I A WHARTON IR. - Mayor GEORGE M. LITTLE - Chief Administrative Of?cer DIVISION OF FINANCE ROLAND Director Purchasing Agent Jerome Smith TENNESSEE January 13, 2012 City Contract #28839 Overton Park Conservancy 13 0 North Court Street Memphis, TN 38103 Gentlemen: We are enclosing, herewith, an executed copy of a Negotiated Contract for: The management of Overton Park for the Division of Park Services. LIVING WA GE ORDINANCE This negotiated agreement is subject to Living Wage Ordinance #5185 as amended by Ordinance #5257 (effective July 1, 2008) that requires contractors who enter into a service contract with the City to pay employees who work under the service contract a living wage. The minimum hourly Wage shall be at least $1 0.27 per hour with health bene?ts for employees and their dependents or $12.32 per hour without health bene?ts. The City will request all certified payrolls associated with this contract to be forwarded to the City Comptroller, c/o Dwayne A. Jones, Manager, Prevailing Wage Of?ce, 125 N. Main Street, Room 13-18, Memphis, TN 38103. Copies of the Ordinances are posted on the City of Memphis Website Once on the City?s homepage, click on the ?Business? link, and then click on ?Doing Business with the City link. A link to the Ordinance will be on the top right side under the section ?Links?. Annual adjustments to the rates will be posted on the site for the next year in February. This copy is for your ?les. Sincerely, was- Jerome Smith Purchasing Agent cc: City Comptroller Park Services Room 354 125 North Main Street Memphis, Tennessee 381034083 - (901) 576-6633 ADMINISTRATION PARK SERVICES BID AND CONTRACT AGENDA SHEET 22?Dec-11 Division Service Center 1. BID REJECTION: Date 028833 For purchase/construction of Re?t! Explanation of rejection Request to Readvertise 2. CONTRACT AWARD RECOMMENDATION: : Low Contractor: Overton Park Conservancy : Best* Address: 130 Noth Court Street Memphis, TN 33103 [:IOnly For: The management of Overton Park Negotiated *Justi?cation for rejection of low bids attached. Number of bids received (attach two copies of bid tabulationContract Contractor: Overtou Park Conservancy Address: 130 North Court Street Memphis, TN 38103 For: The management of Overton Park '3 Extension l:l Change Order CI Cancel Contract Original Contract Amount Previous C.O. Total Prev. Amend./Encum. Total Attached ETransfer to P.0./Req. it Amendment Eneumbrance l: Capital Acquisition Amend.# Attached Encumbrance Amount Adj ustcd Contract Amount Final Payment Due: Retainage: 75,000.00 "I'Z?VMil?t?mu villa? ?a t? 4. COST AND SOURCE OF FUNDS: FY 201 Fund 0111 Service Center [50402 Account 052528 0000000 000000 000000 Grant/(ZIP Project 'l?ask Award lixp. Type Miscellaneous Professional Services Exp. Org. CITY OF MEMPHIS, TENNESSEE Fund Service Center Account 0000000 000000 000000 Grant/C113 Project 'l?ask Award Exp. Type Exp. Org. Contract Amount Special InstructionsCHECKED APPROVED BY: 941 Service Centei" Approval City Engineer 6. JNDI APPROV l} 7 Funds are available Funds to be appropria /transi'erred. 0.040% i301?? Div ion Director Date - "/12?1?710 I/M/tz. C/iietlerniiWive Officer [Yate 1' MM PMsing Agent Date Date Date Rev. 9/04 (gall/{Wm g/t/z. Lt/ LAW OFFICES BURCH, PORTER JOHNSON A PROFESSIONAL LIMITED LIABILITY COMPANY 130 NORTH COURT AVENUE MEMPHIS, TENNESSEE 38103 Charles B. Foster, IV (901) 524-5176 Email: cfostergri?bpilawxom TELEPHONE 901-524-5000 FAX 9111-5246024 December 20, 201 1 A. Buchanan Director of Park Services 2599 Avery Avenue Memphis, TN 38112-4897 RE: Overt?on Park Management Agreement Dear Cindy, Enclosed are copies of the Management Agreement Signed by George Cates on behalf of the Overton Park Conservancy. Also included is a Certi?cate of Liability Insurance for the Park. Please route this through the proper channels to Herman Morris and Mayor Wharton for their signatures. Thank you very much. With best regards, I remain Very truly yours, BURCH, PORTER JOHN 1, PLLC Mk Charles B. Foster, 1V Enclosures DEC 2 0 2011 .- I Client#: 22841 OVERTPARK ACORD, CERTIFICATE OF LIABILITY INSURANCE ?$5,317,333? THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If tile certificate holder 15' an ADDITIONAL INSURED, the policy(ies) must be endorsed. lf SUBROGATION subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate dons not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER ERHECCT Deb Carter, CIC, CWCS Lipscomb Pitts Insu LLC ma?a 901 321-1000 505, m, 9013211099 2670 Union AVE. Ext. Suite 200 Memphis: TN 38112 AFFORDING COVERAGE NAIC 11 901 321-1000 A Travelers Property Gas. Co of A 25674 INSURED INSURER 5; Key Insurance Company Overton Park Conservancy INSURER c: 130 N. Court Avenue INSURER D: TN 38103 .NSURERE: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEENISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES, LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. Type OF INSURANCE ESL I POLICY NUMBER A GENERAL LIABILITY 66023004034TIL11 1212012011 1212012012 eece $1,000,000 COMMERCIAL GENERAL LIABILITY 19$ $100,000 OCCUR MED EXP (Any one person) $0 PERSONAL a ADV INJURY $1,000,000 GENERAL AGGREGATE $2,000,000 LIMIT APPLIES PER: PRODUCTS - COMPIOP AGG $2,000,000 i POLICY 338+ i ?i LOC 5 A AUTOMOBILE LIABILITY 8102BOO4034TIL11 1212012011 1212012012 $1,000,000 ANY AUTO I BODILY INJURY (Per person) ALL OWNED SCHEDULED . AUTOS AUTOS INJURY (Per accident) 0 NON-OWNED PROPERTY DAMAGE HIRED AUTOS AUTOS (Per Seeident) A UMBRELLA OCCUR CUP2BOO4034 12I20I2011 12I2012012 EACH OCCURRENCE $1,000,000 EXCESS LIAB AGGREGATE $1 DED I I RETENTION 5 WORKERS COMPENSATION WC STATU- AND LIABILITY I 199359 132012011 1212012012 LIMITS i ER 31% i A E.L. EACH ACCIDENT $500,000 (Mandatory In NH) F..L. DISEASE - EA EMPLOYEE $500,000 If yeS, describe under DESCRIPTION below E.L. DISEASE - POLICY LIMIT $500,000 DESCRIPTION OF LOCATIONS (VEHICLES (Attach ACORD 101. Additional Remarks Schedule, if more space I: required) Supplemental Name Overton Park ConservanCy The City of Memphis, itS officials, agents, employees and representatives are additional insureds, but only as respects liability of the named insured arising out of the management of Overton Park. CERTIFICATE HOLDER CANCEEATION SHOULD ANY OF THE AOVE DESCRIBED POLICIES BE CANCELLED BEFORE C'ty ?f Memph'sIR'Sk Management THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Department ACCORDANCE WITH THE POLICY PROVISIONS. 2714 union Extended. Suite 200 TN 33112 AUTHORIZED REPRESENTATIVE ?ue? me 1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010105) 1 OH The ACORD name and logo are registered marks of ACORD DC 1* 51' :c Cityo DIVISION OF FINANCE ?f [.56 N?l??ll? To: Honorable Mayor A Wharton, Jr. From: Jerome Smith, Purchasing Agent Date: January 6, 2012 Subject: Contract 28839 - OVERTON PARK CONSERVANCY Please ?nd attached the above referenced contract for the Mayor's signature. This document does not require City Council approval. Purpose: Management of Overton Park. Term: 10 years Financial Commitment: The total cost for this agreement is $75,000.00. Contracting Authority: By Home Rule Amendment 1852, Section 14, BE IT FURTHER ORDAINED, That the power to contract (other than by franchise agreements) shall remain with the Mayor. After approval, please return all documents to the Purchasing Department for further processing. Should you have any questions, please advise. Attachment gnu-t:? Mil a nun PURCHASEHG mama's? SHEET "?equis?ion no. ?a?a?ance No. i \m "'Purchase War He. A 1 ln'r?alsr?Da?ia 46]}0 I m?smn {To be ?ie} a I a ave Ewart! term on Enter Ammunt SDUGE insurance you recav exam elby Gaun?cy Business-Tax Recapt/Ligense to WW fwd/Q Alp/d? - aww 5L N451 two/m? OVERTON PARK MANAGEMENT AGREEMENT This Overton Park Management Agr ment (?Agreement?) made and entered into this day of Ua?mrul 20 by and between Overton Park Conservancy, a Tennessee nonpro?t corporation and the City of Memphis, Tennessee The effective date of this Agreement shall be 12/5Zc770/ 5L 39-1-1- (the ?Effective Date?). In consideration of their mutual promises and for other good and valuable consideration, the receipt and suf?ciency of which is hereby acknowledged, the parties hereby agree as follows: ARTICLE I DESCRIPTION AND USE OF THE PARK For purposes of this agreement, Overton Park (?Park?) shall mean those areas which are depicted in the map shown in Exhibit A, which is attached hereto and incorporated by reference. The Park shall at all times be managed, operated and used for the bene?t of the citizens of Memphis, Tennessee. Furthermore, OPC in coordination and in agreement with the Division of Park Services will develop and implement capital projects and improvements according to a Master Plan (?Plan?) for the Park, as shown in Exhibit B, incorporated herein as if stated verbatim. OPC will carry out its management in accordance with the Plan. However, nothing contained in this agreement or the Master Plan shall be construed to abrogate or delegate the responsibilities of the City Administration to submit a budget annually that takes into consideration all proposed capital improvement projects, prioritize and recommend the same to the Capital Improvement Budget Committee and the Memphis City Council for funding as the respective projects fall Within the judgment and discretion of the administration. Moreover, nothing herein shall be construed to require the City Council to approve any such capital improvement project or give preference or priority same except upon its deliberation and consideration by the Capital Improvement Budget Committee and the Memphis City Council during and as a part of the budget approval process required of all City of Memphis capital projects. ARTICLE II MANAGEMENT The City hereby appoints OPC as Manager of that portion of the Park described by metes and bounds in Exhibit but specifically excluding the Memphis Zoo, the Brooks Art Museum, the Memphis College of Art, the Levitt Shell, the Overton Park Golf Course, the General Services Area, and the Memphis Fire Department station on East Parkway, each of which is controlled by its own management agreement or City management (?Managed Area?). OPC shall have the full and exclusive authority and responsibility to manage, operate, lease, maintain, rent, preserve, protect, enhance, and develop the Management Area, to promote the Park, and to carry out all of its other duties as set forth in more detail herein. This Agreement acknowledges and is in anticipation of the City?s intent to enter a Management Agreement/Master Plan for the State Natural Area (the Management Agreement/Master Plan?) which shall be entered into by and between the Tennessee Department of Environment and Conservation (TDEC) and the City, to be executed within approximately two years of the effective date of the Act designating the SNA. The OPC will take the lead in negotiating this SNA Management Agreement/Master Plan with TDEC, and the SNA Agreement/Master Plan shall be submitted to the City for the City?s approval, which shall not be unreasonably withheld. The City and OPC agree that OPC shall be the designated Manager of the Old Forest State Natural Area in the SNA Management Agreement/Master Plan, pursuant to Tennessee Rule 0400-2-8-.06. Additionally, during the term of this agreement, OPC shall have input and the City shall consult with OPC prior to any amendment and/or changes being made to the SNA Management/Master Plan. If the SNA Management Agreement/Master Plan or any future amendment thereto is not satisfactory to the OPC, OPC shall have the right to withdraw as Manager of the SNA and OPC shall have the right to withdraw from any commitment or obligation to raise and provide funds for the management of the SNA, and shall have no obligation to raise 0r provide any such funds not already theretofore provided. ARTICLE TERM The initial term of this Agreement shall be ten (10) years and will commence upon the full execution and end on 3 2021. Either party may terminate this Agreement on ninety (90) days prior written notice to the other party. This Agreement can be renewed upon mutual, written conSent of both partics for one (1) additional term of ten (10) years. Hereinafter, all references to the "term" of this Agreement shall mean the initial term and any extensions or renewals thereof. ARTICLE IV CITY FUNDS AND SUPPORT It is the intention and agreement of the parties that the City will provide to OPC Operating funds of $150,000 annually. Additionally, subject to the availability and the appropriation of funds by the Capital Improvement Budget Committee and the Memphis City Council, the City will provide capital funds to OPC in the amounts listed in Exhibit for the first four years of the initial term of this Agreement. Payment of operating funds shall be paid annually within ninety (90) days of the new fiscal year each year of this Agreement throughout the term of this Agreement and any renewal or extension thereof. Upon the Execution or shortly thereafter, the City will pay the first pro-rata installment to OPC as adjusted herein. The City will provide the following goods, services, and other items over which the City has had responsibility or the Division ofPark Services has provided to or for the Managed Area: 1. City will be responsible for the maintenance of trees, including the removal of dead or fallen trees and large limbs, except as subject to the SNA Management Agreement/Master Plan. Notwithstanding the foregoing, OPC shall be responsible for the removal of small limbs and tree debris. 2. City will continue to provide maintenance of all plumbing and electrical systems and of the Rainbow Lake pump system machinery. 3. City of Memphis will continue to provide electricity and maintenance at no cost to OPC for all existing streetlights within Overton Park. 4. City of Memphis will continue to install and remove annual ?owers in the beds and areas in which they have been traditionally planted within the Managed Area. OPC shall be responsible for all premiums for real and personal property insurance needed for proper operation of the Managed Area. City, as owner of the Park, including the Managed Area, shall retain responsibility to maintain all streets, sidewalks, and parking areas. City will cause all the streets, sidewalks, and parking areas to be in compliance with all applicable laws, including but not limited to all federal and state laws concerning persons with disabilities. City, as owner of the Park, including the Managed Area, shall retain responsibility for any environmental conditions on or under the Managed Area, it being understood and agreed that the OPC shall have no responsibility or authority to investigate, remediate or otherwise deal with any such hazardous materials present anywhere within the Managed Area as of the Execution Date of this Agreement. Unless OPC by their own actions caused and/or created an environmental issue, the City shall retain responsibility to maintain compliance with all federal and state environmental laws and regulations. Additionally, responsibility shifts to OPC for any new environmental issues arising from any new construction or any other changes, specifically those actions contemplated by OPC found in Article II, that occurred after the execution date of this agreement. ARTICLE OPC FUNDS OPC shall submit its budget to the City Council annually for approval and shall allow the City access to its books as provided in Article XVII. All revenues generated by or in the Managed Area of the Park, and any activities, facilities, events, or programs in the Managed Area of the Park, by rental, lease, or otherwise, or raised by or donated to or for the OPC for the Managed Area of the Park, shall be paid to and be the property of OPC for use in carrying out its duties set forth herein. Notwithstanding the forgoing, no fees may be assessed upon families and individuals for use of the park during normal park hours, for the use of the playground areas and the use of the Greensward, provided that if a special event is taking place at any time in the Managed Area, a fee may be charged for entrance to the event. At no time shall a majority of the Managed Area be closed off for a special event. (0) OPC will raise and collect, from both private and public sources, all additional funds (over and above the amounts provided by the City to OPC as provided in Article IV, above, and the other revenues referred to elsewhere in this Agreement) necessary, in discretion, to carry out its responsibilities set forth herein, including without limitation the management, operation, protection, enhancement, and development of the Managed Area and the promotion of the Park, the development of the Master Plan for the Park, and the implementation of that Plan subject to the provisions found in Article I. All funds raised by, or donated to OPC, or received by it in its role as Manager of the Park, through special events, exhibits, sales of goods or services, memberships, advertising, naming rights, sponsorships, private donations, or otherwise, shall be the sole and exclusive property of OPC and shall only be spent in conjunction with the management and beauti?cation of Overton Park. All expenditures from these funds are subject to any restrictions imposed on the use of such funds by the Charter and Bylaws of OPC and/or the terms of the donation OPC shall reimburse the City the City?s cost for all utilities (water, sanitary sewer, electricity, and natural gas) in excess of $15,000 each year of this Agreement arising from the operation of the Managed Area. ARTIC VI AUTHORITY OPC intends to Operate the Park in a manner that will encourage broad public use of the Park, in accordance with the terms of this Agreement. OPC will have the sole authority to determine what activities, events, programs, concessions, shall take place and which shall be discontinued in the Managed Area during the term of this Agreement, and to establish rules and regulations goveming same. OPC will comply with the current established hours of permitted use of the Managed Area as set by City Ordinance 5222 or petition City Council for an amendment to the ordinance, provided however, OPC shall have the authority to host and manage events as it sees fit, both during normal park hours or after and after normal park hours. All facility and/or building improvements, construction, landscaping projects, and/or any other permanent changes shall be subject to approval by the City of Memphis on behalf of Park Services except those listed in Exhibit which shall be considered approved upon execution of this Agreement. ARTICLE VII FEES No fee shall be charged for entrance to the Park. OPC will have the sole authority to determine the amounts to charge for use of or admission to any facility, event, or activity located within the Managed Area and shall have control of all concessions in the Managed Area, with the right to operate any such concessions itself or to contract with independent concessionaires to do so. Notwithstanding the forgoing statement, OPC acknowledges and agrees that no permanent concession facilities will be constructed or relocated into the park and/or managed area without prior City approval, such approval not to be unreasonably withheld. However, nothing contained in this agreement or the Master Plan shall be construed to abrogate or delegate the responsibilities of the City Administration to submit a budget annually that takes into consideration all proposed capital improvement projects, prioritize and recommend the same to the Capital Improvement Budget Committee and the Memphis City Council for ?nding as the respective projects fall within the judgment and discretion of the administration. Moreover, nothing herein shall be construed to require the City Council to approve any such capital improvement project or give preference or priority same except upon its deliberation and consideration by the Capital Improvement Budget Committee and the Memphis City COuncil during and as a part of the budget approval process required of all City of Memphis capital protects. The City agrees to maintain its rights under all existing contracts described in Exhibit E, until June 30, 2012 or until notice based on contractual agreement may be given to end the service, whichever is soonest. ARTICLE LICENSE TO USE MAINTENANCE Attached hereto as Exhibit is a list of Personal Property and Equipment is to be used in connection with the management, operation, and maintenance of Overton Park. The City hereby grants and conveys to OPC licenses to use said Personal Property and Equipment during the term of this Agreement, but ownership of such Personal Property and Equipment shall remain with the City. The City warrants that all Personal Property and Equipment listed in Exhibit is operable and in working condition. At the end of the useful life of each piece of equipment, said equipment shall be returned to City for disposal. The City shall, during the term of this Agreement, continue to provide maintenance and repair of said Personal Property and Equipment, and shall replace said Personal Property and Equipment, upon the expiration of the useful life of the equipment and/or when repair of the item is not sufficient to return the equipment into an operable condition. OPC shall reimburse the City for any maintenance in accordance with published rates charged to City agencies and departments within thirty (3 days of invoice. ARTICLE IX CAPITAL IMPROVEMENTS MAINTENANCE OF EXISTING AND NEW SIGNAGE The Managed Area is and shall remain the property of the City. OPC shall have the right, at its sole expense, to maintain any existing and new structures and to make such changes in and additions and improvements to the real property in the Managed Area as it may deem necessary in order to carry out its duties as Manager; provided, however, that any such changes shall be consistent with the Exhibit B, which shall be consistent with City, State, and Federal Laws. All proposed additional buildings or structures to the Real Property in the Managed Area, except those provided in Exhibit which shall be considered to be approved upon execution of this Agreement, shall be submitted to the City Engineer, the Director of Parks Services, and Risk Management for review to ensure compliance with applicable state and local regulations relative to public health and safety; and to ensure consistency with recreation and general park purposes and compatibility within the Overton Park area, provided, however, that approval thereof shall not be unreasonably withheld, delayed or conditioned. If the City Engineer, the Director of Park Services, and/or Risk Management ?nds that any proposed additional buildings and/or structures are contrary to the forgoing, OPC will halt any actions towards the completion of such proposal until all issues with the proposal that are inconsistent with the foregoing have been resolved. A11 capital additions to the real property in the Managed Area paid for in part or in whole by OPC shall be the property of the City, which accepts ownership of and title to such property. However, nothing contained in this agreement or the Master Plan shall be construed to abrogate or delegate the responsibilities of the City Administration to submit a budget annually that takes into consideration all proposed capital improvement projects, prioritize and recommend the same to the Capital improvement Budget Committee and the Memphis City Council for funding as the respective projects fall within the judgment and discretion of the administration. Moreover, nothing herein shall be construed to require the City Council to approve any such capital improvement project or give preference or priority same except upon its deliberation and consideration by the Capital Improvement Budget Committee and the Memphis City Cooncil during and as a part of the budget approval process required of all City of Memphis capital projects. The City agrees to consult and coordinate with OPC regarding the design and construction of any capital improvements, within the Managed Area, other than those initiated by OPC, and no such improvements shall be made without the consent of OPC. (C) OPC agrees to the following: to pick up and remove all litter and debris in grass areas prior to mowing to mow all grass areas in the Managed Area, and to trim any plant growth in paved areas as well as around all trees, shrubs, sign posts, walkways and other obstacles in landscaped areas on an established and regular schedule. I to provide additional lawn care as it sees fit, including but not restricted to fertilizing or any other action OPC deems necessary to keep grass areas in proper condition 0 to mow all turf areas including edging and weed eating around all obstacles in landscaped areas 0 to clear roadways of debris during each trash collection - to repair potholes as needed I to sweep all roadways and parking lots and for special events 0 to clear walkways during each trash collection to keep vegetation cut back a minimum of six feet from edge of trail or to previously established mowing boundary a to maintain gravel surface of trail to a safe level with approved gravel product I to mow and mulch leaves in landscaped areas two times per year between Deckeep landscaped areas which have been mulched previously are to be mulched annually - clean/wash down pavilions and playground surface as needed to maintain a neat, clean appearance. I to keep playground clean and free of trash and debris to perform routine repairs replacing swings, swing chains, etc. to inspect Picnic tables, benches, trash containers, grills and repair as necessary 0 to remove graf?ti when it becomes present on equipment and all surfaces in park 0 to maintain the following Flower Beds/Landscaped Areas/Fonnal Gardens a) 13 ?ower beds, crape and various landscaping, b) Poplar Main Entrance Flower beds (2), shrubbery, c)Overton Park Sign/Monuments Landscaped with shrubbery, and Veterans Plaza/Doughboy Statue Planters with shrubbery and ?owers At a minimum of two times per week, OPC agrees to pick up and remove trash, paper, and other debris from the parking lots and to place such trash, paper, and debris into an appropriate trash container. The City agrees to remove trash from containers to be designated in the Managed Area a minimum of two times per week. Upon the ADA compliant renovation of the Rainbow Lake restroom facilities and completion of the ADA compliant Picnic Area restroom facilities, OPC agrees to provide permanent restroom facilities at the playground locations in accordance with the Plan within the Managed Area, and to ensure that the restroom facilities are cleaned and stocked with toilet supplies daily. Restroom facilities shall only be accessible during established hours of permitted use. OPC shall have the right, at its sole expense, to erect or display, or permit or cause