HomeMy WebLinkAbout05.D- City Manager 5.D
RESOLUTION (ID # 4539) DOC ID: 4539
CITY OF SAN BERNARDINO — REQUEST FOR COUNCIL ACTION
Agreement/Contract Amendment
From: Mark Scott M/CC Meeting Date: 07/18/2016
Prepared by: Tanya Romo, (909) 384-
5122
Dept: City Manager Ward(s): N/A
Subject:
Resolution of the Mayor and Common Council of the City of San Bernardino Authorizing
the Execution of a Seventh Amendment to the Consultant Services Agreement Between
Urban Futures Inc. and the City of San Bernardino. (#4539)
Current Business Registration Certificate: Yes
Financial Impact:
Account Numbers: 001-090-0053-5502; 001-400-0025-5502; 001-400-0088-5505
Total Amount Not to Exceed: $350,000
Motion: Adopt the Resolution.
Synopsis of Previous Council Action:
June 4, 2012 - Resolution 2012-95 was approved authorizing an agreement for
$150,000.00 with Urban Futures LLC and the City of San Bernardino for Finance
Restructuring and Fiscal Services Analysis Services.
October 1, 2012 - Resolution 2012-241 was approved authorizing execution of an
amendment#1 for$115,200.00 with Urban Futures LLC and the City of San Bernardino
for an interim Public Works Director.
October 1, 2012 - Resolution 2012-242 was approved authorizing execution of an
amendment#2 for $214,000.00 with Urban Futures LLC and the City of San Bernardino
for Finance Restructuring and Fiscal Analysis Services.
April 1, 2013 - Resolution 2013-62 was approved authorizing execution of an
amendment#3 for$100,000.00 with Urban Futures LLC and the City of San Bernardino
for Finance Restructuring and Fiscal Analysis Services.
August 5, 2013 - Resolution 2614 was approved authorizing execution of an
amendment #4 for $600,000.00 with Urban Futures LLC and the City of San Bernardino
for Finance Restructuring and Fiscal Analysis Services.
August 18, 2014 - Resolution 3332 was approved authorizing execution of an
amendment#5 for $602,000.00 with Urban Futures LLC and the City of San Bernardino
for Finance Restructuring and Fiscal Services Analysis Services.
April 20, 2015 - Resolution 2015-74 was approved authorizing an amendment #6 for
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$375,000.00 with Urban Futures LLC and the City of San Bernardino for Finance
Restructuring and Fiscal Analysis Services.
RECOMMENDATION
It is recommended that by motion action the Mayor and Common Council authorize an
amendment to the agreement with Urban Futures, Inc. to continue to assist the City
throughout the Chapter 9 bankruptcy process.
SUMMARY
Urban Futures has performed admirably in supporting the City in the Chapter 9 process.
The workload has been immense. U r b a n Futures prepared t h e
City ' s financial support for the City ' s Pre-Pendency and
Pendency Plans for the City's Term Sheet in October of 2013 and Disclosure Statement
in May of 2016, as well as providing support, including expert testimony, through the
bankruptcy process. We want to continue with urgency the Chapter 9 process so that
we can close out any final negotiations with our creditors and, if necessary, amend the
City's 20-year financial model before the October 14, 2016 confirmation hearing.
BACKGROUND
Since June 4, 2012, the resources and expertise of Urban Futures have been invaluable
to the fiscal analysis and Chapter 9 process. Quite frankly, we could not have been
found eligible for Chapter 9 protection without Urban Futures' help. The workload has
been enormous. Urban Futures has dedicated their best resources to the engagement,
providing exceptional experience in accounting, municipal finance and municipal
operations. Urban Futures has provided the Chapter 9 support and technical financial
assistance for the engagement. Key elements have included the support to
negotiations with creditors, financial modeling and reporting, and the development of
responses to discovery requests during litigation. The financial models they produced
are a foundation for our restructuring plan and the financial reports they provided have
been a key element in communicating our financial condition. The team has allowed
staff to continue to run the daily business of the City while moving forward with the
Chapter 9 processes. The support of Urban Futures has been critical to the City's ability
to be responsive and flexible to the timelines and requests made by creditors as well as
the bankruptcy court throughout the chapter 9 process.
The City recently provided the court an updated disclosure statement and plan of
adjustment which followed continued creditor discovery, creditor negotiations, financial
planning and the plan confirmation process. Ahead of us is the plan confirmation
process, which will require continued use of services by Urban Futures.
As a result, I am recommending that an amendment be authorized for their contract.
FINANCIAL SUMMARY
Staff proposes to move forward under the current hourly rates for Urban Futures with an
amount not to exceed $150,000. Based on the anticipated workload through the plan
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confirmation process, the 2016-17 budget, as approved through the budget
appropriation of the Mayor and Common Council, for the Chapter 9 process has
sufficient resources to fund the additional services needed for the balance of the Fiscal
Year
City Attorney Review:
Supporting Documents:
Reso UFI 7th Amendment 7-18-16 (DOCX)
Agrmt 4539 (PDF)
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5.D.a
RESOLUTION NO.
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2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AUTHORIZING THE EXECUTION OF A SEVENTH
3 AMENDMENT TO THE CONSULTANT SERVICES AGREEMENT BETWEEN
URBAN FUTURES INC AND THE CITY OF SAN BERNARDINO. _
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5 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE _
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6 CITY OF SAN BERNARDINO AS FOLLOWS: E
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7 SECTION 1. The City Manager of the City of San Bernardino is hereby authorized and E
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8 directed to execute on behalf of said City a Seventh Amendment to Consultant Services
9 Agreement between Urban Futures Incorporated (UFI) and the City of San Bernardino 0
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regarding Restructuring and Fiscal Analysis Services. 5
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12 SECTION 2. The Finance Department is hereby authorized to issue an amended
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13 Purchase Order to Urban Futures Incorporated for consultant services for a total amount not to
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14 exceed $150,000.00. "
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15 SECTION 3. The authorization granted hereunder shall expire and be void and of no
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further effect if the Agreement is not executed by both parties and returned to the Office of the
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18 City Clerk within sixty(60) days following the effective date of this Resolution.
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I RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
2 SAN BERNARDINO AUTHORIZING THE EXECUTION OF A SEVENTH
AMENDMENT TO THE CONSULTANT SERVICES AGREEMENT BETWEEN
3 URBAN FUTURES INC AND THE CITY OF SAN BERNARDINO.
4 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor o
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5 and Common Council of the City of San Bernardino at a meeting
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6 thereof,held on the day of , 2016,by the following vote, to wit:
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8 Council Members: AYES NAYS ABSTAIN ABSENT
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9 MARQUEZ
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Georgeann Hanna, City Clerk
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20 The foregoing Resolution is hereby approved this day of ) 2016.
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1 23 R. Carey Davis, Mayor r
City of San Bernardino
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Approved as to form: w
25 Gary D. Saenz, City Attorney Q
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27 By:
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5,D.b
I SEVENTH AMENDMENT TO CONSULTANT SERVICES AGREEMENT BETWEEN
2 THE CITY OF SAN BERNARDINO AND URBAN FUTURES,INC.REGARDING
3 RESTRUCTURING AND FISCAL ANALYSIS SERVICES
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5 THIS SEVENTH AMENDMENT is made and entered into as of July 18, 2016, by and
6 between the CITY OF SAN BERNARDINO, a charter city ("CITY") and URBAN FUTURES, o
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7 INC. ("CONSULTANT") as to assisting the City through the Bankruptcy process. In
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8 consideration of the mutual covenants and conditions set forth herein,the parties agree as follows: _
9 1. This Amendment is made with respect to the following facts and purposes: a
10 a. On June 4, 2012 CITY and CONSULTANT entered into a certain agreement w
11 entitled "CONSULTANT SERVICES AGREEMENT" in the amount of o
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12 $150,000 for consultant services, $86,000 of said$150,000 was specifically for 6
13 restructuring and fiscal analysis services and $64,000 of said $150,000 was
14 specifically for Interim Public Works Director services. U.
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15 b. On October 1, 2012 the CITY and CONSULTANT entered into the First
16 Amendment to Consultant Services Agreement Regarding Interim Public M
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17 Works Director Services which increased the amount for those services only by
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18 $115,200.
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19 c. On October 1, 2012 the CITY and CONSULTANT entered into the Second a
20 Amendment to Consultant Services Agreement Regarding Restructuring and a
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21 Fiscal Analysis Services which increased the amount for those services only by
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22 $214,000. a
23 d. On April 1,2013 the City and Consultant entered into the Third Amendment to
24 Consultant Services Agreement Regarding Restructuring and Fiscal Analysis
25 Services which increased the amount for these services by$100,000.00.
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I e. August 5, 2013 - Resolution 2614 was approved authorizing execution of an
2 amendment #4 for $600,000.00 with Urban Futures LLC and the City of San
3 Bernardino for Finance Restructuring and Fiscal Analysis Services.
4 f. August 18, 2014 - Resolution 3332 was approved authorizing execution of an
5 amendment #5 for $602,000.00 with Urban Futures LLC and the City of San
6 Bernardino for Finance Restructuring and Fiscal Analysis Services. o
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7 g. April 20,2015—Resolution 2015-74 was approved authorizing execution of an
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8 amendment #6 for $375,000 with Urban Futures LLC and the City of San
9 Bernardino for Finance Restructuring and Fiscal Analysis Services.
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10 h. The parties now desire to increase the payment for Restructuring and Fiscal
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11 Analysis Services in the amount of$150,000. o
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13 2. Section 2. Compensation of the Agreement is hereby amended to increase the
14 total amount by a sum not to exceed $150,000 (One Hundred Fifty Thousand z
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15 Dollars and no cents)for restructuring and fiscal analysis services.
16 3. Except for the changes specifically set forth herein, all other terms and conditions of a;
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17 the Agreement shall remain in full force and effect.
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5.D.
I SEVENTH AMENDMENT TO CONSULTANT SERVICES AGREEMENT BETWEEN
2 THE CITY OF SAN BERNARDINO AND URBAN FUTURES,INC. REGARDING
3 RESTRUCTURING AND FISCAL ANALYSIS SERVICES
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5 IN WITNESS THEREOF, the parties hereto have caused this Amendment to be executed
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6 by and through their respective authorized officers, as of the date first above written. o
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CITY OF SAN BERNARDINO, CONSULTANT E
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Mark Scott, City Manager Michael Busch, President N
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12 APPROVED AS TO FORM: Li
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13 Gary D. Saenz, City Attorney
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