HomeMy WebLinkAbout2009 11 23 Consent 202 Contractual Agreement NBS Government Finance Group COMMISSION AGENDA
Consent X
Informational
ITEM 202 Public Hearing
Regular
November 23, 2009
Regular Meeting
Mgr. Dept.
Authorization
REQUEST: The City Manager requests authorization to enter into contractual services
agreements with NBS Government Finance Group, Inc. (NBS), for the Oak Forest Wall
Neighborhood Improvements Assessment Program ($7,900) and the Tuscawilla Lighting
and Beautification District Neighborhood Improvements Assessment Program ($10,100),
and with Nabors, Giblin Nickerson, P.A. (NG &N), for the Oak Forest Wall
Neighborhood Improvements Assessment Program ($3,250) and the Tuscawilla Lighting
and Beautification District Neighborhood Improvements Assessment Program ($3,250), for
services to be performed in fiscal year 2010 which relate to the fiscal year 2011 assessments.
PURPOSE: To obtain approval to enter into contractual services agreements with NBS and
NG &N for the Oak Forest Wall and Beautification District (OFWBD) Neighborhood
Improvements Assessment Program and the Tuscawilla Lighting and Beautification District
(TLBD) Neighborhood Improvements Assessment Program.
CONSIDERATIONS:
Oak Forest Wall and Beautification District Assessment Program
OFWBD Maintenance Fund 191
OFWBD Debt Service Fund 192
Tuscawilla Lighting and Beautification Assessment Program
TLBD Debt Service Fund Phl 182
TLBD Debt Service Fund Ph2 213
TLBD Maintenance Fund 184
The City's contract with Government Services Group (GSG) ended in September 2009
with the completion of the FY 2009/10 Assessment Period. At the time, GSG and NG &N were
contracted together to provide assessment management and legal services for both assessment
programs.
For FY 2010/11, proposals were sought for assessment services from GSG, NBS and
other like firms using the internet and by contacting multiple municipalities and businesses for
bid references. Staff was unable to locate other firms to provide a proposal for special
assessment services under the required scope of work.
The scope of work for each Special Assessment Program includes, but is not limited to:
Maintenance of Assessment Program and Databases
Creation and monitoring of Critical Events Schedule (CES)
Assistance with Assessment Rolls Calculation of Prepayment(s)
Reconciliation of Subdivisions /Combinations with Appraiser's Office
Property Records Updates to and from Appraiser's Office
Legal Council Drafting of Annual Assessment Resolution(s)
Assist with Program Administration to conform with City and State requirements
Creation and Transmission of Assessment Roll(s) to Tax Collector
Based upon the cost of proposals submitted and the need for a contractor to be in place
for the upcoming assessment cycle starting January 2010, staff is recommending assessment
management services be provided by NBS and legal services be provided separately by NG &N,
on an annual basis as follows:
District Parcels NBS Fee NG &N Fee
Assessment Services
TLBD Maintenance 4509 $6,767 $2,177.50
TLBD Improvement (Debt Svc.) Phl 4205 $2,727 $877.50
TLBD Improvement (Debt Svc.) Ph2 2623 $606 $195.00
Total $10,100 $3,250
Assessment Services
OFWBD Maintenance 936 $5,293 $2,177.50
OFWBD Improvement (Debt Svc.) 821 $2,607 $1,072.50
Total
$7,900 $3,250
The totals shown above represent a $972 savings for TLBD and a $3,1 72 savings for
OFWBD, as compared to the rate of $14,322 for each assessment district as submitted on
October 7, 2009 by GSG as part of their combined services proposal with NG &N.
The primary advantages of using NBS are: (1) aggressive pricing, (2) experience with
special assessment districts and (3) D -Fast Software. With D -Fast, staff will have instant access
to all assessment district records and accounting through a secure online portal. More
information about NBS and their proprietary D -Fast Software Package is located at:
l� w.Ilbsgov.coin.
Retaining NG &N as a sole source vendor would protect the City's intellectual property
investment due to the firm's history with both the TLBD and OFWBD Assessment Districts over
the past 11 or more years. According to the sole source criteria recent provided by the Forensic
Auditors, NG &N would qualify as a sole source vendor due to their unique and comprehensive
experience and knowledge of the TLBD and OFWBD Assessment Programs in addition to the
length of time it would take to get another firm online and up to speed on the history of TLBD
and OFWBD.
FUNDING:
Funding in the amount of $13,350 for the TLBD Improvements Assessment Program is
currently budgeted and will continue to come from the TLBD Maintenance Fund (184), TLBD
Debt Service Fund Phl (182) and TLBD Debt Service Fund Ph2 (213). Funding in the amount
of $11,150 for the OFWBD Improvements Assessment Program is currently budgeted and will
continue to come from the OFWBD Maintenance Fund (191) and the OFWBD Debt Service
Fund (192).
RECOMMENDATIONS:
Staff recommends that the Commission authorize the execution of an annual contract
with NBS Government Finance Group, Inc., in the amount of $10,100 and an annual contract
with Nabors, Giblin Nickerson, P.A., in the amount of $3,250, for the TLBD Improvements
Assessment Program, for services to be performed in fiscal year 2010 which relate to the fiscal
year 2011 assessments. Staff also recommends that the Commission authorize the execution of
an annual contract with NBS Government Finance Group, Inc., in the amount of $7,900 and an
annual contract with Nabors, Giblin Nickerson, P.A., in the amount of $3,250, for the
OFWBD Improvements Assessment Program, for services to be performed in fiscal year 2010
which relate to the fiscal year 2011 assessments.
IMPLEMENTATION:
Contracts with NBS and NG &N for Special Assessment Services will begin December 1,
2009 and end on November 30, 2010 with the completion of services performed related to the
fiscal year 2011 assessments. Both contracts have the option of renewal by the City for up to two
(2) additional years, in one (1) year increments, at an increase not to exceed three (3) percent per
year.
ATTACHMENTS:
A) Agreement Form NBS Government Finance Group, Inc.
Exhibit `1' Proposal for Special Assessment Management Services from NBS
Government Finance Group, Inc., dated October 21, 2009.
B) Agreement Form Nabors, Giblin Nickerson, P.A.
Exhibit `1' Letter from Nabors, Giblin, and Nickerson, P.A., dated October 22, 2009.
COMMISSION ACTION:
Attachment `A'
AGREEMENT FORM
THIS AGREEMENT is made and entered into this day of by
and between the CITY OF WINTER SPRINGS, FLORIDA, a Florida municipal corporation,
hereinafter referred to as "City located at 1126 East State Road 434, Winter Springs, FL 32708,
and NBS Government Finance Group, Inc a California Corporation, hereinafter referred to as
"Service Provider
WITNESSETH:
WHEREAS, City wishes to obtain Assessment Program Management Services for the
City of Winter Springs on a continuing basis; and
WHEREAS, Service Provider participated in the selection and negotiation process; and
WHEREAS, Service Provider is willing to provide such Assessment Program
Management Services for the City under the terms and conditions stated herein and as defined
in the attached Exhibit '1' Special Assessment Management Services dated October 21, 2009.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, the parties covenant and agree as follows:
1.0 RECITALS
1.1 The foregoing recitals are deemed to be true and accurate and are fully
incorporated herein by reference.
2.0 TERM AND DEFINITIONS
2.1 This contract shall be in effect for twelve (12) months commencing on the
Effective Date. The City may extend this contract for two (2) additional one year terms,
provided the City determines, in its discretion, that Service Provider has adequately performed
during the previous term of this contract. In the event this contract is extended, the contract price
may be adjusted to allow for consumer price increases based on Bureau of Labor and Statistics
Producer Price Index not to exceed (three) 3 percent. The adjustment will be based on the annual
contract period from the same period of the previous year and calculated 30 days prior to
renewal. The Agreement may be canceled in whole or part by the City or the Service Provider,
upon giving at least (30) days written notice prior to cancellation; EXCEPT that non-
performance on the part of the Service Provider will be grounds for immediate termination.
Unless otherwise provided in said notice, all work being performed by Service Provider at the
time of receipt of the notice shall immediately cease and no further work shall be provided by
Service Provider under this contract.
2.2 Definitions. The following words and phrases used in this Agreement shall have
the following meaning ascribed to them unless the context clearly indicates otherwise:
a. "Agreement" or "Contract" shall be used interchangeably and shall refer to this
Agreement, as amended from time to time, which shall constitute authorization
for the Service Provider to provide Assessment Program Management
Services approved by the City.
b. "Effective Date" shall be the date on which the last signatory hereto shall execute
this Agreement, and it shall be the date on which this Agreement shall go into
effect. The Agreement shall not go into effect until said date.
c. "Service Provider" shall mean NBS Government Finance Group, Inc., a
California Corporation, and its principals, officers, employees, and agents.
d. "Public Record" shall have the meaning given in Section 119.011(1), Florida
Statutes.
e. "Work" or "Services" shall be used interchangeably and shall include the
performance of the work agreed to by the parties in this Agreement.
f. "City Project Manager" or "Designated Representative" or "Project Director"
shall mean the City of Winter Springs City Manager, or his designee, who is to
provide the general administration of the contract.
3.0 SCOPE OF SERVICES
3.1 Service Provider shall provide Assessment Program Management Services for the
City of Winter Springs, including the furnishing of all labor, equipment, tools, materials,
incidentals and the performing of all operations necessary as described in the Project Manual.
4.0 CHANGES IN THE SCOPE OF WORK
4.1 City may make changes in the Services at any time by giving written notice to
Service Provider. If such changes increase (additional services) or decrease or eliminate any
amount of Work, City and Service Provider will negotiate any change in total cost or schedule
modifications. If the City and the Service Provider approve any change, the Contract will be
modified in writing to reflect the changes. All change orders shall be authorized in writing by
City's and Service Provider's designated representative.
4.2 All of City's amendments thereto shall be performed in strict accordance with the
terms of this Agreement insofar as they are applicable.
5.0 SCHEDULE
5.1 Service Provider shall perform services in conformance with the schedule
reasonably established by the City Project Manager. Service Provider shall complete all of said
services in a timely manner and will keep City apprized of the status of work on at least a
monthly basis or as otherwise reasonably requested by the City. Should Service Provider fall
behind on the established schedule, it shall employ such resources so as to comply with the
schedule.
5.2 No extension for completion of services shall be granted to Service Provider
without City's prior written consent.
6.0 METHODS OF PAYMENT FOR SERVICES AND EXPENSES
OF SERVICE PROVIDER
6.1 General Bid Services. The City shall only pay Service Provider for services
actually performed based on the rate schedule. The total amount paid to Service Provider under
this Agreement shall not exceed the Annual Admin Fee shown on Page 12 (Summary Table for
Fees) of the attached Exhibit `1' Special Assessment Management Services dated October 21,
2009, totaling $18,000 (Eighteen Thousand and 00 /100 dollars). If this contract is extended,
the total annual amount paid to Service Provider shall not exceed that above mentioned number
adjusted by the Producer Price Index as set forth in paragraph 2.1 of this contract.
6.2 Additional Services. From time to time during the term of this Agreement, City
may request that Service Provider perform additional Services not required under the Project
Manual. For those additional services agreed upon by the City and Service Provider in writing,
City agrees to pay Service Provider a total amount equal to that mutually agreed upon by the
parties in writing.
6.3 Payment. Upon receipt of a proper invoice from Service Provider, the City
agrees to pay the Service Provider the invoice amount providing said amount accurately reflects
the terms and conditions of this Agreement. Invoices may only be submitted on a monthly basis
unless otherwise agreed by the City. Unless otherwise agreed in writing by the City, there shall
be no other compensation paid to the Service Provider and its principals, employees, and
independent professional associates and consultants in the performance of Work under this
Agreement. The City agrees to make all payments due within thirty (30) days of receipt of a
proper invoice delivered by Service Provider. The Service Provider may only bill the City for
actual work performed.
7.0 RIGHT TO INSPECTION
7.1 City or its affiliates shall at all times have the right to review or observe the
services performed by Service Provider.
7.2 No inspection, review, or observation shall relieve Service Provider of its
responsibility under this Agreement.
8.0 AUDIT AND INSPECTIONS
All Service Provider's records with respect to any matters covered by this Agreement
shall be made available to the City, at any time during normal business hours, as often as the City
deems necessary, to audit, examine, and make excerpts or transcripts of all relevant data. Any
deficiencies noted in audit reports must be fully cleared by the Service Provider within thirty
(30) days after receipt by the Service Provider. Failure of the Service Provider to comply with
the above audit requirements will constitute a material breach of this Agreement and may result,
at the sole discretion of the City, in the withholding of payment for services provided under this
Agreement.
9.0 PROFESSIONALISM AND STANDARD OF CARE
9.1 Service Provider shall do, perform and carry out in a professional manner all
Services required to be performed by this Agreement. Service Provider shall also use the degree
of care and skill in performing the Services that are ordinarily exercised under similar
circumstances by reputable members of Service Provider's profession working in the same or
similar locality as Service Provider.
10.0 SUBMITTAL OF PROGRESS REPORTS
10.1 Service Provider shall submit a monthly written progress report as to the status of
all Work set forth in this Agreement. The report shall in a sufficient manner demonstrate that
any funds expended were used to provide the agreed -upon Services. If the detail is not sufficient
in the City Project Manager's reasonable discretion to permit the City to determine the Work
performed or the manner in which it is being performed, the City may seek more detail from the
Service Provider.
11.0 WARRANTY OF PROFESSIONAL SERVICES
11.1 The Service Provider (for itself and any of its employees, contractors, partners,and
agents used to perform the Services) hereby warrants unto the City that all of its employees (and
those of any of its contractors, partners, and agents used to perform the Services) have sufficient
experience to properly complete the Services specified herein or as may be performed pursuant
to this Agreement. In pursuit of any Work, the Service Provider shall supervise and direct the
Work, using its best skill and attention and shall enforce strict discipline and good order among
its employees. The Service Provider shall comply with all laws, ordinances, rules, regulations,
and lawful orders of any public authority bearing on the performance of the Work.
12.0 CORPORATE REPRESENTATIONS BY SERVICE PROVIDER
12.1 Service Provider hereby represents and warrants to the City the following:
a. Service Provider is duly registered and licensed to do business in the
State of Florida and is in good standing under the laws of Florida, and
is duly qualified and authorized to carry on the functions and
operations set forth in this Agreement.
b. The undersigned signatory for Service Provider has the power,
authority, and the legal right to enter into and perform the obligations
set forth in this Agreement and all applicable exhibits thereto, and the
execution, delivery, and performance hereof by Service Provider has
been duly authorized by the board of directors and /or president of
Service Provider. In support of said representation, Service Provider
agrees to provide a copy to the City of a corporate certificate of good
standing provided by the State of Florida prior to the execution of this
Agreement.
c. Service Provider is duly licensed under all local, state and federal laws
to provide the Services stated in paragraph 3.0 herein. In support of
said representation, Service Provider agrees to provide a copy of all
said licenses to the City prior to the execution of this Agreement.
13.0 WORK IS A PRIVATE UNDERTAKING
13.1 With regard to any and all Work performed hereunder, it is specifically understood
and agreed to by and between the parties hereto that the contractual relationship between the City
and Service Provider is such that the Service Provider is an independent contractor and not an
agent of the City. The Service Provider, its contractors, partners, agents, and their employees are
independent contractors and not employees of the City. Nothing in this Agreement shall be
interpreted to establish any relationship other than that of an independent contractor, between the
City, on one hand, and the Service Provider, its contractors, partners, employees, or agents,
during or after the performance of the Work under this Agreement.
14.0 PROGRESS MEETING
14.1 City Project Manager may hold periodic progress meetings on a monthly basis, or
more frequently if required by the City, during the term of work entered into under this
Agreement. Service Provider's Project Manager and all other appropriate personnel shall attend
such meetings as designated by the City Project Manager.
15.0 SAFETY
15.1 Service Provider shall be solely and absolutely responsible and assume all
liability for the safety and supervision of its principals, employees, contractors, and agents while
performing Services provided hereunder.
16.0 INSURANCE
16.1 Liability Amounts. During the term of this Agreement, Service Provider shall
be responsible for providing the types of insurance and limits of liability as set forth below.
a. The Service Provider shall maintain comprehensive general liability insurance
in the minimum amount of $1,000,000 as the combined single limit for each
occurrence to protect the Service Provider from claims of property damages
which may arise from any Services performed under this Agreement whether
such Services are performed by the Service Provider or by anyone directly
employed by or contracting with the Service Provider.
b. The Service Provider shall maintain comprehensive automobile liability
insurance in the minimum amount of $1,000,000 combined single limit bodily
injury and minimum $1,000,000 property damage as the combined single limit
for each occurrence to protect the Service Provider from claims for damages
for bodily injury, including wrongful death, as well as from claims from
property damage, which may arise from the ownership, use, or maintenance of
owned and non -owned automobiles, including rented automobiles whether
such operations be by the Service Provider or by anyone directly or indirectly
employed by the Service Provider.
c. The Service Provider shall maintain, during the life of this Agreement,
adequate Workers' Compensation Insurance in at least such amounts as are
required by law and Employer's Liability Insurance in the minimum amount
of $1,000,000 for all of its employees performing Work for the City pursuant
to this Agreement.
16.2 Special Requirements. Current, valid insurance policies meeting the
requirements herein identified shall be maintained during the term of this Agreement. A copy of
a current Certificate of Insurance shall be provided to the City by Service Provider upon the
Effective Date of this Contract which satisfied the insurance requirements of this paragraph 16.0.
Renewal certificates shall be sent to the City 30 days prior to any expiration date. There shall
also be a 30 -day advance written notification to the City in the event of cancellation or
modification of any stipulated insurance coverage. The City shall be an additional named
insured on all stipulated insurance policies as its interest may appear, from time to time.
16.3 Independent Associates and Consultants. All independent contractors or
agents employed by Service Provider to perform any Services hereunder shall fully comply with
the insurance provisions contained in these paragraphs for sections 15 and 16.
1
17.0 COMPLIANCE WITH LAWS AND REGULATIONS
17.1 Service Provider shall comply with all requirements of federal, state, and local
laws, rules, regulations, standards, and /or ordinances applicable to the performance of Services
under this Agreement.
18.0 DOCUMENTS
18.1 Public Records. It is hereby specifically agreed that any record, document,
computerized information and program, audio or video tape, photograph, or other writing of the
Service Provider and its independent contractors and associates related, directly or indirectly, to
this Agreement, may be deemed to be a Public Record whether in the possession or control of the
City or the Service Provider. Said record, document, computerized information and program,
audio or video tape, photograph, or other writing of the Service Provider is subject to the
provisions of Chapter 119, Florida Statutes, and may not be destroyed without the specific
written approval of the City's City Manager. Upon request by the City, the Service Provider
shall promptly supply copies of said public records to the City. All books, cards, registers,
receipts, documents, and other papers in connection with this Agreement shall at any and all
reasonable times during the normal working hours of the Service Provider be open and freely
exhibited to the City for the purpose of examination and /or audit.
18.2 The Service Provider acknowledges that the City is a Florida municipal
corporation and subject to the Florida Public Records Law. Service Provider agrees that to the
extent any document produced by Service Provider under this Agreement constitutes a Public
Record; Service Provider shall comply with the Florida Public Records Law.
19.0 ASSIGNMENT
19.1 Service Provider shall not assign or subcontract this Agreement, or any rights or
any monies due or to become due hereunder without the prior, written consent of City.
19.2 If upon receiving written approval from City, any part of this Agreement is
subcontracted by Service Provider, Service Provider shall be fully responsible to City for all acts
and/or omissions performed by the subcontractor as if no subcontract had been made.
19.3 If City determines that any subcontractor is not performing in accordance with
this Agreement, City shall so notify Service Provider who shall take immediate steps to remedy
the situation.
19.4 If any part of this Agreement is subcontracted by Service Provider, prior to the
commencement of any Work by the subcontractor, Service Provider shall require the
subcontractor to provide City and its affiliates with insurance coverage as set forth by the City.
20.0 TERMINATION; DEFAULT BY SERVICE PROVIDER AND CITY'S
REMEDIES
20.1 The City reserves the right to revoke and terminate this Agreement and rescind all
rights and privileges associated with this Agreement, without penalty, in the following
circumstances, each of which shall represent a default and breach of this Agreement:
a. Service Provider defaults in the performance of any material covenant or condition of
this Agreement and does not cure such other default within fourteen (14) calendar
days after written notice from the City specifying the default complained of, unless,
however, the nature of the default is such that it cannot, in the exercise of reasonable
diligence, be remedied within fourteen (14) calendar days, in which case the Service
Provider shall have such time as is reasonably necessary to remedy the default,
provided the Service Provider promptly takes and diligently pursues such actions as
are necessary therefore; or
b. Service Provider is adjudicated bankrupt or makes any assignment for the benefit of
creditors or Service Provider becomes insolvent, or is unable or unwilling to pay its
debts; or
c. Service Provider has acted negligently, as defined by general and applicable law, in
performing the Services hereunder; or
d. Service Provider has committed any act of fraud upon the City; or
e. Service Provider has made a material misrepresentation of fact to the City while
performing its obligations under this Agreement; or
f. Service Provider is experiencing a labor dispute which threatens to have a substantial,
adverse impact upon performance of this Agreement without prejudice to any other
right or remedy City may have under this Agreement.
20.2 Notwithstanding the aforementioned, in the event of a default by Service Provider,
the City shall have the right to exercise any other remedy the City may have by operation of law,
without limitation, and without any further demand or notice. In the event of such termination,
City shall be liable only for the payment of all unpaid charges, determined in accordance with
the provisions of this Agreement, for Work properly performed prior to the effective date of
termination.
21.0 FORCE MAJEURE
21.1 Any delay or failure of either party in the performance of its required obligations
hereunder shall be excused if and to the extent caused by acts of God; fire; flood; windstorm;
explosion; riot; war; sabotage; strikes (except involving Service Providers labor force);
extraordinary breakdown of or damage to City's affiliates' generating plants, their equipment, or
facilities; court injunction or order; federal and /or state law or regulation; order by any regulatory
agency; or cause or causes beyond the reasonable control of the party affected; provided that
prompt notice of such delay is given by such party to the other and each of the parties hereunto
shall be diligent in attempting to remove such cause or causes. If any circumstance of Force
Majeure remains in effect for sixty days, either party may terminate this Agreement.
22.0 GOVERNING LAW VENUE
22.1 This Agreement is made and shall be interpreted, construed, governed, and
enforced in accordance with the laws of the State of Florida. Venue for any state action or
litigation shall be Seminole County, Florida. Venue for any federal action or litigation shall be
Orlando, Florida.
23.0 HEADINGS
23.1 Paragraph headings are for the convenience of the parties only and are not to be
construed as part of this Agreement.
24.0 SEVERABILITY
24.1 In the event any portion or part thereof of this Agreement is deemed invalid,
against public policy, void, or otherwise unenforceable by a court of law, the parties, at the sole
discretion and option of the City, shall negotiate an equitable adjustment in the affected
provision of this Agreement. The validity and enforceability of the remaining parts of this
Agreement shall otherwise be fully enforceable.
25.0 INTEGRATION; MODIFICATION
25.1 The drafting, execution, and delivery of this Agreement by the Parties have been
induced by no representations, statements, warranties, or agreements other than those expressed
herein. This Agreement embodies the entire understanding of the parties, and there are no
further or other agreements or understandings, written or oral, in effect between the parties
relating to the subject matter hereof unless expressly referred to herein. Modifications of this
Agreement shall only be made in writing signed by both parties.
26.0 WAIVER AND ELECTION OF REMEDIES
26.1 Waiver by either party of any terms or provision of this Agreement shall not be
considered a waiver of that term, condition, or provision in the future.
26.2 No waiver, consent, or modification of any of the provisions of this Agreement
shall be binding unless in writing and signed by a duly authorized representative of each party
hereto.
27.0 THIRD PARTY RIGHTS
27.1 Nothing in this Agreement shall be construed to give any rights or benefits to
anyone other than City and Service Provider.
28.0 PROHIBITION AGAINST CONTINGENT FEES
28.1 Service Provider warrants that it has not employed or retained any company or
person, other than a bona fide employee working solely for the Service Provider, to solicit or
secure this Agreement, and that it has not paid or agreed to pay any person, company,
corporation, individual, or firm, other than a bona fide employee working solely for the Service
Provider, any fee, commission, percentage, gift, or other consideration contingent upon or
resulting from the award or making of this Agreement.
29.0 NO JOINT VENTURE
29.1 Nothing herein shall be deemed to create a joint venture or principal -agent
relationship between
the parties and neither party are authorized to, nor shall either party act toward third persons or
the public in any manner which would indicate any such relationship with the other party.
30.0 ATTORNEY'S FEES
30.1 Should either party bring an action to enforce any of the terms of this Agreement,
the prevailing party shall be entitled, to the extent permitted by law, to recover from the non-
prevailing party the costs and expenses of such action including, but not limited to, reasonable
attorney's fees, whether at settlement, trial or on appeal.
31.0 COUNTERPARTS
31.1 This Agreement may be executed in any number of counterparts, each of which
when so executed and delivered shall be considered an original agreement; but such counterparts
shall together constitute but one and the same instrument.
32.0 DRAFTING
32.1 City and Service Provider each represent that they have both shared equally in
drafting this Agreement and no party shall be favored or disfavored regarding the interpretation
of this Agreement in the event of a dispute between the parties.