to be erected or displayed, any signs within the Managed Area it may deem appropriate in accordance with the Master Plan, any future State Natural Area Master Plan, and all applicable state and local laws and regulations specifically including the City?s sign policy. ARTICLE INTANGIBLE PROPERTY AND ADVERTISING The City hereby grants to OPC, for the term of this Agreement, an exclusive, worldwide, fully paid up and irrevocable license in and to any and all Intangible Property related to Overton Park and owned by the City, including any and all names, trade names, marks, trademarks, and other intellectual property; provided, however, that any use of the name ?City of Memphis? or use of the of?cial seal of Memphis, Tennessee, requires prior approval of the City. The City agrees to execute and deliver to OPC such assignments, licenses and other instruments and documents as needed to effectively grant said license in and to all such Intangible Property hereinafter referred to as Exhibit G. OPC is authorized to grant such sub-licenses in any item of Exhibit as it deems in the best interest of the Park. Subject to the City?s approval, which will not be unreasonably withheld, OPC shall have the right to sell naming rights, sponsorships and advertising relating to the Managed Area or any portion thereof, or facility, activity, or event therein; provided, however, that all naming rights, sponsorships or advertising relating to alcohol, tobacco or sexually oriented businesses shall be prohibited. Such naming rights and signage rights shall terminate and not extend beyond the term and any renewals of this Agreement. Additionally, the proceeds of all sales shall go to the management, capital improvements and maintenance of the park. ARTICLE XI PERSONNEL For a period ending no later than February 29, 2012 (the ?Transition Period?), the Division of Park Services will maintain the current level of employee assignments assigned to Overton Park. Upon execution of the Agreement, the Division of Park Services will not hire any additional temporary employees. During the Transition Period, the City shall be responsible for all compensation, bene?ts and workers? compensation insurance for such employees, as in the approved 2012 City of Memphis Budget. After the Transition Period, OPC shall have the sole authority, in its sole discretion, to select the persons it chooses to employ and to determine the terms and conditions of their employment, provided, however, that OPC shall be an equal opportunity employer and shall not discriminate in its employment practices on the basis of race, sex, age, color, religion, national origin, genetic information, or disabilities. After the Transition Period, OPC shall be solely responsible for all compensation, employee benefits and expenses of its employees. OPC shall take af?rmative action to ensure that small, minority-owned businesses, women?owned businesses, and locally owned businesses, which have been certi?ed by the City, are utilized when possible as sources of supplies, equipment, construction, and services, which are consistent with the City?s current, targeted. goals. ARTICLE XII COMPLIANCE WITH LAWS OPC shall manage the Managed Area in compliance with all applicable laws and regulations, except as otherwise provided in Article IV. ARTICLE SUBJECT TO FUNDING This Agreement is subject to availability and annual appropriation of funds by the Memphis City Council. In the event suf?cient funds for this Agreement are not available or appropriated by the Memphis City Council for any of its ?scal period during the term hereof, the City, notwithstanding the 90 day termination provision found in Article shall have the right to immediately terminate the Agreement upon written notice to OPC . In the event of such termination, OPC shall be entitled to any monies due it up to the termination date. Such termination by the City shall not be deemed a breach of contract by the City, and OPC shall have no right to any actual, general, speci?c, incidental, consequential, or any other damages whatsoever of any description or amount not due at of the date of termination Additionally, in the event suf?cient funds for this Agreement are not available or appropriated by the Memphis City Council for any of its ?scal period during the term hereof, OPC shall have the right to immediately terminate this Agreement, notwithstanding the 90 day termination provision found in Article upon notice of the City?s failure to appropriate such funds. In the event of such termination, OPC shall be entitled to any monies due it up to the termination date. Such termination by OPC shall not be deemed a breach of contract by OPC, and the City shall have no right to any actual, general, speci?c, incidental, consequential, or any other damages whatsoever of any description or amount not due at of the date of termination. ARTICLE XIV CONTRACT AUTHORITY Upon full execution of the Agreement, OPC shall have full authority to negotiate and execute all contracts, agreements, permits, leases, and licenses as may be necessary for the management and operation of the Managed Area and to carry out its duties as Manager under this Agreement. Such agreements shall include, but not be limited to, the SNA Management Agreement/Master Plan, contracts, agreements, leases, and licenses, with vendors, suppliers, tenants, exhibitors, concessionaires, joint venturers, promoters, advertisers, television and radio media, other media, and other parties. ARTICLE XV RELATIONSHIP OF PARTIES The parties agree that the only relationship created by this Agreement is and shall be that between the City and OPC and that OPC is an independent contractor, providing management, operation, and other services to the City, not an agent, agency, employee, joint venturer, partner, division or department of the City. ARTICLE XVI INSURANCE City will continue to carry property insurance for all facilities and/or provide self- insurance coverage for the Managed Area and will carry property insurance on future buildings resulting from the implementation of the Master Plan; however, OPC will reimburse the City for the cost of the property insurance premiums. Upon the Execution Date, OPC shall purchase and maintain, in a company or companies licensed to do business in the State of Tennessee, such insurance as will protect the parties from claims which may arise out of or result from operations under this Agreement, whether such operations are performed by OPC or by anyone directly or indirectly employed by OPC, or by anyone for whose acts OPC or subcontractor may be liable. OPC shall also require insurance coverage as outlined herein of any entity or individual that leases or uses the Managed Area for any event(s). The insurance required shall be written for not less than any limits of liability speci?ed or required by law, whichever is greater. The City of Memphis, its of?cials, agents, employees, and representatives shall be named as an Additional Insured on all liability policies. The additional insured endorsement shall be attached. OPC will maintain throughout the life of this agreement insurances, through insurers rated A- or better by A.M. Best, in the following minimum requirements: - Commercial General Liability coverage with minimum limits of $1,000,000.00 per annual aggregate premises/operations coverage, $1,000,000.00 annual aggregate products/completed operations. 0 Workers? Compensation coverage, including coverage for sole proprietors, partners, and of?cers, regardless of requirement by Tennessee State Statute should include the minimum limits of $100,000 Each Accident, $100,000 Disease?each employee, and $500,000 Disease-policy limit 0 Commercial Auto Liabilitv with minimum limit of $1,000,000 for all owned, hired and non-owned autos. OPC shall provide City with a current copy of the Certificate of Insurance or other acceptable evidence of insurance as of the Effective Date and shall maintain said insurance during the entire agreement as well as provide renewal copies on each anniversary date of the Effective Date. OPC shall be required to provide the Workers? Compensation coverage for its employees upon execution of the Agreement. OPC shall provide notice to City within three (3) business days following receipt of any notice of cancellation or material change in insurance policy from insurer. Such notice shall be provided to City by registered mail, return receipt requested, to the following address: '10 City of Memphis City of Memphis Risk Management Department Purchasing Department 2714 Union Extended, Suite 200 125 N. Main, Room 354 Memphis, TN 38112 Memphis, TN 38103 ARTICLE XVII OPC will establish and maintain accurate records and accounts which sufficiently and properly re?ect all direct and indirect revenues and expenditures in the performance of this Agreement. Such records and accounts shall conform to generally accepted accounting principles. Upon reasonable advance request by the City, OPC will make available for inspection and audit, during regular business hours at OPC's principal place of business, OPC's books and records relating to the performance of this Agreement. Within one-hundred and twenty (120) days of the end of each ?scal year (December OPC shall submit to the City audited ?nancial statements regarding management and operation of the Managed Area, including, without limitation, a statement of income, expenses and surplus (or de?cit) and the results of operation during such year, such ?nancial statement to be certi?ed by an of?cer of OPC as true, accurate, and complete and fairly reflecting the results of operations of the Managed Area. ARTICLE DEFAULT Anything in this Agreement to the contrary notwithstanding, it is understood and agreed that in the event of a default, the non-defaulting party shall give written notice of default and the party in default shall have 30 days after receipt of the notice to cure any monetary default and 60 days after receipt of the notice to cure any non?monetary default, provided that as to a non- monetary default, if such default cannot reasonably be cured within said 60 days, the party in default shall have such additional time as is reasonably necessary to cure the default, provided that the party in default begins curing the default within said 60 days and diligently prosecutes to completion the curing of the default. A party shall not exercise any right or remedy for default unless and until such notice has been given and the opportunity to cure default has expired. ARTICLE XIX WAIVER No waiver of any term, condition, default, or breach of this Agreement, or of any document executed pursuant hereto, shall be effective unless in writing and executed by the party making such waiver; and no such waiver shall operate as a waiver of either such term, condition, default, or breach on any other occasion or any other term, condition, default, or breach of this Agreement or of such document. No delay or failure to enforce any provision in 11 this Agreement or in any document executed pursuant hereto shall operate as a waiver of such provision or any other provision herein or in any document related hereto. The enforcement by any party of any right or remedy it may have under this Agreement or applicable law shall not be deemed an election of remedies or otherwise prevent such party from enforcement of one or more other remedies at any time. ARTICLE XX CONSTRUCTION All words used herein shall be construed according to their proper gender and number, as the context shall require. Unless speci?cally designated otherwise, a reference to ?including? shall mean ?including, but not limited to.? ARTICLE XXI ENTIRE AGREEMENT This Agreement sets forth the entire understanding of the parties, replacing any and all prior agreements relating to the subject matter hereof. This Agreement may be changed, amended, or terminated only by similar written instrument executed by the parties. ARTICLE XXII SUCCESSORS All of the terms and provisions of this Agreement shall be binding upon, shall inure to the bene?t of, and be enforceable by and against, the parties hereto and their respective successors and permitted assigns. ARTICLE ASSIGNMENT 'No party may assign or delegate its rights or duties under this Agreement without the prior written consent of the other party in each instance. ARTICLE XXIV SEVERABILITY If any provision of this Agreement is held by a court of competent jurisdiction to be unlawful, invalid, or unenforceable under any present or future laws, such provision shall be fully severable; and this Agreement shall then be construed and enforced as if such unlawful, invalid, or unenforceable provision had not been a part hereof. The remaining provisions of this l2 Agreement shall remain in full force and effect and shall not be affected by such unlawful, invalid, or unenforceable provision or by its severance herefrom. ARTICLE XXV NOTICES Any and all notices, requests, communications, or demands required or permitted to be given pursuant hereto shall be in writing, shall be delivered either in person or by electronic facsimile, (ii) by an established overnight delivery service, such as Federal Express, or mailed by registered or certified mail, return receipt requested, and shall be addressed as follows: City City of Memphis Division of Park Services Attn: Buchanan, Director 2599 Avery Avenue Memphis, Tennessee 38112 Copy to: City of Memphis City Attorney 125 N. Main. Rm. 336 Memphis, Tennessee 38103 Overton Park Conservancy: Overton Park Conservancy 130 North Court Avenue Memphis, Tennessee 38103 Copy to: Burch, Porter Johnson, PLLC 130 North Court Avenue Memphis, Tennessee 38103 Attention: Charles F. Newman, Esq. or to such other address or addresses as any party may designate to the others, by notice in writing, given as above provided. Notices delivered in person or by electronic facsimile shall be deemed to have been given on the date of delivery; notices delivered by overnight delivery service shall be deemed to have been given on receipt; and notices given by mail shall be deemed to have been given on receipt. ARTICLE XXVI APPLICABLE LAW This Agreement has been accepted, executed and delivered, and is intended to be performed, in the State of Tennessee. The rights and duties of the parties, and the validity, construction, enforcement, and interpretation of this Agreement, shall be governed and construed according to the laws of such state. 13 ARTICLE XXVII EXHIBITS All of the Exhibits attached to this Agreement are a part of this Agreement when so attached, and are incorporated herein by reference as fully as if copied herein verbatim. The City represents and warrants that all such Exhibits are complete and accurate descriptions of the matters referred to therein. ARTICLE FURTHER ASSURANCES Each of the parties, at all times and from time to time hereafter, and upon reasonable written request to do so, shall make, do, execute, deliver, or cause to be made, done, executed and delivered, all such further acts, deeds, instruments, assurances, and things as may be reasonably required for more effectually implementing and carrying out the true intent and meaning of this Agreement. ARTICLE XXIX INDEMNITY OPC shall indemnify, defend, save and hold harmless the CITY and its officers, agents and employees from and against any and all claims, demands, suits, actions, penalties, damages, settlements, costs, expenses, or other liabilities of any kind and character, including without limitation attorney fees and litigation expenses, arising out of or in connection with the performance of this Agreement by OPC, its employees, subcontractors, or agents or the breach of this Agreement by OPC, its employees, subcontractors or agents. This obligation shall survive the expiration or termination of this Agreement. The OPC expressly understands and agrees that any insurance protection required by this Agreement or otherwise provided by the OPC shall in no way limit the OPC responsibility to indemnify, defend, save and hold harmless the City or its elected or appointed officials, officers, employees, agents, assigns, and instrumentalities as herein required. The City reserves the right to appoint its own counsel regarding any matter defended hereunder. The OPC acknowledges that the City has no obligation to provide legal counsel or defense to the OPC, its employees or subcontractors in the event that a suit, claim or action of any character is brought by any person not a party to this agreement against the OPC as a result of or relating to obligations under this agreement. The City shall have no obligation for the payment of any judgments or the settlement of any claims asserted against the OPC or its subcontractors or employees as a result of or relating to OPC obligations hereunder. OPC shall immediately notify the City c/o City Attorney; 125 North Main, Suite 336; Memphis, TN 38103, of any claim 0r suit made or ?led against the OPC or its subcontractors regarding any matter resulting from or relating to the obligations under this Agreement and agrees to cooperate, assist and consult with the City in the defense or investigation. 14 ARTICLE LIVING WAGE In accordance with the City of Memphis Ordinance No. 5185, commonly referred to as the Living Wage Ordinance, as amended, certain businesses holding a service or service?related contract with the City of Memphis shall pay its employees performing work on said contract a minimum hourly wage in the amount of $10.27 per hour with health bene?ts for employees and their dependents or $12.32 per hour without health bene?ts. Unless otherwise exempted, the CFO and/or its subcontracto-rs agree to follow and comply with the requirements of said ordinance, as amended. The OPC and/or its Subcontractors further agree to provide certi?ed payrolls, or af?davits in accordance with Ordinance No. 5293, associated with this agreement to the City of Memphis c/o Manager, Prevailing Wage Of?ce; 125 N. Main St., Room 18-18; Memphis, TN 38103. The Living Wage Ordinance and any amendments thereto, can be accessed on the City's website gov). Once on the City's homepage, click on the "Business" link, and then click on the "Doing Business with the City" link. A link to the Ordinance will be accessible on the top right side under the section "Links." Annual adjustments, if any, to the rates will be posted on the website for the upcoming ?scal year on or around February. 