Fort Walton Beach Council agenda — 02-09-2010 Regular — reading text

William R. Hough & Co.' s role as a broker /dealer and as principal and the Client acknowledges that a mark -up will be charged on the sale. Such markup will be disclosed upon the Client' s request. 9. Jackie B. Bell First Vice President, and Mitchell N. Owens, Senior Vice President, will be the primary bankers for the Financial Advisor for all work performed herewith. Other professionals will perform services as directed by Ms. Bell and Mr. Owens. Jackie Bell and/ or Mitch Owens will not be removed from this position without Client approval. 10. The Financial Advisor shall be entitled to the reimbursement of expenses associated with all services contemplated herein in full. 11. The parties acknowledge that the Financial Advisor may have ongoing business relationships with other investment banking firms and financial advisors, including firms doing business with the Client. 12. This Agreement does not govern, nor does it prohibit the Financial Advisor serving in other roles, such as investing funds as a broker /dealer, selling securities to the Client as principal or other activities. 13. Should any term, provision, covenant, condition or other portion of this Agreement be held illegal or invalid, then such illegality or invalidity shall not affect the remainder of this Agreement, and the remainder shall continue in full force and effect as if such illegality or invalidity had not been contained herein. 14. This Agreement may be executed in one or more copies, each of which shall be an original, and the copies together constitute but one in the same Agreement which may be amended in writing with the consent of both parties from time to time. 15. The parties to this Agreement each bind itself and its partners, successors, legal representatives and assigns to the other party to this Agreement and to the partners, successors, legal representatives and assigns of such other party in respect to all covenants and provisions of this Agreement and neither party will assign or 95- transfer their interest in this Agreement without the written consent of the other. lb. This Agreement constitutes the entire agreement between the parties and shall supersede and replace all prior agreements or understandings, written or oral, relating to the matters set forth herein. Notwithstanding the foregoing, however, the Financial Advisor hereby affirms the accuracy of the information provided by it in its proposal to the Client. 17. This Agreement shall not be amended or modified other than in writing signed by the parties hereto. 18. This Agreement is governed by and shall be construed in accordance with the laws of the State of Florida. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and their seals to be affixed hereto as of the day and year first above written. Attest• CITY OF FORT WALTON BEACH, FLORIDA By ), H len Spencer Reid Silverboard Title: City Manager WILLIAM R- HOUGH &. CO. _ By BLGL J Title: ri rs4 V i Le Pr a i & QeA } 96- THIS PAGE IS LEFT INTENTIONALLY BLANK Next numbered page is 99 97-  CITY COUNCIL MEETING February 9, 2010 Discussion - Direction - Action Action Authority for City Manager to execute an Agreement with Nabors, Giblin & Nickerson. Synopsis: Bond Counsel is necessary should the City refund or initiate bonds. There is no current contractfor bond counsel Agenda Item Number: 9. 2  CITY OF FORT WAL TOAlfiG. A04 Memorandum To: Bob Mearns, City Manager From: Brandy Wunker, Finance Director Subject: Bond Counsel Date: February 2, 2010 L BACKGROUND: 1. 1. In 2005, the City issued $ 10, 910,000 of Utility System Revenue Bonds. The City utilized the law firm of Miller, Canfield, Paddock and Stone ( currently Lott & Associates) as bond counsel for this issuance. 1. 2. In 2009, the City entered in to an Interlocal Agreement with Okaloosa County for Wastewater Treatment and once again utilized the services of Lott & Associates. 1. 3. During this experience, the City received less than favorable attention and higher than anticipated costs. 1. 4. The City does not currently have an agreement with Lott & Associates. 2. DISCUSSION: 2. 1. Administrative Policy Number FIN -09, as approved by City Council, specifically exempts " contracts for _professional _ services involving a particular skill, ability, experience or expertise" from the competitive solicitation requirements. 2. 2. Seminole County recently issued a request for proposal for bond counsel legal services and received four (4) responses. 2. 3. After evaluating the proposals, Seminole County ranked Nabors, Giblin & Nickerson as the top ranked firm and awarded the contract to them. Their scoring sheets and recommendation are attached to this staff report. 2. 4. Staff is currently researching the possibility of refunding current bonds and refinancing existing debt. The expertise of a qualified and competent Bond Counsel will play a critical role in the successful completion of any refunding project that is approved by City Council. 2. 5. The law firm of Nabors, Giblin & Nickerson is consistently ranked within the top five bond counsel firms in the State of Florida. The firm has excellent customer service standards 3. FINANCIAL INFORMATION 3. 1. Nabors, Giblin & Nickerson is proposing the following rate structure: Partners 195. 00/ hour Associates 145. 00/ hour Other Categories None 99-  3. 2. The firm also agrees that they will be available for consult between transactions, within reason, without billing. 3. 3. In reviewing the evaluations prepared by Seminole County, the rates of Nabors, Giblin & Nickerson are within industry standard. 4. RECOMMENDATION 4. 1. Staff respectfully requests authorization for the City Manager to execute the proposed agreement with Nabors, Giblin & Nickerson for bond counsel services. 5. SIGNATURE BLOCK 5. 1. Submitted by: 2 Z Brand er, Finance Director Date 5. 2. Reviewed for agenda: o2 / 4/ 0 b Mearns, City Manager Date Docid: UAFinancMAgenda120101Staff Report—Bond Counsel. doc 100-  Page 1 of 3 Brandy Wunker From: Toni Craig [ toni@tonicraig. info] Sent: Tuesday, February 02, 2010 12: 16 PM To: Brandy Wunker Subject: RE: City of Fort Walton Beach Bond Services Contract Brandy Excellent choice offirms. The contract is sufficient. Thank you. Toni L. Craig Attorney at Law Fla Bar No 115444 850) 243 -6969 www.tonicraig. info From: Brandy Wunker [ mailto: bwunker@fwb.org] Sent: Tuesday, February 02, 2010 11: 58 AM To: Toni Craig Subject: FW: City of Fort Walton Beach Bond Services Contract Staff report attached, as well as Seminole County tabulations for your reference. Thanks. Brandy L. Wunker Finance Director City of Fort Walton Beach 850) 833 -9512 850) 833 -9640 Fax Original Message---- - From: Brandy Wunker Sent: Tuesday, February 02, 2010 11: 37 AM To: ' Toni Craig' Subject: FW: City of Fort Walton Beach Bond Services Contract Hi Toni. Can you please review the attached contract for Bond Counsel? I will forward the staff report shortly. The goal is to have this on the agenda for 2/ 9/ 10. Thanks. Brandy L. Wunker Finance Director City of Fort Walton Beach 850) 833 -9512 850) 833 -9640 Fax 101- 2/ 3/ 2010  Page 2 of 3 Original Message---- - From: Prince, Teresa [ mailto: tprince @ngn- tampa. com] Sent: Tuesday, February 02, 2010 10: 59 AM To:Prince, Teresa; Brandy Wunker Cc: Stokes, John; Bergamini, Doris; Robert Mearns Subject: RE: City of Fort Walton Beach Bond Services Contract Brandy, Here is the word version of the Contract. I hit "send" too quickly on the last email. Thanks, Teresa L. Prince, Esq. Nabors, Giblin & Nickerson, P.A. Phone: ( 813) 281 -2222 Fax:( 813) 281 -0129 tprince@ngn-tampa.com From: Prince, Teresa Sent: Tuesday, February 02, 2010 11: 56 AM To: ' bwunker@fwb.org' Cc: Stokes, John; Bergamini, Doris; ' Robert Mearns' Subject: City of Fort Walton Beach Bond Services Contract Brandy, Pursuant to our conversation yesterday, attached please find the Bond Services Contract for the City' s review. We started with Seminole' s contract as a base and made changes to conform the contract for services to the City of Ft. Walton Beach. The primary change was to remove Seminole County' s purchasing procedures which were unique to the County. I have attached a pdf and word version. Please feel free to contact me if you have any questions. Regards, Teresa Teresa L. Prince, Esq. Nabors, Giblin & Nickerson, P. A. 2502 Rocky Point Drive Suite 1060 Tampa, FL 33607 Phone: ( 813) 281 -2222 Fax:( 813) 281 -0129 tprince@ngn -tampa.com Please Note: Florida has a very broad public records law. Most written communications to or from City of Fort Walton Beach officials are public records available to the public and media upon request. Your e -mail address and communications may therefore be subject to public disclosure. 102- 2/ 3/ 2010 -  BOND COUNSEL LEGAL SERVICES AGREEMENT THIS AGREEMENT is made and entered into this day of February, 2010, WALTON BEACH, a municipal corporation duly by and between CITY OF FORT organized and validly existing under the laws