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Home My WebLink AboutContract 28293 (2)1 � m�. Nz�� a. o�r City of Fort Worth 1400 Throclanorton Fort Worth, Texas 76102 c.drY s�� r�a� �� . �� Re: Financial Feasibility Study for T� Increrneni �inancing Zones D�ar Mr. Ott, We are pleasad to set faz th proposed terms for the reteniion of Firsi So�athwest Company ("FSC"} by the City of Fort Woz�th (hereinafter referred to as the "City"} to conduct a£easibility study of and develop fi�.ancing al#ernatives for creating and utilizing tax increment fuiancing ("TIF") to �elp aifset some of the City's project related cvsts for the construc�ion of �tate Highway 121T, as outli�ed in this Ietter agreement ("Agre�ment"}. 1. FSC will provide the follawing services: a. Assist in analyzing financial fcasibiliiy of up to three TIF districts; b. Prepare and evaluate scenarios (i.�e, length of TTF, gercent of increment and future bond sa.les) for each TIF district; and c. Assist in #he presentation of financial materi�als to City Staff and City Council. 2. In connectian with FSC's aciivities on the City's behalf, �.e Ci#y will cooperate wi�h FSC and will fiarnish, or cause to be furnished, to FSC all necessary information and data relating to the City and the construction of State Highway 121T which FSC deems apprapriate (such i�nfoxmation and data being herein referred to as the "Information"). The City will provide F�C with reasonable access to its staff, indep�nd�nt accountants and legal counsel to the e�tenfi FSC deems it ap�ropriate. The City represents that all Information coneerni�g the City and construcYion of �tate Highway 121T made available to FSC by the City and its advisors will be camplete and correet in all mat�rial respects and will not contain any untrEte statement of a materia� fact or omit ta stat� a material facf necessary in arder to make ihe statements therein not misleading in the light o� the circumstances t�nder �vhich such statements are made. The City furfiher represents and waxrants that nothing has come to its attention f]aat any proj ections concerning the City or constructian of State Highway 121T were not prepared in gnod faith ox wexe not based upon assumptions which, in ihe light of fhe aiurcumstances under wliich they were made, were reasonable. Tbe City acknowledges and agrees fihat, in rendering its services h�-�:�:��._- �;�*��; 4� using and relying on the Information wi�thout independent verificatic��c,�7�l�y �, �i� that FSC does not a�suma r�sponsibility for the accuracy or compiete�es��*��n . u or any other infor�naiion which it may receive pursuant to this Agreement. Any advice rendered by FSC pursuant to tliis Agreement is so�ely far the benefit of the Ciiy and may not b� reli�d upon in any manner whatsoever by any other person and may not be disclased publicly without the prior written cansent af FSC. FSC agrees ta keep canfidential all material non�public Information provided ta it by the City flr Prime Strategies, Inc., except as required by Iaw or as contemp�ated by the terms o� this Agreement. Natwit�standing anything to the contrary, FSC inay disclose non-public Informatio� to its agents and advisors, who shall also be bound by the terms of this Paragraph 2, whenever FSC deterrnines that such disclosure is neces�ary or advisable to provide the services contemplated hereunder. 3. In consideration for the services provided pursuant to this Agreement, F5C sha11 he entitled ta, and the City agrees to pay or cause to be paid to FSC, a maximum fee of $30,OQ0. The maximum fee shall include all reasonab�e expenses incurred by FSC in providing the services contemplated by this Agreement. The fee shall be payable upan completion of the feasibili#y study and development of financi�g alternatives outlines in thzs Agreement, except as provided in Paragraph 5 herein. 4. 