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Home My WebLink AboutStatement of Work - Crowe Horwath LLP1316 COUNTY -CITY BUILDING 227 W. JEFFERSON BOULEVARD SOUTH BEND. INDIANA 4660I-1830 CITY OF SOUTH BEND PETE BUTTIGIEG, MAYOR BOARD OF PUBLIC WORKS January 10, 2017 Kendra York Crowe Horwath LLP 10 West Market Street, Suite 2000 Indianapolis, IN 46204 RE: Statement of Work Dear Ms. York: PHONE 574/235-9251 FAx 574/235-9171 The Board of Public Works, at its meeting held on January 10, 2017, approved the above referenced Statement of Work for the River East TIF area analysis in the amount, not to exceed $20,000. Enclosed please find a copy of the agreement for your records. If you have any further questions regarding this matter, please call this office at (574) 235- 9251. Sincerely, Linda M. Martin, Clerk\ Enclosure c: Aaron Kobb, Community Investment GARY A. GILOT SUZANNA M. FRITZBERG ELIZABETH A. MARADRC JAMES A. MUELLER THERESE J. DORAU I Pl Crowe Horwath Crowe Horwath LLP Independent Member Crowe Horwath International 10 West Market Street, Suite 2000 Indianapolis, Indiana 46204-2975 Tel 317.632.1100 Fax 317.635.6127 w .crowehorwath.com STATEMENT OF WORK to that certain Master Services Agreement dated as of July 1, 2016 Between City of South Bend, Indiana ("City") and Crowe Horwath LLP ("Crowe") Tax Increment Finance (TIF) Analysis Description of Services and Deliverables TIF Analysis 1. Analyze the proposed assessment parameters including timing of the proposed project. 2. Estimate incremental assessed value from the proposed project. 3. Estimate pro -forma TIF revenues from the proposed project. 4. Analyze outstanding TIF obligations of the TIF Area. 5. Analyze existing TIF revenues of the TIF Area. 6. Prepare a Consultant's Report dated July 28, 2016 that provides the estimated current and pro -forma TIF revenues available. Assumptions/Client Responsibilities Client will provide financial data as requested by a data request letter. Management Representative Brian Pawlowski, Acting Executive Director Name/Title Fees and Expenses Professional fees for the scope of services described will be billed at our hourly rates and not exceed $20,000 without the written consent of the City. Hourly rates are presented below: Partner/Director $325 — 475 Senior Manager 250 — 325 Manager 175 — 250 Staff 125 — 175 Out-of-pocket expenses At cost Professional fees for this TIF analysis will be paid out of the bond issue related to this project. Should the project terminate prior to the issuance of the bonds we will invoice the City for the time and materials through the date of project termination. Out-of-pocket expenses paid by Crowe are billed to the City at cost. These expenses generally include, but are not limited to, communication, printing, binding, electronic marketing, evaluation software and travel expenses incurred on behalf of the client. Services requested which are outside the scope of services listed herein will be described and quoted separately. Page 1 of 3 STATEMENT OF WORK to that certain Master Services Agreement dated as of July 1, 2016 Between City of South Bend, Indiana ("City") and Crowe Horwath LLP ("Crowe") Tax Increment Finance (TIF) Analysis (Continued) Should there be any problems or unforeseen circumstances, we will notify the City and come to a mutual understanding of whether any additional fees will be involved before continuing. V. Crowe Horwath Subcontractors to be used to complete Services Crowe Horwath LLP will not be using any subcontractors. VI. Data Protection If Crowe holds or uses Client information that can be linked to specific individuals who are Client's customers ("Personal Data"), Crowe will treat it as confidential as described above and comply with applicable US State and Federal law and professional regulations in the disclosing or using such information to carry out the Services. Crowe has implemented and will maintain physical, electronic, and procedural safeguards reasonably designed to (i) protect the security, confidentiality, and integrity of the Personal Data, (ii) prevent unauthorized access to or use of the Personal Data, and (iii) provide proper disposal of the Personal Data (collectively, the "Safeguards"). Client warrants that it has the authority to provide the Personal Data to Crowe in connection with the Services and that Client has processed the Personal Data provided to Crowe in accordance with applicable law. To provide the Services, Client may also need to provide Crowe with access to Personal Data consisting of protected health information, financial account numbers, Social Security or other government -issued identification numbers, or other data that, if disclosed without authorization, would trigger notification requirements under applicable law ("Restricted Personal Data"). In the event Client provides Crowe access to Restricted Personal Data, Client will consult with Crowe on appropriate measures (consistent with professional standards applicable to Crowe) to protect the Restricted Personal Data, such as: deleting or masking unnecessary information before making it available to Crowe, encrypting it when transferring it to Crowe, or providing it to Crowe only during on -site review on Client's site. Client will provide Crowe with Restricted Personal Data only in accordance with mutually agreed protective measures. Otherwise, Client and Crowe agree each may use unencrypted electronic media to correspond or transmit information and such use will not in itself constitute a breach of any confidentiality obligations under this Agreement. VII. Disclosure of Conflicts of Interest and Other Information No known material conflicts of interest based on the exercise of reasonable diligence by Crowe have been determined. As a Municipal Advisor, Crowe is required to file a Form MA pertaining to Crowe and Form MA-1 for each employee engaged in Municipal Advisory activities. These forms include information about any criminal actions, regulatory actions, investigations, terminations, judgments, liens, civil judicial actions, customer complaints, arbitrations and civil litigation. Such information can be viewed on the U.S Securities and Exchange Commission EDGAR Company Filings. Crowe Horwath LLP CIK#: 0001620621 filings can be viewed at: Page 2 of 3 STATEMENT OF WORK to that certain Master Services Agreement dated as of July 1, 2016 Between City of South Bend, Indiana ("City") and Crowe Horwath LLP ("Crowe") Tax Increment Finance (TIF) Analysis (Continued) http://www.sec.gov/cqi-bin/browse edqar?action=qetcompanV&ClK=000 1620621 &owner=exclude&count=40 Crowe's latest MA -A was filed on June 18, 2015. City of South Bend, Indiana Signature APPRaVED Beard of Puldic Workq Crowe Horwath LLP k Signature Kendra W. York Printed Name Director Title /L July 28 2016 Date Date Page 3 of 3 BOARD OF PUBLIC WORKS AGENDA ITEM REVIEW REQUEST FORM Date 1/3/17 Name Aaron Kobb Department Community Investment BPW Date 1/10/17 Phone Extension 5823 Required Prior to Submittal to Board Legal Attorney Name Ben Dougherty Controller review is required for all Contracts $5,000.00 or more Controller ❑ and greater than one year in length per the City Purchasing Policy Purchasing ❑ ZI Agreement ❑ Contract ❑ Proposal ❑ Addendum ❑ Professional Services ❑ Bid Opening ❑ Bid Award ❑ Req. to Advertise ❑ Title Sheet ❑ Quote Opening ❑ Quote Award ❑ Chg Order No. ❑ C/O & PCA No. ❑ PCA ❑ Ease./Encroach. ❑ Traffic Control ❑ Resolution ❑ Other: ❑ Claim or Vendor Name New Vendor MBE/WBE Contractor Project Name Project Number Funding Source Account No. Amount Terms of Contract Purpose/Description Amount of Crowe Horwath ❑ Yes [ ❑ No ❑ MBE Approved by Purchasing 71 WBE Completed E-Verify Form Attached /v ICJ r rD-U Statement of work with Crowe Horwath for River Eas rp oiect f � w ci — 1:.. %t �2 Ay,'-� - ( i ' /�l" j, FL V 7S Increase Decrease Previous Amount Current Percent of Change: New Amount Total Percent of Change: Time Extension: Copy Original ® ❑ ❑ ❑ ❑ ❑ ❑ Yes ❑ No $ 50,000 approx. pending funding approval by Redevelopment Commission Aaron Kobb Dispersal After