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HomeMy WebLinkAboutCity Council Resolution 2008-133CITY OF PLYMOUTH RESOLUTION NO. 2008-133 A RESOLUTION APPROVING A CONTRACT AND DIRECTING THE MAYOR AND CITY MANAGER TO ENTER INTO AN AGREEMENT FOR FINANCIAL ADVISORY SERVICES WITH EHLERS AND ASSOCIATES, INC. WHEREAS, the City of Plymouth utilizes financial advisory services for the purpose of consulting and advising services for such items as debt issuance, tax increment financing and financial planning; and WHEREAS, the City Council has directed staff to periodically review the financial advisor designation to ensure the services received and costs incurred are most advantageous to the City of Plymouth; and WHEREAS, following a Request for Proposal process, the City Council selected Ehlers and Associates, Inc., to enter into an agreement for financial advisor services. NOW THEREFORE BE IT HEREBY RESOLVED BY CITY OF PLYMOUTH, MINNESOTA CITY COUNCIL, to approve the contract for Financial Advisory Services, and to direct the Mayor and City Manager to enter into an agreement with Ehlers and Associates, Inc. CONTRACT FOR FINANCIAL ADVISORY SERVICES WITH EHLERS & ASSOCIATES, INC. THIS CONTRACT for Financial Services is entered into between the City of Plymouth, Minnesota, (hereinafter referred to as the "City") and Ehlers & Associates, Inc., 3060 Centre Pointe Drive, Roseville, MN 55113 (hereinafter referred to as the "Financial Advisor"). WHEREAS, the Financial Advisor is in the business of providing financial consulting and advisory services to governmental entities and submitted a Proposal to Serve as Financial Advisor in response to the City's request for Proposals for financial advisory services; and WHEREAS, the City desires to engage the Financial Advisor to serve the City to render certain technical and professional assistance for a three year period from April 26, 2008 through April 30, 2011. NOW THEREFORE, in consideration of the mutual promises and covenants contained in this contract the City and the Financial Advisor agree as follows: I. SCOPE OF SERVICES 1.01 Contract Work. The City agrees to engage the Financial Advisor and the Financial Advisor agrees to perform in satisfactory and proper manner, as determined by the City, the services specified in Exhibit A which is attached to and made a part of this contract. This contract shall not preclude the City and the Consultant from entering into a separate written contract relative to a specific financial issues or project. II. COMPENSATION 2.01 The City agrees to pay the Financial Advisor for financial services set forth in Exhibit A. The Financial Advisor shall be paid at regular hourly rates. Hourly rates may be adjusted by mutual consent in following years. Personnel 2008 Financial Advisor $185/hour Financial Analyst $155/hour Project Management $150/hour Clerical Support N/C 2.02 The Financial Advisor shall be reimbursed for all messenger and overnight services. 2.03 Tax increment district fees are based on the complexity of the project or the time frame allowed. Following is the tax increment district flat fee stricture: Type of Service Range of Fees Economic Development $8,000 — $10,000 Small Redevelopment District (5 parcels and under) $10,000 — $15,500 Large Development (over 5 parcels) $13,000 — $19,000 Housing District $8,000 — $10,000 2.04 In connection with bond financings and for each issue or series of obligations, the fee, due and payable only upon the award of the sale of the obligations, is as follows, based on negotiated costs and not to exceed: Issue Size Fee First $500,000 $17.85/$1,000 Next $500,000 $8.90/$1,000 Next $1,000,000 $4.45/$1,000 Next $1,000,000 $2.30/$1,000 Excess of $3,000,000 $1.15/$1,000 These fees cover all of the services for the bond issuance process. Fees for larger bond issues (over $20,000,000) are negotiated on a project -by -project basis. The City shall be responsible for the following expenses: bond printing (if not global book entry), rating fees, legal services, publication of notices (if any), and fees for information required for official statement. These expenses are tied to the bond issue, not to the Financial Advisor. Pure revenue bonds are at 125% of the above scale if the project requires additional involvement from the Financial Advisor for technical support for revenue calculations. Advance refunding issues require an additional $2,000 for added technical support per issue. The Financial Advisor will provide written estimates of costs for individual assignments. III. METHOD OF PAYMENT 3.01 The Financial Advisor shall record all time spent on all matters covered by the contract 3.02 For services provided on an hourly fee basis the Financial Advisor shall submit to the City a monthly written invoice containing a detailed list of project labor and hours showing the tasks described in the contract amendment undertaken by the Financial Advisor during the billing period including hours, rates, title and amounts. Each invoice also shall include a detailed list of reimbursable expenses incurred during the billing period. Subject to verification and acceptance of each invoice, the City shall pay the Financial Advisor the invoiced amount. 3.03 The Financial Advisor will be responsible for providing all benefits to its partners, associates, employees and staff such as worker's compensation insurance, unemployment benefits, sick leave, malpractice insurance, severance benefits, vacation leave, office space, expenses of maintaining a law library and general expenses involved in running an office. IV. CONTRACT TERM 4.01 Period of Performance. The Services of the Financial Advisor is for a three year period from April 26, 2008 through April 30, 2011. 4.02 Termination of Contract. The City and the Financial Advisor both shall have the right to terminate this contract at any time and for any reason by submitting written notice of termination to the other party at least thirty (30) calendar days prior to the specified effective date of the termination. In addition, the City shall have the right to terminate this contract on ten (10) calendar days' communicated written notice if the Financial Advisor's performance is not timely or is substantially unsatisfactory or if the Financial Advisor has violated any of the terms, conditions, or agreements contained in this contract. In either event, on the termination of this contract, all finished and unfinished documents and work papers prepared by the Financial Advisor pursuant to this contract shall become the property of the City and the Financial Advisor will be paid for services satisfactorily performed up to the date of the contract termination. Notwithstanding the above, the Financial Advisor shall not be relieved of liability to the City for damages sustained by the City by virtue of any breach of the contract by the Financial Advisor. The City may withhold any payment to the Financial Advisor for the purposes set forth until such time as the exact amount of damages due the City from the Financial Advisor is determined. V. CONTRACT PERFORMANCE AND MODIFICATION 5.01 Assignment. The Financial Advisor shall perform with its own organization the total work provided for under this contract and shall not assign, subcontract, sublet, or transfer any of the contract work provided for under this contract without receiving the express written consent of the City Manager. 5.02 Amendments. The terms of this contract may be changed or modified by mutual agreement of the City and the Financial Advisor. Such amendments, changes, or modifications shall be effective only on the execution of written amendment(s) signed by the City and the Financial Advisor. VI. WORK PRODUCTS AND AUDITS 6.01 Work Products. All reports, data, materials, information and other work products ("City information") prepared and developed in connection with the provision of services contemplated in this contract shall become the property of the City. The Financial Advisor may, without prior written approval of the City, disclose City information to third parties only in connection with the performance of its duties under this contract. 6.02 Audits and Inspections. The Financial Advisor agrees to keep and maintain the performance of this contract and for a period of three (3) years following the completion, termination or expiration of this contract: all records and files relating to the final financial aspects of this contract including payrolls, time records, invoices, receipts and vouchers; and all records and files relating to the services performed under this contract. The Financial Advisor further agrees to allow the City or designated federal or state personnel to enter on the Financial Advisor's premises after prior notification and to inspect, copy and audit the above records and files. VII. MISCELLANEOUS PROVISIONS 7.01 City's Authorized Agent. The City's authorized agent for purposes of administration of this contract is the Administrative Services Director. 7.02 Financial Advisor's Authorized Agent. The Financial Advisor's authorized agent for purposes of administration of this contract is Mark Ruff. All financial work shall be performed by or under the supervision of Mark Ruff. 7. 03 Conflict of Interest. The Financial Advisor certifies that to the best of its knowledge, no City employee or employee or officer of any agency interested in this contract has any pecuniary interest in the business of the Financial Advisor or with this contract and that no person associated with the Financial Advisor has any interest that would conflict in any manner or degree with the performance of this contract. 7.04 Minnesota Government Data Practices Act. Financial Advisor must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to (1) all data provided by the City pursuant to this Agreement, and (2) all data, created, collected, received, stored, used, maintained, or disseminated by the Financial Advisor pursuant to this Agreement. Financial Advisor is subject to all the provisions of the Minnesota Government Data Practices Act, including but not limited to the civil remedies of Minnesota Statutes Section 13.08, as if it were a government entity. In the event Financial Advisor receives a request to release data, Financial Advisor must immediately notify City. City will give Financial Advisor instructions concerning the release of the data to the requesting party before the data is released. Financial Advisor agrees to defend, indemnify, and hold City, its officials, officers, agents, employees, and volunteers harmless from any claims resulting from Financial Advisor' officers', agents', City's, partners', employees', volunteers', assignees' or subcontractors' unlawfi l disclosure and/or use of protected data. The terms of this paragraph shall survive the cancellation or termination of this Agreement. IN WITNESS WHEREOF, the City and the Financial Advisor have caused this contract to be executed by their duly authorized representatives as of the day and year first above written. CITY OF PLYMOUTH LOW Kelli Slavik, Mayor 3400 Plymouth Blvd Plymouth, MN 55447 Date: EHLERS & ASSOCIATES, INC. OR Date: Mark Ruff 3060 Centre Pointe Drive Roseville, MN 55113 WITNESSES: WITNESSES: Laurie Ahrens, City Manager 3400 Plymouth Blvd Plymouth, MN 55447 Date: WITNESSES: EXHIBIT A 1. Economic Development, Financial Analysis, Program Development and Management and Financial Reporting for the City of Plymouth and its HRA. A. Assist in economic development and housing financing through: 1) Assist in analyzing developer's project pro forma representations and evaluate the need for public participation; 2) Identifying both private and public financing options for project; 3) Identifying and analyzing risks in public sector participation; and 4) Assist in negotiating reasonable rates of return for private and public participants. B. Assist in the implementation and management of new and existing tax increment financing district(s): 1) Assist in developing policies for the use of TIF; 2) Assist in developing management controls on the monitoring of TIF districts; 3) Assist in analyzing the financial components to determine the type of TIF district for a given project and the associates financial considerations for the City to include: • Fiscal disparities • Local contributions • Pay-as-you-go (PAYG) debt • Taxable or tax exempt debt • Administrative expense reimbursement 4) Assist in document preparation and the process of district establishment; and 5) Assist in meeting compliance requirements. C. Assist in identifying and developing alternative financial resources. D. Assist in development agreement negotiations and implementation of redevelopment plans: 1) Assist in evaluating and negotiating financial, security, timing and default provisions; and 2) Assist in integrating development agreement into overall plan and documents. E. Provide other financial services as required. 2. Bond Issuance Development Oversight A. Planning and Development: 1) Analyze alternatives for stricturing the proposed financing and establishing the terms of the sale to strengthen marketability; 2) Recommend the best method of sale, competitive or negotiated, considering current economic and market conditions and the character of the financing; 3) Consult with rating agencies on the proposed financing and assist the City in obtaining the most favorable rating possible; 4) Coordinate the work and act as liaison with bond counsel and other professionals; and 5) Assist with the development of a request for proposal for underwriting services where appropriate. B. Marketing: 1) Advise on the appropriate terms and conditions of the bond sale; 2) Advise on the timing of the bond sale; 3) Assist in preparing the City's Official Statements and coordinating review with the City and Bond Counsel; 4) Advise the City on full disclosure requirements and conformance to suggested guidelines; 5) Assist in publicizing the bond sale to develop regional public and institutional interest; and 6) Advise on the most appropriate formats for bidding. C. Bond Sale: 1) For competitive and negotiated sales, the Financial Advisor will: • Assist in the evaluation of proposals for selection of an underwriter; • Participate in negotiation of the stricture and terms of sale of the issue; • Assist the City in conducting the sale, taking bids and tabulating results; • Prepare market analysis and assist the City in negotiation of the pricing of the issue; • Evaluate the flow of orders and determine financial pricing and terms of the sale; • Make recommendations on the result of the pricing and final issue stricture and execution of the bond purchase agreement; and • Evaluate underwriter performance. D. Bond Closing: 1) Coordinating the compilation of transcript material; 2) Verifying all bond pricing and overseeing registration procedures; and 3) Soliciting the bids for investment of fiends, if necessary. 3. Upon request, attendance at City and HRA regular meetings, special meetings, executive and work sessions.