33.0 NOTICE
33.1 Any notices required to be given by the terms of this Agreement shall be
delivered by hand or mailed, postage prepaid to:
For Service Provider:
NBS Government Finance Group, Inc.
32605 Temecula Parkway, Suite 100
Temecula, CA 92592
(800) 676 -7516
For City:
City of Winter Springs
City Manager's Office
1126 East State Road 434
Winter Springs, FL 32708
Phone: (407) 327 -1800
33.2 Either party may change the notice address by providing the other party written
notice of the change.
34.0 SOVEREIGN IMMUNITY
34.1 Nothing contained in this Agreement shall be construed as a waiver of the City's
right to sovereign immunity under Section 768.28, Florida Statutes, or other limitations imposed
on the City's potential liability under state or federal law.
35.0 INDEMNIFICATION
35.1 For all Services performed pursuant to this Agreement, the Service Provider agrees to
the fullest extent permitted by law, to indemnify and hold harmless the City and its
commissioners, employees, officers, and city attorneys (individually and in their official
capacity) from and against all claims, losses, damages, personal injuries (including but not
limited to death), or liability (including reasonable attorney's fees through any and all
administrative, trial and appellate proceedings), directly or indirectly arising from:
a. any default under this Agreement by Service Provider;
b. any negligent act, omission or operation of work related to all
Services performed under this Agreement by Service Provider,
and its employees, principals, agents, independent contractors, and
consultants.
c. the acts, errors, omissions, intentional or otherwise, arising out of
or resulting from Service Provider's and its employees, partners,
contractors, and agents on the performance of the Services being
performed under this Agreement;
d. Service Provider's, and its employees, partners, contractors, and
agents failure to comply with the provisions of any federal, state,
or local laws, ordinance, or regulations applicable to Service
Provider's and its employees, partners, contractors, and agents
performance under this Agreement;
e. any fraud and misrepresentation conducted by Service Provider
and its employees, partners, contractors, and agents on the City
under this Agreement.
35.2 The indemnification provided above shall obligate the Service Provider to defend
at its own expense or to provide for such defense, at the option of the City, as the case may be, of
any and all claims of liability and all suits and actions of every name and description that may be
brought against the City or its commissioners, employees, officers, and City Attorney which may
result from any negligent act, omission or operation of work related to the Services under this
Agreement whether the Services be performed by the Service Provider, or anyone directly or
indirectly employed by them. In all events the City and its commissioners, employees, officers,
and City Attorney shall be permitted to choose legal counsel of its sole choice, the fees for which
shall be reasonable and subject to and included with this indemnification provided herein.
36.0 ORDER OF PRECEDENCE
36.1 In case of any inconsistency in any of the documents bearing on the Agreement
between the City and the Service Provider, the inconsistency shall be resolved by giving
precedence in the following order:
a. Addenda to this Agreement subsequent to the Effective date of this
Agreement;
b. This Agreement;
c. Exhibits to this Agreement; and
d. The Bid documents.
36.2 Any inconsistency in the work description shall be clarified by the City and
performed by the Service Provider.
37.0 AGREEMENT INTERPRETATION
37.1 At its discretion, during the course of the work, should any errors, ambiguities, or
discrepancies be found in the Agreement or specifications, the City at its sole discretion will
interpret the intent of the Agreement and work descriptions and the Service Provider hereby
agrees to abide by the City's interpretation and agrees to carry out the work in accordance with
the decision of the City.
37.2 When the material, article, or equipment is designated by a brand name and more
than one brand name is listed, it will be understood that the work is based on one brand name
only. The Service Provider will be responsible for all coordination necessary to accommodate
the material, article, or equipment being provided without additional cost to the City. A
substitute material, article, or equipment is allowed if it is reasonably equivalent to the brand
name specified. The City has full discretion to decide whether a substitute is reasonably
equivalent. Service Provider must notify the City prior to use of the substitute for a specified
brand name and allow the City to make a determination before Service Provider uses the
substitute.
***Intentionally Left Blank***
IN WITNESS WHEREOF, the parties hereto caused this Agreement to be executed by
Their duly authorized representatives as of the date first written above.
SERVICE PROVIDER:
Name Signature
Address
Telephone
CITY:
CITY OF WINTER SPRINGS, FLORIDA
By:
Kevin L. Smith, City Manager
Dated
ATTEST:
By:
City Clerk's Office
Proposal to:
The City of Winter Springs
for
Special Assessment Management Services
October 21, 2009
Submitted by
N B S
Main Office Regional Office
32605 Temecula Parkway, Suite 100 870 Market Street, Suite 1223
Temecula, CA 92592 San Francisco, CA 94102
800.676.7516 800.434.8349
TRANSMITTAL LETTER
October 21, 2009
Steven T. Richart
Urban Beautification Services Division Manager
City of Winter Springs
1126 E. SR 434
Winter Springs, FL 32708
Subject: Proposal to Provide Special Assessment Management Services
To Whom It May Concern:
Thank you for the opportunity to submit this proposal to provide Special Assessment Management
PP 9
Services for the City's Tuscawilla (Phase I II) and Oak Forest Improvement Service Special
Assessment areas. Our objective is to provide efficient, comprehensive, and cost effective services that
will enhance the efforts of the City of Winter Springs "City to serve your constituents. NBS is
committed to providing you with accurate and timely services, and has the knowledge, experience, desire,
and ability to assimilate and administer your districts.
We have worked with over 250 local governments representing over 1,000 Districts, performing many
types of administration and formation projects. The Administrative Group at NBS has the strongest team
in the industry. All senior consultants have been doing administration as a team for over ten years. To
demonstrate this, please note:
NBS works with public agencies nationwide, reflecting over one million parcels.
NBS has assumed the administration role from public agencies on many occasions and has systems
in place to ensure a smooth transition.
NBS has developed the leading administration software solution, called D- FAST
NBS is an independent firm and works exclusively for public agencies, and thus will have no
conflicts of interest with private interests and developers.
On behalf of the NBS team, we thank you again for the opportunity to submit this proposal. If you have
any questions please do not hesitate to contact me at 800.676.7516.
Sincerely,
Dave Ketcham
Director
32605 Temecula Parkway, Suite 100 I Temecula, CA 92592 I Toll free: 800.676.7516 I Fax: 951.296.1998
Proposal for Special Assessment Mgmt. Services City of Winter Springs Transmittal Letter
Prepared by NBS May 29, 2009
TABLE OF CONTENTS
Transmittal Letter
1. Project Understanding /Executive Summary Tab 1
II. History of NBS Tab 2
III. Experience and Qualifications Tab 3
IV. Scope of Services Tab 4
V. Cost Proposal Tab 5
VI. Project Team Tab 6
VII. Client References Tab 7
VIII. Additional Information Tab 8
IC I
Proposal for Special Assessment Mgmt. Services City of Winter Springs Table of Contents
Prepared by NBS May 29, 2009
I PROJECT UNDERSTANDING EXECUTIVE SUMMARY
(PROJECT UNDERSTANDING EXECUTIVE SUMMARY
The City of Winter Springs "City desires to retain a qualified independent firm to
provide Special Assessment Management Services for the Tuscawilla (Phase I
II) and Oak Forest Improvement Service Special Assessment areas. This firm
must be very knowledgeable when it comes to the ongoing administration of these
types of assessments, be adept at data acquisition and management, and have
experience with the overall administration process.
(Project Approach Summary'
Our approach will be to meet upfront and agree to best practices and appropriate
milestones to eliminate any potential problems down the road. NBS approaches
this project as an expert resource, and as an extension of City staff. Our aim is to
manage the Districts for maximum revenue with a minimum of issues. On the
latter, our goal is to make the City of Winter Springs look good in front of its
constituents property owners, Commission, Staff and other interested parties.
To that end, NBS has redundant data checking and review processes, and we
"NBS has provided high quality maintain a high level of scrutiny to achieve the best work product. Lastly, NBS
service to our District for nearly believes in cost containment and will endeavor to minimize our fees and charges.
a decade."
As we understand, the most important perspectives of this work are as
follows:
Thomas Wagoner 1. Process Analysis: To gain a valuable historical perspective, NBS will
General Manager review existing processes, data sources, and other resources. With this
Lake Hemet Municipal information, NBS will be more capable to take over the annual administration
Water District from the City. Note that NBS is well accustomed to this transition process,
having done so for over 100 cities, and we aim to improve the process.
2. Annual Administration: NBS will take the data as provided by the City,
and will review it again during the annual assessment roll preparation
process. NBS will use various testing methods and input the data into our
proprietary D -FAST software, the industry's leading software solution for
managing special assessments.
3. Communications and Reporting: NBS will provide all required annual
reporting in user friendly formats. NBS will also provide the City with real
time access to the special assessment information via the Internet with our D-
FAST Online web portal. Lastly, NBS will provide a toll free phone number
for property owner and City Staff assistance.
The prime deliverables for the ongoing administration are the annual
Assessment Roll, Annual Reports, resolutions, rejected parcel and direct
billing listings, and meetings with the City.
(What the City of Winter Springs gets with NBSI
As will be demonstrated within this proposal, Winter Springs gets the focus
and experience of a firm that has worked with hundreds of assessment and
tax districts. As a demonstration of this, please note:
Most importantly, NBS can support the City with a stable and
experienced team equipped with the best software and practices, all
at a competitive fee.
Proposal for Special Assessment Management Services City of Winter Springs Page 1
Prepared by NBS May 29, 2009
"11 PROJECT UNDERSTANDING EXECUTIVE SUMMARY
The Administrative Group at NBS has the strongest team in the industry.
All senior consultants have been doing administration and delinquency
management as a team for over ten years.
NBS is an independent firm and works exclusively for public agencies,
and thus will have no conflicts of interest.
Proposal for Special Assessment Management Services City of Winter Springs Page 2
Prepared by NBS May 29, 2009
2 HISTORY OF NBS
'HISTORY OF NBSI
NBS is an independent firm that assists local governmental agencies, such as
cities, counties, and special districts, including water, sewer, and school districts.
NBS assists these agencies with specific public finance tasks and engineering
projects relating to the use of Special Financing Districts "SFD's" known as
special assessment and special tax districts). This is our primary focus, and we
are committed to providing assessment engineering, special tax consulting, on-
going administration, and other applicable services.
NBS is an S- Corporation, with eleven shareholders, consisting of engineers and
public finance professionals. The company is in a strong financial position with no
debt and continually invests in the highest quality software and technology, as
demonstrated by D -FAST Administration software.
The firm was founded in 1996 by experienced financial and engineering
professionals, and has worked with more than 200 public agencies to date.
G 4 NBS is the premier provider of services and software for SFD's:
Your innovative approach to Recognized as experts in SFD Formation and Administration and have
solving many complex issues years of diverse experience with over 1,000 SFD's. This includes all
over the last five years has types of assessment districts, special taxes and other SFD's.
assured that both the City and Provided similar services to approximately 250 public agencies, which
its property owners are receiving includes everything from small special districts to the largest of Cities
the highest level of experience, (such as the City of Los Angeles). See the sample project descriptions
expertise, and service." included at the end of Section VIII.
From the City of Winter Spring's perspective, we believe that there are many
Joya C. De Foor, reasons to choose NBS:
Former City Treasurer
City of Long Beach Quality of work and attention to detail the NBS staff understands the
importance of Winter Springs' project needs and will provide the quality of
service required.
Experience we have worked extensively with SFD's. We have worked
for many years in this specialized industry and have worked through
virtually every conceivable nuance, issue and challenge involved with the
use of SFD's.
Service our goal is to always provide only the highest level of service.
Cost effectiveness our fees will always be priced competitively.
Stewardship we will only encourage solutions and services that solve
problems and are in the best interest of the City of Winter Springs.
NBS has redundant review processes and quality control systems in
place to ensure the highest level of accuracy and service, including the
following:
Management review of all processes and systems
Peer and final Management review of reports
Review and signoff by appropriate agency staff
Proposal for Special Assessment Management Services City of Winter Springs Page 3
Prepared by NBS May 29, 2009
2 HISTORY
NBS is equipped with the most up -to -date technology:
Industry leading, proprietary software called D-FAST
Multiple sources of Internet connectivity
Windows Server 2009 -based Local Area Network with a total storage
capacity of over five Terabytes
Data transmission and conversions extend our capabilities to interface
with the information system department of every public Agency
NBS has redundant backup systems and an Emergency Preparedness
and Response Plan "EPRP
4
"NBS has gone beyond the call
of duty in dealing with the issues
we have faced as a City...1
highly recommend NBS for this
type of project and related
work."
Bill Ramsey
Former Finance Director
City of Palmdale
Proposal for Special Assessment Management Services City of Winter Springs Page 4
Prepared by NBS May 29, 2009
3 EXPERIENCE AND QUALIFICATIONS
'EXPERIENCE AND QUALIFICATIONS
NBS' primary focus is to assist local governmental agencies, such as cities,
counties, and special districts, with specific public finance tasks and engineering
projects relating to the use of Special Financing Districts. Through our cover
letter, requested references, letters of reference and project descriptions, we will
demonstrate our ability to serve the City in an exemplary manner. Specifically,
our experience in the subject areas is summarized as follows:
Special Assessment Administration: NBS works with local governmental
agencies nationwide, giving us a thorough understanding of the concepts,
systems and requirements of special assessment management. NBS has
worked on complicated refundings, closeouts, pooled districts, and other
challenging and unusual situations.
Delinquency Administration: NBS has developed sophisticated reporting
and systems for delinquency management. NBS has improved collections
substantially for many agencies and has been called on as an Expert Witness
in challenging cases.
Arbitrage Rebate Administration: NBS has a long standing partnership
(since 1997) with the firm of Bond Logistix, the leading firm in the Nation for
arbitrage rebate services. Bond Logistix is uniquely qualified to provide these
services and offer a legal review, with NBS coordinating activities for the City.
Bond Logistix is the largest provider of arbitrage compliance services in the
country, having prepared more than 10,000 arbitrage analyses. Bond
Logistix currently has more than 1,200 state and local governmental clients,
including many of the largest and most sophisticated issuers in the country.
Bond Logistix was founded in 1989 as Orrick, Herrington Sutcliffe's
"Orrick Financial Services Group and was spun -off as a subsidiary of Orrick
in September 2000. Bond Logistix works in conjunction with Orrick's public
finance tax group on all arbitrage compliance engagements. Each arbitrage
rebate, yield restriction, and penalty in- lieu -of rebate report is accompanied
by an Orrick legal opinion. Bond Logistix is the consultant of choice due to
the firm's breadth and depth of experience, access to Orrick's expert legal
resources, and knowledge of elective options and innovative techniques to
generate significant savings. Together with Bond Logistix, NBS will tailor a
compliance program specifically suited to the City's needs.
Municipal Disclosure Administration: NBS provides Continuing Disclosure
Report preparation and dissemination services for many clients, representing
over 400 issues in 2008.
Special Assessment Software: D -FAST is NBS' proprietary software for
special district administration, and serves as the backbone for the quality and
integrity of services. D -FAST was the first Windows -based software in the
industry and is in use throughout the United States. The City will have real
time access to the assessment data via D -FAST Online, our secure web
portal.
Proposal for Special Assessment Management Services City of Winter Springs Page 5
Prepared by NBS May 29, 2009
3 EXPERIENCE AND QUALIFICATIONS
The table below indicates the number of districts, and aggregate parcel counts
which NBS levied during the 2008/09 Fiscal Year. This information is strictly
confidential. NBS requests that this information be used only as reference
material in response to the City's request for a pricing proposal.
Summary:
Counties Agencies Districts Parcels
FY 2008/09 42 152 1,039 1,420,355
Proposal for Special Assessment Management Services City of Winter Springs Page 6
Prepared by NBS May 29, 2009
4 SCOPE OF SERVICES
'SCOPE OF SERVICES'
As discussed in Section I above, NBS will provide a comprehensive set of
year -round services that support the City's goals and meets all legal
requirements. NBS has reviewed the scope of services previously provided
and will meet or exceed that scope as described below. These services will
be cost effective, but will be delivered in a manner that emphasizes quality
control, data integrity and the latest in technology.
'Special Assessment Management Services'
We understand that the primary responsibility of NBS will be to calculate the
annual assessment roll for each parcel in each district and submit it to Seminole
County in the required format. Additionally, NBS will provide the following
services through the annual administration process:
Kick -Off Meeting, Project Schedule. NBS will hold one meeting (onsite if
requested by City) with City staff, legal counsel and other interested parties to:
Establish lines of communication.
Clarify the specific project goals and criteria that will meet the City's preference.
Identify and resolve any special circumstances that may be involved in the
administration of the districts.
Develop project schedules to meet legal requirements and provide for effective
interaction of all involved parties.
Establish meeting dates consistent with schedule to achieve project milestones.
Data Collection. NBS will gather and review data relevant to the administration
of the districts. Data will be obtained from various sources, including City records,
Property Appraiser's parcel maps, and County Property Appraiser information and
establish a database for the assessment districts.
Policy Review. NBS will review polices and procedures that have been
established by the City for compliance with the governing documents and law and
offer improvements. These policies will be incorporated into our service to the
City.
Cost Recovery. NBS will identify all costs associated with the administration of
the Assessment Districts and recover those costs through the assessment roll
preparation process to the extent allowed by law. These costs may include, but
not be limited to Registrar /Transfer /Paying Agent fees, Arbitrage Rebate
calculation fees, bank fees, and expenses of the City and its consultants related
to the administration of the districts.
Resolutions Notices. NBS will draft and submit the appropriate resolutions
and notices for review and adoption by the City.
Parcel Splits /Combines. NBS will annually track all parcel changes to ensure
that all changes are documented. Historical parcel change and assessment
splits /combines data will be maintained by NBS. If the change in parcel requires
an assessment pay -off, we will be responsible to contact the owner, title
company, attorney, or other appropriate person and pursue the collection of all
assessment principal and interest.
Proposal for Special Assessment Management Services City of Winter Springs Page 7
Prepared by NBS May 29, 2009
4 SCOPE OF SERVICES
Annual Assessment Roll. NBS will calculate the annual assessment for each
parcel in each of the districts and submit the amount for each parcel to the County
in the format and medium (i.e. email, CD, magnetic tape) required by Seminole
County.
Resubmission or Rejects. NBS will research the status of any parcels rejected
by the County Tax Collector, and resubmit corrected data for collection on the
County Tax Roll. Any parcels that are not accepted by the County for collection
will be invoiced directly, with payment directed to the City.
Toll -Free Phone Number. NBS will provide a toll -free phone number for use by
the City, other interested parties and all property owners. Our staff will be
available to answer questions regarding the formation and ongoing collection of
assessments for the districts. Bilingual staff is available for Spanish- speaking
property owners.
Annual Report. NBS will provide a comprehensive Annual Report that will show
a detailed listing of the amounts submitted to the assessment roll or directly billed
for collection, details of delinquent assessments, paid off parcels and release of
liens.
Delinquency Monitoring. NBS will provide the City with a comprehensive list of
delinquencies after each installment becomes due. This report will show
delinquency percentage as well as a detailed list of each delinquent parcel.
Online Web Access to Assessment Data. NBS will provide staff and customer
secure access to D -FAST Online, our web portal for viewing assessment
information.
Expert Resource. NBS will act as the City's "expert resource," and answer
questions and advise the City on particular issues involving the Assessment
Districts.
Other Duties. NBS understands that other duties are required but not limited to
responding to estoppel letters, drafting satisfactions of liens, drafting an annual
special assessment resolution, recalculating the assessment whenever there is a
change in the number of parcels in a district, and responding to all inquires and /or
correspondence related to the special assessment.
'Arbitrage Rebate'
To assist in compliance with the IRS Code and U.S. Treasury Regulations,
NBS will provide the following services, at the fees quoted, through the firm of
Bond Logistix, LLC "BLX formerly known as Orrick, Herrington Sutcliffe,
LLP, the premiere firm for the provision of these services. The following
outlines the specific services provided relating to arbitrage rebate calculation
and consulting services.
Document Review. Pertinent documents of the issue will be reviewed
including the Official Statement, Trust Indenture, Tax Certificate, and IRS form
8038 -G to determine whether the issue is subject to the rebate requirement
and identify what general and /or elective exceptions are available to the issue.
Proposal for Special Assessment Management Services City of Winter P C o nter S rin s Page Y P 9 age 8
Prepared by NBS May 29, 2009
4 SCOPE OF SERVICES
Bond Yield. Sources and uses of all proceeds will be identified to determine
how the rebate requirement applies to each fund. Produce a debt service
schedule for the issue and calculate and /or verify the bond yield.
Excess Earnings Calculation. Trust statements and /or City accounting
records will be utilized to create a cash flow report for each fund. These
reports will be used to identify all investment activity and interest earnings
attributable to the funds. Calculate the arbitrage earnings on investment of
funds subject to rebate and determine the issuer's net rebate and /or penalty
liability.
Investment Yield Calculation. The investment yield will be calculated for
each fund as a "reality check" to reaffirm the accuracy of the cash flow report.
This measure not only ensures the accuracy of the report but also is a useful
tool when analyzing investment opportunities.
Summary. A report will be prepared that summarizes the rebate liability of the
issue, identifies the methodology employed, computational assumptions,
conclusions, and any recommended changes in record keeping and
investment policies. Analyze all transactions and explore every legally
permissible avenue to minimize the rebate liability. Identify outstanding
proceeds subject to the rebate requirement, and identify the instruments and
yields of the investment vehicles utilized by each fund.
Filing Requirement. NBS will coordinate the preparation and filing of the IRS
form 8038 -T with the payment as required.
Review. NBS will review the rebate report with City staff and discuss the
policies and procedures as they relate to the rebate requirement to ensure
compliance with treasury regulations. The review will also be used to
determine the necessity of any future calculations.
'Continuing Disclosure'
In accordance with the Disclosure Certificate of the issue, NBS will assist in
compliance with the annual disclosure requirement of the SEC Continuing
Disclosure Rule 15c2 -12. Since the establishment of the Rule, the Bond
Disclosure Certificate has guided our efforts. We scrupulously follow the
requirements of the Disclosure Certificate to assure full compliance by the
City. Even prior to Rule 15c2 -12, our consultants had been providing many of
the disclosure requirements to the investment community. Specifically, NBS
will perform the following:
Document Review. NBS will review pertinent documents of the issue,
including the Official Statement and Disclosure Certificate. We will identify
material such as the Consolidated Annual Financial Report and /or other
operating data that the City has agreed to provide in the Disclosure Certificate.
Data Collection. NBS will collect the annual financial information and
operating data that the City has agreed to provide to each Nationally
Recognized Municipal Securities Information Repository (NRMSIR) and the
appropriate State Information Depository (SID), if any.
Report Preparation. NBS will prepare the Annual Disclosure Report as
required in the Disclosure Certificate.
Proposal for Special Assessment Management Services City of Winter Springs Page 9
Prepared by NBS May 29, 2009
41, SCOPE OF SERVICES
Annual Dissemination. NBS will disseminate the Annual Disclosure Report
to state and national repositories and post to our website to allow public
access free of charge.
Significant Events. NBS will prepare and disseminate a "Notice of Significant
Events as listed on the Continuing Disclosure Certificate, to the appropriate
SID and to either each NRMSIR or the Municipal Securities Rulemaking Board
(MSRB). Action will commence upon notification by the City of the occurrence
of any of the events, if deemed by the City to be material. Typical significant
events may include:
1) Principal and interest payment delinquencies
2) Non payment related defaults
3) Unscheduled draws on debt service reserves reflecting financial
difficulties
4) Unscheduled draws on credit enhancements reflecting financial
difficulties
5) Substitution of credit or liquidity providers, or their failure to perform
6) Adverse tax opinions or events affecting the tax exempt status of the
security
7) Modifications to the rights of security holders
8) Bond calls
9) Defeasances
10) Release, substitution, or sale of property securing repayment of the
securities
11) Rating changes
Delinquency Management
NBS will develop a comprehensive delinquency management program which
includes a discussion and interpretation of the issuer's foreclosure covenant
together with a review of the existing polices and procedures of the City. This
service can be provided as part of overall annual administration or as a stand-
alone service. When deemed as the appropriate course of action, NBS will
perform the following.
Delinquency Reports. NBS will provide the City with an updated list of
delinquencies prior to sending any of the below letters. This report will also
detail each district's percentage of delinquencies, as well as a detailed list of
each delinquent parcel.
Late Notice. At the City's direction, send a late notice to the property owner of
each delinquent parcel after each billing. The purpose of this notice is to
further educate the property owner and advise them of a potential foreclosure.
Payment Plans. At the City's discretion, NBS will offer payment plans to
property owners in lieu of turning parcels over to the City's foreclosure
counsel.
Subsequent Foreclosure Services. NBS will prepare and deliver all
information to the City's foreclosure counsel. We will assist the City with the
title search and advertising process. We will also continue to supply the City
Attorney with additional information throughout the foreclosure process. We
will continue to respond to property owner and City staff phone calls regarding
the status of all cases, and will coordinate and audit status reports on a bi-
monthly basis from the City Attorney.
Proposal for Special Assessment Management Services City of Winter Springs Page 10
Prepared by NBS May 29, 2009
4 SCOPE OF SERVICES
Toll Free Phone Number. NBS will provide a toll -free phone number for use
by the City, other interested parties and all property owners. Our staff will be
available to answer questions regarding the formation and ongoing collection
of assessments /special taxes for the districts. Bilingual staff is available for
Spanish- speaking property owners.
Proposal for Special Assessment Management Services City of Winter Springs Page 11
Prepared by NBS May 29, 2009
5 COST PROPOSAL
Please note: NBS has provided the following cost proposal based on the
information provided by the City, recent and past conversations with the City
and our understanding of the overall level of effort required. Should NBS be
selected to work with the City, we will endeavor to set up a fee and billing
schedule that is commensurate with the tasks required that meets the needs of
the City. The table below summarizes the base fees, with further discussion
below.
Summary Table for Fees
Special Assessment Management Services'
The following table summarizes the proposed annual fees by district for all of
the services required, except as noted elsewhere for additional items like
delinquency action steps.
District Name Parcel Annual Annual
Count Admin Fee D -FAST Fee
TLBD Maintenance 4,509 $6,767 Included
TLBD Improvement 4,205 $2,727 Included
Phase I
TLBD Improvement 2,623 $606 Included
Phase II
Oak Forest Maintenance 936 $5,293 Included
Oak Forest Improvement 821 $2,607 Included
Total 13,094 $18,000 Included
Prepayment Calculations (each) $35
(Party requesting calculations shall pay)
Arbitrage Rebate'
Base Fees
Commitment Fee $250
Report Fee (per annual report) $1,500
Additional Service Fees
Computation Periods in Excess of 18 Months (per year) $500
Commingled Funds Analysis (as appropriate) 500
Transferred Proceeds Analysis (as appropriate) 750
Variable Rate Issues 500
(Continuing Disclosure)
Report Fee (per annual report) $1,500
Per Questionnaire $500
Significant Event Notification Hourly or $100 per event
Proposal for Special Assessment Management Services City of Winter Springs Page 12
Prepared by NBS May 29, 2009
5 COST PROPOSAL
Dissemination Services'
Report Dissemination (per recipient) $25
Significant Event Notification Hourly or $100 per event
Posting to NBS website No charge
Delinquency Management'
Late Notices $20
Payment Plan Administration 150
Subsequent Foreclosure Fees 100
All fees are based on a per parcel /per district basis
This fee will be recovered as part of the next assessment roll.
This fee is per parcel /per district/per year from the initiation of the
foreclosure process.
'Annual Fee Increases'
Cost of living may be applied to the services listed above on
Y PP
October 1 each year, beginning with October 1, 2010, not to exceed 3%
per year. The COLA would be the actual cost of living increase, based on
the U.S. Department of Labor, Bureau of Labor Statistics, Consumer Price
Index for all urban consumers for the Tampa -St. Petersburg Clearwater
area.
Additional Services'
NBS will provide a fee structure for any district closeouts or bond tender
programs, depending on the City's needs and complexity of the programs.
Other additional services authorized by the City will be billed at the rates
shown below or the then applicable hourly rate.
Title Hourly Rate
Director $190
Senior Consultant/Programmer 150
Engineer 140
Consultant 130
Analyst 100
Clerical /Support 55
Expert Witness TBD; with minimum fee
Proposal for Special Assessment Management Services City of Winter Springs Page 13
Prepared by NBS May 29, 2009
5 COST PROPOSAL
ITermsI
Administration services will be invoiced quarterly at the beginning of each
quarter. Expenses (including travel expenses for requested onsite visits)
will be itemized and included in the next regular invoice. Fees for all other
services will be invoiced upon completion of the task. If the project is
prematurely terminated by either party, NBS shall receive payment for work
completed. Payment shall be made within 30 days of submittal of an
invoice. If payment is not received within 90 days simple interest will begin
to accrue at the rate of 1.5% per month. Either party can cancel contracts
with 30 days written notice.
Proposal for Special Assessment Management Services City of Winter Springs Page 14
Prepared by NBS May 29, 2009
6 PROJECT TEAM
'PROJECT TEAM'
NBS is proud to present the following Project Team. In addition to the staff
presented, NBS has a depth of key resources as well as the flexibility to allow
for the introduction of additional specialists, if needed. Key personnel resumes
are presented below.
The NBS key staff members are available and stand fully committed to City of
Winter Springs to begin work immediately upon award of contract. Additional
engineering and financial staff are available as needed.
NBS will be able to provide staffing and a level of expertise that cannot be
matched. Dave Ketcham, David Schroeder and Jason Roth will be
dedicated to maintaining the Districts.
yy0NTeg s
A„,
O
1111 Z
U
"Quality is paramount in the �CORID
services you provide, and we
have faith in your professional
abilities, accuracy, timelines, DAVE KETCHAM
and overall integrity." dketcham @nbsgov.com
Client Services Director
John Donoghue Oversees technical approach
Financial Analyst Over 12 years of experience
City of Folsom
DAVID SCHROEDER
h v.
dsc roeder @nbsgo co m
Project Manager
Oversees Additional Support's Activities
Over 7 years of combined experience
JASON ROTH
jroth @nbsgov.com
Project Consultant
Additional Support
Proposal for Special Assessment Management Services City of Winter Springs Page 15
Prepared by NBS May 29, 2009
6 PROJECT TEAM
Dave Ketcham IRESUMEI
Director
dketcham @nbsgov.com Dave Ketcham is a Director with NBS. He was responsible for the design,
preparation and implementation of the D -FAST special district administration
software. He manages the continued expansion of D- FAST's feature set and
IHIGHLIGHTSI oversees the daily administration of the D -FAST database, which contains over
1,000,000 parcels for agencies throughout the United States. He also provides
Designed, prepared and consulting to agencies with districts that are in default or that have severe
implemented delinquency problems.
D -FAST special district
administration software Some examples of Dave's experience are as follows:
Manages expansion of
D- FAST's feature set Software Development: Dave is the project manager on our Windows-
Oversees daily based administration software. Due to his experience and expertise, the
administration of the D- design of this program is extremely comprehensive and flexible. The
FAST database, which program is capable of administering all types of special districts over the
contains over 1.4 million Internet.
parcels in 42 counties
District Administration: Dave has managed the day -to -day administration
and annual levy calculations for over 300 SFD's, consisting of
IEDUCATIONI approximately 200,000 parcels. His involvement includes analysis of
district finances as well as oversight of tasks such as parcel audits of
Bachelor of Arts, assessment liens and delinquency management activities.
Quantitative Economics,
University of California, San Parcel Subdivision /Bond Apportionments: Dave performed Assessment
Diego Apportionment services for SFDs, including preparation of Amended
Master of Business, Assessment Diagrams and recordation of all required legal documents.
Administration, California
State University, San Continuing Disclosure: Dave has prepared and disseminated Municipal
Bernardino Disclosure Reports for multiple public agencies in compliance with
Securities Exchange Commission regulation 15c2 -12.
(PROFESSIONAL Delinquency Management: Dave performed delinquency data analysis for
AFFILIATIONS( SFD's with high delinquency rates and /or defaulted bonds for which
workout plans were prepared. He participated with legal counsel in
Florida Government Finance preparation of judicial foreclosure cases and analysis of bond tender
Officers Association programs used in foreclosure workouts.
(FGFOA)
California Society of
Municipal Finance Officers
(CSMFO)
Government Finance
Officers Association of
Arizona (GFOAz)
California Municipal
Treasurers Association
(CMTA)
Government Finance
Officers Association (GFOA)
Washington Municipal
Treasurers Association
(WMTA)
Proposal for Special Assessment Management Services City of Winter Springs Page 16
Prepared by NBS May 29, 2009
6 PROJECT TEAM
'RESUME'
David Schroeder
Financial Analyst David Schroeder is a Financial Analyst at NBS where he administers special
dschroeder @nbsgov.com financing districts including Assessment Districts, Community Facilities Districts
and Landscape and Lighting Districts. David has experience working with all
aspects of special district administration including continuing disclosure and
'HIGHLIGHTS' delinquency management. He is actively involved in the daily administration of
district administration operations.
Experience with ongoing
administration of special District Administration: David has experience in ongoing administration
financing districts for Assessment Districts, Community Facilities Districts, Property -Based
Business Improvement Districts, Water and Sewer Standby Districts and
Administrator for Districts Landscape and Lighting Districts. His experience includes preparing
including the counties of annual assessment levy calculations, direct assessment billings, district
Riverside, Sacramento, San fund analyses, and monitoring delinquent assessments to ensure timely
Bernardino, and Solano, in debt service repayment. He administers several CFD's with an aggregate
the State of California parcel count of 7,500 parcels and numerous LMD's containing over
125,000 parcels.
4 years experience
Continuing Disclosure: David has prepared and disseminated Municipal
Disclosure Reports for several California Agencies. He prepared and
(EDUCATIONS disseminated ongoing disclosure reports for special financing districts
including Act Assessment Districts, Community Facilities Districts,
Bachelor's of Science in Revenue Bonds and Local Obligation Disclosure Reporting in compliance
Business Administration, with Securities Exchange Commission regulation 15c2 -12.
Accounting Information
Systems Concentration Delinquency Management: David also works extensively on delinquency
Minor in Finance management. This includes the gathering of county data, removing
California State University, assessments from the county tax roll, and dealing with foreclosure
San Bernardino attorneys and property owners.
District Closeouts: David has worked with many agencies on hundreds of
District Closeouts requiring thousands of refunds to property owners.
Millions of dollars have been refunded through calculations David has
created.
Assessment District Audits: David has worked with agencies on auditing
Assessment Districts including preparing funds analyses, determining
current and future bond debt variances, preparing bond call analyses and
instruction letters, auditing parcel levy histories, and preparing
recommendations for ongoing administration.
Special Projects: David has worked on several special projects including
assisting Districts with coordination of public hearings, assisting Cities and
Districts with code compliance on several topics related to land -based
financing, assistance with judicial foreclosure processes and pre formation
and pre -bond disclosure analysis for the Cities of Emeryville, Tiburon and
Vacaville.
Proposal for Special Assessment Management Services City of Winter Springs Page 17
Prepared by NBS May 29, 2009
6 PROJECT TEAM
Jason Roth 'RESUME'
Financial Analyst
jroth @nbsgov.com Jason Roth is a Financial Analyst at NBS, where his daily responsibilities focus
around the on -going administration of over 40 special assessment/tax districts
within the state of California. He works closely with a number of public agencies
'HIGHLIGHTS' in multiple counties.
Special District District Administration: Jason works extensively with Assessment Districts,
Administration Specialist Community Facilities Districts, Standby Districts, and Property Based Business
Improvement Districts (PBID). His administration functions include calculation of
Services over 40 Special annual levies, analysis of district finances, calculation of redemption of bonds
Districts throughout from prepayments, bond tenders, apportionment of liens and annual report
California preparation. In addition, he plays an active role in creating and /or maintaining an
effective delinquency management policy for the agency, and ensuring that
Responsible for preparing continuing disclosure requirements and arbitrage rebate obligations are met.
the annual levy of nearly Jason deals with County agents including the Auditor Controller's Office,
500,000 parcels Treasurer Tax Collector, and County Assessor's Office. He understands county
timetables and requirements for transmittal and processing of data critical to the
successful administration of special districts. In addition, he is available to assist
'EDUCATION' district property owners with questions or concerns and provide explanations of
bond covenants and government code in a manner understandable to
Bachelor of Arts, Economics professionals and the lay person.
California State University,
San Marcos Prior to joining NBS, Jason attended and graduated from California State
University, San Marcos with a Bachelor of Arts in Economics
Proposal for Special Assessment Management Services City of Winter Springs Page 18
Prepared by NBS May 29, 2009
7 CLIENT REFERENCES
ICUENT REFERENCESI
The City is encouraged to contact the references listed regarding the quality of
work and capabilities of NBS to meet time schedules within established budget
constraints. The list below includes clients for whom we provide similar
professional services.
Public Agency Contact Name Services
City of Naples
735 Eighth Street South Ann Marie S. Ricardi Assessment Admin.
Naples, FL 34102 Finance Director
Phone: 239.213.1822 Public Notices
Fax: 239.213.1805
City of Cape Coral
PO Box 150006 Mark C. Mason,
Cape Coral, FL 33915 Financial Services D-FAST Software
Phone: 239.574.0497 Director
Fax: 239.242.5314
City of Palmdale
38300 N. Sierra Highway Assessment Admin.
Suite D Betsy St. John Special Tax Admin.
Palmdale, CA 93550 Finance Director Delinquency Mgmt.
Phone: 661.267.5417 Continuing Disclosure
Fax: 661.267.5454
Assessment Admin.
City of Vacaville Special Tax Admin.
650 Merchant Street
Vacaville, CA 95688 Ken Campo Delinquency Mgmt.
Phone: 707.449.5119 Finance Director Apportionments
Fax: 707.449.5147 Continuing Disclosure
Arbitrage Rebate
City of Long Beach
333 W. Ocean Blvd., 6th Fl. David Nakamoto Long Beach, CA 90802 Assessment Admin.
Phone: 562.570.6845 Treasurer Special Tax Admin.
Fax: 562.570.5836
Citrus County
110 N. Apopka Ave.
Inverness, FL 34450 Sarah Koser D -FAST Software
Phone: 352.341.6449 Finance Director
Fax: 352.341.6458
Lee County
1500 Monroe Street, 3rd FIr Libby Walker
Fort Myers, FL 33901 Director of Public D-FAST Software
Phone: 239.533.2737 Resources
Village of Wellington
14000 Greenbriar Blvd. Francine Ramaglia
Wellington, FL 33414 Director of Administration D -FAST Software
Phone: 561.791.4000 and Finance
Fax: 561.791.4045
Proposal for Special Assessment Management Services City of Winter Springs Page 19
Prepared by NBS May 29, 2009
ADDITIONAL INFORMATION
'Insurance
For the protection of our clients, NBS is covered by the insurance policies
described in the following table. Workers' Compensation Insurance is
maintained at the level required by state law.
Type Of Insurance Coverage Amount
Workers' Compensation $1,000,000.00
General Liability $2,000,000.00
Professional Liability $2,000,000.00
Work Product'
Upon payment for the work performed, or portion thereof, all drawings,
specifications, records, electronic computer mapping files, or other
documents generated by NBS pursuant to this agreement, or any other
product of NBS rendering hereunder, are and shall remain the property of
the City, whether the project for which they are made is executed or not
NBS shall be permitted to retain copies, including reproducible copies, of
drawings and specifications for information or reference.
(Workplace Diversity
NBS is an equal employment opportunity (EEO) employer and has a
commitment to workplace diversity. It is the policy of NBS up to provide equal
employment opportunity without regard to race, color, creed, sex, sexual
preference, age, handicap, religion or national origin. This policy applies to all
areas of employment, including recruitment, hiring, training and development,
promotion, transfer, termination, layoff, compensation and all other conditions
and privileges of employment in accordance with applicable federal, state and
local laws with the basic dictates of human dignity. Anyone involved in
discriminatory practices is subject to termination.
(Attachments'
Attached to this proposal are the following:
Project Descriptions:
City of Palmdale Project Description (relevant sample of services
provided)
City of Vacaville Project Description (relevant sample of services
provided)
Proposal for Special Assessment Management Services City of Winter Springs Page 20
Prepared by NBS May 29, 2009
ADDITIONAL INFORMATION
Services Provided: 'PROJECT DESCRIPTION'
1915 Act Assessment
District Administration SPECIAL FINANCING DISTRICT ADMINISTRATION
Mello -Roos Community City of Palmdale, Los Angeles County, California
Facilities District (CFD)
Administration The fast growing City of Palmdale has numerous assessment and special tax
Delinquency Community Facilities Districts (CFD), some of which have had significant
Management delinquency- associated challenges. NBS has been working with the City for
Bond Tender Policy and over five years handling the day -to -day administration, including responding to
Procedures Consulting payoff calculation and other informational requests, monitoring and following up
Continuing Disclosure on delinquencies, and submitting the correct levy information to the County.
Bond Calls NBS has also been the consultant and provider for the Annual Disclosure
Annual Reporting process, as required for the bonds issued.
Property Owner Calls
In addition to the routine administration discussed above, NBS has been
instrumental in helping the City tackle the delinquency issues. This includes
performing delinquency data analysis for 1915 Act assessment districts with high
delinquency rates and /or defaulted bonds for which workout plans were
prepared. NBS has participated with legal counsel in preparation of judicial
foreclosure cases and analysis of bond tender programs used in foreclosure
workouts. These districts represent some of the most challenging ones in the
State.
0.
"NBS has gone beyond the call of duty Boundary Map
in dealing with the issues we have faced Assessment Districts
as a City... I highly recommend NBS for
this type of project and related work." 88-1 and 90 -2
Bill Ramsey, Finance Director (Retired) `A-+,
Client Contact:
Ms. Betsy St. John
Finance Director
City of Palmdale
38300 N. Sierra Hwy.,
Bldg. D
Palmdale, CA 93550
(661) 267 -5440 phone
(661) 267 -5454 fax
Proposal for Special Assessment Management Services City of Winter Springs Page 21
Prepared by NBS May 29, 2009
ADDITIONAL INFORMATION
Services Provided: (PROJECT DESCRIPTION
1915 Act Assessment
District Administration SPECIAL FINANCING DISTRICT ADMINISTRATION
1915 Act Reassessment City of Vacaville, Solano County, California
District Engineering
Mello -Roos Community The growing City of Vacaville utilizes a number of special financing districts,
Facilities District (CFD) which include:
Administration
Sixteen (16) 1915 Act assessment districts
Delinquency Two (2) special tax Community Facilities Districts (CFD)
Management
Continuing Disclosure
Bond Calls NBS has been working with the City handling the day to-day administration,
Annual Reporting which includes data maintenance and updates, responding to payoff calculation
and other informational requests, monitoring and following up on delinquencies,
Property Owner Calls submitting the correct levy information to the County, etc. NBS has also been
the provider for the Annual Disclosure process, as required for the bonds issued.
The City formed the 1915 Act assessment districts for street improvements,
infrastructure items, and construction of a water supply system to service
substantial residential and commercial development within the City.
CFD No. 1 was formed for the purpose of financing fire protection services
within the CFD boundaries and CFD No. 2 was formed for the purpose of
funding certain infrastructure items in the Nut Tree Parkway area.
In January 2002, NBS provided the reassessment engineering services to refund
the bonds of six (6) Assessment Districts creating large interest savings for the
property owners.
ti
It was important to the City that the transition from the
previous administrative firm be seamless and accomplished I
with a minimum of City staff involvement, and it was."
In addition, Your attention to detail, responsiveness, and
knowledge of the rules and regulations ...allows us to focus tt
on our core tasks here at the City."
Ken Campo, Finance Director
Client Contact:
Mr. Ken Campo
Finance Director
City of Vacaville
650 Merchant Street
Vacaville, CA 95688
(707) 449 -5118 phone
(707) 449 -5149 fax
Proposal for Special Assessment Management Services City of Winter Springs Page 22
Prepared by NBS May 29, 2009
Attachment `B'
AGREEMENT FORM
THIS AGREEMENT is made and entered into this day of by
and between the CITY OF WINTER SPRINGS, FLORIDA, a Florida municipal corporation,
hereinafter referred to as "City located at 1126 East State Road 434, Winter Springs, FL 32708,
and Nabors, Giblin Nickerson, P.A., a Florida Corporation, hereinafter referred to as
"Service Provider
WITNESSETH:
WHEREAS, City wishes to obtain Assessment Program Legal Services for the City of
Winter Springs on a continuing basis; and
WHEREAS, Service Provider participated in the selection and negotiation process; and
WHEREAS, Service Provider is willing to provide such Assessment Program Legal
Services for the City under the terms and conditions stated herein and as defined in the attached
Exhibit `1' Annual Assessments for November 2010 Ad Valorem Tax Bill, dated October 22,
2009.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, the parties covenant and agree as follows:
1.0 RECITALS
1.1 The foregoing recitals are deemed to be true and accurate and are fully
incorporated herein by reference.
2.0 TERM AND DEFINITIONS
2.1 This contract shall be in effect for twelve (12) months commencing on the
Effective Date. The City may extend this contract for two (2) additional one year terms,
provided the City determines, in its discretion, that Service Provider has adequately performed
during the previous term of this contract. In the event this contract is extended, the contract price
may be adjusted to allow for consumer price increases based on Bureau of Labor and Statistics
Producer Price Index not to exceed (three) 3 percent. The adjustment will be based on the annual
contract period from the same period of the previous year and calculated 30 days prior to
renewal. The Agreement may be canceled in whole or part by the City or the Service Provider,
upon giving at least (30) days written notice prior to cancellation; EXCEPT that non-
performance on the part of the Service Provider will be grounds for immediate termination.
Unless otherwise provided in said notice, all work being performed by Service Provider at the
time of receipt of the notice shall immediately cease and no further work shall be provided by
Service Provider under this contract.
2.2 Definitions. The following words and phrases used in this Agreement shall have
the following meaning ascribed to them unless the context clearly indicates otherwise:
a. "Agreement" or "Contract" shall be used interchangeably and shall refer to this
Agreement, as amended from time to time, which shall constitute authorization
for the Service Provider to provide Assessment Program Legal Services
approved by the City.
b. "Effective Date" shall be the date on which the last signatory hereto shall execute
this Agreement, and it shall be the date on which this Agreement shall go into
effect. The Agreement shall not go into effect until said date.
c. "Service Provider" shall mean Nabors, Giblin & Nickerson, P.A., a Florida
Corporation, and its principals, officers, employees, and agents.
d. "Public Record" shall have the meaning given in Section 119.011(1), Florida
Statutes.
e. "Work" or "Services" shall be used interchangeably and shall include the
performance of the work agreed to by the parties in this Agreement.
f. "City Project Manager" or "Designated Representative" or "Project Director"
shall mean the City of Winter Springs City Manager, or his designee, who is to
provide the general administration of the contract.
3.0 SCOPE OF SERVICES
3.1 Service Provider shall provide Assessment Program Legal Services for the
City of Winter Springs, including the furnishing of all labor, equipment, tools, materials,
incidentals and the performing of all operations necessary as described in the Project Manual.
4.0 CHANGES IN THE SCOPE OF WORK
4.1 City may make changes in the Services at any time by giving written notice to
Service Provider. If such changes increase (additional services) or decrease or eliminate any
amount of Work, City and Service Provider will negotiate any change in total cost or schedule
modifications. If the City and the Service Provider approve any change, the Contract will be
modified in writing to reflect the changes. All change orders shall be authorized in writing by
City's and Service Provider's designated representative.
4.2 All of City's amendments thereto shall be performed in strict accordance with the
terms of this Agreement insofar as they are applicable.
5.0 SCHEDULE
5.1 Service Provider shall perform services in conformance with the schedule
reasonably established by the City Project Manager. Service Provider shall complete all of said
services in a timely manner and will keep City apprized of the status of work on at least a
monthly basis or as otherwise reasonably requested by the City. Should Service Provider fall
behind on the established schedule, it shall employ such resources so as to comply with the
schedule.
5.2 No extension for completion of services shall be granted to Service Provider
without City's prior written consent.
6.0 METHODS OF PAYMENT FOR SERVICES AND EXPENSES
OF SERVICE PROVIDER
6.1 General Bid Services. The City shall only pay Service Provider for services
actually performed based on the rate schedule. The total amount paid to Service Provider under
this Agreement shall not exceed the total fee (both phases) shown on the attached Exhibit `1'
Annual Assessments for November 2010 Ad Valorem Tax Bill, dated October 22, 2009,
totaling $6,500 (Six Thousand Five Hundred and 00/100 dollars). If this contract is
extended, the total annual amount paid to Service Provider shall not exceed that above
mentioned number adjusted by the Producer Price Index as set forth in paragraph 2.1 of this
contract.
6.2 Additional Services. From time to time during the term of this Agreement, City
may request that Service Provider perform additional Services not required under the Project
Manual. For those additional services agreed upon by the City and Service Provider in writing,
City agrees to pay Service Provider a total amount equal to that mutually agreed upon by the
parties in writing.
6.3 Payment. Upon receipt of a proper invoice from Service Provider, the City
agrees to pay the Service Provider the invoice amount providing said amount accurately reflects
the terms and conditions of this Agreement. Invoices may only be submitted on a monthly basis
unless otherwise agreed by the City. Unless otherwise agreed in writing by the City, there shall
be no other compensation paid to the Service Provider and its principals, employees, and
independent professional associates and consultants in the performance of Work under this
Agreement. The City agrees to make all payments due within thirty (30) days of receipt of a
proper invoice delivered by Service Provider. The Service Provider may only bill the City for
actual work performed.
7.0 RIGHT TO INSPECTION
7.1 City or its affiliates shall at all times have the right to review or observe the
services performed by Service Provider.
7.2 No inspection, review, or observation shall relieve Service Provider of its
responsibility under this Agreement.
8.0 AUDIT AND INSPECTIONS
All Service Provider's records with respect to any matters covered by this Agreement
shall be made available to the City, at any time during normal business hours, as often as the City
deems necessary, to audit, examine, and make excerpts or transcripts of all relevant data. Any
deficiencies noted in audit reports must be fully cleared by the Service Provider within thirty
(30) days after receipt by the Service Provider. Failure of the Service Provider to comply with
the above audit requirements will constitute a material breach of this Agreement and may result,
at the sole discretion of the City, in the withholding of payment for services provided under this
Agreement.
9.0 PROFESSIONALISM AND STANDARD OF CARE
9.1 Service Provider shall do, perform and carry out in a professional manner all
Services required to be performed by this Agreement. Service Provider shall also use the degree
of care and skill in performing the Services that are ordinarily exercised under similar
circumstances by reputable members of Service Provider's profession working in the same or
similar locality as Service Provider.
10.0 SUBMITTAL OF PROGRESS REPORTS
10.1 Service Provider shall submit a monthly written progress report as to the status of
all Work set forth in this Agreement. The report shall in a sufficient manner demonstrate that
any funds expended were used to provide the agreed -upon Services. If the detail is not sufficient
in the City Project Manager's reasonable discretion to permit the City to determine the Work
performed or the manner in which it is being performed, the City may seek more detail from the
Service Provider.
11.0 WARRANTY OF PROFESSIONAL SERVICES
11.1 The Service Provider (for itself and any of its employees, contractors, partners,and
agents used to perform the Services) hereby warrants unto the City that all of its employees (and
those of any of its contractors, partners, and agents used to perform the Services) have sufficient
experience to properly complete the Services specified herein or as may be performed pursuant
to this Agreement. In pursuit of any Work, the Service Provider shall supervise and direct the
Work, using its best skill and attention and shall enforce strict discipline and good order among
its employees. The Service Provider shall comply with all laws, ordinances, rules, regulations,
and lawful orders of any public authority bearing on the performance of the Work.
12.0 CORPORATE REPRESENTATIONS BY SERVICE PROVIDER
12.1 Service Provider hereby represents and warrants to the City the following:
a. Service Provider is duly registered and licensed to do business in the
State of Florida and is in good standing under the laws of Florida, and
is duly qualified and authorized to carry on the functions and
operations set forth in this Agreement.
b. The undersigned signatory for Service Provider has the power,
authority, and the legal right to enter into and perform the obligations
set forth in this Agreement and all applicable exhibits thereto, and the
execution, delivery, and performance hereof by Service Provider has
been duly authorized by the board of directors and /or president of
Service Provider. In support of said representation, Service Provider
agrees to provide a copy to the City of a corporate certificate of good
standing provided by the State of Florida prior to the execution of this
Agreement.
c. Service Provider is duly licensed under all local, state and federal laws
to provide the Services stated in paragraph 3.0 herein. In support of
said representation, Service Provider agrees to provide a copy of all
said licenses to the City prior to the execution of this Agreement.
13.0 WORK IS A PRIVATE UNDERTAKING
13.1 With regard to any and all Work performed hereunder, it is specifically understood
and agreed to by and between the parties hereto that the contractual relationship between the City
and Service Provider is such that the Service Provider is an independent contractor and not an
agent of the City. The Service Provider, its contractors, partners, agents, and their employees are
independent contractors and not employees of the City. Nothing in this Agreement shall be
interpreted to establish any relationship other than that of an independent contractor, between the
City, on one hand, and the Service Provider, its contractors, partners, employees, or agents,
during or after the performance of the Work under this Agreement.
14.0 PROGRESS MEETING
14.1 City Project Manager may hold periodic progress meetings on a monthly basis, or
more frequently if required by the City, during the term of work entered into under this
Agreement. Service Provider's Project Manager and all other appropriate personnel shall attend
such meetings as designated by the City Project Manager.
15.0 SAFETY
15.1 Service Provider shall be solely and absolutely responsible and assume all
liability for the safety and supervision of its principals, employees, contractors, and agents while
performing Services provided hereunder.
16.0 INSURANCE
16.1 Liability Amounts. During the term of this Agreement, Service Provider shall
be responsible for providing the types of insurance and limits of liability as set forth below.
a. The Service Provider shall maintain comprehensive general liability insurance
in the minimum amount of $1,000,000 as the combined single limit for each
occurrence to protect the Service Provider from claims of property damages
which may arise from any Services performed under this Agreement whether
such Services are performed by the Service Provider or by anyone directly
employed by or contracting with the Service Provider.
b. The Service Provider shall maintain comprehensive automobile liability
insurance in the minimum amount of $1,000,000 combined single limit bodily
injury and minimum $1,000,000 property damage as the combined single limit
for each occurrence to protect the Service Provider from claims for damages
for bodily injury, including wrongful death, as well as from claims from
property damage, which may arise from the ownership, use, or maintenance of
owned and non -owned automobiles, including rented automobiles whether
such operations be by the Service Provider or by anyone directly or indirectly
employed by the Service Provider.
c. The Service Provider shall maintain, during the life of this Agreement,
adequate Workers' Compensation Insurance in at least such amounts as are
required by law and Employer's Liability Insurance in the minimum amount
of $1,000,000 for all of its employees performing Work for the City pursuant
to this Agreement.
16.2 Special Requirements. Current, valid insurance policies meeting the
requirements herein identified shall be maintained during the term of this Agreement. A copy of
a current Certificate of Insurance shall be provided to the City by Service Provider upon the
Effective Date of this Contract which satisfied the insurance requirements of this paragraph 16.0.
Renewal certificates shall be sent to the City 30 days prior to any expiration date. There shall
also be a 30 -day advance written notification to the City in the event of cancellation or
modification of any stipulated insurance coverage. The City shall be an additional named
insured on all stipulated insurance policies as its interest may appear, from time to time.
16.3 Independent Associates and Consultants. All independent contractors or
agents employed by Service Provider to perform any Services hereunder shall fully comply with
the insurance provisions contained in these paragraphs for sections 15 and 16.
1
17.0 COMPLIANCE WITH LAWS AND REGULATIONS
17.1 Service Provider shall comply with all requirements of federal, state, and local
laws, rules, regulations, standards, and /or ordinances applicable to the performance of Services
under this Agreement.
18.0 DOCUMENTS
18.1 Public Records. It is hereby specifically agreed that any record, document,
computerized information and program, audio or video tape, photograph, or other writing of the
Service Provider and its independent contractors and associates related, directly or indirectly, to
this Agreement, may be deemed to be a Public Record whether in the possession or control of the
City or the Service Provider. Said record, document, computerized information and program,
audio or video tape, photograph, or other writing of the Service Provider is subject to the
provisions of Chapter 119, Florida Statutes, and may not be destroyed without the specific
written approval of the City's City Manager. Upon request by the City, the Service Provider
shall promptly supply copies of said public records to the City. All books, cards, registers,
receipts, documents, and other papers in connection with this Agreement shall at any and all
reasonable times during the normal working hours of the Service Provider be open and freely
exhibited to the City for the purpose of examination and /or audit.
18.2 The Service Provider acknowledges that the City is a Florida municipal
corporation and subject to the Florida Public Records Law. Service Provider agrees that to the
extent any document produced by Service Provider under this Agreement constitutes a Public
Record; Service Provider shall comply with the Florida Public Records Law.
19.0 ASSIGNMENT
19.1 Service Provider shall not assign or subcontract this Agreement, or any rights or
any monies due or to become due hereunder without the prior, written consent of City.
19.2 If upon receiving written approval from City, any part of this Agreement is
subcontracted by Service Provider, Service Provider shall be fully responsible to City for all acts
and/or omissions performed by the subcontractor as if no subcontract had been made.
19.3 If City determines that any subcontractor is not performing in accordance with
this Agreement, City shall so notify Service Provider who shall take immediate steps to remedy
the situation.
19.4 If any part of this Agreement is subcontracted by Service Provider, prior to the
commencement of any Work by the subcontractor, Service Provider shall require the
subcontractor to provide City and its affiliates with insurance coverage as set forth by the City.
20.0 TERMINATION; DEFAULT BY SERVICE PROVIDER AND CITY'S
REMEDIES
20.1 The City reserves the right to revoke and terminate this Agreement and rescind all
rights and privileges associated with this Agreement, without penalty, in the following
circumstances, each of which shall represent a default and breach of this Agreement:
a. Service Provider defaults in the performance of any material covenant or condition of
this Agreement and does not cure such other default within fourteen (14) calendar
days after written notice from the City specifying the default complained of, unless,
however, the nature of the default is such that it cannot, in the exercise of reasonable
diligence, be remedied within fourteen (14) calendar days, in which case the Service
Provider shall have such time as is reasonably necessary to remedy the default,
provided the Service Provider promptly takes and diligently pursues such actions as
are necessary therefore; or
b. Service Provider is adjudicated bankrupt or makes any assignment for the benefit of
creditors or Service Provider becomes insolvent, or is unable or unwilling to pay its
debts; or
c. Service Provider has acted negligently, as defined by general and applicable law, in
performing the Services hereunder; or
d. Service Provider has committed any act of fraud upon the City; or
e. Service Provider has made a material misrepresentation of fact to the City while
performing its obligations under this Agreement; or
f. Service Provider is experiencing a labor dispute which threatens to have a substantial,
adverse impact upon performance of this Agreement without prejudice to any other
right or remedy City may have under this Agreement.
20.2 Notwithstanding the aforementioned, in the event of a default by Service Provider,
the City shall have the right to exercise any other remedy the City may have by operation of law,
without limitation, and without any further demand or notice. In the event of such termination,
City shall be liable only for the payment of all unpaid charges, determined in accordance with
the provisions of this Agreement, for Work properly performed prior to the effective date of
termination.
21.0 FORCE MAJEURE
21.1 Any delay or failure of either party in the performance of its required obligations
hereunder shall be excused if and to the extent caused by acts of God; fire; flood; windstorm;
explosion; riot; war; sabotage; strikes (except involving Service Providers labor force);
extraordinary breakdown of or damage to City's affiliates' generating plants, their equipment, or
facilities; court injunction or order; federal and /or state law or regulation; order by any regulatory
agency; or cause or causes beyond the reasonable control of the party affected; provided that
prompt notice of such delay is given by such party to the other and each of the parties hereunto
shall be diligent in attempting to remove such cause or causes. If any circumstance of Force
Majeure remains in effect for sixty days, either party may terminate this Agreement.
22.0 GOVERNING LAW & VENUE
22.1 This Agreement is made and shall be interpreted, construed, governed, and
enforced in accordance with the laws of the State of Florida. Venue for any state action or
litigation shall be Seminole County, Florida. Venue for any federal action or litigation shall be
Orlando, Florida.
23.0 HEADINGS
23.1 Paragraph headings are for the convenience of the parties only and are not to be
construed as part of this Agreement.
24.0 SEVERABILITY
24.1 In the event any portion or part thereof of this Agreement is deemed invalid,
against public policy, void, or otherwise unenforceable by a court of law, the parties, at the sole
discretion and option of the City, shall negotiate an equitable adjustment in the affected
provision of this Agreement. The validity and enforceability of the remaining parts of this
Agreement shall otherwise be fully enforceable.
25.0 INTEGRATION; MODIFICATION
25.1 The drafting, execution, and delivery of this Agreement by the Parties have been
induced by no representations, statements, warranties, or agreements other than those expressed
herein. This Agreement embodies the entire understanding of the parties, and there are no
further or other agreements or understandings, written or oral, in effect between the parties
relating to the subject matter hereof unless expressly referred to herein. Modifications of this
Agreement shall only be made in writing signed by both parties.
26.0 WAIVER AND ELECTION OF REMEDIES
26.1 Waiver by either party of any terms or provision of this Agreement shall not be
considered a waiver of that term, condition, or provision in the future.
26.2 No waiver, consent, or modification of any of the provisions of this Agreement
shall be binding unless in writing and signed by a duly authorized representative of each party
hereto.
27.0 THIRD PARTY RIGHTS
27.1 Nothing in this Agreement shall be construed to give any rights or benefits to
anyone other than City and Service Provider.
28.0 PROHIBITION AGAINST CONTINGENT FEES
28.1 Service Provider warrants that it has not employed or retained any company or
person, other than a bona fide employee working solely for the Service Provider, to solicit or
secure this Agreement, and that it has not paid or agreed to pay any person, company,
corporation, individual, or firm, other than a bona fide employee working solely for the Service
Provider, any fee, commission, percentage, gift, or other consideration contingent upon or
resulting from the award or making of this Agreement.
29.0 NO JOINT VENTURE
29.1 Nothing herein shall be deemed to create a joint venture or principal -agent
relationship between
the parties and neither party are authorized to, nor shall either party act toward third persons or
the public in any manner which would indicate any such relationship with the other party.
30.0 ATTORNEY'S FEES
30.1 Should either party bring an action to enforce any of the terms of this Agreement,
the prevailing party shall be entitled, to the extent permitted by law, to recover from the non -
prevailing party the costs and expenses of such action including, but not limited to, reasonable
attorney's fees, whether at settlement, trial or on appeal.
31.0 COUNTERPARTS
31.1 This Agreement may be executed in any number of counterparts, each of which
when so executed and delivered shall be considered an original agreement; but such counterparts
shall together constitute but one and the same instrument.
32.0 DRAFTING
32.1 City and Service Provider each represent that they have both shared equally in
drafting this Agreement and no party shall be favored or disfavored regarding the interpretation
of this Agreement in the event of a dispute between the parties.
33.0 NOTICE
33.1 Any notices required to be given by the terms of this Agreement shall be
delivered by hand or mailed, postage prepaid to:
For Service Provider:
Nabors, Giblin Nickerson, P.A.
1500 Mahan Drive, Suite 200
Tallahassee, FL 32308
(850) 224 -4070
For City:
City of Winter Springs
City Manager's Office
1126 East State Road 434
Winter Springs, FL 32708
Phone: (407) 327 -1800
33.2 Either party may change the notice address by providing the other party written
notice of the change.
34.0 SOVEREIGN IMMUNITY
34.1 Nothing contained in this Agreement shall be construed as a waiver of the City's
right to sovereign immunity under Section 768.28, Florida Statutes, or other limitations imposed
on the City's potential liability under state or federal law.
35.0 INDEMNIFICATION
35.1 For all Services performed pursuant to this Agreement, the Service Provider agrees to
the fullest extent permitted by law, to indemnify and hold harmless the City and its
commissioners, employees, officers, and city attorneys (individually and in their official
capacity) from and against all claims, losses, damages, personal injuries (including but not
limited to death), or liability (including reasonable attorney's fees through any and all
administrative, trial and appellate proceedings), directly or indirectly arising from:
a. any default under this Agreement by Service Provider;
b. any negligent act, omission or operation of work related to all
Services performed under this Agreement by Service Provider,
and its employees, principals, agents, independent contractors, and
consultants.
c. the acts, errors, omissions, intentional or otherwise, arising out of
or resulting from Service Provider's and its employees, partners,
contractors, and agents on the performance of the Services being
performed under this Agreement;
d. Service Provider's, and its employees, partners, contractors, and
agents failure to comply with the provisions of any federal, state,
or local laws, ordinance, or regulations applicable to Service
Provider's and its employees, partners, contractors, and agents
performance under this Agreement;
e. any fraud and misrepresentation conducted by Service Provider
and its employees, partners, contractors, and agents on the City
under this Agreement.
35.2 The indemnification provided above shall obligate the Service Provider to defend
at its own expense or to provide for such defense, at the option of the City, as the case may be, of
any and all claims of liability and all suits and actions of every name and description that may be
brought against the City or its commissioners, employees, officers, and City Attorney which may
result from any negligent act, omission or operation of work related to the Services under this
Agreement whether the Services be performed by the Service Provider, or anyone directly or
indirectly employed by them. In all events the City and its commissioners, employees, officers,
and City Attorney shall be permitted to choose legal counsel of its sole choice, the fees for which
shall be reasonable and subject to and included with this indemnification provided herein.
36.0 ORDER OF PRECEDENCE
36.1 In case of any inconsistency in any of the documents bearing on the Agreement
between the City and the Service Provider, the inconsistency shall be resolved by giving
precedence in the following order:
a. Addenda to this Agreement subsequent to the Effective date of this
Agreement;
b. This Agreement;
c. Exhibits to this Agreement; and
d. The Bid documents.
36.2 Any inconsistency in the work description shall be clarified by the City and
performed by the Service Provider.
37.0 AGREEMENT INTERPRETATION
37.1 At its discretion, during the course of the work, should any errors, ambiguities, or
discrepancies be found in the Agreement or specifications, the City at its sole discretion will
interpret the intent of the Agreement and work descriptions and the Service Provider hereby
agrees to abide by the City's interpretation and agrees to carry out the work in accordance with
the decision of the City.
37.2 When the material, article, or equipment is designated by a brand name and more
than one brand name is listed, it will be understood that the work is based on one brand name
only. The Service Provider will be responsible for all coordination necessary to accommodate
the material, article, or equipment being provided without additional cost to the City. A
substitute material, article, or equipment is allowed if it is reasonably equivalent to the brand
name specified. The City has full discretion to decide whether a substitute is reasonably
equivalent. Service Provider must notify the City prior to use of the substitute for a specified
brand name and allow the City to make a determination before Service Provider uses the
substitute.
*Intentionally Left Blank
IN WITNESS WHEREOF, the parties hereto caused this Agreement to be executed by
Their duly authorized representatives as of the date first written above.
SERVICE PROVIDER:
Name Signature
Address
Telephone
CITY:
CITY OF WINTER SPRINGS, FLORIDA
By:
Kevin L. Smith, City Manager
Dated
ATTEST:
By:
City Clerk's Office
C)(hi bier
FORT LAUDERDALE
Nab ors Florida 208 S.E. Sixth Street
TAMPA Fort Lauderdale, F 33301
(954) 525.8000 Tel
Suite 1060
2502 Rooky Point Drive
Gibhn& (954) 525 8331 Fax
09 Fa Cke rs O J P A i h (813) 281 -0129 Fax K Nickerson". Suite 200
A T T O R N E Y S S AT l A Ulf Tallahassee, Florida 32308
(850) 224 -4070 Tel
(850) 224 -4073 Fax
VIA ELECTRONIC MAIL
October 22, 2009
Steven T. Richart, Urban Beautification Manager
City of Winter Springs
1126 E. SR 434
Winter Springs, FL 32708
Re: City of Winter Springs Annual Assessments for November 2010
Ad Valorem Tax Bill
Dear Mr. Richart:
We are providing this letter to confirm our role and responsibilities in assisting the
City in the annual administration and maintenance of existing special assessment
programs, in conformance with the requirements of City Ordinance No. 98 -704, enacted
on July 27, 1998, and Section 197.3632, Florida Statutes, relating to the collection of
special assessments on the ad valorem tax bill to be mailed in November 2010. Please let
this letter serve as written confirmation that Nabors, Giblin Nickerson, P.A. "NG &N
can be engaged separately, if the City so wishes, from the joint proposal from NG &N and
Government Services Group, Inc. "GSG sent by GSG earlier this month. In prior
years, I believe the City found it easier to pay our firms under one engagement rather
than two but it makes no difference to us. If the City wishes to engage us separately
that is fine. The actual fee for Nabors, Giblin Nickerson, P.A. did not increase this
year (nor in prior years) and in fact in recognizing our long standing relationship with
the City and this year's economic difficulties for governmental agencies and their
budgets, we have lowered our fee from prior years. The fee will be $3,250 for the
Tuscawilla Project (both phases) and $3,250 for the Oak Forest Project for a total of
$6,500.
The scope of our services is as follows:
(1) Our work is related to the following special assessment areas implemented
within the City:
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Steven T. Richart, Urban Beautification Manager
October 22, 2009
Page 2
Tuscawilla Improvement Area (implemented on August 23, 1999)
Tuscawilla Service Area (implemented on August 23, 1999)
Oak Forest Assessment Area (implemented on May 10, 2000)
Tuscawilla (Phase II) Assessment Area (implemented on November 14, 2005)
(2) Provide assistance, advice and guidance to the City and other consultants
engaged by the City to ensure conformance with existing assessment documents,
assessment related bond documents, case law criteria and statutory requirements, as
needed.
(3) Develop all required legal documents necessary to annually impose the
assessment rates including the annual assessment rate resolution and any required notices.
(4) Assist in the administration of the procedures required to conform with the
requirements of City Ordinance No. 98 -704 and Section 197.3632, Florida Statutes,
relating to the collection of special assessments on the ad valorem tax bill to be mailed in
November 2010.
(5) Provide advice regarding issues related to reallocation of assessment
amounts upon future subdivisions as needed.
For purposes of estimating each parcel's annual assessment, annual collections
costs (including that of the tax collector, our annual fee and others) were included
therefore, our fee for each assessment area should result in no additional expense to the
City and is borne by the assessment areas which incur our services.
If you or any other officials have questions regarding this letter, please feel free to
contact me at any time.
Very truly yours,
's M. Traber
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AGREEMENT FOR ASSESSEMENT PROGRAM MANAGEMENT SERVICES
THIS AGREEMENT FOR ASSESSEMENT PROGRAM MANAGEMENT SERVICES
( "Agreement ") is made and entered into by and between the CITY OF WINTER SPRINGS, a Florida municipal
corporation ( "City"), located at 1126 East State Road 434, Winter Springs, Florida 32708, and NBS Government
Finance Group, Inc., a foreign corporation authorized to conduct business in Florida ( "Service Provider "), located
at 32605 Temecula Parkway, Suite 100, Temecula, California 92592.
WITNESSETH:
WHEREAS, City wishes to obtain Assessment Program Management Services for the City of Winter
Springs Oak Forest Wall and Beautification District and the Tuscawilla Lighting and Beautification District
Neighborhood Improvements Assessment Programs; and
WHEREAS, Service Provider participated in the selection process; and
WHEREAS, Service Provider is willing to provide such Assessment Program Management Services for
the City under the terms and conditions stated herein.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the parties covenant and agree as follows:
1.0 GENERAL PROVISIONS
1.1 Recitals. The foregoing recitals are deemed to be true and accurate and are fully incorporated herein
by this reference.
1.2 Engagement. The City hereby engages Service Provider and Service Provider agrees to perform
the Services outlined in this Agreement for the stated fee arrangement. No prior or present agreements or
representations shall be binding upon any of the parties hereto unless incorporated in this Agreement.
1.3 Due Diligence. Service Provider acknowledges that it has investigated prior to execution of this
Agreement and satisfied itself as to the conditions affecting the Services, the availability of materials and labor, the
cost thereof, the requirements to obtain necessary insurance as set forth herein, and the steps necessary to complete
the Services within the time set forth herein. Service Provider warrants unto the City that it has the competence and
abilities to carefully and faithfully complete the Services within the time set forth herein. Service Provider will
perform its Services with due and reasonable diligence consistent with sound professional practices.
1.4 CCNA Services. Service Provider warrants unto the City that the Services being performed
pursuant to this Agreement do not constitute professional services as defined by section 287.055, Florida Statutes.
2.0 TERM AND DEFINITIONS
2.1 This contract shall be for a term of twelve (12) months commencing on December 1, 2009 and
terminating on November 30, 2010. By mutual agreement of both parties hereto, the term of this Agreement may be
extended for two (2) additional one -year terms, provided the City determines, in its discretion, that Service Provider
has adequately performed during the previous term of this Agreement. In the event this Agreement is extended, the
contract price may be adjusted to allow for consumer price increases based on Bureau of Labor and Statistics -
Producer Price Index not to exceed three percent (3 %). The adjustment will be based on the annual contract period
from the same period of the previous year and calculated 30 days prior to renewal. The Agreement may be
terminated. in whole or part, at any time and without penalty, by either party hereto upon at least 30 days written
notice to the non - terminating party prior to the termination taking effect; EXCEPT that non- performance on the part
of the Service Provider will be grounds for immediate termination. Unless otherwise provided in said notice, all
work being performed by Service Provider at the time of receipt of the notice shall immediately cease and no further
work shall be provided by Service Provider under this Agreement.
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2.2 Definitions. The following words and phrases used in this Agreement shall have the following
meaning ascribed to them unless the context clearly indicates otherwise:
a. "Agreement" or "Contract" shall be used interchangeably and shall refer to this Agreement, as
amended from time to time, which shall constitute authorization for the Service Provider to
provide Assessment Program Management Services approved by the City.
b. "Effective Date" shall be December 1, 2009, and it shall be the date on which this Agreement
shall go into effect. The Agreement shall not go into effect until said date.
c. "Service Provider" shall mean NBS Government Finance Group, Inc., a foreign corporation
authorized to conduct business in Florida, and its principals, officers, employees, and agents.
d. "Public Record" shall have the meaning given in Section 119.011(12), Florida Statutes, as may be
amended.
e. "Work" or "Services" shall be used interchangeably and shall include the performance of the work
agreed to by the parties in this Agreement.
f. `City Project Manager" or "Designated Representative" or "Project Director" shall mean the City
of Winter Springs City Manager, or his designee, who is to provide the general administration
of the contract.
3.0 SCOPE OF SERVICES
3.1 Service Provider shall provide those Assessment Program Management Services for the City of
Winter Springs set forth in the "Scope of Work," attached hereto as Exhibit "A" and fully incorporated herein by
this reference, including the furnishing of all labor, equipment, tools. materials, incidentals and the performing of all
operations necessary as described in the Scope of Work. All Services provided under this Agreement shall further
be consistent with Service Provider's Proposal dated October 21, 2009, attached hereto as Exhibit "B" and fully
incorporated herein by this reference. In the event of a conflict between the Scope of Work and Service Provider's
Proposal, the Scope of Work shall control.
4.0 CHANGES IN THE SCOPE OF WORK
4.1 City may make changes in the Services at any time by giving written notice to Service Provider.
If such changes increase (additional services) or decrease or eliminate any amount of Work, City and Service
Provider will negotiate any change in total cost or schedule modifications. If the City and the Service Provider
approve any change, the Contract will be modified in writing to reflect the changes. All change orders shall be
authorized in writing by City's and Service Provider's designated representative.
4.2 All of City's amendments thereto shall be performed in strict accordance with the terms of this
Agreement insofar as they are applicable.
5.0 SCHEDULE
5.1 Service Provider shall perform services in conformance with the schedule reasonably established
by the City Project Manager. Service Provider shall complete all of said services in a timely manner and will keep
City apprized of the status of work on at least a monthly basis or as otherwise reasonably requested by the City.
Should Service Provider fall behind on the established schedule, it shall employ such resources so as to comply with
the schedule.
•
5.2 No extension for completion of services shall be granted to Service Provider without City's prior
written consent.
•
6.0 METHODS OF PAYMENT FOR SERVICES AND EXPENSES OF SERVICE PROVIDER
6.1 Compensation. For the Services provided pursuant to this Agreement, the City agrees to pay
Service Provider a sum not to exceed Eighteen Thousand and no /100 Dollars ($18,000.00). If this contract is
extended, the total annual amount paid to Service Provider shall not exceed that above mentioned number adjusted
by the Producer Price Index as set forth in paragraph 2.1 of this contract.
6.2 Additional Services. From time to time during the term of this Agreement, City may request that
Service Provider perform additional Services not required under the Scope of Work. For those additional services
agreed upon by the City and Service Provider in writing, City agrees to pay Service Provider a total amount equal to
that mutually agreed upon by the parties in writing consistent with the rate schedule for additional services set forth
on pages 12 -13 in Service Provider's Proposal attached hereto as Exhibit "B."
6.3 Payment. Upon receipt of a proper invoice from Service Provider, the City agrees to pay the
Service Provider the invoice amount providing said amount accurately reflects the terms and conditions of this
Agreement. Invoices shall be submitted to the City on a quarterly basis unless otherwise agreed to in writing by the
City. Further, there shall be no other compensation paid to the Service Provider and its principals, employees, and
independent professional associates and consultants in the performance of Work under this Agreement unless agreed
to in writing by the City. The City agrees to make all payments due within thirty (30) days of receipt of a proper
invoice delivered by Service Provider. The Service Provider may only bill the City for actual work performed.
7.0 RIGHT TO INSPECTION
7.1 City or its affiliates shall at all times have the right to review or observe the services performed by
Service Provider.
7.2 No inspection, review, or observation shall relieve Service Provider of its responsibility under this
Agreement.
8.0 AUDIT AND INSPECTIONS
All Service Provider's records with respect to any matters covered by this Agreement shall be made
available to the City, at any time during normal business hours, as often as the City deems necessary, to audit,
examine, and make excerpts or transcripts of all relevant data. Any deficiencies noted in audit reports must be fully
cleared by the Service Provider within thirty (30) days after receipt by the Service Provider. Failure of the Service
Provider to comply with the above audit requirements will constitute a material breach of this Agreement and may
result, at the sole discretion of the City. in the withholding of payment for services provided under this Agreement.
9.0 PROFESSIONALISM AND STANDARD OF CARE
9.1 Service Provider shall do, perform and carry out in a professional manner all Services required to
be performed by this Agreement. Service Provider shall also use the degree of care and skill in performing the
Services that are ordinarily exercised under similar circumstances by reputable members of Service Provider's
profession working in the same or similar locality as Service Provider.
10.0 SUBMITTAL OF PROGRESS REPORTS
10.1 Service Provider shall submit a monthly written progress report as to the status of all Work set forth in
this Agreement. The report shall in a sufficient manner demonstrate that any funds expended were used to provide
the agreed -upon Services. If the detail is not sufficient in the City Project Manager's reasonable discretion to permit
the City to determine the Work performed or the manner in which it is being performed, the City may seek more
detail from the Service Provider.
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11.0 WARRANTY OF PROFESSIONAL SERVICES
11.1 The Service Provider (for itself and any of its employees, contractors, partners, and agents used to
perform the Services) hereby warrants unto the City that all of its employees (and those of any of its contractors,
partners, and agents used to perform the Services) have sufficient experience to properly complete the Services
specified herein or as may be performed pursuant to this Agreement. In pursuit of any Work, the Service Provider
shall supervise and direct the Work, using its best skill and attention and shall enforce strict discipline and good
order among its employees. The Service Provider shall comply with all laws, ordinances, rules, regulations, and
lawful orders of any public authority bearing on the performance of the Work.
12.0 CORPORATE REPRESENTATIONS BY SERVICE PROVIDER
12.1 Service Provider hereby represents and warrants to the City the following:
a. Service Provider is duly registered and licensed to do business in the State of Florida
and is in good standing under the laws of Florida, and is duly qualified and
authorized to carry on the functions and operations set forth in this Agreement.
b. The undersigned signatory for Service Provider has the power, authority, and the
legal right to enter into and perform the obligations set forth in this Agreement and
all applicable exhibits thereto, and the execution, delivery, and performance hereof
by Service Provider has been duly authorized by the board of directors and/or
president of Service Provider. In support of said representation, Service Provider
agrees to provide a copy to the City of a corporate certificate of good standing
provided by the State of Florida prior to the execution of this Agreement.
c. Service Provider is duly licensed under all local, state and federal laws to provide the
Services stated in paragraph 3.0 herein. In support of said representation, Service
Provider agrees to provide a copy of all said licenses to the City prior to the
execution of this Agreement.
13.0 WORK IS A PRIVATE UNDERTAKING
13.1 With regard to any and all Work performed hereunder, it is specifically understood and agreed to by
and between the parties hereto that the contractual relationship between the City and Service Provider is such that
the Service Provider is an independent contractor and not an agent of the City. The Service Provider, its contractors,
partners, agents, and their employees are independent contractors and not employees of the City. Nothing in this
Agreement shall be interpreted to establish any relationship other than that of an independent contractor, between
the City, on one hand, and the Service Provider, its contractors, partners, employees, or agents, during or after the
performance of the Work under this Agreement.
14.0 PROGRESS MEETING
14.1City Project Manager may hold periodic progress meetings on a monthly basis, or more frequently if
required by the City. during the term of work entered into under this Agreement. Service Provider's Project
Manager and all other appropriate personnel shall attend such meetings as designated by the City Project Manager.
15.0 SAFETY
15.1Service Provider shall be solely and absolutely responsible and assume all liability for the safety and
supervision of its principals, employees, contractors, and agents while performing Services provided hereunder.
16.0 INSURANCE
16.1Liability Amounts. During the term of this Agreement, Service Provider shall be responsible for
providing the types of insurance and limits of liability as set forth below.
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a. The Service Provider shall maintain comprehensive general liability insurance in the
minimum amount of S1,000,000 as the combined single limit for each occurrence to protect
the Service Provider from claims of property damages which may arise from any Services
performed under this Agreement whether such Services are performed by the Service
Provider or by anyone directly employed by or contracting with the Service Provider.
b. The Service Provider shall maintain comprehensive automobile liability insurance in the
minimum amount of S1,000,000 combined single limit bodily injury and minimum
51,000,000 property damage as the combined single limit for each occurrence to protect the
Service Provider from claims for damages for bodily injury, including wrongful death, as well
as from claims from property damage, which may arise from the ownership, use, or
maintenance of owned and non -owned automobiles, including rented automobiles whether
such operations be by the Service Provider or by anyone directly or indirectly employed by
the Service Provider.
c. The Service Provider shall maintain, during the life of this Agreement, adequate Workers'
Compensation Insurance in at least such amounts as are required by law and Employer's
Liability Insurance in the minimum amount of S1,000,000 for all of its employees performing
Work for the City pursuant to this Agreement.
16.2 Special Requirements. Current, valid insurance policies meeting the requirements herein identified
shall be maintained during the term of this Agreement. A copy of a current Certificate of Insurance shall be
provided to the City by Service Provider upon the Effective Date of this Contract which satisfied the insurance
requirements of this paragraph 16.0. Renewal certificates shall be sent to the City 30 days prior to any expiration
date. There shall also be a 30 -day advance written notification to the City in the event of cancellation or
modification of any stipulated insurance coverage. The City shall be an additional named insured on all
stipulated insurance policies as its interest may appear, from time to time.
16.3lndependent Associates and Consultants. All independent contractors or agents employed by
Service Provider to perform any Services hereunder shall fully comply with the insurance provisions contained in
these paragraphs for sections 15 and 16.
17.0 COMPLIANCE WITH LAWS AND REGULATIONS
17.1 Service Provider shall comply with all requirements of federal, state, and local laws, rules, regulations,
standards, and/or ordinances applicable to the performance of Services under this Agreement.
18.0 DOCUMENTS
18.1Public Records. It is hereby specifically agreed that any record, document, computerized information
and program, audio or video tape, photograph, or other writing of the Service Provider and its independent
contractors and associates related, directly or indirectly, to this Agreement, may be deemed to be a Public Record
whether in the possession or control of the City or the Service Provider. Said record, document, computerized
information and program, audio or video tape, photograph, or other writing of the Service Provider is subject to the
provisions of Chapter 119, Florida Statutes, and may not be destroyed without the specific written approval of the
City's City Manager. Upon request by the City, the Service Provider shall promptly supply copies of said public
records to the City. All books, cards, registers, receipts, documents, and other papers in connection with this
Agreement shall at any and all reasonable times during the normal working hours of the Service Provider be open
and freely exhibited to the City for the purpose of examination and/or audit.
18.2The Service Provider acknowledges that the City is a Florida municipal corporation and subject to the
Florida Public Records Law. Service Provider agrees that to the extent any document produced by Service Provider
under this Agreement constitutes a Public Record; Service Provider shall comply with the Florida Public Records
Law.
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19.0 ASSIGNMENT
19.1 Service Provider shall not assign or subcontract this Agreement, or any rights or any monies due or
to become due hereunder without the prior, written consent of City.
19.21f upon receiving written approval from City, any part of this Agreement is subcontracted by Service
Provider, Service Provider shall be fully responsible to City for all acts and/or omissions performed by the
subcontractor as if no subcontract had been made.
19.3If City determines that any subcontractor is not performing in accordance with this Agreement, City
shall so notify Service Provider who shall take immediate steps to remedy the situation.
19.4If any part of this Agreement is subcontracted by Service Provider, prior to the commencement of any
Work by the subcontractor, Service Provider shall require the subcontractor to provide City and its affiliates with
insurance coverage as set forth by the City.
20.0 TERMINATION; DEFAULT BY SERVICE PROVIDER AND CITY'S REMEDIES
20.1The City reserves the right to revoke and terminate this Agreement and rescind all rights and privileges
associated with this Agreement, without penalty, in the following circumstances, each of which shall represent a
default and breach of this Agreement:
a. Service Provider defaults in the performance of any material covenant or condition of this Agreement
and does not cure such other default within fourteen (14) calendar days after written notice from the
City specifying. the default complained of, unless, however, the nature of the default is such that it
cannot. in the exercise of reasonable diligence, be remedied within fourteen (14) calendar days, in
which case the Service Provider shall have such time as is reasonably necessary to remedy the default,
provided the Service Provider promptly takes and diligently pursues such actions as are necessary
therefore; or
b. Service Provider is adjudicated bankrupt or makes any assignment for the benefit of creditors or
Service Provider becomes insolvent, or is unable or unwilling to pay its debts; or
c. Service Provider has acted negligently, as defined by general and applicable law, in performing the
Services hereunder; or
d. Service Provider has committed any act of fraud upon the City; or
e. Service Provider has made a material misrepresentation of fact to the City while performing its
obligations under this Agreement; or
f. Service Provider is experiencing a labor dispute which threatens to have a substantial, adverse impact
upon performance of this Agreement without prejudice to any other right or remedy City may have
under this Agreement.
20.2Notwithstanding the aforementioned, in the event of a default by Service Provider, the City shall have the
right to exercise any other remedy the City may have by operation of law, without limitation, and without any
further demand or notice. In the event of such termination, City shall be liable only for the payment of all unpaid
charges, determined in accordance with the provisions of this Agreement, for Work properly performed prior to the
effective date of termination.
21.0 FORCE MAJEURE
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21.1Any delay or failure of either party in the performance of its required obligations hereunder shall be
excused if and to the extent caused by acts of God; fire; flood; windstorm; explosion; riot; war; sabotage; strikes
(except involving Service Providers labor force); extraordinary breakdown of or damage to City's affiliates'
6
generating plants, their equipment, or facilities; court injunction or order; federal and/or state law or regulation;
order by any regulatory agency; or cause or causes beyond the reasonable control of the party affected; provided that
prompt notice of such delay is given by such party to the other and each of the parties hereunto shall be diligent in
attempting to remove such cause or causes. If any circumstance of Force Majeure remains in effect for sixty days,
either party may terminate this Agreement.
22.0 GOVERNING LAW & VENUE
22.1This Agreement is made and shall be interpreted, construed, governed, and enforced in accordance
with the laws of the State of Florida. Venue for any state action or litigation shall be Seminole County, Florida.
Venue for any federal action or litigation shall be Orlando, Florida.
23.0 HEADINGS
23.1 Paragraph headings are for the convenience of the parties only and are not to be construed as part of
this Agreement.
24.0 SEVERABILITY
24.1In the event any portion or part thereof of this Agreement is deemed invalid, against public policy,
void, or otherwise unenforceable by a court of law, the parties, at the sole discretion and option of the City, shall
negotiate an equitable adjustment in the affected provision of this Agreement. The validity and enforceability of the
remaining parts of this Agreement shall otherwise be fully enforceable.
25.0 INTEGRATION: MODIFICATION
25.1 The drafting, execution, and delivery of this Agreement by the Parties have been induced by no
representations, statements, warranties, or agreements other than those expressed herein. This Agreement embodies
the entire understanding of the parties, and there are no further or other agreements or understandings, written or
oral, in effect between the parties relating to the subject matter hereof unless expressly referred to herein.
Modifications of this Agreement shall only be made in writing signed by both parties.
26.0 WAIVER AND ELECTION OF REMEDIES
26.1 Waiver by either party of any terms or provision of this Agreement shall not be considered a waiver of
that term, condition, or provision in the future.
26.2No waiver, consent, or modification of any of the provisions of this Agreement shall be binding unless
in writing and signed by a duly authorized representative of each party hereto.
27.0 THIRD PARTY RIGHTS
27.1Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than City
and Service Provider.
28.0 PROHIBITION AGAINST CONTINGENT FEES
28.1 Service Provider warrants that it has not employed or retained any company or person, other than a
bona fide employee working solely for the Service Provider, to solicit or secure this Agreement, and that it has not
paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide employee
working solely for the Service Provider, any fee, commission, percentage, gift, or other consideration contingent
upon or resulting from the award or making of this Agreement.
29.0 NO JOINT VENTURE
29.1 Nothing herein shall be deemed to create a joint venture or principal -agent relationship between
7
the parties and neither party are authorized to, nor shall either party act toward third persons or the public in any
manner which would indicate any such relationship with the other party.
30.0 ATTORNEY'S FEES
30.1 Should either party bring an action to enforce any of the terms of this Agreement, the prevailing party
shall be entitled, to the extent permitted by law, to recover from the non - prevailing party the costs and expenses of
such action including, but not limited to, reasonable attorney's fees, whether at settlement, trial or on appeal.
31.0 COUNTERPARTS
31.1This Agreement may be executed in any number of counterparts, each of which when so executed and
delivered shall be considered an original agreement; but such counterparts shall together constitute but one and the
same instrument.
32.0 DRAFTING
32.1City and Service Provider each represent that they have both shared equally in drafting this Agreement
and no party shall be favored or disfavored regarding the interpretation of this Agreement in the event of a dispute
between the parties.
33.0 NOTICE
33.lAny notices required to be given by the terms of this Agreement shall be delivered by hand or mailed,
postage prepaid to:
For Service Provider:
NBS Government Finance Group, Inc.
32605 Temecula Parkway, Suite 100
Temecula, CA 92592
(800) 676 -7516
For Citv:
City of Winter Springs
City Manager's Office
1126 East State Road 434
Winter Springs, FL 32708
Phone: (407) 327 -1800
33.2Either party may change the notice address by providing the other party written notice of the change.
34.0 SOVEREIGN IMMUNITY
34.1Notwithstanding any other provision set forth in this Agreement. nothing contained in this Agreement
shall be construed as a waiver of the City's right to sovereign immunity under section 768.28, Florida Statutes, or
other limitations imposed on the City's potential liability under state or federal law. As such, the City shall not be
liable under this Agreement for punitive damages or interest for the period before judgment. Further, the City shall
not be liable for any claim or judgment, or portion thereof, to any one person for more than one hundred thousand
dollars (5100,000.00), or any claim or judgment, or portion thereof, which, when totaled with all other claims or
judgments paid by the State or its agencies and subdivisions arising out of the same incident or occurrence, exceeds
the sum of two hundred thousand dollars ($200,000.00). This paragraph shall survive termination of this
Agreement.
8
A •
35.0 INDEMNIFICATION
35.1 For all Services performed pursuant to this Agreement, the Service Provider agrees to the fullest extent
permitted by law, to indemnify and hold harmless the City and its commissioners, employees, officers, and city
attorneys (individually and in their official capacity) from and against all claims, losses, damages, personal injuries
(including but not limited to death), or liability (including reasonable attorney's fees through any and all
administrative, trial and appellate proceedings), directly or indirectly arising from:
a. any default under this Agreement by Service Provider;
b. any negligent act, omission or operation of work related to all Services
performed under this Agreement by Service Provider, and its employees,
principals, agents, independent contractors, and consultants.
c. the acts, errors, omissions, intentional or otherwise, arising out of or resulting
from Service Provider's and its employees, partners, contractors, and agents on
the performance of the Services being performed under this Agreement;
d. Service Provider's, and its employees, partners, contractors, and agents failure to
comply with the provisions of any federal, state, or local laws. ordinance, or
regulations applicable to Service Provider's and its employees, partners,
contractors, and agents performance under this Agreement;
e. any fraud and misrepresentation conducted by Service Provider and its
employees, partners, contractors, and agents on the City under this Agreement.
35.2 The indemnification provided above shall obligate the Service Provider to defend at its own expense
or to provide for such defense, at the option of the City, as the case may be, of any and all claims of liability and all
suits and actions of every name and description that may be brought against the City or its commissioners,
employees, officers, and City Attorney which may result from any negligent act, omission or operation of work
related to the Services under this Agreement whether the Services be performed by the Service Provider, or anyone
directly or indirectly employed by them. In all events the City and its commissioners, employees, officers, and City
Attorney shall be permitted to choose legal counsel of its sole choice, the fees for which shall be reasonable and
subject to and included with this indemnification provided herein.
36.0 ORDER OF PRECEDENCE
36.1 In case of any inconsistency in any of the documents bearing on the Agreement between the City and
the Service Provider, the inconsistency shall be resolved by giving precedence in the following order:
a. Addenda to this Agreement subsequent to the Effective date of this Agreement;
b. This Agreement;
c. Exhibits to this Agreement; and
d. The Bid documents.
36.2 Any inconsistency in the work description shall be clarified by the City and performed by the Service
Provider.
37.0 AGREEMENT INTERPRETATION
37.1 At its discretion, during the course of the work, should any errors, ambiguities, or discrepancies be
found in the Agreement or specifications, the City at its sole discretion will interpret the intent of the Agreement and
work descriptions and the Service Provider hereby agrees to abide by the City's interpretation and agrees to carry
out the work in accordance with the decision of the City.
9
,
37.2 When the material, article, or equipment is designated by a brand name and more than one brand
name is listed, it will be understood that the work is based on one brand name only. The Service Provider will be
responsible for all coordination necessary to accommodate the material, article, or equipment being provided
without additional cost to the City. A substitute material, article, or equipment is allowed if it is reasonably
equivalent to the brand name specified. The City has full discretion to decide whether a substitute is reasonably
equivalent. Service Provider must notify the City prior to use of the substitute for a specified brand name and allow
the City to make a determination before Service Provider uses the substitute.
IN WITNESS WHEREOF, the parties hereto caused this Agreement to be executed by Their duly
authorized representatives as of the date first written above.
CITY: SERVICE PROVIDER:
The City of Winter Springs, Florida, NBS Government Finance Group, Inc.,
a Florida municipal corporation. a foreign corporation.
c &;)-----
Kevin L. Smith,. City Manager Print Name: Mat R 1h/ rN Pe
-Date: 1a•- 2 —0 `. Title: PktsWE/y1 * GE
Date: 1 / PV/ 0 1
Attest:
4 0 1 X: IL.. JPA AZ,/ Av '' RILL
i
or Andrea Lorenzo - Luaces, City Clerk
10
EXHIBIT
CITY OF WINTER SPRINGS
A
TLBD (PH I &II) AND OAK FOREST W &BD
Scope of Work
FISCAL YEAR 2010 -2011
Contract Term - December 1, 2009 thru November 30, 2010
Vendors
AMS = Assessment Management Services Consultant
ALS = Assessment Legal Services
Task Detail Time Period
AMS prepares and monitors the Critical Events Schedule to meet statutory January 2010
deadlines
AMS assists in assessment program administration, performs maintenance Throughout Contract Term
of the Assessment Program including the Assessment Roll Database
AMS provides assistance with Assessment Roll Issues and Prepayment Throughout Contract Term
Calculations
ALS provides legal counsel to the City Throughout Contract Term
AMS obtains property record updates from Property Appraiser's Office July 2010
AMS reconciles Subdivisions and Combinations with Property Appraiser's July 2010
Office
City to Publish Notice of Hearing to Adopt Annual Resolution August 1, 2010
ALS provides Draft Assessment Resolution to AMS & City for review August 1, 2010
Prepayment period ends August 6, 2010
AMS & City provide comments on Draft Assessment Resolution to ALS August 13, 2010
City sends list of prepayments to AMS August 16, 2010
AMS finalizes Fiscal Year 2010 -11 Assessment By August 17, 2010
ALS provides Assessment Resolution for agenda August 17, 2010
• Public Hearing to adopt Annual Assessment Resolutions August 23, 2010
AMS extends Updated Rates, Payoff Information and Debt Service to create By September 10, 2010
the Final Rolls
AMS exports and transmits the Annual Assessment Rolls to the Tax Collector By September 14, 2010
City certifies Non -Ad Valorem Assessment Rolls to Tax Collector By September 15, 2010
EXHIBIT
Proposal to:
The City of Winter Springs
for
Special Assessment Management Services
October 21, 2009
Submitted by
Main Office Regional Office
32605 Temecula Parkway, Suite 100 870 Market Street, Suite 1223
Temecula, CA 92592 San Francisco, CA 94102
800.676.7516 800.434.8349
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October 21, 2009
Steven T. Richart
Urban Beautification Services Division Manager
City of Winter Springs
1126 E. SR 434
Winter Springs, FL 32708
Subject: Proposal to Provide Special Assessment Management Services
To Whom It May Concem:
Thank you for the opportunity to submit this proposal to provide Special Assessment Management
Services for the City's Tuscawilla (Phase I & II) and Oak Forest Improvement & Service Special
Assessment areas. Our objective is to provide efficient, comprehensive, and cost effective services that
will enhance the efforts of the City of Winter Springs ( "City") to serve your constituents. NBS is
committed to providing you with accurate and timely services, and has the knowledge, experience, desire,
and ability to assimilate and administer your districts.
We have worked with over 250 local govemments representing over 1,000 Districts, performing many
types of administration and formation projects. The Administrative Group at NBS has the strongest team
in the industry. All senior consultants have been doing administration as a team for over ten years. To
demonstrate this, please note:
▪ NBS works with public agencies nationwide, reflecting over one million parcels.
• NBS has assumed the administration role from public agencies on many occasions and has systems
in place to ensure a smooth transition.
• NBS has developed the leading administration software solution, called D- FAST.
• NBS is an independent firm and works exclusively for public agencies, and thus will have no
conflicts of interest with private interests and developers.
On behalf of the NBS team, we thank you again for the opportunity to submit this proposal. If you have
any questions please do not hesitate to contact me at 800.676.7516.
Sincerely,
!% /r
Dave Ketcham
Director
32605 Temecula Parkway, Suite 100 1 Temecula, CA 92592 1 Toll free: 800.676.7516 1 Fax: 951.296.1998
Proposal for Special Assessment Mgmt. Services - City of Winter Springs Transmittal Letter
Prepared by NBS - May 29, 2009
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Transmittal Letter
1. Project Understanding /Executive Summary Tab 1
11. History of NBS Tab 2
111. Experience and Qualifications Tab 3
IV. Scope of Services Tab 4
V. Cost Proposal Tab 5
VI. Project Team Tab 6
VII. Client References Tab 7
VIII. Additional Information Tab 8
Proposal for Special Assessment Mgmt. Services - City of Winter Springs Table of Contents
Prepared by NBS - May 29, 2009
•
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IPROJECT UNDERSTANDING / EXECUTIVE SUMMARY!
The City of Winter Springs ( "City") desires to retain a qualified independent firm to
provide Special Assessment Management Services for the Tuscawilla (Phase 1 &
II) and Oak Forest Improvement & Service Special Assessment areas. This firm
must be very knowledgeable when it comes to the ongoing administration of these
types of assessments, be adept at data acquisition and management, and have
experience with the overall administration process.
