING QUT OF THE
PEI�F4R11�A.1VCE OF T'HI�` CON?"RACT AS A R�'SULT OF ANY IVEGLIGENT ACT OR
Page 6
Mauagement and Improvement Services Agreement
with Stackyards Preservation Founda�iaa of Fort Wnrth
PID 11 {Stockyards}
NEG�IGElVT O1VT1'SSIUN aN THE PAR�' O�' �'H�' CON?'R�ICTOR, I�'S O�'FrCERS,
AGENTS, SERYANTS, EMPLOYEES D�R SUBC�N7'RACTORS StTC�
INDEMNIF�CATl011� SHALL INCLITDE WOH.KERS' COMPL�'NSATIQN GLAIMS OF OR
BY ANYONE iWHOM�'OEVLR 1'1� ANY WAY RES`ULT�NG FROM (ll� ARISING (�iIT OF
C�NTRACTOR'S WORl�, SERVICE�' AND OPERA�IONS IN C�NNECTI4N
HEREWITH, INCL UDING OPERATIONS OF SUBCONTRACTOR�
CDNTRACTOR SHALL LISEWIS`E INDENINI�FY AND I�'OLD HARIV�LESS THE
CITY FOR ANY AND ALL INJUR�'' 4R DAMAt�E TO CITY I�ROP�IdTY tlRI5I11TG OUT
OF OR �Y C�1VIVEC`TION �VITH A1VY A1VD ALL NEGLIGEN7' AC?'S DR .2iTEGLIGENT'
pM�,SSI01vS D'F' CONT'RAeTOR, ITS OFFICERS, AGENTS, �MPLOYEES,
CDNTRACT�RS, SUBCDNTRA�'TORS, LICENSE�S OR �NVIT�ES
Insurance coverage specified herein co�stitutes the minimu�n requarements and such
requirements sha]1 in no way lessez� or lirrut the Iiabiliiy af Contractor under the terms Qf this
Agreemeni.
1�. INDEPENDENT CO�T'T�tACTOR,
It is expressly understoad and agre�d thaf Contractor shall perform alI work anc� s�rvices
described herei� as an ind�pendent eontractor and not as an of�cer, ag�nt, servant or emplay�e
of th� City; that Contractor s�all have exclusive control af the details of the ��rvice� and work
perF�rmed �er�under, and all persans perfart�aing the same; a�d shall he solely respc�nsfbie for
the negligent acts and negligent ornissions o� i�s officers, agents, employees, contractors and
subcontractars; that th� doctriine af respondeat superior shall not apply as betwe�n City and
Confractor, its of�cers, ag�nts, employees, contractars aud subcontractors; and tk�at nothing
herein shall be canstrued as creating a partnership or jaint enterprise between City and
Cantractar, Na person performing any of the wark a.nd services described hereunder shail be
considered an of�cer, agent, servant or emplQy�e of the Giiy.
13. IN�URAl�CE.
Contractor sh�ll not commence wark under this Agreement un��l it has obtainsd and
r�ceived appraval from �he Ciiy of all insurance cover�ge required hereunder. Contraeto�' shall
�e re�pansible for delivering to �lie Administrator a certificate or certificates of insurance
demio�st�'a�ing that Gontractor has obtaimed th� coverage r�c�uixed under this Agreement, that a�l
insurance policies provid.ed pursuant to this Agreement are endorsed to name th� Ciiy as an
additional i�.sured, and that a1I such insurance policies c�ver not only C�n�ractor, but also
Contractor's cvntractars and subco�tractors. The minimum insurance reqt�ired of Contracior is
as fo�laws:
WORKER'S COMPENSATION II�+ISiTRANCE:. Contractor shall m�.intain throughout
the Term af this Agreement statu.tory Wfl�rker's Compensafion Insurance on all o� its
Page 7
A+Ianag�ment and Improvement Services Agreement
with �toekyards Presersratioa Foundatian of �ort Worth
PID li (Stockyards}
�mployees to be engaged iri unde�.king any Improve�ne�ts or Services hereunder, In
case any class of emplayees engaged in hazardous work under thi� Agr�;ement is nQt
protecied under the state's VVorker's Compensation statutes, Contractar shall pravide
adequa.te ernployer's g�neral liability insurance for the pzoteeiion af such employees �ot
sa protected.
CdMPREHEi�TSIVE GENER�4L LZABILIT� TNSLTRAI�TCE: Con�tractior sha11 maintain
throughout th.e Term o� this Agreement a cornmercial general liability insurance poliey in
an amount af not less than $ l,t?DO,OOQ caverzng each occurrence wi� an ag�regate limit
of not less than $2,OQ0,0�0.