15 IN WITNESS WHEREOF, the parties hereto have set their signatures for the purposes contained herein, on this day of 2011. APPROVED AS TO FORM CITY OF MEMPHIS: AND LEGALITY: Citj'y home?s/JV Wm) Hm A Wharton, Jr., M0 @470 OVERTON PARK CONSERVANCY, a Tenn Woration BY: TITLE: ?gnw?/ 2,22% ?16 a . 3 ON a 5. gigU'w EXHIBIT Overton Park Conservancy Master Plan Dog park New signage program, comprehensive Playground upgrade - Rainbow Lake Upgrade Old Forest pathways, signage Playground upgrade Picnic Area Restroom rehab: Rainbow Lake Donor recognition New restroom: Picnic Area Old Forest Walking trail around Greensward Irrigation system. installations Upgrades to Rainbow Lake area OPC and the City of Memphis will continue to work together and agree upon further capital projects in the Managed Area. Additionally, the proposed Capital Improvement Projects shall go through the usual and customary review process speci?cally with the City Engineer, Risk Management, and the Director of Park Services to ensure compliance with applicable regulations. 5 i .3: ?mom gm ?3 ?0 32?s an E-t 2? ?gs? 3 933.2 I infqu I ?Eh-'3 $.33 a..qu w?aw ?3 ?383 5 a: 4;ng . may!" EXHIBIT 1) 012 2013 2014 2015 Capital Funds to Be $179,000 $129,000 $79,000 $29,000 Provided by the City EXHIBIT SERVICE CONTRACTS AND REVENUE AGREEMENTS - Park Rentals Program?uthis is not an of?cial contract but it does provide revenue. If OPC chooses to take over this program, it should do so January 1, 2012. Park rentals begin for the year beginning January 1. . EXHIBIT PERSONAL PROPERTY AND EQUIPMENT NONE 1 EXHIBIT INTANGIBLE PROPERTY AND ADVERTISING Currently there is a music contract that allows all city entities to use music without paying royalties. We will work on completing this list with more speci?cs. PURCHASING CONTRACT CHECK-OFF SHEET (To be to each ?le) - ?51 Camry Busin?ss Tax RESOLUTION WHEREAS, the Finance Division constantly monitors the City's actual ?nancial performance relative to its adopted operating budget; and WHEREAS, each Division of City Government periodically reviews its current revenues and expenditures and projects anticipated outcomes; and WHEREAS. based on these projections some City Divisions are forecasting total annual expenditures that will exceed the appropriated amounts approved for the Fiscal Year 2012 Operating Budget due to unanticipated circumstances; and WHEREAS, it is necessary to amend the Fiscal Year 2012 Operating Budget to move appropriations between certain service centers, legal levels or divisions in order that appropriations not be exceeded. NOW, THEREFORE. BE IT RESOLVED by the Council of the City of Memphis that the following expense funding be moved within and across the respective Divisions as indicated below Division INCREASE DECREASE Police Services Various Precincts 5,300,000 Community Policing 5,300,000 Engineering Retirement Bene?ts 88.294 Grants and Agencies Rightsizing 88,294 Police OCU Salaries 200.000 Grants and Agencies Rightsizing 200,000 Public Services Equipment 100.000 Grants and Agencies Rightsizing 100,000 Grants and Agencies Memphis Cultural Arts 57,700 Grants and Agencies Rightsizing 57,700 Parks Conservatory 179,000 Grants and Agencies Rightsizing 179,000 City of Memphis MID - YEAR ADJUSWENTS FY 2012 Included in Amount of Forecast Account Account Remainder to Item 8 Fund Division Descrip?cn Clean-Up Item Number Name Increase Decrease Fund Balance - 4 ;k I "L?L'ggl'fi': ?it; . Old Allan Station 8 481,818.18 111-140301051101 Salem 431,313.13 Ralnes Station 3 481,818.18 111-1403024351101 50101103 481,818.18 Mt Marian Station 481.818.18 111-1403034351101 Salutes 3 481,818.18 Union Station 3 481.818.18 111-140304-051101 Salutes 481,818.18 Main St Station 0 481.813.18 111-1403054351101 50101100 3 431,313.13 Ponce Reserve 481,818.18 111-140306051101 30101100 481,818.18 Tillman Station 3 481.818.18 111-140307051101 38181100 8 481,818.18 Malaya Station 8 481.818.18 111-140308051101 Sal-mm 401,313.13 Farms Station 3 481.818.18 111-140309051101 80101100 431,313.13 Computer Statistics 8 481318.18 111-140310051101 30101100 3 431,313.13 Ridgewey 810000 8 481.818.18 111-140311051101 80m: 0 431,313.13 my P0000111 111-1000001451101 5.300.000.00 2 111 City Engmeo?ng-Constr. 55,593.50 111-2501044351218 50110015 3 55,593.50 City Engineering-Bldg Doaign 32,700.00 1111250106051 21 8 Retirement Bene?ts 3 32,700.00 Grants and Agendas 111-2301014361047 C001 5 83293.50 mm" . :37" - 1 .- 119:1: - 10; . 111 Pam Mummy 179,000.00 111-153000900000 00011000100 111-230101481047 1 t, . 111 mm cam cm, 811011.01 Endmm 0 10000000 1 11-151000t-1000005001m 8 111-200101081047 101mm r, .. z? 1 ..7 57.10000 111-2001010000001 0 111-200101081047 minnow w- -, A- 111 Police 000mm 0 200000.00 111-140101051402 80181188" 0 200,000.00 111-200101081047 11mm 3 209,000,110 . ,1 855024994 589210984 $0 3812012 2:30 PM 13831111301 20th Year Clem-up 00010110111 7 ORDINANCE NO.: ORDINANCE TO SOLIDATE THE DIVISION OF PUBLIC SERVICES AND COIHMUNITY ENHANCEMENT WITH VARIOUS OTHER DIVISIONS OF CITY GOVERNMENT IN ACCORDANCE WITH THE FY 2013 RESTRUCTURING PLAN WHEREAS, In February 2011 the Strategic Business Model Assessment Committee recommended that the Divisions of Public Services, Parks and Community Enhancement be consolidated into one division; and WHEREAS, The Administration has looked at that proposal with internal staff over the last year and determined that the consolidation of the Divisions of Public Services and Community Enhancement with certain other divisions of city government is prudent and in the best interest of City of Memphis operations; and WHEREAS, The reorganization of such divisions will provide better coordination of services where there is overlap and enhance the City?s ability to provide ef?cient and effective services to its citizens; and WHEREAS, The Administration has determined that potential cost savings may not be large; however, savings may be realized with the elimination of some duplicative services and potential alternative service delivery approaches; and WHEREAS, Per Section 8 of Home Rule Ordinance No. 1852 (commonly known as the "Pop Charter?), the Council upon proposal by the Mayor may by ordinance reorganize and transfer departments and agencies from one division to another; add or abolish departments and agencies within divisions; or add divisions; and WHEREAS, the Administration proposes that in accordance with the FY 2013 Restructuring Plan attached hereto and incorporated herein by reference as if stated verbatim, the departments within the Division of Public Services be transferred to the Divisions of Park Services, General Services, and the Law Division, and the Division of Community Enhancement be transferred to the Division of Public Works, Parks and the Executive Division. The existing service center of Park Operations shall be transferred to General Services; and WHEREAS, it is necessary to transfer the budgets of the various departments and agencies within the Divisions of Community Enhancement and Public Services along with the transfer of ?mctions. SECTION 1. NOW, THEREFORE, BE IT ORDAINED BY THE COUNCIL OF THE CITY OF MEMPHIS, that the FY 2013 Restructuring Plan is hereby approved and that the departments within the Divisions of Public Services and Community Enhancement are hereby transferred in accordance therewith. 41:35 SECTION 2. BE IT FURTHER ORDAINED, That the Mayor is hereby authorized to take any and all such action necessary to effectuate such transfer, including without limitation, the transfer of the previously approved appropriated budgets of the Divisions of Community Enhancement and Public Services. SECTION 3. BE IT FURTHER ORDAINED, That the provisions of this Ordinance are hereby severable. If any of these sections, provisions, sentences, clauses, phrases or parts is held unconstitutional or void, the remainder of this Ordinance shall continue in ?tll force and e?'ect. SECTION 4. BE IT FURTHER ORDAINED, That this Ordinance shall take elTect from and after the date it shall have been passed by the City Council, signed by the Chairman of the Council, certi?ed and delivered to the Of?ce of the Mayor in writing by the Comptroller, and become effective as otherwise provided by law. Bill Morrison, Chairman Memphis City Council we FOREGOING ORDINANCE 5 PASSED is! Reading 1? ?5 ?12% 2nd Reading l" 1?19? 3rd Headlng 5?1 1% Approved Chairman of Council Date Signed; 1] 2/0/ Approved: 4i Mayor. City his T) Date Signed: thereby certify that the foregoing is atrue copy. and said document was adopted by the Council of the City of Memphis as above [no di ed and approved by the Mayor. ode-ca, 6, Comptroller 1' City of Memphis Finance Division Report For Restructuring Plan 1 of 2 Community Enhancement to Public Works Other Various Divisions . 12min" rm. Color De?nition: Red - Closing Division and Information on New Location Green - Existing Location with identification of newly Restructured Legal Level and Service Center i City of Memp livision Restructure 2121/2011 ?M'Vmicn Effective ror FY2013 Budget Compliment Suntan Cantor an mun? Sanka Cantor Auth Comp Audi Comp ?I?ctal torment: 22 Community Enhancement 220w. legal Laval - Comm Enhancement 5ch Admln 4 4 1 will] more from Conn-nanny Enhancement Admin 220101 to mung Sanka Cantor 220101 NORM Admin 1 -1 100301 (Mal Wano Of?ce LEI-new Lem] Moveroncw Luna! anolCodn?nlurmmemln A 220101 Level .Mmln a -3 Public Works Dlv. 11 Fund 0111 Legal Laval - Comm. Ground 22021.1. Malnt m1 -m7 1: melanin will mm ulnlna Scrum: Center Public Works 110302 Canadians 3 posiqu wl? mm In New Legal Invul In Puhlli: Works: 22 wm move to Scrulcc Publlc Works 170201 Street Malnl.; 3 petition: will move to cumin]; Center Public Works 121502 Heavy Water and 1 posliluu 220201 Ground Maintenance 4o 40 Unknown. Move to new Legal Level In Parks and will] new i 1- a; New Spud-1 Sew-Ices Service Div. 1.5 Fund 1. 220202 Luvul my acauurul 4 ~4 0111 nil-mum Mmton?wwcumalcquMmmun A 229293 l-Elml Coda 53 Publlc Works 01v. 1? Fund 0111 Total Fund - 011.1. .m I .l 21mm 7 1 mm Location Service Center Name Aulh Can-up Amh Comp MW Tatal uni mil Eme Eli'm' Water 21 24 positions man l?rom Communlly Enhancement 2211301 sum 5mm: Storm Water to Public Works 111502 Item mammal! Storm Water; 3 mum all] mm from animal: 220201 Ground mm. In Public 120301 111502 SW SW Stan-n Water 27 .21 Works 111502 mu Equipment Storm Walt! Total Fund mm 21 47 433 I Kunming Down-mm FY1013 712mm City of Memr )ivision Restructure Effuctiv: r01? FY2013 Budget Division I :7 man: magnum: rm mu 7 We Center Service Center Sanka Center Name Comp Miami-its Total AC Cmu 17 Public Works 1101". al Level - Public Winks Admin 13 3 16 Juan?. 170101 Administration 13 16 3 position lrom 120101 6mm Mum 17021:. Legal Lovel-PnblicWorks Street Main: 115 22 131 22 mm will mam irom Com-111nm Ilium-mm 110101 Ground Mainmm In Public 220201 170201 Street Malnt 115 22 137 Works 170201 sum Mamunnm 170- NWI 59 ?9 2.2mm aluminum to Lanai Laval Coda A 220191 170 - New Sonia; Comer Code Enforcement 23 3 in Public Works 3 positions will mow.- imm Community Enhanceman 220101 Ground in new Legal chci Grounu 220201 170 - New Servch Luau- L. 3 Mum. in Pubiit Works b3 pozlumus will move [tom Elmuncumunl 22020.1 hyalurllulu: coat: tnlurcemun: to new Legal luvcl Code Enforcement in Public LEUZU. 1W - New bayou: Lerner Cm unarman 63 63 Tomi Fund - 011.1 128 94 1.22 Division fund-um autumn Scam: Anti: Amh (mp Cantu Sci-via: Conw- Service Center Nam (?up MW Total AC 170w. uni - Public Walla SW. Mum9031mm will move lrom Comm" Mucus-um: m1 6mm] mm In macaw-magmas panama will move item Community Mum 220301 5m Slumping 5mm mm to Paulie Fund am 11080:. Ca?nuion -S.W. mum. 514 an Wain 1mm mum - SM. mom 17?3_ DM 17am KW 10 1; mum-om 655 ZIZIIZOIZ Final Varsian Paw-?ne: 2mm): 5mm) mm: imam Plan Carnation: menu Gary Faun: Jadetn. Chalfl'l Sun: Ttesday. Jam 12. 2012 243 PM Tu: We. Cay Cc: Stokes, .la'nes Sunset: at: am Twister Signed 12pm: Mid-yeacmupoazo 11pm See email correspondence below. Also. see attached the Encumhrance Status Report as wen as the MVC resolution giving Paris the spending authority for Quarter: Park ConservanCy. Please notethatthe accommattheflmdinawas addedtoforthe Overton Park Conservancywas 01111504021333 Please let me know ifthere is anything further. Channln Lladtson Cityde 5r.me Diwisunaf?rmn,wm0f?ca mum-inmamass (autism-alum (Batiste-6mm cluminhmesttna Fromm,auri1 Sent: Morday. June 11, 21112 11:: Ridrartl Subject: RE: Bimini-21m Stacie. See attached. Slams Reportfor Overton Park Conservancy. Per our conversation, Contract 23339 only has $5,135.80 left available for spending. Therefore, the payment of $179.? cannot be made tutti] the additional funding is encumbered to pay this invoice. thank you, Charmin Liaison mull-1mm: Strum-memwn Dh?h?lma?-?m?dpt??in (animating: (931)576-6153h1 m. "m Fromm.? Sent: Minimal, 2012mm?! To: Gunm?l a: thin, magnum Sublet m: Bht?iie'rransfaSgnd Gail, Timbftu?alyuuhelp. Stacie Grubbs. Business Affairs Supervisor Park Mainlrnance 2599 Avery Ave. Memphis TN 381 12 Phone 901-636?4251 Fax 901-636-4290 Email: Minolta,? check is set at the category level, not the legal level; however, the category (M86) does LetmecheckwithAPtoseewhatcould becauslng this item tnfail canside?ng the Categoty has sufficient funding available. 1 will get back with Wu ail shortly. 6/12/2012 Page 1 of 5 Charmin Llackson CityufMemphis Sr.me Divishnaf?nantajtdmom mammal-11353 (gonna-51:35am (songs-51931:: marmam~gm mm,sm= To: Jahana'a'lim-Mmm Cum, law; Frau-Ila, tarry mm The "smut: IS for $119,113. The legal lave! has manna-v to taver the expenditure. Stacie Grubbs. Business Affairs Supervisor Park Maintenance 2599 Avery Ave. Memphis TN 33112 Phone 901-636?1251 Fax 90] 4536-4290 Email: Stacie?rubbs'? Fromm,aalin mm.mw.mzs:znm mm,mm,m Page 2 of 5 How much is the invnine for? Before thetransfe: was made, the account had a de?cit of After the transfer was made, the new unencumbered balanca was $112,316.50. See below. as aftodav the amount only has $101,461.44 available for spending. There is $60,913.52 also availabie in encumbrance fundin partimlar invoice or nut. 6/12/2012 g. I am not quite sure if this encumbrance pertains to this Page 3 of 5 E?e am Help 0991-00. remesHD- 1390.73.16 ?we I . CITY OF HEHPEIS Appropriation Statemnt Cete?nries within Service Center: For the Period Ending 06/30/2012 Current South YTD Encuznbrance Funding Unemmered Isa-aunt Lctunl Actual Balance Budget Balance 0111 General rm 150102 Fax: Operatic 5:32:13: 505 antenna and Supplies 1 052320 Mater 6 00011 Product: 0.00 3,013.03 95 0.00 4,000.00 106.97 052332 5021:]. 6 Iron Products 0.00 5,230.22 49 724.15 10,724.15 4,769.70 052330 Lil: Cm: 6 Gravel 0.00 2,025.07 34 0.00 6,000.00 3,974.93 052340 Chemical: 1,455.60 30,620.35 50 0.28 66,500.20 27,379.65 052312 01:: Interim/80pm?: 133.05 21,760.93 07 0.00 25,000.00 3,239.07 052343 limilmuu: Expense 0.00 0.00 0 0.00 30,000.00 30,000.00 052400 Outside Vehicle Repair 15.09 16,326.20 45 395.30 36,000.00 19,270.42 05241 Outside [gamut Repair/H 23.60 17,633.02 45 557.15 36,920.10 10,729.21 052415 Entticulture 296.50 9,390.04 125 7,500.00 (1,090.04) 052520 Security 0.00 3,979.05 66 0.00 6,000.00 2,020.95 052520 ?1.51: 1120253101131 services 0.00 150,053.65 47 60,913.52 310,420.61 107,461.44 052010 0t111t1 0.00 119,205.33 105 0.00 110,000.00 (9,205.33) 05252]. (200.00) 674.75 0 0.00 0.00 (674.75] 052930 Bueel?enherahipalrerimca 0.00 150.00 0 0.00 0.00 [150.00] Total 505 Entering and Supp? 239,369.00 1,304,751.45 00 67,094.36 1,739,917.52 200,071.71 l510 Capital mug 053108 Equimt 0.00 0.00 0 0.05 24,930.00 24,930.00 053500 Restriction-Capital 0.00 0.00 0 0.00 (24,930.00) (24,930.00) 702.51 510 Capital Outlay 0.00 0.00 0 0.00 0.00 0.00 Tate]. Expense 239,369.00 4,910,535.40 00 67,094.36 5,599,450.52 621,020.76 Charmin I. unison City of Memphis Sr. Fm? 0min! 0min: cf Fm, 010m 01?th 175 N. Main Siren, Rm 308 Memphis, TN 33103 (901) 575-5143 died 576-5153 In mm,saa 55001502111307. 2012031404 tarry m?:meSgned 1111mm Danna, Arcana-?3 to theemall chain below the is in the line for the UPC invalce to be paid. Unfortunately, the tech Gall savs its falling funds check. I do not know how to get this invoice paid. Should I refer this to 011m [art for assistance? Thanks, Stacie Gruhbs. Business Affairs Supervisor Park Maintenamze 2599 Avian." Aw. Memphis 381? Phone 901-635?4251 Fax 90l-636?4290 Email: Statie?ruhlm? mm?an 6/12/2012 Tosladsun,anmin m,cmm mania. Dana Page 4 of 5 tel-hater.? The transfer is complete. Gianni]! I. Iatksm'l City ?Memphis Sr. rm man a! Farm, Budget Of?ce 13 N. Main Street, Rm 368 Wis,? 33103 (901) 5156mm mm Emmi-Immam mwm.mz,zousmm 1mm,aam WEWTWW Elli-150302052528 ?ranks. Donna Regim- mmzma Services Mm Paras 31d Newborn-sped; Damn 9-31 636.4213 mum-1.11am Tallulah-maria Whatacmn-rt should be usedde the 517910 Charmin I. Jackson City of Memphis 5r. rum-can] Amara Division a! mum. BadmOl?u 125 M. Human, Rm 363 Mmphis, (901) 516-5153 (501) 576-6193 in L?m?x?nbzn?m; CHILE Emmi-Indium 2012 Taiwaam Wham:me ?11:12 was the plated? I need in pay lhe invoice. Thanks me?ooker unrestraime Wit-3354213 amalgam Sun: Fr?'ry, M30, 2012437 PM Tn: mainline Subje?: RE: This will probably su?ite fur now, but please forward the original. By the way. the $179,000 was approved in mid-year for Parks. Channh'r lather- City ofMempl'?s Sr. Firm-MW DivishnafFa'm-m. Badge! ('3an 125 N. Main Street. Rm 358 $1113 (901) 576-514de (931)576-6193 an dumiz?am 73m ?nal-mks,? summarmzogmzaasm ?platinum mm:mnrm59m 6/12/2012 . Page 5 of 5 mummy}! lmde?verh?rg?'dsln?mh?gadfm. mammbethemginalsignatme do'rflwill bring the ongmaI next week?Thanks. Human sm?ihymamzogoumsm Tcmmum mum Dorm, leede?vatn?lmweandletmemifmey require the original. Thai-ah, Stan?: Grubbs, Bum A?airs Supervisor Park Maintenante 2599 Away Arc. Memphis TN 33112 Phone 901-636-4251 Fax 901-636-4290 Email: 6/12/2012 Fund Service Center Account PEID Supglier Name Encumbranoe Status Reyort As of Prior Payments Report 09:05 Current Payments Page: 1 of 1 **the: CLOSEQ PO Distributions will not be shown.after 3 months** Encumbzagoe To Date Remaining Last GL Balance Activity Fund 0111 Division 15 Service Center 150402 Account No 052528 28839 117955 OWERTON BARK CONSERVANCY Account Total 052528 Service Center Total 150402 Division Total 15 Grand Fund Total 0111 75,000.00 75,000.00 75,000.00 75,000.00 75,000.00 0.00 0.00 0.00 0.00 69,863.20 69,863.20 69,863.20 69,863.20 69,863.20 5,136.80 5,136.80 5,136.80 5,136.80 5,136.80 Gig! of Memphis MID YEAR ADJUSTMENTS FY 2012 Included in Amount of Forecast Account Account Remainder to" Item Fund Diw'sion Descn?ption CleamUp Item Nymber Name Increase Decrease Fund Balance 02d Mien Station 3' 401 1818,18 111-140301051101 Salaries 451,313.15 manner: 37 431131838 111-140302051101 5m 3 431,313.15 M1 Moi-[ah Men 3 4181.81? 8- 111-1140303051101 Sam 5 481818.18 Union Station 5 48131638 111-140304051101 Sam 8 481318.18 Mam 3131811031 3 401,813.10; 111-140305051 101 Sam 5 081318.18 Police Reserve 5 081318.18 111440308451101 Sam 5 431,313.13 Tillman Simian 481,818.18 111-1403074051101 Sam 5 481,818.18 Always Station 5? 4817;818,18 111-140303451101 same 481,818.18 Appling Farms Station 481318.18 111-140303051101 831mm 481,813.18 Comm Statistics 5 481310.18 111-140310451101 Balance 3 481,818.18 Ridgmy Station '5 431,818.18 111-1403114151101 sum 481,818.18 Gum-unity Pouch-ma 111-1000001051101 5.300.000.00 2 111 my 55,593.50 111~250104~051218 Bene?ts 5 55593.50 Cm; Enginmngu?ldg Dcamn 5 32700.00 111-250105651218 Rmiromcn! Bene?ts 3 32.700 . 00 Grams and Agenmos 111-2301014351047 Rightaizing Cost 5 88293.50 111. Purim Way 5 179,000.00 111-1900mm WW 4 a 1 111-230101461047 WM 111 Pm 3mm: Cat-ml Omar Arm: WE?l?m 100.000.00 111-1mm qudymm .. ?77w71aom?1m7ww ?.7- 7.. 77: fizL__77 111 mum tum-dawn 11 51.70000 111-230101-X30000: umcumumm 111-230101061047 Rimming cw 7- :gww? 777-777.7w7 7 7 7777 111 Pollen OCU Wu! 8 200.000.1110 111-140101051402 Salaries 200,000.60 7_ 7. 1. . magach _7 A, A - ?7 7- -77.. ,7 77; M777,7m_7. 7.-.. . . TOTAL WC mam?7&7 31012012 2:23 PM P:ng 2012mm Year Clean-up 09mm ORDINANCE N0.: ORDINANCE TO SOLIDATE THE DIVISION OF PUBLIC SERVICES AND COMMUNITY ENHANCEMENT WITH VARIOUS OTHER DIVISIONS OF CITY GOVERNMENT IN ACCORDANCE WITH THE FY 2013 RESTRUCTURING PLAN WHEREAS, In February 2011 the Strategic Business Model Assessment Committee recommended that the Divisions of Public Services, Parks and Comnnmity Enhancement be consolidated into one division; and WHEREAS, The Administration has looked at that proposal with internal staff over the last year and determined that the consolidation of the Divisions of Public Services and Community Enhancement with certain other divisions of city government is prudent and in the best interest of City of Memphis operations; and WHEREAS, The reorganization of such divisions will provide better coordination of services where there is overlap and enhance the City?s ability to provide ef?cient and effective services to its citizens; and WHEREAS, The Administration has determined that potential cost savings may not be large; however, savings may be realized with the elimination of some duplicative services and potential alternative service delivery approaches; and WHEREAS, Per Section 8 of Home Rule Ordinance No. 1852 (commonly lmown the ?Pop Charter?), the Council upon proposal by the Mayor may by ordinance reorganize and transfer departments and agencies from one division to another; add or abolish and agencies within divisions; or add divisions; and WHEREAS, the Administration proposes that in accordance with the FY 2013 Restructuring Plan attached hereto and incorporated herein by reference as if stated verbatim, the departments within the Division of Public Services be transferred to the Divisions of Park Services, General Services, and the Law Division, and the Division of Community Enhancement be transferred to the Division of Public Works, Parks and the Executive Division The existing service center of Park Operations shall be transferred to General Services; and WHEREAS, it is necessary to transfer the budgets of the various departments and agencies within the Divisions of Community Enhancement and Public Services along with the transfer of ?mctions. SECTION 1. NOW, THEREFORE, BE IT ORDAINED BY THE COUNCIL OF THE CITY OF MEMPHIS, that the FY 2013 Restructuring Plan is hereby approved and that the departments within the Divisions of Public Services and Community Enhancement are hereby transferred in accordance therewith. 41:55 We BID AND CONTRACT AGENDA SHEET 1 5 1 1 General Services Park Operations 6/11/2012 Division Service Center Date - 1 1. nm memon: 3 1 i For purchase/common of Re?t Explanation of rejection Request to Readvertke 2. CONTRACT AWARD RECOMMENDATION: Dim Contractor: : Best* Address: l-?or: DNegotiated ?Justi?cetion for rejection ol?low bids attached. Number of bids received (attach two copies of bid tabulation). 3. CHANGE PAYMENT: Contract Contractor: Ovcnon Park Conservancy Address: 1914 Poplar Ave, Suite 202; Memphis TN 38104 I 3 For: CIP portion of Contract #28839, management of Overton Park 6 '3 DEmension Original Contract Amount Final Payment Due: DChangeOrder Previous c.o. Total Retainage: [:ICancelConu'actlt Pm. AmendJEncum. A hed :IAmendment Amd.# A hed 3 Amount ?m [:ICopimI Acquisition Adjusted Contract Amount or FUNDS: rv 012 Fund 0111 Service Center 150402 Account 052528 0000000 Giant/CIP Project# Task# Award# Type Exp- Org- I7 Fund Service Center Account 0000000 000000 000000. 1 Project# Task# Award# Exp. Type Exp. Org. Contract Amount Special Instructions: CIP Payment FY2012 I A 72?77.- Service??enter Approval Date Division Director Date gineer Date Chief Administrative Of?cer Date . . 0Q Fundsareavail 1e. Fundstobe 517:! Nd ?ail N?f ,2 CHECK-OFF SHEFF (T be to ash ?le) Division ?g San/g to: Requisition No. - Riki-snug Mn. . Ma?a. .m ?MT-Waite Business Tax 5 [fag/a. BID CO PURCHASE ORDER ID AW SERVICE 1. BID REJECTION Rebid 2. CONTRACT AWARD RECOMMENDATION *Justi?tion for rejection of low bids attached Number of bids received (attach two copies of bid tabulation) 3. CHANGE Park 130 Court Park Contract 0. Amount 4. COST AND SOURCE OF FUNDS 5. CHECKED AND APPROVED BY Service Center 6. PURCHASING APPROVAL Note: Return 3&1: Agenda Sheet within ten (10) days 3 _l Ream Po Bid Award Recommendation Form withln ?ve (5) days .T CT AG DA RECOMMENDATION DATE RM (Contracts Only) Contract #28839 Attached #28839 P??cyii??i?? CHECK-OFF SHEET '3 he in ash 7713) 1 .7 - 7 . Purch?sa Order HG. mjzj; She?by Busin?ss Ta Hazlp?d?mwsa 1?0 yea 761m 3. M7ly?5 . ?1413; {451 Ylg. ??up?nma /29, mo 70?05"? 72:5} I I . La'Tania 'Val?ntz?m 7 BID CONTRACT AGENDA SHEET 3 PURCHASE ORDER BID AWARD RECOMMENDATION FORM DIVISION SERVICE CENTER DATE Parks and Neighborhoods Administration 10/5/12 1. BID REJECTION For purchase/construction of I I Explanation of rejection Request to Readvertise Rebid 2. CONTRACT AWARD RECOMMENDATION El Low I El Best* I Only I EINegotiatet? Contractor Address For *Justi?cation for rejection of low bids attached ?i Number of bids received (attach two copies of bid tabulation) 3. CHANGE FINAL PAYMENT (Contracts Only) Contract Contractor Overton Park Conservancy Address 1914 Poplar Avenue Suite 202 Memphis, TN 38104 For Overton Park Improvements Extension Original Contract Amount I Final Payment Due Change Order Previous C.O. Total I Retainage Cancel Contract Previous Amend./Encum. Total Transfer to Attached ?'Atnendment Amend.# Attached Elicumbrance Encumbrance Amount $129,000 __/Capital Acquisition Adjusted Contract Amount 4. COST AND SOURCE OF FUNDS FY 2013 I Fund 0400 I Service Center 159901 I Account 059500 I 0000000 I 000000 000000 1 Grant/CIP CIP I Project PK07111 Task 1 I Award 11004 I Exp Type Contract Construction Exp. Org ty of Memphis, Tennessee Fund Service Center I Accourt 0000000 I 000000 I 000000 I Grant/CIP I Project Task I Award Exp Type Exp. Org Contract Amount Special Instructions 5. CHECKED AND APP Service Center A )ate Division Director Date I6IIJ l; City Engineer i Date Chief Administrative Of?cer Date 6. PURCHASING APPROVAL Funds are available Date Funds to be appropriated/transferred Date I Purchasing Agent WW I Note: Return B&c Agenda Sheet within ten (10) days Return P0 Bid Award Recommendation Form within ?ve (5) days Date" [9 OCT '05 2012 I: (311.955 I By__ Z339 Iv