HomeMy WebLinkAboutResolution - 2007-R0339 - Agreement - Schrader & Cline LLC - Services To Assist CBD TIF RZ - 07_26_2007Resolution No.2007 R0339
July 26, 2007
Item No. 5.27
RESOLUTION
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
THAT the Mayor of the City of Lubbock BE and is hereby authorized and
directed to execute for and on behalf of the City of Lubbock an agreement with Schrader
& Cline, LLC to provide professional services to assist the Central Business District Tax
Increment Reinvestment Zone. Said agreement is attached hereto and incorporated in
this Resolution as if fully set forth herein and shall be included in the minutes of the
Council.
Passed by the City Council this 26tb day of July , 2007.
DAVID A. MILLER, MAYOR
ATTEST:
Reber Garza., City Secretary
APP AS TO CONTENT:
Rob Al ss t Cit Manager
Development Services
APPROVED AS TO FORM;
Linda L. Chamales, Senior Attorney
Office Practice Section
Lc: CityAtl/Linda/Res-CBI? Schrader Cline
July 18, 2007
Resolution No. 2007-RO339
CONTRACT FOR SERVICES
This contract ("Contract") is made by and between the City of Lubbock, Texas (hereinafter called
"City"), and Schrader & Cline, a Texas Limited Liability Company, (hereinafter called "Contractor") on this,
the 26th day of July . 2007.
WHEREAS, City desires to retain certain consulting services to assist in the revision of the
current Project Plan and Finance Plan in connection with the Central Business District Tax Increment
Financing Reinvestment Zone (CBD TIF); and
WHEREAS, Contractor desires to perform as an independent contractor to provide certain
consulting services upon terms and conditions contained in this Contract;
NOW THEREFORE, for and in consideration of the mutual promises contained herein, the City
and Contractor agree as follows:
1. Description of Work. The scope of professional services includes but is not limited to
providing certain advice and counsel; coordinating the work of all involved parties to revise the Project
Plan and Finance Plan for the CBD TIF; providing drafts of required documentation; and representing, as
authorized, the City and the CBD TIF Board in connection with said revision activities.
2. Contractor Responsibilities. Contractor agrees to perform the services described in
Exhibit "A" attached hereto and incorporated herein for all purposes, or as may otherwise be agreed to by
City and Contractor in writing.
3. City Responsibilities. City will provide a location as needed in Lubbock, Texas, for work to
be performed, and further will make available to Contractor certain members of City staff as may be
appropriate to facilitate Contractor's rendering of services under this Contract.
City will pay for qualified and properly invoiced services, and for a success fee, as applicable,
as said services and fee are described in Exhibit 'A" " in an aggregate amount not to exceed TWENTY-
SEVEN THOUSAND FIVE HUNDRED and NO1100 DOLLARS ($27,500.00). Additionally, City agrees to
reimburse Contractor, in an aggregate amount not to exceed THREE THOUSAND and NO1100
DOLLARS ($3,000.00) for qualified and properly invoiced incidental out-of-pocket expenses incurred by
Contractor, allowable travel costs, and other expenses of Contractor having been pre -authorized in
writing by City. Delinquent payments will be subject to a percentage penalty as set forth in Exhibit "A."
4. Time for Performance. Contractor and City will mutually agree in writing on the schedule
for performing the services, but the services are expected to be completed prior to 5-OOP.M. on October
25, 2007. This deadline may be extended by mutual consent of the Client and the Contractor by
execution of a letter of agreement to do so.
5. Governing Law. This Contract shall be governed by, subject to, and construed according
to the laws of the State of Texas. Venue for any dispute arising out of or in connection with the Contract
shall be Lubbock County, Texas.
Contractor agrees to comply with all applicable local, state, and federal laws, regulations, and
orders relating to the services, including but not limited to fair and equal opportunity practices and
policies.
6. Entire Agreement. This Contract, including all attachments, exhibits, and amendments, if
any, shall constitute the entire agreement by the parties hereto and supersedes all prior offers,
negotiations, and agreements relating to the same subject matter.
7. Warranties. Contractor warrants that the Services provided hereunder shall be free of
defects and shall be in accordance with the requirements of this Contract.
Schrader & Cline, L.L.C. Page 1 of 3
8. Termination. Either party may terminate this Contract or any part thereof by giving fifteen
(15) days' written notice to the other party. Should termination become necessary, the City agrees to pay
the Contractor for all services and products satisfactorily completed up to and including the date of
termination. All materials prepared by Contractor in connection with this Contract up to the date of
termination shall become the property of City and shall be delivered to City within ten (10) days after the
effective date of termination.
9. Assignment. This Contract shall not be assignable in whole or in part without the prior
written approval of City.
10 Enforcement. In the event that it shall become necessary for either party to enforce this
Contract as a result of a breach by the other party, each party shall have all of the remedies available to it
in law or in equity, including reasonable attorney's fees. The election of any remedy by a party shall not
foreclose the subsequent election or pursuit of any other remedy by that party.
11. Enforceability. If any term or provision of this Contract, or its application to any person or
circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Contract or the
application of the term or provision to persons or circumstances other than those as to which it is held
invalid or unenforceable shall not be affected by the unenforceable or invalid provision, and each
remaining term and provision of this Contract shall be valid and enforced to the fullest extent permitted by
law, as though said unenforceable or invalid provision had not been included.