AUTDNI�BII,E INSURANCE - B�DIL�' INJURY AND PROPEIZTY DA.I'vIAGE:
Cor�txactox shall ma.inta.in throughaut the Term of thi� Agreement comprehensive
autosnobile lia�iliiy coverage in an �nount not less tha.n $�,OOO,OOQ �oz each accident.
This palicy sha�1 caver any automobile used in the provision of Improvements aud
Services under tbis Agreement.
The insura.�ce cvmpany with whom Contractor's insurance is writt�n shall be �eprese�ted
b� az� agent or agents having an o�'Xce loc�ted witivn �he Dailas-�'c�rt Worth rnetropalitan area.
Each such agent shall be duly qualified, upon whoin �ervice of process may lae had, and must
have authority and power to act on behalf of the insurance company to ne�otaate and settle with
the City, or any other claimant, any claims that the City� or any other claimant, or any property
awner who has beex� dama�ed may have against ihe Contractor or insurance company. The
name of the agent or agents sha11 be set forth on all certificates of insurance. Ail palicies must
provide that they may not l�e changed or canceleci by the insurer in less tlian five (5) da.ys after
the Gity had zeceived written natiee of such change or cancellation. Stich �nsurance amerunts
may �a� revis�d upward at City's request, and Cantractor sha1l revzse such amoun�s within thixty
(30) days after receipt of such request.
1�6. TAXES.
Confractor shall pay all federal, sfate a�.d local ta�es that may be ehargealole on any
Tmprovements and Services provided hereunder or otY�erwise in relation tc� Contractor's duiies
and obliga�ians hereundcr.
1�. PERI�IT,S.
Contt'actor shall and shall eause any of its con�ractoxs and subcontract�rs to obtain and
pay for any necessary permits and Iicenses, whether issued by the state, county ar City, befare
proceeding with any work her�under that requires any s�ch permits.
P$ge S
MAnagement and improvement Serwices Agrcament
with Stnckyards Preservatiaz� �ounc�ation of Fort Wartlnn
PID 1 L {Siockyards)
16. CHARACTER OF W�RK AND OPERATIONS.
Contractor and Contxactor's employees, cantr�.ctors and subcontractiors shaii be
competent and careful workm�n skilled in their respective �rades. Contractor s�all n�t employ
a.ny person who repe�t�dly engages in miscond�ct or is inco�npetent or �egiigent in the due and
proper performance o� his duties ar has been canvicted of any crirr�e of moral turpitude. Tbe
City sha11 retain the right �o require the Cantractar ta remove any employee who is guilty of
misconduct towa.rd the public or is in any way discourteous to �he public. This work is being
per�ormec� �ar �e public b�nefit and it is necessary that it be per£ormed in an acceptable manner
and a� a satisfacfozy rate of progress. Cantractor shall at all times maintain its equipment in a
clean, serviceable condi�ion. All eq�ipme�t shall be properl�r licensed and inspec�ed an� clearly
maxked wi�h the Contractor's name and telephone number,
i'i, �l5S�GNMEI�T AND SUBCONTRACTING
Con#ractor shal� �ave the right to sub�antract far the provision of any Improvement� and
Services aut�.i..nrized hereunder so long as the subcontract is in writing and the Administraior
approves such subcnntract in writing prior to provision oi ihe subconfiracted Impravements and
Ser�ices. The �xiste�ce of a subcontract shall not relieve Cantracto� v� any responsibility or
liability to the City under this Agreement. Otherr�vise, Co�ntractor may not ass�gn, t:ransfer or
canvey any of its dutaes and respansibilities under this Agreement �o another party with.out #he
adva�ce written approval of the City a.nd execution by such party o� a written agreement wxth the
City under which suc�. party agrees to be bound by ihe duties and obiigations of Contractor under
this Agreement,
18. DEFAULT.
Ail terms, concii�ions and pro�isions of this Agr�ement s�a11 be considered materiai, and
Cont�ractor's failure to perfarm any part of this Agreement shal� canstitute an event oF default
hereunder. Should the Contractor fail to �ully cuz'e any default hereunder within fourteen {14)
calendar days after receipt from the City af written notice of the d�fault {or, provided that
Contrac�or has cliligen�ly commenced and continuously attempted cure within s�ch time, such
additional time as may be reaso:nably necessary to fully cure tlne default}, the City may, at its
option and in additian to any other remedies available to it unde� law or in equity, terminate �this
Ag,xeernent by providing written natice to Contraciar. Notwithstanding the foregoing, City may
tern�i.�ate fhis Agreement for a.ny reason upon t�irty (34) calendar days' pr�or written notic� to
Cantractor, In the event of any temunation, any wark in. progress will continue to completion
unles� specified oth�rwise in the City's termina�io� natice. TI�e City s�ia.il pay far any such work
in progress that �s cornpleted hy Confiractor and accepted by the City.
Page 9
Management and ImprQvement 5ervices Agreement
wi�ls Stockyards Preserva#ion Foundatian of Fort Warth
PID 11 (Stockyards)
is. coo�E�T�orr wrTg c�T�.
Con�ractar shall, at such time and in such forrn as City may require, �urnish period�c
information conceming the sta#us o£ the pra�ect and such other state�n�nts, c�rtificates and
approvals rela�ve to the project as may be requested by th� City. Ct�ntractor sha11 meet with the
Adnaanistratar or other City officials as anay be requested to di�cuss any aspeci v� this
Agre�ment.
2Q. B04I�S AND RECORA�; AUD��G RIGHT�.
Contractor shail maintain comp�ete and aceurat� records with respact ta alI expenditur�s
and costs incurred for aIl Impravements and Services provided hereunder. All such records shall
be maintained on a generally accepted accat.uating basis a.nd sltall be clearly identified and
readily accessibie ta ti�e City. Contractor shall provide representatives o� City ar its appoir�tees
fr�e access io such boaks and records, at all pro�er times, in order that �hey may examine and
a�dit ihe same a�d make copies thereof. Contractor sha.l� further allow the City and its
representativ�s to rnake inspect�ons af all wark data, documents, proceedings and actavities
related to �.his Agres�nent. Such right of access and audit shall continue far a period o#'three (3}
years from the daie of finai payment under this Agreemen#. The City shall also have the right to
conduct a performance audi.t and evaluat�on of Contractar at such tiines as the City deems
necessary. Contractor shall fully coaperate with any such p�rfarmance audit. Th� C�ty may
employ consultants at the Cify's expense to assist City in such perfonnance audii. Contractor
agrees to give the �ity a.nd its consultants access �o alI reports, data, �chedules and other reievant
infarmatian which may be required to conduct such performance audit.
�1. NOTICES,
Anq notices, bills, invoicea or reports required by this Agreement sha1l be co�clusi�ely
determin�d to have been delivered �ce {3} business days a.fter d�posit in ihe United States mail,
in a sealed envelope wi� suf�cient postage attached, to the �.ddresses lis�ed below or such other
addresses as rnay from time to time be provided ta the other party:
City:
City of Fort Vllorth
Attn: PID Adminisnator
Housin$ & Economic Dev. Dept.
1000 Throc�arton Str�et
Fort Worth, Texas 76102-631 i
Cantractor:
Stockyards Presexvatian Founda�ion of
Fort Worth, Inc.
Attn: Steve Murrin, Jr., President
S00 NE 23rd St.
Fort Worih, TX 76164
Page 10
Maaagemer�t and Impro��ement Services AgreemenC
wi#h Stocicyards Pzeservatiou Foundation of Fort Worth
PID 11(5tockyards}
2�. COlVIPLYANCE WITH LAW�� ORllINA1�CE�. RUY,ES AND REGULAT�ONS,
Thxs Agreement wiil be subject ia all applicable federal, sta.te and local laws, orciinances,
rules and regulatians, lI)CILICIITIg, but not lim�ted to, aIl provisions of the City's Charter a,nd
ordinances, as amended.
23. GOVERNli+�llTAL PUWER�.
It is understood that by exacution of this Agreem�nt, the City does not waive or sururrrender
any of it governmen�al powers ar i_mmunities.
�4. NO WAIV�R
The failure of eiti�er party ta insist upon the per�ortnanc�; of anp term or pravision af this
Agreernent or to exezcise any right granted hereunder shall not eonstitute a waiver of t�at party's
right to insist upon appropriate perforrnance or to assert any such right on any �uture occasion.
��. VENiT� AND JITR.ISI�ICT19N.
If any action, whether reat or asserted, at law or �n et�uity, arises o:n the basis o� an�
provisian of this Agr�ement, venue for such action shall Iie in state courts located in Ta�-ant
County, Te�as or the United �tates Dis�rict Court far the Northern Distriei of Texas —�'ort
Worth Division. This Agreement shall be cvnstrued in accordance witb� the laws of �he State of
Texa�.
