Loading...
Ordinance No. 9,188ORDINANCE NO. 91$$ • AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS, AUTHORIZING AND DIRECTING THE CITY MANAGER TO EXECUTE AND THE CITY CLERK TO ATTEST TO A CONTRACT FOR CONSULTING SERVICES WITH HAWES HILL AND ASSOCIATES, LLP, FOR SERVICES RELATED TO THE CREATION OF REINVESTMENT ZONE NO. I, CITY OF BAYTOWN, TEXAS; AUTHORIZING PAYMENT BY THE CITY OF BAYTOWN IN THE AMOUNT OF SEVENTY THOUSAND AND NO /100 DOLLARS ($70,000.00); MAKING OT14ER PROVISIONS RELATED THERETO; AND PROVIDING FOR THE EFFECTNE DATE THEREOF. ****************************************************** * * * * * * * * * * * * * * * * * * * * * * * * * * * * * ** BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS: Section l: That the City Council of the City of Baytown, Texas, hereby authorizes and directs the City Manager to execute and the City Clerk to attest to a Contract for Consulting Services with Hawes Hill and Associates, LLP, for services related to the creation of Reinvestment Zone No. 1, Baytown, Texas. A copy of said agreement is attached hereto, marked Exhibit "A," and made a part hereof for all intents and purposes. Section 2: That the City Council of the City of Baytown authorizes payment to Hawes Hill and Associates, LLP, in the amount SIXTY -FIVE THOUSAND AND NO /100 DOLLARS ($65,000.00) for consulting services plus FIVE THOUSAND AND NO/100 DOLLARS ($5,000.00) for reimbursable expenses in accordance with the contract. Section 3: That the City Manager is hereby granted general authority to approve a decrease or an increase in costs by TWENTY -FIVE THOUSAND AND NO /100 DOLLARS ($25,000.00) or less, provided that the amount authorized in Section 2 hereof may not be increased by more than twenty-five percent (25 %). Section 4: This ordinance shall take effect immediately from and after its passage by the City Council of the City of Baytown. INTRODUCED, READ and PASSED by the affirmative vote of the City Council of the City of Baytown this the 12 °i day of July, 2001. PETE C. ALFARO, M yor ATTEST: 6_4Y W- MITI f, ,1 Clerk APPROVED AS TO FORM: C��r� • eWNACIO RAMIREZ, S ., ity Attorney c:\kM271 \Council \Ordinance \I -I awes]-) i I (Ordinance CONTRACT FOR CONSULTING SERVICES ® This contract is by and between Hawes Hill & Associates, LLP (the "Consultant ") and The City of Baytown (the "Client ") for services described below. • SCOPE OF SERVICE The Consultant will provide the following services on behalf of the Client with regard to the creation of a reinvestment zone in the City of Baytown: Reinvestment Zone (TIF) Creation Services • Prepare a feasibility analysis that includes a proposed boundary description; a proposed TIF Map, tentative plans for the development within the TIF (Projects); an estimate of the general impact of the proposed TIF on all property taxes to be levied within the proposed zone and city revenues; revenue schedule indicating total appraised values for the proposed TIF; and a preliminary statement certifying that "but for" the creation of the TIF, development and/or redevelopment would not occur; • Assist the Client to identify appropriate public policy issues and prepare cost/benefit analysis; • Assist the Client in addressing land use issues, zoning issues and development issues; • Structure the financing options for inclusion in the Preliminary Financing Plan; • Identify existing and create new charts, graphs, and media /marketing material for inclusion in presentations to taxing jurisdictions, political leaders and government officials, and the Reinvestment Zone Financing Plan; • Present study, recommendations and Preliminary Financing Plan for consideration by City Council. • On behalf of the Client, work with the developer and the developer's consultants to negotiate and prepare a preliminary financing plan acceptable to the Client; • Ensure that all public hearings are held timely and in accordance with the applicable laws, including, but not limited to, Chapter 311, Texas Tax Code and the procedural requirements of other taxing units; • Ensure that all resolutions and ordinances are prepared correctly; Hawes Hill & Associates, LLP PO Box 22167, Houston, Texas 77227 -2167 713.541.0447 / 713.541.9906 (Fax) • Prepare /review presentations for consideration by City Council and other taxing ® units, as necessary; Attend meetings with the Client to assist with the resolution of issues during the approval and hearing process; • Attend City Council meetings, when requested by the City Manager, to brief the council on the specifics of the proposed TIF; • Assist Client to obtain City Council approval of TIF Creation (if recommended); • Prepare and assist Client in evaluating participation agreements with other taxing units; • Assist the Client in the preparation, review and approval of required documents (Articles of Incorporation, By -laws, etc). for the creation of a Development Authority or any other public entity deemed necessary to carry out the public purpose of the Client; • Assist Client with education of its board appointments; • Assist the Client in the development of a Tri -Party Agreement by and between the Authority, TIF and the Client; • Assist the Client in the inclusion of other development projects to further the goals of the Client through the TIF; • Assist the Client and TIF Board in the preparation of a Project Plan and Reinvestment Zone Financing Plan (the "Plan ") for consideration and approval of the TIF Board of Directors and the Client that includes a detailed list describing the estimated project costs of the TIF, including public improvements and services; a statement listing the kind, number and location of all proposed public works, public improvements or services; an economic feasibility study prepared by an independent consultant (provided by the Client) acceptable to the Client; the estimated amount of bonded indebtedness to be incurred; the time when related costs or monetary obligations are to be incurred; and a description of the methods of financing all estimated project costs and the expected sources of revenue to finance or pay project costs, including the percentage of tax increment to be derived from the property taxes of each taxing unit that levies taxes on real property in the TIF; the current total appraised value of taxable real property in the TIF; the estimated captured appraised value of the TIF during each year of its existence; and the duration of the TIF; ' • Assist the Client in the preparation and negotiation of development agreements between the Authority, the Client, the TIF and the developer (as appropriate); Hawes Hill & Associates, LLP PQ Box 22167, Houston, Texas 77227 -2167 713.541.0447 / 713.541.9906 (Fax) 2 • Assist Client to ensure that all procedural requirements related to other taxing units ® are met with regard to the Plan; and • Assist Client with other services as may be necessary, as determined by the Client, for the creation and operation of the tax increment reinvestment zone. FEES & INVOICING Professional Fee for Creation Services Hawes Hill & Associates, LLP agrees to perform the above services for a professional fee in the sum of $65,000. Payment Terms Subject to the contingency expressed hereinbelow, the Client agrees to pay the Consultant in the following manner: Upon the date of the Public Hearing by the City of Baytown 35,000 Upon the date of the Client gives final approval to the TIRZ Project Plan and 30,000 Reinvestment Zone Financing Plan TOTAL $65,000 Reimbursable Expenses Actual expenses include but are not limited to prints and reproductions, graphics, art supplies, postage, deliveries, long distance telephone calls, submittal fees, parking fees, travel and lodging, and public notices. Photocopies will be charged at actual cost per page. Automobile use directly attributable to this project will be charged at the IRS approved reimbursement rate (currently 32.5 cents per mile.) Every effort will be made to coordinate with the Client to use existing resources so as to minimize costs. Travel and lodging expenses related to this project must have prior written approval of the Client. Reimbursable expenses will be invoiced on a monthly basis. The total reimbursable expenses charged to the Client under this Agreement shall not exceed $5,000. Any expenses incurred in excess of this amount shall be borne solely by the Consultant unless otherwise agreed to by the Client. The Consultant shall keep a full and documented accounting of all funds expended with receipts. Contingency of Contract The Client has no funds for the services to be rendered under this Agreement. It is expressly agreed and understood that this Agreement is predicated and conditioned upon the Client receiving funds for the purpose of paying the entire obligation of the Client under this Agreement from funds to be received from both SJM Realty and Parkway Investments/Texas. Notwithstanding anything herein to the contrary, the maximum liability of the Client under this Agreement shall not exceed the amounts, if Hawes Hill & Associates, LLP 3 PO Box 22167, Houston, Texas 77227 -2167 713.541.0447 / 713.541.9906 (Fax) any, actually received from SJM Realty and Parkway Investments/Texas for the services rendered. As such, the Consultant understands and agrees that, in addition to any other termination rights provided for herein, the Client may terminate this Agreement at any time should the funds (i) be expended or (ii) no longer be available by giving the Consultant written notice of the termination. Upon delivery of any notice of termination required herein, the Consultant shall discontinue all services in connection with the performance of the Agreement. Within ten (10) days after receipt of the notice of termination, the Contractor shall submit a final statement showing in detail the services satisfactorily performed and all other appropriate documentation required herein for payment of services. If there are no funds available for payment of the final invoice, the Consultant hereby releases and discharges the Client from any such debt, for the Consultant agrees that the Client will not be responsible for the payment for services if the funds referenced hereinabove are not available to the Client for the payment of the same. TERM OF CONTRACT This Contract Agreement shall become effective upon acceptance and shall continue in force until all work is complete and accepted by the Client or until terminated per terms of this agreement. This contract may be extended and the scope expanded by mutual agreement of both parties. GENERAL TERMS Hawes Hill & Associates, LLP shall conduct itself in a professional manner when representing the Client and shall make every effort to conduct the business affairs of the Client in a timely manner. TERMINATION Any breach of any provision of this Agreement shall constitute an Event of Default for which the Client may, and the Consultant explicitly recognizes the Client's right to, terminate this Agreement by giving written notice to the Consultant. Additionally, it is understood that the Client may terminate this Agreement at any time without cause by giving written notice of such termination to the Consultant. Termination shall take effect immediately on receipt of the written notice by the Consultant. If this Agreement is terminated for any reason or no reason, the Consultant shall refund to the Client a portion of the fees paid, on a prorated basis. All documents, proposals, correspondence, and any other documents pertaining to the project shall be delivered to the Client upon completion or termination of the contract. Hawes Hill & Associates, LLP PO Box 22167, Houston, Texas 77227 -2167 713.541 .0447 / 713.541.9906 (Fax) 4 ADDRESS AND NOTICE Unless otherwise provided in this Agreement, any notice, communication, request, reply or advice (herein severally and collectively for convenience, called "Notice ") herein provided or permitted to be given, made or accepted by any party to the other must be in writing and may be given or served by depositing the same in the United States mail, postpaid and registered or certified and addressed to the party to be notified, with return receipt requested, or by delivering the same to an officer of such party, or by prepaid telegram, when appropriate, addressed to the party to be notified. Notice deposited in the mail in the manner hereinabove described shall be conclusively deemed to be effective, unless otherwise stated in this Agreement, from and after the expiration of three (3) days after it is so deposited. Notice given in any other manner shall be effective only if and when received by the party to be notified. For the purpose of notice, the address of the parties shall, until changed as hereinafter provided, be as follows: If to the Client, to City of Baytown Attn: City Manager P.O. Box 424 Baytown, TX 77522 -0424 Fax: (281) 420 -6586 If to the Consultant, to Hawes Hill & Associates, LLP Attn: Managing Partner 7322 Southwest Freeway Suite 1470 Houston, TX 77074 Fax: 713- 541 -9906 ASSIGNABILITY This Agreement shall bind and benefit the respective parties and their legal successors and shall not be assignable in whole or in part by any party without first obtaining written consent of the other party. NO ADDITIONAL WAIVER IMPLIED The failure of any party hereto to insist, in any one or more instances, upon performance of any of the terms, covenants or conditions of this Agreement, shall not be construed as a waiver or relinquishment of the future performance of any such Hawes Hill & Associates, LLP 5 PO Sox 22167, Houston, Texas 77227 -2167 713.541.0447 / 713.541.9906 (Fax) 1-1 terms, covenants or conditions by any other party hereto, but the obligation of such other party with respect to such future performance shall continue in full force and effect. I1', IQ a] W [if -A I Is] ►1 Except as otherwise provided herein, this Agreement shall be subject to change or modification only with the mutual written consent of the parties hereto. INDEPENDENT CONTRACTOR The relationship of the Consultant to the Client shall be that of an independent contractor. The Client shall have no authority to direct the day -to -day activities of any of the Consultant's personnel decisions, and shall have no other rights to internal working papers or other information or data than the Client would have to any other independent contractor providing specific services. PARTIES IN INTEREST This Agreement shall be for the sole and exclusive benefit of the parties hereto, the Consultant and the Client only, and shall not be construed to confer any rights upon any third party. The Client shall never be subject to any liability in damages to any person or entity claiming through the Consultant for any failure to perform its obligations under this Agreement. CAPTIONS The captions appearing at the first of each section in this Agreement are inserted and included solely for convenience and shall never be considered or given any effect in construing this Agreement or any provision hereof, or in connection with the duties, obligations or liabilities of the respective parties hereto or in ascertaining intent, if any question of intent should arise. SEVERABILITY The provisions of this Agreement are severable, and if any provision or part of this Agreement or its application thereto to any person or circumstance shall ever be held 'by any court of competent jurisdiction to be invalid or unconstitutional for any reason, the remainder of this Agreement and the application of such provisions or part of this Agreement to other persons or circumstances shall not be affected thereby. CONSTRUCTION OF AGREEMENT The parties agree that this Agreement shall not be construed in favor of or against any party on the basis that the party did or did not author this Agreement. Hawes Hill & Associates, LLP PO Box 22167, Houston, Texas 77227 -2167 713.541.0447 / 713.541.9906 (Fax) 6 ACCEPTANCE toWhen executed by both parties, this contract shall evidence the entire agreement, and shall constitute a notice to proceed, unless otherwise designated by the Client in writing. This document is being executed in two (2) counterpart originals, each of which has the full force and effect of an original. Please signify your agreement and acceptance by signing below where indicated and return one copy to Hawes Hill & Associates, LLP. VENUE This contract is made and entered into in Harris County, Texas and venue for all purposes shall be in Harris County, Texas. AUTHORITY The officers executing this Agreement on behalf of the parties hereby represents that such officers have full authority to execute this Agreement and to bind the party he /she represents. AGREEMENT READ The parties acknowledge that they have read, understand and intend to be bound by the terms and conditions of this Agreement. AGREED AND ACCEPTED THIS 12' DAY OF JULY 2001. Qi =d W. SHH Managin 0 artner Hawes Hill & Associates, LLP PO Box 22167 Houston, Texas 77227 -2167 ATTEST: Signature � -. gn /-/,./1 Printed Name I4r'/-ne— r' Title • Monte Mercer, City Manager City of Baytown P.O. Box 424 Baytown, Texas 77522 ATTES Gary . SrTVth, City erk Hawes Hill & Associates, LLP 7 PO Box 22167, Houston, Texas 77227 -2167 713.541.0447 / 713.541.9906 (Fax)