12. Force Majeure. Neither the City nor Contractor shall be required to perform any term,
condition, or covenant in this Contract so long as such performance is delayed or prevented by force
majeure, which shall mean acts of God, unforeseeable material or labor restrictions by any governmental
authority, civil riot, or floods.
13. Notifications. All notices, approvals, acceptances, and consents required by this Contract
shall be in writing and addressed as follows:
City:
Attn: City Manager
City of Lubbock
1625 13" Street
Lubbock, Texas 79401
806-775-2355
With copy to:
Attn: City Attorney
City of Lubbock
1625 13`h Street
Lubbock,Texas 79401
Contractor.,
Attn: Larry D. Cline
Schrader & Cline, L.L.C.
4800 Broadway Street, Suite A
Addison, Texas 75001
972-661-1973
Executed in duplicate originals by the City and Contractor on the date written above in the City of
Lubbock.
B.
DAVID A. MIL R, MAYOR
ATTEST:
4 zo-_�
Reb cca Garza, City Secretary
Schrader $ Cline, L.L.C. Page 2 of 3
APPROVED AS TO CONTENT:
� J
Rob Ali on, ss t Cit anager,
Development Services
SCHRADER & CLINE, LLC
Larry D. Cfi
Schrader & Cline, L.L.C. Page 3 of 3
Resolution No. 2007—RO339
SCHRADER & CLINE, LLC
June 13, 2007
Mr. Rob Allison
Assistant City Manager
City of Lubbock
P.O. Box 2000
Lubbock, TX 79457
Dear Mr. Allison:
EXHIBIT
Thanks very much for the privilege of again offering the services of Schrader & Cline, LLC to assist the
Central Business District Tax Increment Financing Reinvestment Zone (CBD TIF) and the City in your effort to
revise the current Project Plan and Finance Plan to conform to the recently completed Master Plan for downtown
Lubbock.
Services:
I understand that during this engagement we will:
1. Be responsible to you and, perform under your direction, or from a designated representative;
2. Assist you with advice and counsel;
3. Provide our services, to coordinate work of all involved in developing the program for
revision to the Project Plan and Finance Plan for the Zone (including the activities of any
other consultants retained), provide drafts of required documentation, and perform as an
agent of the City and CBD 17 Board, when authorized, with other taxing jurisdictions for
approval of revisions to the CBD TIF Project Plan and Finance Plan;
4. Have the services of the City Attorney, City Engineer, Financial Advisor, and the availability
of other members of the City staff; and
5_ Perform this work with the objective of completing the revisions by October 25, 200T
Achieving that target, will depend upon all members of the team being actively involved in
the task and performing in a timely manner.
We understand that this engagement is for the services of our firm and will include both George R.
Schrader and myself, commences on June 12, 2007, and will continue until completion of the TIF zone revisions
or cancellation by either party with fifteen (15) days written notice. Should the engagement agreement be
terminated for abandonment of the project or for any other reason, Schrader & Cline, LLC shall be compensated
for work performed at the rates provided for in this agreement.
Compensation:
For the services of bath George and mysel& the CBD TIF will pay us on an hourly basis at the rate of
$225/hour for George R. Schrader, $200/hour for Larry D. Cline and $35/hour for our administrative assistant.
4800 BROADWAY ST. STE A ADDISON, TExAs 75001 TEL: 972-661-1973 V. x: 972-386-8(M
For our services, Schrader & Cline, LLC, agrees to a Not -To -Exceed Fee of $27,500 for Services and
$3,000 for Reimbursements for carrying out this project and performing these tasks. Any additions or reductions
to the approved program and tasks will result in the adjustment of the Not -to -Exceed Fee
We will maintain accurate and complcte records of time spent on this project and will compare our costs with the
Not -to -Exceed Fee. if total billings for all work to be performed are less than the Not -to -Exceed fee, Schrader &
Cline will be paid a success fee of one-half (1/2) of the difference between the total billings and the Not -to -
Exceed Fee. As a reminder, our fees are qualified TIF expenditures.
Other Reimbursements:
In addition to the hourly fee, the CBD TIF will also reimburse:
• Any incidental out-of-pocket expenses: Courier fees, long-distance telephone calls, parking fees,
substantial copying, etc.;
Invoicing:
Travel costs; and
Other expenses will be approved by you prior to their being incurred_
Invoices will be submitted on the first of the month for activity in the previous month, with
payments to be received within 15 days of invoice.
Payment not received within 30 days of date of invoice will be increased by 1.5% per month.
If these terms are in need of further discussion or clarification, please telephone me at 972-661-1973.
Otherwise, please acknowledge your acceptance in the space provided and return a copy to me with an initial
engagement draw of $2,500 to be applied to the fee.
We are complimented by your interest in our services, would welcorne the opportunity of worming with
you and the CBD TIF Board and, we appreciate this opportunity to be considered by you.
Sincerely,
_ . C. I-L"
V
Larry D. Cline
Accepted:
Chair
Central Business District Tax Increment Financing
Reinvestment Zone Board
Date: