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784-Hunter-Amendment 2HUNTER INTERESTS I N C O R P O R A T E D AMENDMENTNO. 2 TO AGREEMENT DATED NOVEMBER 29, 1999 FOR PROFESSIONAL CONSULTING SERVICES RELATED TO CONFERENCE CENTER/HOTEL BETWEEN THE CITY OF SANFORD AND HUNTER INTERESTS, INC. This Agreement made on the 10t" day of September, 2001 between the CITY OF SANFORD, FLORIDA (hereinafter called the CITY) and Hunter Interests Inc. (hereinafter called CONSULTANT), is mutually agreed upon and declared an authorized Amendment to an Agreement dated November 29, 1999, between the parties, herein setting forth the scope, terms and conditions of the work herein authorized. WHEREAS, the CONSULTANT has completed a feasibility study and provided RFQ and RFP services for a conference center/hotel development, and WHEREAS, the CITY desires to retain the services of CONSULTANT to assist the CITY in providing consulting services through the Designation Period. NOW THEREFORE, the CITY AND CONSULTANT agree as follows: SECTION 1: SERVICES The CONSULTANT will perform those services and perform those tasks as further described in the Scope of Services attached hereto as Exhibit "A" and made hereof. SECTION 2: TERM This AOreement shall take effect on the date of execution by the CITY and shall run for a period of five (5) months and, at the sole option of the CITY, may be extended for a term determined at the sole discretion of lhe CITY. URBAN ECONOMICS ° FINANCE " REAL ESTATE DEVELOPMENT 121 MAIN STREET * ANNAPOLIS, MARYLAND 21401 * (410) 269-0033 ° FAX (410) 280-9163 HUNTER INTERESTS 1 N C O R P O R A T E D SECTION 3: COMPENSATION The CITY agrees to compensate the CONSULTANT for professional services called for under this Agreement on a "Fixed Fee" basis of Fifty Nine Thousand ($59,000.00) dollars plus direct expenses associated with the scope of work not to exceed Five Thousand ($5,000.00) without prior written approval of the City Manager. SECTION 4: GENERAL All other conditions and terms of the CITY OF SANFORD CONSULTING SERVICE AGREEMENT between CITY and CONSULTANT, dated November 29, 1999, shall remain in full force and effect and made part of this Agreement. The CONSULTANT agrees to initiate work under the Scope of Services promptly upon receipt of authorization to proceed and to prosecute the work in a timely manner until the work is complete. Exhibit "A" Scope of Services IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement the date written below for execution by the CITY. CITY OF SANFORD, FLORIDi~' ATTEST& SEAL /yM~.anDe~~or,~Ci~M ":- "'' ATTEST & SEAL '" - Don E. Hunter, ~esident Hunter Interests Inc. JE~ M. ~ ANNE ~U~E~ i ,2001 C0MMIS~0N ~ M~ I, ~03 Regul~ Meeting. HUNTER INTERESTS I N C O R P O R A T E D Exhibit "A' August 28, 2001 Mr. Tony VanDerworp City Manager P. O. Box 1788 Sanford, FL 32772-1788 Dear Tony: As per our recent discussions, I have estimated work tasks and costs for the work that I see ahead during the five-month designation period with Acquest/ Benchmark. I think I now have a fairly good understanding of how we work together, Tony, and I have factored into my estimates the availability of your new economic development officer who would be helping with data collection and fieldwork. During the past three to four months we have essentially been working without compensation, except for direct expenses. I have enclosed an accounting of our actual time charges during that period so that you can see the extent of the losses we are absorbing. Regarding the next five months, I see our work involving the 10 tasks described below: Task 1: Update Convention Center Market Analysis -- Tasks 1 through 4 are the economic analysis update work requested in their MOU. A more detailed analysis of conference space demand will be conducted, and an updated analysis of the competition wilt be prepared (including the Marriott, Emerson, and any other planned additions to the meeting space inventory). This analysis will need to withstand careful scrutiny by the developer, the County, our competitors, and prospective bond underwriters and purchasers. Task 2: Update Hotel Market Analysis -- Our previous hotel market analysis will also be updated and presented in greater detail due to the status of the project and the scrutiny that this analysis will undergo. More recent data on North Orlando hotel market performance will be secured through interviews and purchase of data from sources such as