�6. N� THIRll PAR'j'Y RIGHTS.
The provisions and conelitions of tihis Agreement are solely for the bene�it of t�ie City a.nd
Contxactor and are noi intended to creatc� any rights, contractual or otherwise, #o any oth�ar
person or entity.
2�'. INTERPRETATIOI�.
Tn �he event of any dispute over the m�aning or application of any provision of thi�
Agre�ment, this Agreerr�ent shaIl be interpreted fairly and reasonably, and neither mo�-e strongly
for or a�ainst any party, regardl�ss of the actual drafter of this Agreement.
Page 11
Management and Impravement Services Agrecment
with Stockyards F�eservation �otu�dxtion of Fort Wortli
PID 11 {5tackyards)
��. CAPT�ON�.
Cap#ions and headings used in. �his Agreemen� are for reference purposes only and shall
not be deemed a part af this Agreement.
29. ElyTIRETY OF AGREEMEI�TT.
This Agreement, including any exhibits attaehed hereto and any docume�ts incorparated
herein by reference, contains the entire understanding and agreementi between t1�e City and
Cantractar as ta the matters contained herein. Any prior or cantemporaneous oral or written
agreement is he�eby decl�red null a.nd vaid to #he extent in conflicf with any provision of this
Ag�reement.
30. C�UN7CERPARTS.
This Agreement may be executed in muliiple counterparts, each of wluch sha1l be
considered an original, Ullt &11 Di WI11C11 S�lal� GOi1StltLit� 071� Lt15'�I'Ll1ri�Tit.
EXECUTED as of #h.e last date indicated below:
CITY OF FORT WORTH:
By. G�� . .
Tom Higgix�s
Assista.nt City Ma.nager
Da�e: ����4�1�9
STOCI�YARD� PRE�ERVATION
FOUNDATION OF FQRT WORTH, ]NC.,
a Texas nonprofit corporativn:
�y; e�..-� ''
Steve Murrin, Jr.
President
Date: � � � �
Page 12
Manageinent nnd Tmproveaneni Services Agre�ment
with Stockya�rds Preservation Foundatian of Fort Warth
PID 11 {Stackyards)
ATTEST:
.
By: �
Marty Hendri
City Secretacy
ATTEST:
By: �lT�IG�-
IVame: �?� rc�-h �r,��-Fs r��,
Title: �-�crvu: n� -�
ApPRUVED AS TO F4RM A.ND LEGALITY:
_ ; — ',
� ,
By: � -, -��.�
Peter Valcy
Assis�ant Gity Atto�ney
M&C: BH-244 9-8-D9
Paga 13
Management and Improvement Services Agreemenl
with Stockyards Preservat�on �`oundation of Fort Worth
PFD lI {5tackyards)
/�1�1
"A" — Service Plan and Budget for the District
"S" — Additianal Serv�ices to be Pravided by Contracior
Managen�►ent �nd Improven�ent Services Agreezz�ent
wit� �tockyards Preservation Foundation of Fart Wort�t
PID 11 (Stockyazds}
F
�xhibit ��A"
City of �'or� Worth
�IVF Y�A� S�f�V1C� �L,AN
�ublic EmprQverrEent �istrici No. 11 - Stockyards
R�V�NU�C�
Ass�ssment Revenues
Priar Year Assessments
io�al Revenues
�X��NS�eS
Managem ent Fee
Insurance
Website & �ther Mar�Cetir�g
Public Events
City Administrati�n
��aget �Xpenses
�stimated O�eratir�g Reserve
�'ntal Expenses
�110911 d
$5�, 991
21,71 a
$��,706
11,150
3�0
31,834
15, 000
2, 00�
$60,334
17, 372
$�7�706
�Y10171
$55, 991
17,372
$i'3,3�3
11,150
3�0
31,834
15, 000
2,aoo
$60,334
13,�29
$�3,363
�Y17112
$55,991
13, 029
S6J,0�0
91,1�0
350
31,834
15, OQO
�, o00
�60,334
8,6$6
�s�,oao
l�Y7 217 3
$55,991
8,C86
$64,6'i7
91,150
350
3'! , 834
15, �00
2,0�0
$60,33�
4, 343
�sa�,6��
Management atrd Irnpro❑ement Sarvices Agree�ent
witi� Stocltyards Preservat'ran �'owidatio�i of Fart Warth
PfD 11 4Stoc1.-yards)
Exhibit "B"
Addr�ianal �er�ices to be Provided by Cantractor
(a) Contractor shall assigr� one of its empinyees to manage the PID and, ur�less oth�rwise
agreed by the City in wrEting, Coniractor agrees that the managemeni of the P1D shall be #he
sale activity for the assigned employee and such �mployee shall not manage any other
praperties for Contractor;
(E�} Parficipafe in meeiings of Ci�y of Fart Worth departments of �canamic ar�d Community
D�velopment, Parks, Transportation and Public Works, Internal Audit, and Budget to
coordinate PiD activtties;
(c) Partictpate in aN mee#ings of the PI� ad�isory body ar other eniity selected by fhe City for
assistance in the preparatidn of the 5ervice P[an and Budget #or the District, and update
merrtber of ar�y such e�tity as to authorized PfD projects ar�d ofher pertinent matters. At the
request af the Board president, arrange for gu�st presenters to attend meetings,
{d} Establi�h means of communication far �iiizen inp�t to report pra�lems and make sugges#inns
to the PID. Coordinate responses to citizen input wi#h the PiD ad�risory body or other entity
selected by the Cfty;
(e) Maintain a f�all a�d accurate aceounting of disbursements #or reimbursement from pID
revenues, providing the P!D advisory body or other entity se�ected by the City wi#h a monthfy
accounting statement;
(f) Monitor recurring expenses a�d p�rForm comparative analysis to iderttify emer�ing trends
�r�d real or potential prablems. Notify the PIQ advisory bady or other entity selec#ed by the
Gity oi trencls and unusual ar excessive exp�nses;
(g) Maintain camplete set of histarical re�ords of all PID activiiy to include PID ch�rf�r, minutes
of rr3eetirtgs, and agreementslcantracts with c�ther entities, grant applications, etc, from the
beginning of F'ID ko �resent; anc!
{h} Work with al� PID committees to coordinate ar�d handle all cfetails associa�ed with public
events that are sponsored by PI�.
The Contractor shall corr�rr�ence, carry on, and provide such impro�ements andlor seroices with all
�racticable dispatch, in a sound, econamical, and efFicient manner, in accordance with this conttact and
its affachments and all applicable Eaws.
Management and Improv�tent Services Agreemeni
rvith 5tackyards Peeservation Founc3a�ian af �ort Worth
PID 11 {5tockyards)
M&C Review
���x �����I� ������
Page 1 of 3
C?ffic€�I gite nf tl�c �.:tcy of i�art Wnrth, .fc�:ca�
�� �.._ ����"�
C�UWCI� ACTIOPl: Approved on 9/8/2009 - �rd. R�os. 1��'9�-09=�009, 1�i99d09n�409 & 1�800a09n
2009
D,�iE: 91812Q09 �������e� BH-244 LOG WAfill�: 17PID91 BENH�AR2009
�v.:
CO��: BH ���� CONSENT b��,}� �(;; YES
SU�J�Ci: Conduct a Benefit Hearing for Fart Worth Public Improvement District 11 (5tockyards)
Concerning the Proposed Budget and Five-Year Service Plan and Proposed Assessment
Roll; Adopt Ordinance Levying Special Assessmen�s for the 2009 Tax Y�ar; Adopt
Appropriation Ordinanc�s to Increase Estimated Receipts in the Special Assessment
District Fund and Sp�cial Trust Furtd for Fiscal Year 2009-�2010 and Autharize Executian of
an Agreement with the Fort Worth Stocfcyards Preservation �oundation, Inc., to Manage
�he District
RECOi�I1flERlDAT10td:
It is recommended ihat the City Council:
1. Hold a benefit hearing cancerning the praposed special assessments on property lacated in F'ort Warth
Public Impravement District 11 (the Sfockyards PID) far the 20Q9-2010 Fiscal Year;
2. Apprave the attaehed Stockyards PiD budget and five-year service plan for Fiscal Year 2009-2010;
3. Adopt ihe proposed 2009 assessmer�t rall for the StocKyards PID;
4. Adopt the aitached ordinance which levies the proposed assessment far property located in the
Stockyards PID for Fiscal Year 2409-24�0;
5. Adopt th� attached apprapriation ordinance increasing estimat�d r�c�ipts and appropriations by
$55,991.00 in the Special Assessment District Fund (Public Impravement District 11 Fiscal Year 2049-2010
Project account) from available funds;
5. Authorize the transfer of $2,OOQ.00 for administrati�e fiees from the Speciai Assessment District �und
(Public Improvement District 1 � Fiscal Year 2�09-2�10 Project Account} to the Special Trust Fund
c�ntingent upan the adoption of the proposed 2009 assessment roll;
7. Adopt the at�ached appropriation ordinance increasing estimated receipts and appropriatians in tF�e
Special Trust Funci by $2,D00.00 fram available funds; and
8. Authorize the City Manager to execute an Agreement with the Fort Warth Stackyards Preservation
Founclation, Inc., to provide management and improveme�t ser�ices for the Stockyards PID during Fiscal
Y�ar 2�09-2010 for the sum of $11,150.a0.
DISCUSS[�N:
On January 28, 2003, fhe City Cfluncil adopted Resolution No. 2925 establishing Fort Worth Public
Improvement District No. '{ 1{PID 19 ),
http:/lapps.cfwnet.org/council�acket/mc review.asp?ID=12307&councildate=9/8/2009 10l20/2009
M&C Review
Page 2 of 3
The purpose of this benefit i�earing is to receive comments from fhe pUblic regarding the Fiscal Year 20p9-
2010 prapased assessments ko be levied on each prope�#y in PiD 91, to adopt an ordinance levying the
proposeti assessmants and to adopt an appropriation ordinance allocating estimated receipts to the District'
s fund.
On August 25, 2009, (M&C G-16679) th� City Council conducted a public hearing to receive comments on
the proposed Fiscal Year 2009-2010 five-year service plan and budget (attachedj and provid�d notice of
this bene�f hearing,
Based upon the five-year service pian budget ihe current and projected revenues w9[I fur�d the following:
Imarovemenqs
Management Fee
insurance
WebsEte and Oiher Marketing
Public Events
City Administratian
�udge� �xpenses
Estima#ed Operating Reserve
io4al �xpenses
ioial �ucigeted Costis
$11,150.00
$350.00
$31,$34.0�
$15,000.00
$2,000.00
$60,334.00
$17.372.00
�Y�,�os.ao
The toial budgeted costs of the impro�ements and services are $77,706.00. Out ofi the total expenses,
$55,991.00 will be funded by assessments collected on privately owned parceis located in ihe district by
applying a rate of $0.1� cents ta each $100.OD of the value of such �roperty and this will be the estab[is�ed
rate in Fiscal Year 2010. The remainder of the costs, $21,715.00 will be funded by prior year assessments
carried forward to �iscal Year 2009-201 Q.
Based an the appraised �alue of the proper#y and considering the benefits to be received from the
propased improvements, it is the opinion of the City staff that an amaunt equaE to ar more than the
proposed assessments, upan completion of the improvements will enhance each parce! of properiy in
value.
P1D 11 is commonly known as the "Stackyards PID" and is lacated in COUNCIL DISTRICT 2,
�ISCA� I�l�OR1UiA�lOWIC�RiI�1CAe�lOhl:
The Financial Management Services Director certifies that upon appro�al of the abo�e recomrnendaiians
and adoption of the attached appropriation ardinar�ces, funds will be available in ihe Fiscal Year 2009-2010
operaking bucfget, as appropriated, of the Special Assessment District Fund and the Special Trust Fund.
�O �undlAccounfiJCenters
6} 7)) FE72 48� 3Q6 a17587001 afl0 $2,QOO.QO
7}) FE72 511 Q10 017587001 a00 $2,0OO.OD
5)) GS$7 48834�2 0025110030E}fl
5}) GSBi 539120 0025110030a0
Submiffed for Cifv f�anaaer's Ofi"rice bv:
Oriainafinq �epartmen� H�ad:
r4ddifional In�orma�ion Con�act:
$55.991.OD
�55,991 AD
�'ROM �undl�ccountlCenfiers
6]) GS87 539120 4025110a3000 $2,b00.04
8)) G587 539120 OQ2511003000 $11,150.Od
Thomas Higgins {6140}
Jay Chapa (6192}
Sylvia �lores (8550)
http:I/apps.cfwnet.org/council packet/mc review.asp?ID=12307&councildate=9/8/2009 10/20/2Q09
M&C Review
A�TAC F; ii� E Ni5
1?P1D11BENH__E..A �EC 5.doc
�7PID�_'�_BENhiEA REC 7.doc
PID 1� 200�-201 Q_Bene�it. Hearing Ordinance.doc
�'IC}1'!_-�Y1O�ud et.xls
Page 3 af 3
hitp://apps.cfwnet.org/council�acket/mc review.asp?ID=12307&councildate=9/8/2009 10/20/2009