Project Approach Summary)
Our approach will be to meet upfront and agree to best practices and appropriate
milestones to eliminate any potential problems down the road. NBS approaches
this project as an expert resource, and as an extension of City staff. Our aim is to
manage the Districts for maximum revenue with a minimum of issues. On the
latter, our goal is to make the City of Winter Springs look good in front of its
constituents - property owners, Commission, Staff and other interested parties.
To that end, NBS has redundant data checking and review processes, and we
`NBS has provided high quality maintain a high level of scrutiny to achieve the best work product. Lastly, NBS
service to our District for nearly believes in cost containment and will endeavor to minimize our fees and charges.
a decade.'
As we understand, the most important perspectives of this work are as
follows:
Thomas Wagoner 1. Process Analysis: To gain a valuable historical perspective, NBS will
General Manager review existing processes, data sources, and other resources. With this
Lake Hemet Municipal information, NBS will be more capable to take over the annual administration
Water District from the City. Note that NBS is well accustomed to this transition process,
having done so for over 100 cities, and we aim to improve the process.
2. Annual Administration: NBS will take the data as provided by the City,
and will review it again during the annual assessment roll preparation
process. NBS will use various testing methods and input the data into our
proprietary D -FAST software, the industry's leading software solution for
managing special assessments.
3. Communications and Reporting: NBS will provide all required annual
reporting in user - friendly formats. NBS will also provide the City with real
time access to the special assessment information via the Internet with our D-
FAST Online web portal. Lastly, NBS will provide a toll free phone number
for property owner and City Staff assistance.
The prime deliverables for the ongoing administration are the annual
Assessment Roll, Annual Reports, resolutions, rejected parcel and direct
billing listings, and meetings with the City.
(What the City of Winter Springs gets with NBSf
As will be demonstrated within this proposal, Winter Springs gets the focus
and experience of a firm that has worked with hundreds of assessment and
tax districts. As a demonstration of this, please note:
• Most importantly, NBS can support the City wi.th a stable and
experienced team equipped with the best software and practices, all
at a competitive fee.
Proposal for Special Assessment Management Services - City of Winter Springs Page 1
Prepared by NBS - May 29, 2009
• The Administrative Group at NBS has the strongest team in the industry.
All senior consultants have been doing administration and delinquency
management as a team for over-ten years.
• NBS is an independent firm and works exclusively for public agencies,
and thus will have no conflicts of interest.
Proposal for Special Assessment Management Services - City of Winter Springs Page 2
Prepared by NBS - May 29, 2009
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HISTORY OF NBS
NBS is an independent firm that assists local govemmental agencies, such as
cities, counties, and special districts, including water, sewer, and school districts.
NBS assists these agencies with specific public finance tasks and engineering
projects relating to the use of Special Financing Districts ("SFD's" known as
special assessment and special tax districts). This is our primary focus, and we
are committed to providing assessment engineering, special tax consulting, on-
going administration, and other applicable services.
NBS is an S- Corporation, with eleven shareholders, consisting of engineers and
public finance professionals. The company is in a strong financial position with no
debt and continually invests in the highest - quality software and technology, as
demonstrated by D -FAST Administration software.
The firm was founded in 1996 by experienced financial and engineering
professionals, and has worked with more than 200 public agencies to date.
NBS is the premier provider of services and software for SFD's:
Your innovative approach to • Recognized as experts in SFD Formation and Administration and have
solving many complex issues years of diverse experience with over 1,000 SFD's. This includes all
over the last five years has types of assessment districts, special taxes and other SFD's.
assured that both the City and • Provided similar services to approximately 250 public agencies, which
its property owners are receiving includes everything from small special districts to the largest of Cities
the highest level of experience, (such as the City of Los Angeles). See the sample project descriptions
expertise, and service." included at the end of Section VIII.
From the City of Winter Spring's perspective, we believe that there are many
Joya C. De Foor, % reasons to choose NBS:
Former City Treasurer
City of Long Beach • Quality of work and attention to detail — the NBS staff understands the
importance of Winter Springs' project needs and will provide the quality of
service required.
• Experience - we have worked extensively with SFD's. We have worked
for many years in this specialized industry and have worked through
virtually every conceivable nuance, issue and challenge involved with the
use of SFD's.
• Service - our goal is to always provide only the highest level of service.
• Cost - effectiveness - our fees will always be priced competitively.
• Stewardship - we will only encourage solutions and services that solve
problems and are in the best interest of the City of Winter Springs.
NBS has redundant review processes and quality control systems in
place to ensure the highest level of accuracy and service, including the
following:
• Management review of all processes and systems
• Peer and final Management review of reports
• Review and signoff by appropriate agency staff
Proposal for Special Assessment Management Services - City of Winter Springs Page 3
Prepared by NBS - May 29, 2009
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NBS is equipped with the most up -to -date technology:
• Industry- leading, proprietary software called D- FAST`
• Multiple sources of intemet connectivity
• Windows Server 2009 -based Local Area Network with a total storage
capacity of over five Terabytes
• Data transmission and conversions extend our capabilities to interface
with the information system department of every public Agency
• NBS has redundant backup systems and an Emergency Preparedness
and Response Plan (•EPRP•)
1
"NBS has gone beyond the call
of duty in dealing with the issues
we have faced as a City. .1
highly recommend NBS for this
type of project and related
work." ,yi
Bill Ramsey
Former Finance Director
City of Palmdale
Proposal for Special Assessment Management Services - City of Winter Springs Page 4
Prepared by NBS - May 29, 2009
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(EXPERIENCE AND QUALIFICATIONS)
NBS' primary focus is to assist local govemmental agencies, such as cities,
counties, and special districts, with specific public finance tasks and engineering
projects relating to the use of Special Financing Districts. Through our cover
letter, requested references, letters of reference and project descriptions, we will
demonstrate our ability to serve the City in an exemplary manner. Specifically,
our experience in the subject areas is summarized as follows:
• Special Assessment Administration: NBS works with local governmental
agencies nationwide, giving us a thorough understanding of the concepts,
systems and requirements of special assessment management. NBS has
worked on complicated refundings, closeouts, pooled districts, and other
challenging and unusual situations.
• Delinquency Administration: NBS has developed sophisticated reporting
and systems for delinquency management NBS has improved collections
substantially for many agencies and has been called on as an Expert Witness
in challenging cases.
• Arbitrage Rebate Administration: NBS has a long standing partnership
(since 1997) with the firm of Bond Logistix, the leading firm in the Nation for
arbitrage rebate services. Bond Logistix is uniquely qualified to provide these
services and offer a legal review, with NBS coordinating activities for the City.
Bond Logistix is the largest provider of arbitrage compliance services in the
country, having prepared more than 10,000 arbitrage analyses. Bond
Logistix currently has more than 1,200 state and local governmental clients,
including many of the largest and most sophisticated issuers in the country.
Bond Logistix was founded in 1989 as Orrick, Herrington & Sutcliffe's
( "Orrick ") Financial Services Group and was spun -off as a subsidiary of Orrick
in September 2000. Bond Logistix works in conjunction with Orrick's public
finance tax group on all arbitrage compliance engagements. Each arbitrage
rebate, yield restriction, and penalty in- lieu -of rebate report is accompanied
by an Orrick legal opinion. Bond Logistix is the consultant of choice due to
the firm's breadth and depth of experience, access to Orrick's expert legal
resources, and knowledge of elective options and innovative techniques to
generate significant savings. Together with Bond Logistix, NBS will tailor a
compliance program specifically suited to the City's needs.
• Municipal Disclosure Administration: NBS provides Continuing Disclosure
Report preparation and dissemination services for many clients, representing
over 400 issues in 2008.
• Special Assessment Software: D - FAST is NBS' proprietary software for
special district administration, and serves as the backbone for the quality and
integrity of services. D -FAST was the first Windows -based software in the
industry and is in use throughout the United States. The City will have real -
time access to the assessment data via D -FAST Online, our secure web
portal.
Proposal for Special Assessment Management Services - City of Winter Springs Page 5
Prepared by NBS - May 29, 2009
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The table below indicates the number of districts, and aggregate parcel counts
which NBS levied during the 2008/09 Fiscal Year. This information is strictly
confidential. NBS requests that this information be used only as reference
material in response to the City's request for a pricing proposal.
Summary:
1 o nfies - i gftcfe sthas e. is
FY 2008/09 42 152 1,039 1,420,355
Proposal for Special Assessment Management Services - City of Winter Springs Page 6
Prepared by NBS - May 29, 2009
'SCOPE OF SERVICES'
As discussed in Section I above, NBS will provide a comprehensive set of
year -round services that support the City's goals and meets all legal
requirements. NBS has reviewed the scope of services previously provided
and will meet or exceed that scope as described below. These services will
be cost effective, but will be delivered in a manner that emphasizes quality
control, data integrity and the latest in technology.
Special Assessment Management Services
We understand that the primary responsibility of NBS will be to calculate the
annual assessment roll for each parcel in each district and submit it to Seminole
County in the required format. Additionally, NBS will provide the following
services through the annual administration process:
Kick -Off Meeting, Project Schedule. NBS will hold one meeting (onsite if
requested by City) with City staff, legal counsel and other interested parties to:
• Establish lines of communication.
• Clarify the specific project goals and criteria that will meet the City's preference.
• Identify and resolve any special circumstances that may be involved in the
administration of the districts.
• Develop project schedules to meet legal requirements and provide for effective
interaction of all involved parties.
• Establish meeting dates consistent with schedule to achieve project milestones.
Data Collection. NBS will gather and review data relevant to the administration
of the districts. Data will be obtained from various sources, including City records,
Property Appraiser's parcel maps, and County Property Appraiser information and
establish a database for the assessment districts.
Policy Review. NBS will review polices and procedures that have been
established by the City for compliance with the governing documents and law and
offer improvements. These policies will be incorporated into our service to the
City.
Cost Recovery. NBS will identify all costs associated with the administration of
the Assessment Districts and recover those costs through the assessment roll
preparation process to the extent allowed by law. These costs may include, but
not be limited to Registrar/Transfer /Paying Agent fees, Arbitrage Rebate
calculation fees, bank fees, and expenses of the City and its consultants related
to the administration of the districts.
Resolutions & Notices. NBS will draft and submit the appropriate resolutions
and notices for review and adoption by the City.
Parcel Splits /Combines. NBS will annually track all parcel changes to ensure
that all changes are documented. Historical parcel change and assessment
splits /combines data will be maintained by NBS. If the change in parcel requires
an assessment pay -off, we will be responsible to contact the owner, title
company, attorney, or other appropriate person and pursue the collection of all
assessment principal and interest.
Proposal for Special Assessment Management Services - City of Winter Springs Page 7
Prepared by NBS - May 29, 2009
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Annual Assessment Roll. NBS will calculate the annual assessment for each
parcel in each of the districts and submit the amount for each parcel to the County
in the format and medium (Le. email, CD, magnetic tape) required by Seminole
County.
Resubmission or Rejects. NBS will research the status of any parcels rejected
by the County Tax Collector, and resubmit corrected data for collection on the
County Tax Roll. Any parcels that are not accepted by the County for collection
will be invoiced directly, with payment directed to the City.
Toll -Free Phone Number. NBS will provide a toll -free phone number for use by
the City, other interested parties and all property owners. Our staff will be
available to answer questions regarding the formation and ongoing collection of
assessments for the districts. Bilingual staff is available for Spanish- speaking
property owners.
Annual Report. NBS will provide a comprehensive Annual Report that will show
a detailed listing of the amounts submitted to the assessment roll or directly billed
for collection, details of delinquent assessments, paid off parcels and release of
liens.
Delinquency Monitoring. NBS will provide the City with a comprehensive list of
delinquencies after each installment becomes due. This report will show
delinquency percentage as well as a detailed list of each delinquent parcel.
Online Web Access to Assessment Data. NBS will provide staff and customer
secure access to D -FAST Online, our web portal for viewing assessment
information.
Expert Resource. NBS will act as the City's "expert resource," and answer
questions and advise the City on particular issues involving the Assessment
Districts.
Other Duties. NBS understands that other duties are required but not limited to
responding to estoppel letters, drafting satisfactions of liens, drafting an annual
special assessment resolution, recalculating the assessment whenever there is a
change in the number of parcels in a district, and responding to all inquires and/or
correspondence related to the special assessment.
'Arbitrage Rebate'
To assist in compliance with the IRS Code and U.S. Treasury Regulations,
NBS will provide the following services, at the fees quoted, through the firm of
Bond Logistix, LLC ( "BLX "), formerly known as Orrick, Herrington & Sutcliffe,
LLP, the premiere firm for the provision of these services. The following
outlines the specific services provided relating to arbitrage rebate calculation
and consulting services.
Document Review. Pertinent documents of the issue will be reviewed
including the Official Statement, Trust Indenture, Tax Certificate, and IRS form
8038 -G to determine whether the issue is subject to the rebate requirement
and identify what general and /or elective exceptions are available to the issue.
Proposal for Special Assessment Management Services - City of Winter Springs Page 8
Prepared by NBS - May 29, 2009
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Bond Yield. Sources and uses of all proceeds will be identified to determine
how the rebate requirement applies to each fund. Produce a debt service
schedule for the issue and calculate and /or verify the bond yield.
Excess Earnings Calculation. Trust statements and /or City accounting
records will be utilized to create a cash flow report for each fund. These
reports will be used to identify all investment activity and interest earnings
attributable to the funds. Calculate the arbitrage earnings on investment of
funds subject to rebate and determine the issuer's net rebate and/or penalty
liability.
Investment Yield Calculation. The investment yield will be calculated for
each fund as a "reality check" to reaffirm the accuracy of the cash flow report.
This measure not only ensures the accuracy of the report but also is a useful
tool when analyzing investment opportunities.
Summary. A report will be prepared that summarizes the rebate liability of the
issue, identifies the methodology employed, computational assumptions,
conclusions, and any recommended changes in record keeping and
investment policies. Analyze all transactions and explore every legally
permissible avenue to minimize the rebate liability. Identify outstanding
proceeds subject to the rebate requirement, and identify the instruments and
yields of the investment vehicles utilized by each fund.
Filing Requirement. NBS will coordinate the preparation and filing of the IRS
form 8038 -T with the payment as required.
Review. NBS will review the rebate report with City staff and discuss the
policies and procedures as they relate to the rebate requirement to ensure
compliance with treasury regulations. The review will also be used to
determine the necessity of any future calculations.
Continuing Disclosure
In accordance with the Disclosure Certificate of the issue. NBS will assist in
compliance with the annual disclosure requirement of the SEC Continuing
Disclosure Rule 15c2 -12. Since the establishment of the Rule, the Bond
Disclosure Certificate has guided our efforts. We scrupulously follow the
requirements of the Disclosure Certificate to assure full compliance by the
City. Even prior to Rule 15c2 -12, our consultants had been providing many of
the disclosure requirements to the investment community. Specifically, NBS
will perform the following:
Document Review. NBS will review pertinent documents of the issue,
including the Official Statement and Disclosure Certificate. We will identify
material such as the Consolidated Annual Financial Report and /or other
operating data that the City has agreed to provide in the Disclosure Certificate.
Data Collection. NBS will collect the annual financial information and
operating data that the City has agreed to provide to each Nationally
Recognized Municipal Securities Information Repository (NRMSIR) and the
appropriate State Information Depository (SID), if any.
Report Preparation. NBS will prepare the Annual Disclosure Report as
required in the Disclosure Certificate.
Proposal for Special Assessment Management Services - City of Winter Springs Page 9
Prepared by NBS - May 29, 2009
Annual Dissemination. NBS will disseminate the Annual Disclosure Report
to state and national repositories and post to our website to allow public
access free of charge.
Significant Events. NBS will prepare and disseminate a "Notice of Significant
Events ", as listed on the Continuing Disclosure Certificate, to the appropriate
SID and to either each NRMSIR or the Municipal Securities Rulemaking Board
(MSRB). Action will commence upon notification by the City of the occurrence
of any of the events, if deemed by the City to be material. Typical significant
events may include:
1) Principal and interest payment delinquencies
2) Non - payment related defaults
3) Unscheduled draws on debt service reserves reflecting financial
difficulties
4) Unscheduled draws on credit enhancements reflecting financial
difficulties
5) Substitution of credit or liquidity providers, or their failure to perform
6) Adverse tax opinions or events affecting the tax -exempt status of the
security
7) Modifications to the rights of security holders
8) Bond calls
9) Defeasances
10) Release, substitution, or sale of property securing repayment of the
securities
11) Rating changes
)Delinquency Management)
NBS will develop a comprehensive delinquency management program which
includes a discussion and interpretation of the issuer's foreclosure covenant
together with a review of the existing polices and procedures of the City. This
service can be provided as part of overall annual administration or as a stand-
alone service. When deemed as the appropriate course of action, NBS will
perform the following.
Delinquency Reports. NBS will provide the City with an updated list of
delinquencies prior to sending any of the below letters. This report will also
detail each district's percentage of delinquencies, as well as a detailed list of
each delinquent parcel.
Late Notice. At the City's direction, send a late notice to the property owner of
each delinquent parcel after each billing. The purpose of this notice is to
further educate the property owner and advise them of a potential foreclosure.
Payment Plans. At the City's discretion, NBS will offer payment plans to
property owners in lieu of tuming parcels over to the City's foreclosure
counsel.
Subsequent Foreclosure Services. NBS will prepare and deliver all
information to the City's foreclosure counsel. We will assist the City with the
title search and advertising process. We will also continue to supply the City
Attorney with additional information throughout the foreclosure process. We
will continue to respond to property owner and City staff phone calls regarding
• the status of all cases, and will coordinate and audit status reports on a bi-
monthly basis from the City Attorney.
Proposal for Special Assessment Management Services - City of Winter Springs Page 10
Prepared by NBS • May 29, 2009
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•
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Toll -Free Phone Number. NBS will provide a toll -free phone number for use
by the City, other interested parties and all property owners. Our staff will be
available to answer questions regarding the formation and ongoing collection
of assessments /special taxes for the districts. Bilingual staff is available for
Spanish- speaking property owners.
Proposal for Special Assessment Management Services - City of Winter Springs Page 11
Prepared by NBS - May 29, 2009
•
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Please note: NBS has provided the following cost proposal based on the
information provided by the City, recent and past conversations with the City
and our understanding of the overall level of effort required. Should NBS be
selected to work with the City, we will endeavor to set up a fee and billing
schedule that is commensurate with the tasks required that meets the needs of
the City. The table below summarizes the base fees, with further discussion
below.
Summary Table for Fees
'Special Assessment Management Services'
The following table summarizes the proposed annual fees by district for all of
the services required, except as noted elsewhere for additional items like
delinquency action steps.
�Disr3c.INarrte cs a �
TLBD Maintenance 4,509 $6,767 Included
TLBD Improvement 4,205 $2,727 Included
Phase 1
TLBD Improvement 2,623 $606 Included
Phase 11
Oak Forest Maintenance 936 $5,293 Included
Oak Forest Improvement 821 $2,607 Included
Total 13,094 $18,000 Included
Prepayment Calculations (each) $35
(Party requesting calculations shall pay)
'Arbitrage Rebate'
Base Fees
Commitment Fee $250
Report Fee (per annual report) $1,500
Additional Service Fees
Computation Periods in Excess of 18 Months (per year) $500
Commingled Funds Analysis (as appropriate) 500
Transferred Proceeds Analysis (as appropriate) 750
Variable Rate Issues 500
1 'Continuing Disclosure'
•
Report Fee (per annual report) $1,500
Per Questionnaire $500
Significant Event Notification Hourly or $100 per event
Proposal for Special Assessment Management Services - City of Winter Springs Page 12
Prepared by NBS - May 29, 2009
•
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'Dissemination Services)
Report Dissemination (per recipient) $25
Significant Event Notification Hourly or S100 per event
Posting to NBS website No charge
'Delinquency Management'
Late Notices $20 '
Payment Plan Administration 150 "
Subsequent Foreclosure Fees 100 **
All fees are based on a per parcel/per district basis
This fee will be recovered as part of the next assessment roil.
This fee is per parcelper district/per year from the initiation of the
foreclosure process.
tAnnual Fee Increases
Cost of living increases may be applied to the services listed above on
October 1 each year, beginning with October 1, 2010, not to exceed 3%
per year. The COLA would be the actual cost of living increase, based on
the U.S. Department of Labor, Bureau of Labor Statistics, Consumer Price
Index for all urban consumers for the Tampa -St. Petersburg - Clearwater
area.
Additional Services'
NBS will provide a fee structure for any district closeouts or bond tender
programs, depending on the City's needs and complexity of the programs.
Other additional services authorized by the City will be billed at the rates
shown below or the then- applicable hourly rate.
Director $190
Senior Consultant/Programmer 150
Engineer 140
Consultant 130
Analyst 100
Clerical /Support 55
Expert Witness TBD; with minimum fee
Proposal for Special Assessment Management Services - City of Winter Springs Page 13
Prepared by NBS - May 29, 2009
•
•
!Terms
Administration services will be invoiced quarterly at the beginning of each
quarter. Expenses (including travel expenses for requested onsite visits)
will be itemized and included in the next regular invoice. Fees for all other
services will be invoiced upon completion of the task. If the project is
prematurely terminated by either party, NBS shall receive payment for work
completed. Payment shall be made within 30 days of submittal of an
invoice. If payment is not received within 90 days simple interest will begin
to accrue at the rate of 1.5% per month. Either party can cancel contracts
with 30 days written notice.
•
I I
Proposal for Special Assessment Management Services - City of Winter Springs Page 14
Prepared by NBS - May 29, 2009
. .
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'PROJECT TEAM'
NBS is proud to present the following Project Team. In addition to the staff
presented, NBS has a depth of key resources as well as the flexibility to allow
for the introduction of additional specialists, if needed. Key personnel resumes
are presented below.
The NBS key staff members are available and stand fully committed to C of
Winter Springs to begin work immediately upon award of contract. Additional
_ engineering and financial staff are available as needed.
NBS will be able to provide staffing and a level of expertise that cannot be
matched. Dave Ketcham, David Schroeder and Jason Roth will be
- dedicated to maintaining the Districts.
QT 'S - .
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"Quality is paramount in the
services you provide, and we
have faith in your professional
abilities, accuracy. timelines, , DAVE KETCHAM
. dketcham @nbsgov.com
and overall integrity
t.� Client Services Director
John Donoghue
Oversees technical approach
Financial Analyst Over 12 years of experience I
City of Folsom '
DAVID SCHROEDER
dschroeder @nbsgov.com
Project Manager -
Oversees Additional Support's, Activities _
Over.7 years of combined experience
JASON ROTH
jroth @nbsgov.com
- Project Consultant
- Additional Support -
Proposal for Special Assessment Management Services - City of Winter Springs Page 15
Prepared by NBS - May 29, 2009
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Dave Ketcham IRESUMEl
Director
dketcham @nbsgov.com Dave Ketcham is a Director with NBS. He was responsible for the design,
preparation and implementation of the D -FAST special district administration
software. He manages the continued expansion of D -FASTs feature set and
IHIGHLIGHTSI oversees the daily administration of the D -FAST database, which contains over
1,000,000 parcels for agencies throughout the United States. He also provides
• Designed, prepared and consulting to agencies with districts that are in default or that have severe
implemented delinquency problems.
D -FAST special district
administration software Some examples of Dave's experience are as follows:
. Manages expansion of
D- FAST's feature set • Software Development: Dave is the project manager on our Windows-
• Oversees daily based administration software. Due to his experience and expertise, the
administration of the D- design of this program is extremely comprehensive and flexible. The
FAST database, which program is capable of administering all types of special districts over the
contains over 1.4 million Internet.
parcels in 42 counties
• District Administration: Dave has managed the day -to-day administration
and annual levy calculations for over 300 SFD's, consisting of
(EDUCATIONS approximately 200,000 parcels. His involvement includes analysis of
district finances as well as oversight of tasks such as parcel audits of
Bachelor of Arts, assessment liens and delinquency management activities.
Quantitative Economics,
University of Califomia, San • Parcel Subdivision /Bond Apportionments: Dave performed Assessment
Diego Apportionment services for SFDs, including preparation of Amended
Master of Business, Assessment Diagrams and recordation of all required legal documents.
Administration, Califomia
State University, San • Continuing Disclosure: Dave has prepared and disseminated Municipal
Bernardino Disclosure Reports for multiple public agencies in compliance with
Securities Exchange Commission regulation 15c2 -12.
(PROFESSIONAL . Delinquency Management: Dave performed delinquency data analysis for
AFFILIATIONSI SFD's with high delinquency rates and/or defaulted bonds for which
workout plans were prepared. He participated with legal counsel in
Florida Govemment Finance preparation of judicial foreclosure cases and analysis of bond tender
Officers Association programs used in foreclosure workouts.
(FGFOA)
California Society of
Municipal Finance Officers
(CSMFO)
Govemment Finance
Officers Association of
Arizona (GFOAz)
California Municipal
Treasurers Association
(CMTA)
Government Finance
Officers Association (GFOA)
Washington Municipal
Treasurers Association
(WMTA)
Proposal for Special Assessment Management Services - City of Winter Springs Page 16
Prepared by NBS - May 29, 2009
F r p 'x x a f
•
'RESUME{
David Schroeder
Financial Analyst David Schroeder is a Financial Analyst at NBS where he administers special
dschroeder @nbsgov.com financing districts including Assessment Districts, Community Facilities Districts
and Landscape and Lighting Districts. David has experience working with all
aspects of special district administration including continuing disclosure and
{HIGHLIGHTS{ delinquency management. He is actively involved in the daily administration of
district administration operations.
Experience with ongoing
administration of special • District Administration: David has experience in ongoing administration
financing districts for Assessment Districts, Community Facilities Districts, Property-Based
Business Improvement Districts, Water and Sewer Standby Districts and
Administrator for Districts Landscape and Lighting Districts. His experience includes preparing
including the counties of annual assessment levy calculations, direct assessment billings, district
Riverside, Sacramento, San fund analyses, and monitoring delinquent assessments to ensure timely
Bernardino, and Solano, in debt service repayment He administers several CFD's with an aggregate
the State of California parcel count of 7,500 parcels and numerous LMD's containing over
125,000 parcels.
4 years experience
• Continuing Disclosure: David has prepared and disseminated Municipal
�EDUCATfON) Disclosure Reports. for several Califomia Agencies. He prepared and
disseminated ongoing disclosure reports for special financing districts
including Act Assessment Districts, Community Facilities Districts,
Bachelor's of Science in Revenue Bonds and Local Obligation Disclosure Reporting in compliance
Business Administration, with Securities Exchange Commission regulation 15c2 -12.
Accounting Information
Systems Concentration • Delinquency Management: David also works extensively on delinquency
Minor in Finance management. This includes the gathering of county data, removing
California State University, assessments from the county tax roll, and dealing with foreclosure
San Bernardino attorneys and property owners.
• District Closeouts: David has worked with many agencies on hundreds of
District Closeouts requiring thousands of refunds to property owners.
Millions of dollars have been refunded through calculations David has
created.
• Assessment District Audits: David has worked with agencies on auditing
Assessment Districts including preparing funds analyses, determining
current and future bond debt variances, preparing bond call analyses and
instruction letters, auditing parcel levy histories, and preparing
recommendations for ongoing administration.
• Special Projects: David has worked on several special projects including
assisting Districts with coordination of public hearings, assisting Cities and
Districts with code compliance on several topics related to land -based
financing, assistance with judicial foreclosure processes and pre - formation
and pre -bond disclosure analysis for the Cities of Emeryville, Tiburon and
Vacaville.
Proposal for Special Assessment Management Services - City of Winter Springs Page 17
Prepared by NBS - May 29, 2009
Jason Roth IRESUMEI
Financial Analyst
jroth @nbsgov.com Jason Roth is a Financial Analyst at NBS, where his daily responsibilities focus
around the on -going administration of over 40 special assessment/tax districts
within the state of Califomia. He works closely with a number of public agencies
!HIGHLIGHTS' in multiple counties.
Special District District Administration: Jason works extensively with Assessment Districts,
Administration Specialist Community Facilities Districts, Standby Districts, and Property Based Business
Improvement Districts (PBID). His administration functions include calculation of
Services over 40 Special annual levies, analysis of district finances, calculation of redemption of bonds
Districts throughout from prepayments, bond tenders, apportionment of liens and annual report
Califomia preparation. In addition, he plays an active role in creating and/or maintaining an
effective delinquency management policy for the agency, and ensuring that
Responsible for preparing continuing disclosure requirements and arbitrage rebate obligations are met.
the annual levy of nearly Jason deals with County agents including the Auditor Controller's Office,
500,000 parcels Treasurer Tax Collector, and County Assessor's Office. He understands county
timetables and requirements for transmittal and processing of data critical to the
successful administration of special districts. In addition, he is available to assist
IEDUCATIONI district property owners with questions or concerns and provide explanations of
bond covenants and govemment code in a manner understandable to
Bachelor of Arts, Economics professionals and the lay person.
California State University,
San Marcos Prior to joining NBS, Jason attended and graduated from California State
University, San Marcos with a Bachelor of Arts in Economics
Proposal for Special Assessment Management Services - City of Winter Springs Page 18
Prepared by NBS - May 29, 2009
- - -
7kY -
t":44
; - *
1CLIENT REFERENCES!
The City is encouraged to contact the references listed regarding the quality of
work and capabilities of NBS to meet time schedules within established budget
constraints. The list below includes clients for whom we provide similar
professional services.
tralkrcP'"tgaTLCkl - - - - --
City of Naples
735 Eighth Street South
Ann Marie S. Ricardi • Assessment Admin.
Naples, FL 34102
Finance Director • Public Notices
Phone: 239.213.1822
Fax: 239.213.1805
City of Cape Coral
PO Box 150006 Mark C. Mason,
Cape Coral, FL 33915 Financial Services • D-FAST Software
Phone: 239.574.0497 Director
Fax: 239.242.5314
City of Palmdale
38300 N. Sierra Highway • Assessment Admin.
Suite D Betsy St. John • Special Tax Admin.
Palmdale, CA 93550 Finance Director • Delinquency Mgmt.
Phone: 661.267.5417 • Continuing Disclosure
Fax: 661.267.5454
• Assessment Admin.
City of Vacaville
• Special Tax Admin.
650 Merchant Street
Ken Campo • Delinquency Mgmt.
Vacaville, CA 95688
Phone: 707.449.5119 Finance Director • Apportionments
Fax: 707.449.5147 • Continuing Disdosure
• Arbitrage Rebate
City of Long Beach
333 W. Ocean Blvd., 6 th Fl.
David Nakamoto • Assessment Admin.
Long E3each, CA 90802
Treasurer • Special Tax Admin.
Phone: 562.570.6845
Fax: 562.570.5836
Citrus County
110 N. Apopka Ave.
Sarah Koser
Inverness, FL 34450
Finance Director • D-FAST Software
Phone: 352.341.6449
Fax: 352.341.6458
Lee County
1500 Monroe Street 3rd Fir Libby Walker
Fort Myers, FL 33901 Director of Public • D-FAST' Software
Phone: 239.533.2737 Resources
Village of Wellington
14000 Greenbrier Blvd. Francine Ramaglia
Wellington, FL 33414 Director of Administration • D-FAST .3 ' Software
Phone: 561.791.4000 and Finance
Fax: 561.791.4045
•
Proposal for Special Assessment Management Services - City of Winter Springs Page 19
Prepared by NBS - May 29, 2009
•
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!Insurance!
For the protection of our clients, NBS is covered by the insurance policies
described in the following table. Workers' Compensation Insurance is
maintained at the level required by state law.
-az
Workers' Compensation $1,000,000.00
General Liability $2,000,000.00
Professional Liability $2,000,000.00
Work Product
Upon payment for the work performed, or portion thereof, all drawings,
specifications, records, electronic computer mapping files, or other
documents generated by NBS pursuant to this agreement, or any other
product of NBS rendering hereunder, are and shall remain the property of
the City, whether the project for which they are made is executed or not
NBS shall be permitted to retain copies, including reproducible copies, of
drawings and specifications for information or reference.
Workplace Diversity
NBS is an equal employment opportunity (EEO) employer and has a
commitment to workplace diversity. It is the policy of NBS up to provide equal
employment opportunity without regard to race, color, creed, sex, sexual
preference, age, handicap, religion or national origin. This policy applies to all
areas of employment, including recruitment, hiring, training and development,
promotion, transfer, termination, layoff, compensation and all other conditions
and privileges of employment in accordance with applicable federal, state and
local laws with the basic dictates of human dignity. Anyone involved in
discriminatory practices is subject to termination.
!Attachments]
Attached to this proposal are the following:
Project Descriptions:
• City of Palmdale Project Description (relevant sample of services
provided)
• City of Vacaville Project Description (relevant sample of services
provided)
Proposal for Special Assessment Management Services - City of Winter Springs Page 20
Prepared by NBS - May 29, 2009
V • ,
•
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f ° 'x- O G q t t @ � f y f 'F b "
Services Provided: IPROJECT DESCRIPTION
• 1915 Act Assessment
District Administration SPECIAL FINANCING DISTRICT ADMINISTRATION
• Mello-Roos Community City of Palmdale. Los Angeles County, California
Facilities District (CFD)
Administration The fast - growing City of Palmdale has numerous assessment and special tax
• Delinquency Community Facilities Districts (CFD), some of which have had significant
Management delinquency- associated challenges. NBS has been working with the City for
• Bond Tender Policy and over five years handling the day - to-day administration, including responding to
Procedures Consulting payoff calculation and other informational requests, monitoring and following up
• Continuing Disclosure on delinquencies, and submitting the correct levy information to the County.
• Bond Calls NBS has also been the consultant and provider for the Annual Disclosure
• Annual Reporting process, as required for the bonds issued.
• Property Owner Calls
In addition to the routine administration discussed above, NBS has been
instrumental in helping the City tackle the delinquency issues. This includes
performing delinquency data analysis for 1915 Act assessment districts with high
delinquency rates and /or defaulted bonds for which workout plans were
prepared. NBS has participated with legal counsel in preparation of judicial
foreclosure cases and analysis of bond tender programs used in foreclosure
workouts. These districts represent some of the most challenging ones in the
State.
"NBS has gone beyond the call of duty E - Boundary Map
in dealing with the issues we have faced Assessment Districts
as a City...l highly recommend NBS for Ef $$ - and 90 -
this type of project and related work." •- - -
Bill Ramsey, Finance Director (Retired) ?
•
•
Client Contact:
Ms. Betsy St. John
Finance Director
City of Palmdale
38300 N. Sierra Hwy.,
Bldg. D
Palmdale, CA 93550
(661) 267 -5440 phone
(661) 267 -5454 fax
Proposal for Special Assessment Management Services - City of Winter Springs Page 21
Prepared by NBS - May 29, 2009
S•
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iP
Services Provided: (PROJECT DESCRIPTION
• 1915 Act Assessment
District Administration SPECIAL FINANCING DISTRICT ADMINISTRATION
• 1915 Act Reassessment City of Vacaville, Solana County, Califomia
District Engineering
• Mello -Roos Community The growing City of Vacaville utilizes a number of special financing districts,
Facilities District (CFD) which include:
Administration
•
Delinquency Sixteen (16) 1915 Act assessment districts
• Management • Two (2) special tax Community Facilities Districts (CFD)
• Continuing Disclosure
• Bond Calls NBS has been working with the City handling the day - to-day administration,
• Annual Reporting which includes data maintenance and updates, responding to payoff calculation
• Property Owner Calls and other informational requests, monitoring and following up on delinquencies,
submitting the correct levy information to the County, etc. NBS has also been
the provider for the Annual Disclosure process, as required for the bonds issued.
The City formed the 1915 Act assessment districts for street improvements,
infrastructure items, and construction of a water supply system to service
substantial residential and commercial development within the City.
CFD No. 1 was formed for the purpose of financing fire protection services
within the CFD boundaries and CFD No. 2 was formed for the purpose of
funding certain infrastructure items in the Nut Tree Parkway area.
In January 2002, NBS provided the reassessment engineering services to refund
the bonds of six (6) Assessment Districts creating large interest savings for the
property owners.
ti
"It was important to the City that the transition from the
previous administrative firm be seamless and accomplished LI
with a minimum of City staff involvement, and it was."
In addition, Your attention to detail, responsiveness, and
knowledge of the rules and regulations ...allows us to focus
on our core tasks here at the City."
Ken Campo, Finance Director
Client Contact:
Mr. Ken Campo
Finance Director
City of Vacaville
650 Merchant Street
Vacaville, CA 95688
(707) 449 -5118 phone
(707) 449 -5149 fax
Proposal for Special Assessment Management Services - City of Winter Springs Page 22
Prepared by NBS - May 29, 2009
AGREEMENT FOR ASSESSEMENT PROGRAM LEGAL SERVICES
THIS AGREEMENT FOR PROGRAM ASSESSMENT LEGAL SERVICES ( "Agreement ") is made
and entered into by and between the CITY OF WINTER SPRINGS, a Florida municipal corporation ( "City"),
located at 1 126 East State Road 434, Winter Springs, Florida 32708, and Nabors, Giblin & Nickerson, P.A., a
Florida Corporation ( "Service Provider "), located at 1500 Mahan Drive, Suite 200, Tallahassee, Florida 32308.
WITNESSETH:
WHEREAS, City wishes to obtain Assessment Program Legal Services for the City of Winter Springs
Oak Forest Wall and Beautification District and the Tuscawilla Lighting and Beautification District Neighborhood
Improvements Assessment Programs; and
WHEREAS, Service Provider participated in the selection process; and
WHEREAS, Service Provider is willing to provide such Assessment Program Legal Services for the City
under the terms and conditions stated herein.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the parties covenant and agree as follows:
1.0 GENERAL PROVISIONS
1.1 Recitals. The foregoing recitals are deemed to be true and accurate and are fully incorporated herein
by this reference.
1.2 Engagement. The City hereby engages Service Provider and Service Provider agrees to perform
the Services outlined in this Agreement for the stated fee arrangement. No prior or present agreements or
representations shall be binding upon any of the parties hereto unless incorporated in this Agreement.
1.3 Due Diligence. Service Provider acknowledges that it has investigated prior to execution of this
Agreement and satisfied itself as to the conditions affecting the Services, the availability of materials and labor, the
cost thereof, the requirements to obtain necessary insurance as set forth herein, and the steps necessary to complete
the Services within the time set forth herein. Service Provider warrants unto the City that it has the competence and
abilities to carefully and faithfully complete the Services within the time set forth herein. Service Provider will
perform its Services with due and reasonable diligence consistent with sound professional practices.
1.4 CCNA Services. Service Provider warrants unto the City that the Services being performed
pursuant to this Agreement do not constitute professional services as defined by section 287.055, Florida Statutes.
2.0 TERM AND DEFINITIONS
2.1 This contract shall be for a term of twelve (12) months commencing on December 1, 2009 and
terminating on November 30, 2010. By mutual agreement of both parties hereto, the term of this Agreement may be
extended for two (2) additional one -year terms, provided the City determines, in its discretion, that Service Provider
has adequately performed during the previous term of this Agreement. In the event this Agreement is extended, the
contract price may be adjusted to allow for consumer price increases based on Bureau of Labor and Statistics -
Producer Price Index not to exceed three percent (3 %). The adjustment will be based on the annual contract period
from the same period of the previous year and calculated 30 days prior to renewal. The Agreement may be
terminated, in whole or part, at any time and without penalty, by either party hereto upon at least 30 days written
notice to the non - terminating party prior to the termination taking effect; EXCEPT that non - performance on the part
of the Service Provider will be grounds for immediate termination. Unless otherwise provided in said notice, all
work being performed by Service Provider at the time of receipt of the notice shall immediately cease and no further
work shall be provided by Service Provider under this Agreement.
1
2.2 Definitions. The following words and phrases used in this Agreement shall have the following
meaning ascribed to them unless the context clearly indicates otherwise:
a. "Agreement" or "Contract" shall be used interchangeably and shall refer to this Agreement, as
may be amended, which shall constitute authorization for the Service Provider to provide
Assessment Program Legal Services approved by the City.
b. "Effective Date" shall be December 1, 2009, and it shall be the date on which this Agreement
shall go into effect. The Agreement shall not go into effect until said date.
c. "Service Provider" shall mean Nabors, Giblin & Nickerson, P.A., a Florida Corporation, and its
principals, officers, employees, and agents.
d. "Public Record" shall have the meaning given in Section 119.011(12), Florida Statutes, as may be
amended.
e. "Work" or "Services" shall be used interchangeably and shall include the performance of the work
agreed to by the parties in this Agreement.
f. "City Project Manager" or "Designated Representative" or "Project Director" shall mean the City
of Winter Springs City Manager, or his designee, who is to provide the general administration
of the contract.
3.0 SCOPE OF SERVICES
3.1 Service Provider shall provide those Assessment Program Legal Services for the City of Winter
Springs set forth in the "Scope of Work," attached hereto as Exhibit "A" and fully incorporated herein by this
reference, including the furnishing of all labor, equipment, tools, materials, incidentals and the performing of all
operations necessary as described in the Scope of Work. All Services provided under this Agreement shall further
be consistent with Service Provider's confirmation letter dated October 22, 2009, attached hereto as Exhibit "B"
and fully incorporated herein by this reference. In the event of a conflict between the Scope of Work and Service
Provider's confirmation letter, the Scope of Work shall control.
4.0 CHANGES IN THE SCOPE OF WORK
4.1 City may make changes in the Services at any time by giving written notice to Service Provider.
If such changes increase (additional services) or decrease or eliminate any amount of Work, City and Service
Provider will negotiate any change in total cost or schedule modifications. If the City and the Service Provider
approve any change, the Contract will be modified in writing to reflect the changes. All change orders shall be
authorized in writing by City's and Service Provider's designated representative.
4.2 All of City's amendments thereto shall be performed in strict accordance with the terms of this
Agreement insofar as they are applicable.
5.0 SCHEDULE
5.1 Service Provider shall perform services in conformance with the schedule reasonably established
by the City Project Manager. Service Provider shall complete all of said services in a timely manner and will keep
City apprized of the status of work on at least a monthly basis or as otherwise reasonably requested by the City.
Should Service Provider fall behind on the established schedule, it shall employ such resources so as to comply with
the schedule.
5.2 No extension for completion of services shall be granted to Service Provider without City's prior
written consent.
•
6.0 METHODS OF PAYMENT FOR SERVICES AND EXPENSES OF SERVICE PROVIDER
6.1 Compensation. For the Services provided pursuant to this Agreement, the City agrees to pay
Service Provider a sum not to exceed Six Thousand Five Hundred and no /100 Dollars (S6,500.00). If this contract is
extended, the total annual amount paid to Service Provider shall not exceed that above mentioned number adjusted
by the Producer Price Index as set forth in paragraph 2.1 of this contract.
6.2 Additional Services. From time to time during the term of this Agreement, City may request that
Service Provider perform additional Services not required under the Scope of Work. The City and Service Provider
shall enumerate any additional services provided under this Agreement in writing and shall establish the rate or sum
of compensation due to Service Provider prior to Service Provider performing those additional services.
6.3 Payment. Upon receipt of a proper invoice from Service Provider, the City agrees to pay the
Service Provider the invoice amount providing said amount accurately reflects the terms and conditions of this
Agreement. Invoices shall be submitted to the City on a quarterly basis unless otherwise agreed to in writing by the
City. Further, there shall be no other compensation paid to the Service Provider and its principals, employees, and
independent professional associates and consultants in the performance of Work under this Agreement unless agreed
to in writing by the City. The City agrees to make all payments due within thirty (30) days of receipt of a proper
invoice delivered by Service Provider. The Service Provider may only bill the City for actual work performed.
7.0 RIGHT TO INSPECTION
7.1 City or its affiliates shall at all times have the right to review or observe the services performed by
Service Provider.
7.2 No inspection, review, or observation shall relieve Service Provider of its responsibility under this
Agreement.
8.0 AUDIT AND INSPECTIONS
All Service Provider's records with respect to any matters covered by this Agreement shall be made
available to the City, at any time during normal business hours, as often as the City deems necessary, to audit,
examine, and make excerpts or transcripts of all relevant data. Any deficiencies noted in audit reports must be fully
cleared by the Service Provider within thirty (30) days after receipt by the Service Provider. Failure of the Service
Provider to comply with the above audit requirements will constitute a material breach of this Agreement and may
result, at the sole discretion of the City, in the withholding of payment for services provided under this Agreement.
9.0 PROFESSIONALISM AND STANDARD OF CARE
9.1 Service Provider shall do, perform and carry out in a professional manner all Services required to
be performed by this Agreement. Service Provider shall also use the degree of care and skill in performing the
Services that are ordinarily exercised under similar circumstances by reputable members of Service Provider's
profession working in the same or similar locality as Service Provider.
10.0 SUBMITTAL OF PROGRESS REPORTS
10.1 Service Provider shall submit a monthly written progress report as to the status of all Work set forth in
this Agreement. The report shall in a sufficient manner demonstrate that any funds expended were used to provide
the agreed -upon Services. If the detail is not sufficient in the City Project Manager's reasonable discretion to permit
the City to determine the Work performed or the manner in which it is being performed, the City may seek more
detail from the Service Provider.
•
11.0 WARRANTY OF PROFESSIONAL SERVICES
11.1 The Service Provider (for itself and any of its employees, contractors, partners, and agents used to
perform the Services) hereby warrants unto the City that all of its employees (and those of any of its contractors,
3
partners, and agents used to perform the Services) have sufficient experience to properly complete the Services
specified herein or as may be performed pursuant to this Agreement. In pursuit of any Work, the Service Provider
shall supervise and direct the Work, using its best skill and attention and shall enforce strict discipline and good
order among its employees. The Service Provider shall comply with all laws, ordinances, rules, regulations, and
lawful orders of any public authority bearing on the performance of the Work.
12.0 CORPORATE REPRESENTATIONS BY SERVICE PROVIDER
12.1 Service Provider hereby represents and warrants to the City the following:
a. Service Provider is duly registered and licensed to do business in the State of Florida
and is in good standing under the laws of Florida, and is duly qualified and
authorized to carry on the functions and operations set forth in this Agreement.
b. The undersigned signatory for Service Provider has the power, authority, and the
legal right to enter into and perform the obligations set forth in this Agreement and
all applicable exhibits thereto, and the execution, delivery, and performance hereof
by Service Provider has been duly authorized by the board of directors and/or
president of Service Provider. In support of said representation, Service Provider
agrees to provide a copy to the City of a corporate certificate of good standing
provided by the State of Florida prior to the execution of this Agreement.
c. Service Provider is duly licensed under all local, state and federal laws to provide the
Services stated in paragraph 3.0 herein. In support of said representation, Service
Provider agrees to provide a copy of all said licenses to the City prior to the
execution of this Agreement.
13.0 WORK IS A PRIVATE UNDERTAKING
13.1 With regard to any and all Work performed hereunder, it is specifically understood and agreed to by
and between the parties hereto that the contractual relationship between the City and Service Provider is such that
the Service Provider is an independent contractor and not an agent of the City. The Service Provider, its contractors,
partners. agents, and their employees are independent contractors and not employees of the City. Nothing in this
Agreement shall be interpreted to establish any relationship other than that of an independent contractor, between
the City, on one hand, and the Service Provider, its contractors, partners, employees, or agents, during or after the
performance of the Work under this Agreement.
14.0 PROGRESS MEETING
14.1City Project Manager may hold periodic progress meetings on a monthly basis, or more frequently if
required by the City, during the term of work entered into under this Agreement. Service Provider's Project
Manager and all other appropriate personnel shall attend such meetings as designated by the City Project Manager.
15.0 SAFETY
15.1 Service Provider shall be solely and absolutely responsible and assume all liability for the safety and
supervision of its principals, employees, contractors, and agents while performing Services provided hereunder.
16.0 INSURANCE
16.1Liability Amounts. During the term of this Agreement, Service Provider shall be responsible for
providing the types of insurance and limits of liability as set forth below.
a. The Service Provider shall maintain comprehensive general liability insurance in the
minimum amount of SI,000,000 as the combined single limit for each occurrence to protect
the Service Provider from claims of property damages which may arise from any Services
4
performed under this Agreement whether such Services are performed by the Service
Provider or by anyone directly employed by or contracting with the Service Provider.
b. The Service Provider shall maintain comprehensive automobile liability insurance in the
minimum amount of 51,000,000 combined single limit bodily injury and minimum
51,000,000 property damage as the combined single limit for each occurrence to protect the
Service Provider from claims for damages for bodily injury, including wrongful death, as well
as from claims from property damage, which may arise from the ownership, use, or
maintenance of owned and non -owned automobiles, including rented automobiles whether
such operations be by the Service Provider or by anyone directly or indirectly employed by
the Service Provider.
c. The Service Provider shall maintain, during the life of this Agreement, adequate Workers'
Compensation Insurance in at least such amounts as are required by law and Employer's
Liability Insurance in the minimum amount of 51,000,000 for all of its employees performing
Work for the City pursuant to this Agreement.
16.2Special Requirements. Current, valid insurance policies meeting the requirements herein identified
shall be maintained during the term of this Agreement. A copy of a current Certificate of Insurance shall be
provided to the City by Service Provider upon the Effective Date of this Contract which satisfied the insurance
requirements of this paragraph 16.0. Renewal certificates shall be sent to the City 30 days prior to any expiration
date. There shall also be a 30 -day advance written notification to the City in the event of cancellation or
modification of any stipulated insurance coverage. The City shall be an additional named insured on all
stipulated insurance policies as its interest may appear, from time to time.
16.3lndependent Associates and Consultants. All independent contractors or agents employed by
Service Provider to perform any Services hereunder shall fully comply with the insurance provisions contained in
these paragraphs for sections 15.0 and 16.0.
17.0 COMPLIANCE WITH LAWS AND REGULATIONS
17.1 Service Provider shall comply with all requirements of federal, state, and local laws, rules, regulations,
standards, and/or ordinances applicable to the performance of Services under this Agreement.
18.0 DOCUMENTS
18.1 Public Records. It is hereby specifically agreed that any record, document, computerized information
and program, audio or video tape, photograph, or other writing of the Service Provider and its independent
contractors and associates related, directly or indirectly, to this Agreement, may be deemed to be a Public Record
whether in the possession or control of the City or the Service Provider. Said record, document, computerized
information and program, audio or video tape, photograph, or other writing of the Service Provider is subject to the
provisions of Chapter 119, Florida Statutes, and may not be destroyed without the specific written approval of the
City's City Manager. Upon request by the City, the Service Provider shall promptly supply copies of said public
records to the City. All books, cards, registers, receipts, documents, and other papers in connection with this
Agreement shall at any and all reasonable times during the normal working hours of the Service Provider be open
and freely exhibited to the City for the purpose of examination and/or audit.