Smith Travel Research. The demand profile will be updated using the product that the Acquest/ Benchmark team anticipates constructing, and utilization projections will be made. A 10-year projection of ADR and occupancy characteristics will be estimated, along with departmental income and expenses. HUNTER INTERESTS I N C O R P O R A T E D T. VanDerworp August 28, 2001 Page Two Task 3: User Survey -- A separate new survey of potential conference center users will be conducted under this task. This survey will focus on 1-4 corporations and Florida state associations. In addition to a mail/fax survey with a newly designed survey instrument, extensive follow-up telephone calls and face to face interviews will be conducted with corporate and association executives, meeting planners, and sales/training personnel who are involved in the planning and conduct of conferences, meetings, and training sessions of all types. In addition to securing firm expressions of interest and provisional commitments for facility usage, the HII professional staff will be exploring corporate sponsorships and potential permanent arrangements for continuous usage and possible participation in financing and/or outfitting the new conference facilities. Task 4: Report -- All work described in Tasks 1 through 3 above will be summarized in a new technical market analysis report document. This report will be suitable to fulfil MOU requirements of the developer, as well as assist City and County decisions on public sector financial commitments. Task 5: Financial Analysis Revisions -- This task anticipates review and evaluation of numerous runs of the Acquest financial analysis model for the project. If necessary, the HII hotel financial analysis model included in our previous project documentation will also be rerun as a basis for discussion~ negotiations between public and private sector parreefs. Task 6: Assist Public Funding -- Under this task HII professionals will assist and support City/County staff in discussions with elected officials in pursuit of binding public finance commitments. Task 7: Coordination/Negotiation with Developer -- Mr. Hunter will be involved in continuous discussions and negotiations with members of the Acquest/Benchmark/Walbridge development team throughout the five-month designation period. Task 8: Meetings and Administration -- This task covers periodic meetings in Sanford, Detroit, or elsewhere as required by City staff during the five-month designation period. HUNTER INTERESTS I N C O R P O R A T E D T. VanDerworp August 28, 2001 Page Three Task 9: Other Technical Work and Assignments -- In our experience, numerous issues will emerge during the designation period. Under this task the City will have some latitude to make additional assignments to HII as the need arises (e.g., our recent evaluation and letter regarding the Emerson project). Task 10: Review of Development Agreements -- HII will review drafts of the development agreement prepared by others, and will assist City staff in negotiating changes as required by the City. I have estimated below our costs for this work, Tony. Approximately 60% of this budget is allocated to the updated market analysis work and the new user survey in Task 1 through 4 above. Cost Estimate Task 1: Update Convention Center Market Analysis $ 9,000 Task 2: Update Hotel Market Analysis $10,000 Task3: User Survey $12,000 Task4: Report $ 5,000 Task 5: Financial Analysis Revisions $ 3,000 Task 6: Assist Public Funding $ 4,000 Task 7: Coordination/Negotiation with Developer $ 5,000 Task 8: Meetings and Administration $ 4,000 Task 9: Other Technical Work and Assignments $ 2,000 Task 10: Review of Developer Agreements $ 5,000 Subtotal: $59,000 Direct Expenses: (Travel subsistence, facsimile, reproduction, commercial data &misc.) $ 5,000 Total: $64,000 It is understood by both parties that the cost estimates above are near the low end of an estimated range of costs per task, and that cost estimating of this type of work is difficult since many analysis, coordination, and negotiation details are HUNTER INTERESTS I N C O R P O R A T E D T. VanDerworp August 28, 2001 Page Four unknown at the outset. A "fixed fee" contract has an absolute cap on costs, and in the past HII was forced to work without compensation to complete all required work. In such event both parties will consider additional amendments to avoid a repeat of that situation. Sincerely, Donald E. Hunter President