5. This Agreement may be terminat�d by eith�r party upon ihe occurrence ofa materiai breach of this Agreement by the other pariy by giving at least 15 days' written notice af terxnination to the breaching party, provided that F�C will b� entitled to payment i�n fu11 of all fees earned and expense� incurred up to the effecti�e date of th� termination. Terniination of this Agreement shall not affect the provisions of Paragraphs 2 and �4-7, inc�usive, of this Agreement, a11 of which shall remain o�erativ� and in full £orce and effect. 6. To �he extenf permitted by lavv, the City agrees to ind�mnify and hald hartniess FSC, its aff lia#ed entities, direc�ors, officers, employees, legal counsel, agents, advisors and controIling persons agains� any and all losses, claims, damages, judgments, awards, liabilities, costs and expenses, including, without limitation, the ;reasonable costs and expenses, as and when incurred, of investigating, preparing or de�ending any action, �uit, praceeding or investigatian (whether ar not in connection with litigation in which FSC is a party), caused by, based upon ar arising o�i of the services rendered by FSC to the City under this Agreement; provided, hvwever, such indemnity agxeement shall not apply to any portion of any such 1oss, claim, damage, judgment, award,liability, cost or expense t� the e�tent resulting prima�rily and directly from the gross negligence or willful misconduct of FSC. Th.e City also agxees that FSC shall not have any liability (wheih�r direct ox indirect, in eflntract or tort or otherwise} to the City far or in connection with services rendered by F�C to the City hereunder or the engagement of FSC, c;xcept to the extent that any such liability resulted primarily and dir�cfly fram the gross negligance or wi11fu1 inisconduct of FSC. Nothing contained herein shall ever be construed so as to require the City to access, levy or collect anq tax tt� fund this indemnificatian obligation. 2 7. This Agreement shall be gov�rried by and construed iw accordance with the laws of thc State of Texas applicable to agr�ements made and to be fully performed tk�erein. 8. The benei'i� of this Ag�reemez�t shall inure to the resp�ctive st�ccessors and assigns of the parties hereto and of#he indemnified parties hereunder and �ieir successors and assigns and representatives, and the obligations and liabilities assumed in this Agreement by the parties hereto shall be binding upon iheir respective successors and as�igns provided that FSC may not assign its rights or ob�igatians hereunder. 9, For the convenience of the parties hereto, any number of counterparts of this Agre�ment may b� executed by the parties hereto. Each such counterpart shall be, and shall be deemed to he, an original instrument, but all such counterpaz�s taken together shall eanstitu#e ane and the same Agreement. This Agreement may nat be modified or amended e�cept in writing and signed by the parties hereto. �£the foregoing correctly sets forth our Agraernent, please date and execute both copies of this Ictter in the spaces provided below and return one sign�d copy to the undersigned, whereupon this 1�tter sha11 become a binding agreement between the City and FSC effective as of �the date executed by you as indicated beiaw. Very iruly yout�s, FTRST SQUTHWEST COMPANY � % i l,� / _/. •_ ` - - � Confirm�d and Agreed ta this �-� day of [��,uy. , 2�b3 0 CTTY OF F T WORTH, S. By: City �if Fo � , exas U �� A'�'E�� ' ;� r � � �� ru. =� ` �- � _. _ _ ._ .'� , �1�RQ � 7�4 �� L �I�'Y� �r �...._....,.. ,r. , :>fi� ,::�, C': w•� ,��.:tor.npv 3 l.'��) � ..� . Contrac4 uthori.�t��ian O �a�� a�� —_�__.�,� ��. __.._. I � : - .i,.i� I „ � • �� a -�'1 FIRST SOUTH�ST COMPANY Laura B. Alexander Vecr Prerr�e�tt December 23, 2002 Mr. Bryan Beck, P.E. Project Manager, Engineering Depart�xxen� City of Fort Worth 1000 Throckmorton Street Fort Worth, Texas 76102 Dear Bryan: �irst Southvvest Company appreciates the opportunity to assist the City of Fort Worth and Prime 5trategies with their efforts relaied to the SH-121T project. Enclosed please find three identical exec�ated letter agreements between First Southwest and tl�e City. In addition to outlining the scope of s�rvices, the letter agreement reflects that First Southwest has agreed to a m�imurn fee af $30,000 including expenses, as outiined in the ietter agreement. We plan to work an an haurly basis �ursuant to the schedule contained in our current financial advisory contract with the City. Far your racords, such scheduie is as fol�ows: Hnurlv Rates Senior Vice Presid�nt Vice Pxesident Assistant Vice Presid�nt �.ssociate Ad�xainistrative Assistant $ 250.00 Zaa.00 . 150.OQ 125.00 �s.00 If tha letter agreement is satisfactoty �o the City, please return iwo signed copies back ta me at your earliesi convenience. V�e look forward to working with you on the financial feasibility of these TIFs. Thank you again for this opportunity. Sincerely, V�� Laura Alexander Enclosure cc: Boyd London INVESTMENT BANKERS SINCE 194�7 777 Main Street • Suite 1200 •�'ara Worth, Texa.s 7C�102 • 817-332-9710 • 1-$77-999-3?92 • Fux 877-33G-557.x City o, f�ort T�orth� T'exas �� nc;Q ��c�� DATE R�FERE[r[C� NUMBER LOG NAME PAGE 8127102 �� 30BELLAIRE '� of 3 SIJBJECT APPR4VE APPR4PRIATIQN ORDINANCES AND AUTHORIZE EXECUTION OF LOCAL TRARISPORTATION PROJECT ADVANCE FIJNDING AGREEMENT WITH THE TEXAS DEPARTMENT OF TRA,NSP4RTATIDN; AMENDMENT NO. 1 TO CITY SECRETARY CONTRACT NO. 27553 WITH PRIME STRATEG[ES, INC,; AND PROFESSIONA� SERVICES CONTRACTS FOR SH 121T {SOUTHWEST PARKWAY) PRQJECT RECOMMENDATf�N: 1t is recommended that fhe City Council: �. Authorize the City Manager ta execute agreement No. 1 of multiple Local Transportafion Projects Ad�ance �unding Agreements (LPAFA) with the Texas Department af Transportatian (TxDOT} in the amounf af , . $566,864.16, with an 80% reimbursemenf by TxDOT; and 2. Adopt tl�e attached appropriation ordinance increasing estimated receipts and appro}�riafions in the Special Assessme�ts Fund in the amount of ��' �,n7'.�� $1 � 3,372.84 from a�ailable funds to fund ti�e City's match for the L.PAFA agreement No. 1 of the SH �21T (Sou�hwest Parkway) Project; and 3. Approve the transfer of , . 113,372.84 from t�e Speciaf Assessments Fund to �he Grants Fund; and 4�. Adapt the attached appropriation ordinance increasing estimated receipts and appropriations in the Grants Fund in the amaunt of �f55,3��$�66,$64.16; and 5. Au#horize the City Manager ar his design�e to execute a professional services contract wit1� the law firm of Kelly, Hart, and Haflman to assist the City Attorney's Office in addressing issues r�Ea�ing to land acquisitions that are necessary for fhe cvnstruction af 5H 12'iT (Southwest Parkway) project for an amount not ta exceed $30,000.00; and 6. Authorize the Cify Manager to execute an engineering services contracf with Kimley-Horn and Associates, Inc. for an amount not to �xc�ed $�9�89 $25,a00.Q0 for a Traffic impact Study in the SH 121TIBellaire Drive area; and 7. Authorize the City Manager to execute a professional services contract with First Southwes� Company for an amount not to exceed $3p,aoo.aQ far Financial Feasibility Studies in the SH 121TIBellaire Drive area; and � 8. Authorize the City Manager to execute a professional services contracf with James Daniels & Associates, Inc., for an amount not to exceed $3a,00Q.00 �€or appraisaf of parcels referred to as the "Edwards-Geren, Ltd." tracts for acquisition purposes related to the SH 121T (Southwes# Parkway} project; a�d 9, Au�horize the City Manager to execute Amendment No.9 to City 5ecretary Caniract No. 27553 with Prime Strategies, Inc. for an amount not to exceed $45,702.4D to pravide additional design, project management, and public involvement services as related to fhe SH 121TIBellaire Drive area. C`ity o��'o�i T�'o�ih9 T"exas �� A�� C1� ��1#�� , DATE REFERENCE NUMF3�R l...OG NAM� PAGE 8127102 Ca1 g2�2 30BELLAIRE 2 0� 3 SUBJECT APPROVE APPROPRIATION ORDINANCES AND AUTHORIZE EXECUTION 4F LOCAL TRANSPORTATION PROJECT ADUANCE FIJNDING AGREEMENT WITH THE TEXAS DEPARTMENT OF TRANSPORTATION; AMENDMENT NO. 1 TO CITY SECRETARY CONTRACT NO. 27553 WITH PR�ME STRATEGIES, INC.; AND PR�FESSIDNAL SERVICES CONTRACTS FOR SH 12�T (S�IJTHWEST PARKWAY} PROJECT . D1SCU5S14N: On March �, 20a2 (M&C C-1898fi), the City Council authorized the City Manager to enter into a contract with Prime Strategies, Inc. to finalize a cost participation agreement between the City of Fort Worth, the North Texas Tollway Authority, and TxD�T relating to right-of-way acquisition, design, project enhancements, and ufiiity relacations for SH 121T. The scope of this work has been expanded ta provide additional detailed ana[ysis of fhe SH 12�TIBellaire Drive area to ascer�ain specific ef�ects the proposed tollway will have on traffic mobiliiy and cosf implicatians of rigl�t-of-way acquisition, as the City Co�nc�l considers selection af the "Locally Preferred Afternati�e". These proposed ser�ice agreemenfs, in combinafion with the Amendment No. 2 to City Secretary Contract No. 27553 with Prime Sfirategies, Inc. will provide the required information to the City Cauncil related to this issue. Amendment Na. 2 to City Secretary Contract No. 27553 will be presented to the City Council for consideration in M&C C-19213. Afl of these agreements are haurly cantracts, naf to exceed the cantract amounts recommended abo�e. This is the first of multiple LPAF'A agreements with TxDQT far the SH 121T (Southwest Parkwayj project to utilize the NTCOG grant for 80% reimbursement of expenses incurred by the City as identified in M&C C-19214. �UNDING SOURCE: On Fabruary 14, 1995 (M&C G-10979}, th� Ciiy Cauncil approved policies and alternative uses for the Speciaf Assessments Fund (GS94). in tY�is policy, one of the alternative uses includ�s funding City participation in CitylStatelFederal prQj�cts, and SH121T meets this requirement. By using a portion of the balance of these funds, the principal requiremen� of this policy is m�t by re#aining at least a$3 milfion cash reserve in fhe Special Assessments Fund. Pursuant to Chapter VI, 5ection 3 of the City Charter, it is necessary for the City Council to adopt a r�solution authorizing the f�iring of the faw #irm of Kelly, Hari, and Hallman and prescribing tf�e compensation to be paid. The attached resolution confirms the engag�ment of fhe Eaw firm of Kelly, Hart, and Haflman and autharizes the City Manager or his designee fo execute a professiar�al services contract with the law firm of Kelly, Hart, and Hallman for services nat to exceed $3�,000, wifhout further Cifiy Council appro�al. MIWBE � James Dar�iels and Associates, Inc. is a certified MIWBE firm, wF�ich results in an overall MIWBE participation of 19% fior the professior�al ser�ices contracts listed above. This project is located in COUNC[L DISTRICTS 3, 6, and 9. �ity of `�'ort �orth9 Texars �� L1�� 1��`�� i��1��A�'1�i1 DATE REFER�NC� NIJMS�Ft LOG NAME PAGE 8127102 �_1921� 3QBELLAIRE 3 of 3 ��S��c� APPROVE APPROPRIATION ORDINANCES AND AUTHQRIZE FJCECUTI4N QF LOCAL TRANSPORTATION PROJECT ADVANCE FUNDING AGREEMENT WITH THE� TEXAS DEPARTMENT OF TRANSP�RTATI�N; AMENDMENT NO. 1 TO CITY SECRETARY CONTRACT NO. 27553 WITH PRIME STRATEGIES, INC.; AND PROFES510NAL SERVECES CONTRACTS F�R SH 121T {SOUTHWEST PARKWAY) PROJECT F'ISCAL IN�ORMATIONICERTIFICATION: The Finance Direcfar certifies that upon a�option of the at�ached appropriation ordinance and campketion of the abave recommendations, funds wili be available in the current cap�tal budget, as appropriated, of the Grants Fund. 1� [s1�;1 5ubmitted far City Manager's �ftice by: Marc Ott Originating Department T-Te�d 17ougl�s Rademaker Addition�l Liformation Contgct: $47G F[TIVD (to) 2} GS94 2) GS94 3) GR76 4) GR76 4) GR76 4) GR76 (frant) 3) GS94 5) GR76 6) GR76 7) GR76 8) CCR76 9) GRifi � ACCOUNT I CENT'ER I AMOUiVT 488032 02D940099454 $113,072.&3 538070 02094D09905D $113,072.83 472094 02Q3028D84Q0 $113,072.$3 472094 020302808000 $113,072.83 531200 D20302808Q1Q $565,364.16 451942 0203028Q80Q0 $452,291.33 53807p 531200 531200 531200 �312Q0 531200 CI'I'I' SECItE'I'ARY GlS7 Douglas Rademaker G157 02094�099Q50 Q2030280801Q 02030280801D 0203028p8D1Q 0203028DSQ10 0203028080'10 $113,072.83 $ 30,000.00 $ 23,500.00 $ 3D,OOO.OQ $ 30,000.00 $ 45,702.4a APPROVED AS AM�NDBD ON 08/27/02 �RD.#1521G, & 15217 RESOLUTION NO. 2564