18.2The Service Provider acknowledges that the City is a Florida municipal corporation and subject to the
Florida Public Records Law. Service Provider agrees that to the extent any document produced by Service Provider
under this Agreement constitutes a Public Record; Service Provider shall comply with the Florida Public Records
Law.
•
19.0 ASSIGNMENT
19.1 Service Provider shall not assign or subcontract this Agreement, or any rights or any monies due or
to become due hereunder without the prior, written consent of City.
5
19.2If upon receiving written approval from City, any part of this Agreement is subcontracted by Service
Provider, Service Provider shall be fully responsible to City for all acts and/or omissions performed by the
subcontractor as if no subcontract had been made.
19.3If City determines that any subcontractor is not performing in accordance with this Agreement, City
shall so notify Service Provider who shall take immediate steps to remedy the situation.
19.4If any part of this Agreement is subcontracted by Service Provider, prior to the commencement of any
Work by the subcontractor, Service Provider shall require the subcontractor to provide City and its affiliates with
insurance coverage as set forth by the City.
20.0 TERMINATION; DEFAULT BY SERVICE PROVIDER AND CITY'S REMEDIES
20.1 The City reserves the right to revoke and terminate this Agreement and rescind all rights and privileges
associated with this Agreement, without penalty, in the following circumstances, each of which shall represent a
default and breach of this Agreement:
a. Service Provider defaults in the performance of any material covenant or condition of this Agreement
and does not cure such other default within fourteen (14) calendar days after written notice from the
City specifying the default complained of, unless, however, the nature of the default is such that it
cannot, in the exercise of reasonable diligence, be remedied within fourteen (14) calendar days, in
which case the Service Provider shall have such time as is reasonably necessary to remedy the default,
provided the Service Provider promptly takes and diligently pursues such actions as are necessary
therefore; or
b. Service Provider is adjudicated bankrupt or makes any assignment for the benefit of creditors or
Service Provider becomes insolvent, or is unable or unwilling to pay its debts; or
c. Service Provider has acted negligently, as defined by general and applicable law, in performing the
Services hereunder; or
d. Service Provider has committed any act of fraud upon the City; or
e. Service Provider has made a material misrepresentation of fact to the City while performing its
obligations under this Agreement; or
f. Service Provider is experiencing a labor dispute which threatens to have a substantial, adverse impact
upon performance of this Agreement without prejudice to any other right or remedy City may have
under this Agreement.
20.2Notwithstanding the aforementioned, in the event of a default by Service Provider, the City shall have the
right to exercise any other remedy the City may have by operation of law, without limitation, and without any
further demand or notice. In the event of such termination, City shall be liable only for the payment of all unpaid
charges, determined in accordance with the provisions of this Agreement, for Work properly performed prior to the
effective date of termination.
21.0 FORCE MAJEURE
21.lAny delay or failure of either party in the performance of its required obligations hereunder shall be
excused if and to the extent caused by acts of God; fire; flood; windstorm; explosion; riot; war; sabotage; strikes
(except involving Service Providers labor force); extraordinary breakdown of or damage to City's affiliates'
generating plants, their equipment, or facilities; court injunction or order; federal and/or state law or regulation;
order by any regulatory agency; or cause or causes beyond the reasonable control of the party affected; provided that
prompt notice of such delay is given by such party to the other and each of the parties hereunto shall be diligent in
6
attempting to remove such cause or causes. If any circumstance of Force Majeure remains in effect for sixty days,
either party may terminate this Agreement.
22.0 GOVERNING LAW & VENUE
22.1This Agreement is made and shall be interpreted, construed, governed, and enforced in accordance
with the laws of the State of Florida. Venue for any state action or litigation shall be Seminole County, Florida.
Venue for any federal action or litigation shall be Orlando, Florida.
23.0 HEADINGS
23.1 Paragraph headings are for the convenience of the parties only and are not to be construed as part of
this Agreement.
24.0 SEVERABILITY
24.IIn the event any portion or part thereof of this Agreement is deemed invalid, against public policy,
void, or otherwise unenforceable by a court of law, the parties, at the sole discretion and option of the City, shall
negotiate an equitable adjustment in the affected provision of this Agreement. The validity and enforceability of the
remaining. parts of this Agreement shall otherwise be fully enforceable.
25.0 INTEGRATION; MODIFICATION
25.1 The drafting, execution, and delivery of this Agreement by the Parties have been induced by no
representations, statements, warranties, or agreements other than those expressed herein. This Agreement embodies
the entire understanding of the parties, and there are no further or other agreements or understandings, written or
oral, in effect between the parties relating to the subject matter hereof unless expressly referred to herein.
Modifications of this Agreement shall only be made in writing signed by both parties.
26.0 WAIVER AND ELECTION OF REMEDIES
26.1 Waiver by either party of any terms or provision of this Agreement shall not be considered a waiver of
that term, condition, or provision in the future.
26.2No waiver, consent, or modification of any of the provisions of this Agreement shall be binding unless
in writing and signed by a duly authorized representative of each party hereto.
27.0 THIRD PARTY RIGHTS
27.1Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than City
and Service Provider.
28.0 PROHIBITION AGAINST CONTINGENT FEES
28.1 Service Provider warrants that it has not employed or retained any company or person, other than a
bona fide employee working solely for the Service Provider, to solicit or secure this Agreement, and that it has not
paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide employee
working solely for the Service Provider, any fee, commission, percentage, gift, or other consideration contingent
upon or resulting from the award or making of this Agreement.
29.0 NO JOINT VENTURE
29.1Nothing herein shall be deemed to create a joint venture or principal- a�etit relationship between the
parties and neither party are authorized to, nor shall either party act toward third persons or the public in any manner
which would indicate any such relationship with the other party.
7
30.0 ATTORNEY'S FEES
30.1 Should either party bring an action to enforce any of the terms of this Agreement, the prevailing party
shall be entitled, to the extent permitted by law, to recover from the non - prevailing party the costs and expenses of
such action including, but not limited to, reasonable attorney's fees, whether at settlement, trial or on appeal.
31.0 COUNTERPARTS
31.1 This Agreement may be executed in any number of counterparts, each of which when so executed and
delivered shall be considered an original agreement; but such counterparts shall together constitute but one and the
same instrument.
32.0 DRAFTING
32.1 City and Service Provider each represent that they have both shared equally in drafting this Agreement
and no party shall be favored or disfavored regarding the interpretation of this Agreement in the event of a dispute
between the parties.
33.0 NOTICE
33.IAny notices required to be given by the terms of this Agreement shall be delivered by hand or mailed,
postage prepaid to:
For Service Provider:
Nabors, Giblin & Nickerson, P.A.
1500 Mahan Drive, Suite 200
Tallahassee, FL 32308
(850) 224-4070
For City:
City of Winter Springs
City Manager's Office
1126 East State Road 434
Winter Springs, FL 32708
Phone: (407) 327 -1800
33.2Either party may change the notice address by providing the other party written notice of the change.
34.0 SOVEREIGN IMMUNITY
34.1Notwithstanding any other provision set forth in this Agreement, nothing contained in this Agreement
shall be construed as a waiver of the City's right to sovereign immunity under section 768.28, Florida Statutes, or
other limitations imposed on the City's potential liability under state or federal law. As such, the City shall not be
liable under this Agreement for punitive damages or interest for the period before judgment. Further, the City shall
not be liable for any claim or judgment, or portion thereof, to any one person for more than one hundred thousand
dollars (S100,000.00), or any claim or judgment, or portion thereof, which, when totaled with all other claims or
judgments paid by the State or its agencies and subdivisions arising out of the same incident or occurrence, exceeds
the sum of two hundred thousand dollars (5200,000.00). This paragraph shall survive termination of this
Agreement.
35.0 INDEMNIFICATION
35.1 For all Services performed pursuant to this Agreement, the Service Provider agrees to the fullest extent
permitted by law, to indemnify and hold harmless the City and its commissioners, employees, officers, and city
8
attorneys (individually and in their official capacity) from and against all claims, losses, damages, personal injuries
(including but not limited to death), or liability (including reasonable attorney's fees through any and all
administrative, trial and appellate proceedings), directly or indirectly arising from:
a. any default under this Agreement by Service Provider;
b. any negligent act, omission or operation of work related to all Services
performed under this Agreement by Service Provider, and its employees,
principals, agents, independent contractors, and consultants.
c. the acts, errors, omissions, intentional or otherwise, arising out of or resulting
from Service Provider's and its employees, partners, contractors, and agents on
the performance of the Services being performed under this Agreement;
d. Service Provider's, and its employees, partners, contractors, and agents failure to
comply with the provisions of any federal, state, or local laws, ordinance, or
regulations applicable to Service Provider's and its employees, partners,
contractors, and agents performance under this Agreement;
e. any fraud and misrepresentation conducted by Service Provider and its
employees, partners, contractors, and agents on the City under this Agreement.
35.2 The indemnification provided above shall obligate the Service Provider to defend at its own expense
or to provide for such defense, at the option of the City, as the case may be, of any and all claims of liability and all
suits and actions of every name and description that may be brought against the City or its commissioners,
employees, officers, and City Attorney which may result from any negligent act, omission or operation of work
related to the Services under this Agreement whether the Services be performed by the Service Provider, or anyone
directly or indirectly employed by them. In all events the City and its commissioners, employees, officers, and City
•
Attorney shall be permitted to choose legal counsel of its sole choice, the fees for which shall be reasonable and
subject to and included with this indemnification provided herein.
36.0 ORDER OF PRECEDENCE
36.1 In case of any inconsistency in any of the documents bearing on the Agreement between the City and
the Service Provider, the inconsistency shall be resolved by giving precedence in the following order:
a. Addenda to this Agreement subsequent to the Effective date of this Agreement;
b. This Agreement;
c. Exhibits to this Agreement; and
d. The Bid documents.
36.2 Any inconsistency in the work description shall be clarified by the City and performed by the Service
Provider.
37.0 AGREEMENT INTERPRETATION
37.1 At its discretion, during the course of the work, should any errors, ambiguities, or discrepancies be
found in the Agreement or specifications, the City at its sole discretion will interpret the intent of the Agreement and
work descriptions and the Service Provider hereby agrees to abide by the City's interpretation and agrees to carry
out the work in accordance with the decision of the City.
37.2 When the material, article, or equipment is designated by a brand name and more than one brand
name is listed, it will be understood that the work is based on one brand name only. The Service Provider will be
responsible for all coordination necessary to accommodate the material, article, or equipment being provided
without additional cost to the City. A substitute material, article, or equipment is allowed if it is reasonably
equivalent to the brand name specified. The City has full discretion to decide whether a substitute is reasonably
9
equivalent Service Provider must notify the City prior to use of the substitute for a specified brand name and allow
the City to make a determination before Service Provider uses the substitute.
IN WITNESS WHEREOF, the parties hereto caused this Agreement to be executed by Their duly
authorized representatives as of the date first written above.
CITY: SERVICE PROVIDER:
The City of Winter Springs, Florida, Nabors, Giblin & Nickerson, P.A.,
a Florida municipal corporation. a Florida corporation.
Kevin L. Smith, City Manager Name: C O& ..M RU
Date: 4/4/09 itle:
SL}•/h c0
Date: (( /Zf /o9
Atst
'' —,
f r a Lorenzo - Luaces, City Clerk
10
EXHIBIT
CITY OF WINTER SPRINGS
TLBD (PH I &II) AND OAK FOREST W &BD s
Scope of Work
FISCAL YEAR 2010 -2011
Contract Term - December 1, 2009 thru November 30, 2010
Vendors
AMS = Assessment Management Services Consultant
ALS = Assessment Legal Services
Task Detail Time Period
AMS prepares and monitors the Critical Events Schedule to meet statutory January 2010
deadlines
AMS assists in assessment program administration, performs maintenance Throughout Contract Term
of the Assessment Program including the Assessment Roll Database
AMS provides assistance with Assessment Roll Issues and Prepayment Throughout Contract Term
Calculations
ALS provides legal counsel to the City Throughout Contract Term
AMS obtains property record updates from Property Appraiser's Office July 2010
AMS reconciles Subdivisions and Combinations with Property Appraiser's July 2010
Office
City to Publish Notice of Hearing to Adopt Annual Resolution August 1, 2010
ALS provides Draft Assessment Resolution to AMS & City for review August 1, 2010
Prepayment period ends August 6, 2010
AMS & City provide comments on Draft Assessment Resolution to ALS August 13, 2010
City sends list of prepayments to AMS August 16, 2010
AMS finalizes Fiscal Year 2010 -11 Assessment By August 17, 2010
ALS provides Assessment Resolution for agenda August 17, 2010
Public Hearing to adopt Annual Assessment Resolutions August 23, 2010
AMS extends Updated Rates, Payoff Information and Debt Service to create By September 10, 2010
the Final Rolls
AMS exports and transmits the Annual Assessment Rolls to the Tax Collector By September 14, 2010
City certifies Non -Ad Valorem Assessment Rolls to Tax Collector By September 15, 2010
EXHIBIT
13
FORSLAUDERDAL.E
208 S.E. Sixth Street
TAMPA
Nabors Fort Lauderdale, Florida 33301
(954) 525-8000 Tel
Suite 11:60 Giblin ( 525-8331 Fax
2502 Rooky Point Drive
Tampa, Florida 33607 3) 28
81 12222 Tel Nlckersonp.A.M M ve
(813) 281 -0129 Fax Suite 20D
A T 'P O R td E 5 A T I A IN Tallahassee, Florida 32308
(850)224-4070 Tel
(850) 224.4073 Fax
VIA ELECTRONIC MAIL
October 22, 2009 • •
Steven T. Richart, Urban Beautification Manager
City of Winter Springs •
1126 E. SR 434
Winter Springs, FL 32708
Re: City of Winter Springs - Annual Assessments for November 2010
Ad Valorem Tax Bill
Dear Mr. Richart:
We are providing this letter to confirm our role and responsibilities in assisting the
City in the annual admini§tration and maintenance of existing special assessment
programs, in conformance with the requirements of City Ordinance No. 98 -704, enacted
on July 27, 1998, and Section 197.3632, Florida Statutes, relating to the collection of
special assessments on the ad valorem tax bill to be mailed in November 2010. Please let
this letter serve as written confirmation that Nabors, Giblin & Nickerson, P.A. ( "NG &N ")
can be engaged separately, if the City so wishes, from the joint proposal from NG &N and
Government Services Group, Inc. ( "GSG ") sent by GSG earlier this month. In prior
years, J believe the City found it easier to pay our firms under one engagement rather
than two - but it makes no difference to us. If the City wishes to engage us separately
that is fine. The actual fee for Nabors, Giblin & Nickerson, P.A. did not increase this
year (nor in prior years) and in fact - in recognizing our long standing relationship with •
the City and this year's economic difficulties for governmental agencies and their
budgets, we have lowered our fee from prior years. The fee will be $3,250 for the
Tuscawilla Project (both phases) and $3,250 for the Oak Forest Project for a total of
$6,500.
The scope of our services is as follows:
(1) Our work is related to the following special assessment areas implemented
within the City:
•
Steven T. Richart, Urban Beautification Manager
October 22, 2009
Page 2
- Tuscawilla Improvement Area (implemented on August 23, 1999)
- Tuscawilla Service Area (implemented on August 23, 1999)
- Oak Forest Assessment Area (implemented on May 10, 2000)
- Tuscawilla (Phase II) Assessment Area (implemented on November 14, 2005)
(2) Provide assistance, advice and guidance to the City and other consultants
engaged by the City to ensure conformance with existing assessment document,
assessment related bond documents, case law criteria and statutory requirements, as
needed.
(3) Develop all required legal documents necessary to annually impose the
assessment rates including the annual assessment rate resolution and any required notices.
(4) Assist in the administration of the procedures required to conform with the
requirements of City Ordinance No. 98 -704 and Section 197.3632, Florida Statutes,
relating to the collection of special assessments on the ad valorem tax bill to be mailed in
November 2010.
(5) Provide advice regarding issues related to reallocation of assessment
amounts upon future subdivisions as needed.
For purposes of estimating each parcel's annual assessment, annual collections
costs (including that of the tax collector, our annual fee and others) were included -
therefore, our fee for each assessment area should result in no additional expense to the
City and is borne by the assessment areas which incur our services.
If you or any other officials have questions regarding this letter, please feel free to
contact me at any time.
Very truly yy.urs,
��
«: 's M. Traber
City of Winter
Springs
RECEIVED
DEC 1 6 20B
Memo CI 1 Y WINTER SPRINGS
OERGE OF F I T N E C CI TV CLERK
To: City Clerk's Office
From: Steven T. Richart, Urban Beautification Manager
CC: Kevin Smith, City Manager
Date: 12/16/2009
Re: Assessment District Management Contract
Dear City Clerks:
Please find three (3) originals of the Assessment District Management Services Contract with NBS
that requires signature of the City Manager for execution. The contract was approved by the City
Commission on 11/23/09 as part of C -202.
Andrea will need to attest each of the three (3) originals on behalf of the City Clerk's Department.
Once fully executed, please return two (2) originals to me and one (1) original should remain with the
City Clerk's Office.
Thank you very kindly,
9t4 T. gam/
1
City of Winter
Springs
Memo
To: City Clerk's Office
From: Steven T. Richart, Urban Beautification Manager
CC: Kevin Smith, City Manager
Date: 11/30/2009
Re: Assessment District Management Contract
Dear City Clerks:
Please find three (3) originals of the Assessment District Legal Services Contract with NG &N that
requires signature of the City Manager for execution. The contract was approved by the City
Commission on 11/23/09 as part of C -202.
Andrea will need to attest each of the three (3) originals on behalf of the City Clerk's Department. Once
fully executed, please retum two (2) originals to me and one (1) original should remain with the City
Clerk's Office.
Thank you very kindly,
$wu T.g4
1
FORT LAUDERDALE
208 S.E. Sixth Street
TAMPA Nabors Fort Lauderdale. Florida 33301
(954) 525 -8000 Tel
Suite 1060 ^ • • (954) 525.8331 Fax
2502 Rocky Point Drive 1 y n
Tampa, Florida 33607 11
IS -1
(813) 281 -2222 Tel ] b 41 ckerson P.A. T ALuAHAEE
(813) 281 -0129 Fax Suite 200 00
1500 Mahan Drive
li ii l E1" (fl L r', '� ll. Tallahassee, Florida 32308
(850) 224-4070 Tel
(850) 224 -4073 Fax
November 25, 2009
VIA FEDERAL EXPRESS
Mr. Steven T. Richart
Urban Beautification Manager
City of Winter Springs
1126 E. SR 434
Winter Springs, Florida 32708
Re: Assessment Districts Legal Services Agreement
Dear Mr. Richart:
Pursuant to your request to Chris Traber, enclosed please find 3 copies of the
above - referenced Agreement executed by Mr. Traber on behalf of our firm. Once the
Agreement is fully executed, please return one original to my attention for our records.
Should you need anything further, please do not hesitate to contact either Chris or
me.
Sincerely,
14 .0,4--- -
Doris J. Ber g ammi
Office Manager/Paralegaip
COMMISSION AGENDA
Consent X
Informational
ITEM 202 Public Hearing
Regular
November 23, 2009
Regular Meeting
Mgr. / Dept.
Authorization
REQUEST: The City Manager requests authorization to enter into contractual services
agreements with NBS Government Finance Group, Inc. (NBS), for the Oak Forest Wall
Neighborhood Improvements Assessment Program ($7,900) and the Tuscawilla Lighting
and Beautification District Neighborhood Improvements Assessment Program ($10,100),
and with Nabors, Giblin & Nickerson, P.A. (NG &N), for the Oak Forest Wall
Neighborhood Improvements Assessment Program ($3,250) and the Tuscawilla Lighting
and Beautification District Neighborhood Improvements Assessment Program ($3,250), for
services to be performed in fiscal year 2010 which relate to the fiscal year 2011 assessments.
PURPOSE: To obtain approval to enter into contractual services agreements with NBS and
NG &N for the Oak Forest Wall and Beautification District (OFWBD) Neighborhood
Improvements Assessment Program and the Tuscawilla Lighting and Beautification District
(TLBD) Neighborhood Improvements Assessment Program.
CONSIDERATIONS:
Oak Forest Wall and Beautification District Assessment Program
• OFWBD Maintenance Fund —191
• OFWBD Debt Service Fund — 192
Tuscawilla Lighting and Beautification Assessment Program
• TLBD Debt Service Fund Ph 1 — 182
• TLBD Debt Service Fund Ph2 — 213
• TLBD Maintenance Fund — 184
The City's contract with Government Services Group (GSG) ended in September 2009
with the completion of the FY 2009/10 Assessment Period. At the time, GSG and NG &N were
contracted together to provide assessment management and legal services for both assessment
programs.
For FY 2010/11, proposals were sought for assessment services from GSG, NBS and
other like firms using the internet and by contacting multiple municipalities and businesses for
bid references. Staff was unable to locate other firms to provide a proposal for special
assessment services under the required scope of work.
The scope of work for each Special Assessment Program includes, but is not limited to:
• Maintenance of Assessment Program and Databases
• Creation and monitoring of Critical Events Schedule (CES)
• Assistance with Assessment Rolls & Calculation of Prepayment(s)
• Reconciliation of Subdivisions /Combinations with Appraiser's Office
• Property Records Updates to and from Appraiser's Office
• Legal Council & Drafting of Annual Assessment Resolution(s)
• Assist with Program Administration to conform with City and State requirements
• Creation and Transmission of Assessment Roll(s) to Tax Collector
Based upon the cost of proposals submitted and the need for a contractor to be in place
for the upcoming assessment cycle starting January 2010, staff is recommending assessment
management services be provided by NBS and legal services be provided separately by NG &N,
on an annual basis as follows:
District Parcels NBS Fee NG &N Fee
Assessment Services
TLBD Maintenance 4509 $6,767 $2,177.50
TLBD Improvement (Debt Svc.) Ph 1 4205 $2,727 $877.50
TLBD Improvement (Debt Svc.) Ph2 2623 $606 $195.00
Total $10,100 $3,250
Assessment Services
OFWBD Maintenance 936 $5,293 $2,177.50
OFWBD Improvement (Debt Svc.) 821 $2,607 $1,072.50
Total $7,900 $3,250
The totals shown above represent a $972 savings for TLBD and a $3,1 72 savings for
OFWBD, as compared to the rate of $14,322 for each assessment district as submitted on
October 7, 2009 by GSG as part of their combined services proposal with NG &N.
The primary advantages of using NBS are: (1) aggressive pricing, (2) experience with
special assessment districts and (3) D -Fast Software. With D -Fast, staff will have instant access
to all assessment district records and accounting through a secure online portal. More
information about NBS and their proprietary D -Fast Software Package is located at:
www.nbsgov.com.
Retaining NG &N as a sole source vendor would protect the City's intellectual property
investment due to the firm's history with both the TLBD and OFWBD Assessment Districts over
the past 11 or more years. According to the sole source criteria recent provided by the Forensic
Auditors, NG &N would qualify as a sole source vendor due to their unique and comprehensive
experience and knowledge of the TLBD and OFWBD Assessment Programs in addition to the
length of time it would take to get another firm online and up to speed on the history of TLBD
and OFWBD.
FUNDING:
Funding in the amount of $13,350 for the TLBD Improvements Assessment Program is
currently budgeted and will continue to come from the TLBD Maintenance Fund (184), TLBD
Debt Service Fund Phl (182) and TLBD Debt Service Fund Ph2 (213). Funding in the amount
of $11,150 for the OFWBD Improvements Assessment Program is currently budgeted and will
continue to come from the OFWBD Maintenance Fund (191) and the OFWBD Debt Service
Fund (192).
RECOMMENDATIONS:
Staff recommends that the Commission authorize the execution of an annual contract
with NBS Government Finance Group, Inc., in the amount of $10,100 and an annual contract
with Nabors, Giblin & Nickerson, P.A., in the amount of $3,250, for the TLBD Improvements
Assessment Program, for services to be performed in fiscal year 2010 which relate to the fiscal
year 2011 assessments. Staff also recommends that the Commission authorize the execution of
an annual contract with NBS Government Finance Group, Inc., in the amount of $7,900 and an
annual contract with Nabors, Giblin & Nickerson, P.A., in the amount of $3,250, for the
OFWBD Improvements Assessment Program, for services to be performed in fiscal year 2010
which relate to the fiscal year 2011 assessments.
•
IMPLEMENTATION:
Contracts with NBS and NG &N for Special Assessment Services will begin December 1,
2009 and end on November 30, 2010 with the completion of services performed related to the
fiscal year 2011 assessments. Both contracts have the option of renewal by the City for up to two
(2) additional years, in one (1) year increments, at an increase not to exceed three (3) percent per
year.
ATTACHMENTS:
A) Agreement Form — NBS Government Finance Group, Inc.
Exhibit `1' - Proposal for Special Assessment Management Services from NBS
Government Finance Group, Inc., dated October 21, 2009.
B) Agreement Form — Nabors, Giblin & Nickerson, P.A.
Exhibit `1' - Letter from Nabors, Giblin, and Nickerson, P.A., dated October 22, 2009.
COMMISSION ACTION: