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Home My WebLink AboutC2018-416 - 8/28/2018 - Approved 607 Qz% ..— Amendment City of Corpus Christi Purchasing Department Service Agreement for Management of American Bank Center Amendment No.1 Date: August 6, 2018 Service Agreement Current Value: $16,557,717.15 The CITY OF CORPUS CHRISTI, TEXAS, hereinafter referred to as the City, and SMG, hereinafter referred to as the Contractor, do hereby make and enter into this Amendment which, together with the Service Agreement for Management of American Bank Center and all other duly executed Amendments, constitutes the entire agreement under the above-referenced Service Agreement between the City and the Contractor. Section 7 of the service agreement is hereby amended as follows: "7. Base Compensation and Payment. A total estimated value of $16,807,717.15 has been established as the total contract value over the base term of the contract excluding capital contributions to be determined. This valpe is broken out by type of compensation and outlined in Attachment B. As base compensation to Contractor for providing the services hereunder, City shall pay Contractor during the Management Term an annual fixed fee in accordance with Fee Schedule attached hereto as Attachment B. Such fee shall be payable in equal monthly installments due on or before the last day of each month during such Fiscal Year." Attachment B for the service agreement is hereby replaced with the attached Amendment No. 1 Attachment B. Section 14 of the service agreement is hereby amended as follows: "14. Financial Statements. (A) At the City's request, Contractor shall provide the City with the opportunity to review certain financial statements of Contractor. In connection with such financial statement review, Contractor shall represent and warrant to the City that (i) such Financial Statements were prepared in accordance with generally accepted accounting principles consistently applied and are true and correct in all material respects and present fairly the Contractor's financial position as of the date thereof; and that (ii) to the best of Contractor's knowledge there has been no material adverse change in Contractor's financial position from that reflected in the Financial Statements. (B) As soon as practicable at the close of each Fiscal Year, but not later than 90 calendar days after the end of the Fiscal Year, the Contractor shall furnish to the City a balance sheet and a Schedule of Revenues, Expenditures and 62018-416 d Balance, prepared in accordance with generally accepted 8/28/18 iples and accompanied by an auditor's report containing an M2018-144 SMG SCANNED opinion of the independent certified public accountant preparing the report, which shall be a firm selected by the City, paid directly by the Contractor. (C) City shall have the right during each calendar year or fiscal year to authorize an audit of Contractor's records pertaining to its revenues and expenditures of funds allocated under this agreement. Such audits shall be undertaken by City's staff or a firm of Certified Public Accountants satisfactory to City. The cost of such audit shall be paid by City." The Contractor and the City agree to and shall abide by all terms and conditions of the original Service Agreement and any Amendments to that Agreement, to the extent they are not in conflict with the terms of this Amendment. :)/(1/1 , Ci,v,;‘, 2_ 66TIA, 8. lea Date Kim Baker Date Assistant Director of Financial Services City of Corpus Christi APPROVED AS AST�O LEGAL FORM (, �j ' Aimee Alcorn-Reed 2018.08.09 13:54:43-05'00' Assistant City Attorney Date ATTEST: RE ECCA HUERTA CITY SECRETARY AU I NUKicL, IY COUNCIL ZS S FM CTA it Amendment No. 1 Attachment B-Schedule of Pricing Fee Schedule fa CITY OF CORPUS CHRISTI Pricing Farm � PURCHASING DIVISION RPP No.1222 American Bank Center Complex Management Services PAGE 1 OF 2 DATE: 811120'1 SMG '� PROPOSER A IZED SIG Tit► NATURE 1. Refer to"instructions to Proposers"and Contract Terms and Conal tions before completing proposal. 2. Provide your best price for each Rem. 3. In submitting this proposal,Proposer cedillas that: a. the prices in this proposal have been arrived at independently,without consultation,communication,or agreement with any other Proposer or competitor.for the purpose of restricting competition with regard to prices; b. Proposer is on Equal Opportunity Employer:and the Disclosure of Interest information on He with City's purchasing office.pursuant to the Code of Ordinances,is current and true. c. Proposer has incorporated any changes issue through Addenda to the RFP in this pricing. _ - ITEM I DESCRIPTION TOTAL PRICE 1.0 IAnnual Fee to Manage the American Bank Center Complex Year 1(February 1,2018-September 30, S83,333.33 12018) 2.0 Annual Fee to Manage the American Bank Center Complex Year 2(October 1,2018-September 30, S115,000.00 2019) 3.0 IAnnual Fee to Manage the American Bank Center fd6.900A0 Complex Year 3(October 1,2019-September 30. 2020) a Doge 5 or 6 [ITEM DESCRIPTION _ TOTAL PRICE 4.0 Annual Fee to Manage the American Bank Center Complex Year 4(October 1,2020-September 30, S98,831100 2021) 5.0 Annual Fee to Manage the American Bank Center Complex Year 5(October 1,2021-September 30, $100,81476 2022) 6.0 Annual Fee to Manage the American Bank Center Complex Year 6(October 1,2022-September 30, S101431,06 2023) TOTAL BASE YEARS _- $557,11/35 ITEM DESCRIPTION (TOTAL PRICE 7.0 Annual Fee to Manage the American Bank Center Complex Optional Year 1(October 1,2023 5104,88768 -September 30,2024) 8.0 Annual Fee to Manage the American Bank Center Complex Optional Year 2(October 1,2024 S106,885.43 -September 30,2025) 9.0 Annual Fee to Manage the American Bank Center Complex Optional Year 3(October 1,2025 -September 30,2026) $109,12514 TOTAL OPTIONAL YEARS GRAND TOTAL ALL YEARS $878715.39 Amendment No. 1 Attachment B — Schedule of Pricing Contract Value Base Years Type Amount Comment BASE FEE $557,717.15 5 Yrs 8 Mos QUALITATIVE FEE $300,000.00 NOT TO EXCEED 50K/YR (Must be earned per terms of the Service Agreement) QUANTITATIVE FEE $600,000.00 NOT TO EXCEED 100K/YR (Must be earned per terms of the Service Agreement) SUBTOTAL $1,457,717.15 NTE VALUE FOR FEES MARKETING FUNDS $3,850,000.00 FY18 AT 600/YR FY19-23 ANTICIPATED AT 650/YR.SET IN ANNUAL BUDGET. CONVENTION CENTER MAINTENANCE $1,500,000.00 ANTICIPATED AT 250/YR.SET IN ANNUAL BUDGET. ARENA MAINTENANCE $1,200,000.00 ANTICIPATED AT 200/YR.SET IN ANNUAL BUDGET. OVERRUN STIPEND $9,000,000.00 NOT TO EXCEED 1.5M/YR FOR APPROX 7M ANNUAL BUDGET. SUBTOTAL $15,550,000.00 CAPITAL CONTRIBUTIONS TYPE A/HOT TBD i FUNDING AVAILABLE AS APPROVED FOR CAPITAL IMPROVEMENTS TO BLDGS SUBTOTAL $17,007,717.15 CONTRACTOR CONTRIBUTIONS ($200,000) ONE TIME FUNDS AVAILABLE BY SMG TO OFFSET COSTS AT CITY'S DISCRETION TOTAL ESTIMATED VALUE $16,807,717.15 Amendment No. 1 Attachment B — Schedule of Pricing Contract Value Optional Years Type Amount Comment BASE FEE $320,998.24 3 Yrs QUALITATIVE FEE $150,000.00 NOT TO EXCEED 50K/YR(Must be earned per terms of the Service Agreement) QUANTITATIVE FEE $300,000.00 NOT TO EXCEED 100K/YR (Must be earned per terms of the Service Agreement) SUBTOTAL $770,998.24 NTE VALUE FOR FEES MARKETING FUNDS $1,950,000.00 ANTICIPATED AT 650K/YR.SET IN ANNUAL BUDGET. CONVENTION CENTER MAINTENANCE $750,000.00 ANTICIPATED AT 250/YR.SET IN ANNUAL BUDGET, ARENA MAINTENANCE $600,000.00 ANTICIPATED AT 200/YR.SET IN ANNUAL BUDGET. OVERRUN STIPEND $4,500,000.00 NOT TO EXCEED 1.5M/YR FOR APPROX 7M ANNUAL BUDGET. SUBTOTAL $7,800,000.00 CAPITAL CONTRIBUTIONS TYPE TBD FUNDING AVAILABLE AS APPROVED FOR A/HOT CAPITAL IMPROVEMENTS TO BLDGS SUBTOTAL $8,570,998.24 CONTRACTOR CONTRIBUTIONS $0 TOTAL ESTIMATED VALUE BASE+ $25,378,715.39 OPTIONS CITY OF CORPUS CHRISTI CERTIFICATION OF FUNDS (City Charter Article IV, Sections 7 & 8) I, the Director of Financial Services of the City of Corpus Christi, Texas (or his/her duly authorized representative), hereby certify to the City Council and other appropriate officers that the money required for the current fiscal year's portion of the contract, agreement, obligation or expenditure described below is in the Treasury to the credit of the Fund specified below, from which it is to be drawn, and has not been appropriated for any other purpose. Future payments are subject to annual appropriation by the City Council. City Council Action Date: August 28, 2018 Legistar Number: 18-0952 Agenda Item: Motion authorizing Amendment No. 1 to the Service Agreement for Management of the American Bank Center for additional expenditures in the amount of $250,000, with a restated total estimated contract value of$16,807,717.15. Amount Required: $ 0.00 Fund Name Accounting Unit Account Activity No. Amount N . Total $0.00 X Certification Not Required — no funds are being requested for fiscal year 2018. Director of Financial Services Date: