2417 ORDINANCE NO. ,,21-f 1
AN ORDINANCE WAIVING COMPETITIVE BIDDING FOR
CONSULTING SERVICES FOR THE CITY OF WEST MEMPHIS AND
WEST MEMPHIS ECONOMIC DEVELOPMENT TO BE PROVIDED BY
LOGISTICS CONSULTANT, LLC, AND FOR OTHER PURPOSES.
WHEREAS, Arkansas Code Annotated Section 14-58-303 allows waiving of
competitive bidding in exceptional situations where such procedure is deemed not feasible or
practical; and
WHEREAS, there are many items necessary for the City's use where competitive bidding
is deemed not feasible or practical; and
WHEREAS,the City of West Memphis and West Memphis Economic Development is
in need of consulting services relating to the development of the RiverRail Logistics Industrial
Park as envisioned in the TIGER IV Grant, as amended, and for grant agreement project
administration services and it would not be feasible or practical to require competitive bidding
for such services under the present circumstances;
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE
CITY OF WEST MEMPHIS,ARKANSAS:
Section 1. That competitive bidding be waived for the following item to be used by the
City, described as follows:
Consulting services for the City of West Memphis and West Memphis Economic
Development to be provided by Logistics Consultant, LLC, in the development of the
RiverRail Logistics Industrial Park as envisioned in the TIGER IV Grant, as amended,
and for grant agreement project administration aervices.
Section 2. The agreement between the City of West Memphis and Logistics Consultant,
LLC, subject to such incidental modifications and may be approved by the Mayor, is hereby
approved and the Mayor is hereby authorized to execute the final agreement on behalf of the City
of West Memphis.
PASSED AND APPROVED this day of QC-`Z ( , 2016.
WILLIAM H. JOHNSO , Mayor
ATTEST:
PHILL , City Clerk
SPONSORED BY:
RECEIVED
City Clerk's Office
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John M. Youngbeck
Logistics Consultant LLC
Contract Agreement for Grant Agreement Project Administration Services
U.S. Department of Transportation, TIGER IV Discretionary Infrastructure Grant
Agreement No: FR-TII-0013-03-01-00 as Amended
I.The Parties
This Agreement(the"Agreement")is entered into this_Day of 2016 by and between John M.
Youngbeck Logistics Consultant LLC,a State of Florida Limited Liability Company("Contractor"), and The
City of West Memphis,Arkansas, Department of Economic Development, (the"City") with offices located at 205
S. Redding,West Memphis,Arkansas,72303. For purposes of this Agreement,when reference is made to the
"Parties", it shall mean Contractor and The City. The City under the TIGER IV Grant is also lawfully referred to as
"Grantee"and such terms may be used interchangeably.
II. Definition of The Project and Purpose
The City was awarded Federal funding to complete a project commenced by the City of West Memphis in 2013
when it received a TIGER IV grant to build improvements to railroad, roadway and utility infrastructure to support
increased access by manifest and bulk unit train shipments to City and privately owned facilities using the Port of
West Memphis and environs, "The Project". The original Grant Agreement was enacted by Signature of The
Federal Railroad Administration(FRA)and adoption by The City in May Of 2013. An amended Scope of Work with
revised project Scope of Work,Schedule and Budget, is expected to be signed by FRA and accepted by The City
of West Memphis not later than October 30,2016.
The Grant Agreement Amendment divides the Project Scope of Work into two phases, defined as Phase la and
1 b. Elements of the Project's manifest train solution for the rehabilitation of the City's Friday Graham line and
design-build of a new bulk transfer site pad off the Friday Graham line, is defined in the Grant Amendment as
Phase la, and may proceed to conclusion of construction as defined as Task 4 in the Grant Agreement
Amendment,and as approved by The Federal Railroad Administration.
Additional design and construction on a new element or industrial lead track to provide separate bulk unit train
access via a newly defined Right of Way corridor, known by the Parties as"the Western Wye"is defined in the
Agreement Amendment as Phase 1b. Engineering and Environmental approvals may proceed under Phase 1b,
but The City may not proceed to construction phase until additional and adequate funding is secured by the City to
complete the construction phase. Funding to perform the environmental and engineering services for Phase lb is
provided for in the Grant Amendment.
III. Contractor's Services. Contractor shall be available and shall provide to the City and to The Federal Railroad
Administration as the US Department of Transportation's designated"Modal Administration"as overseer and
administrator of the City's TIGER IV Grant and its Amendment, services as defined in Paragraph A:
A. Scope of Services
Contractor shall direct its efforts to perform all Grant Project Administration duties as defined in the original Grant
Agreement and its Amendment. These duties shall include:
1. Grant Legal Compliance. Contactor shall serve as Monitor and administrator for Grant
Compliance with all Federal Grant procurement regulations Including'Buy America"; Davis-
Bacon Act; US DOT's Disadvantaged Business Enterprise(DBE)program, and all other
Federal Laws and General Legislation as applicable to the Grantee as defined in Section 3.
"Applicable Federal Laws and Regulations", and Section 5"Assurances and Certifications", of
The Grant Agreement
2. Grant Financial Management Services. Contractor shall provide Financial Management
Services for the City for procurement, administration and payment for products and services for
The Project as procured under the Grant and its Amendment, including assisting the
City/Grantee in contract bid solicitation in accordance with the City's Procurement policies, and
to assure Project contractor/subcontractor compliance with Federal Grant"flow down"
requirements.. Contractor shall review all Project invoices for compliance with the amended
Grant Agreement budget and revised project Schedule, prior to submission to Grant Solutions
for processing. Contractor shall coordinate with City's finance department for processing of all
payments and reimbursement of same via DOT's authorized central disbursement source,
Grant Solutions. Contractor shall be an"Authorized User"by the City with Grant Solutions for
this purpose.
3. Grant Schedule Compliance. Contractor shall work with the City and its design engineering
and construction contractors and authorized subcontractors,for adherence to the Project
Schedule as contained in Sections 5 and 6 of the Grant Agreement Amendment. Contractor
shall furthermore report on all schedule maintenance and deviations with the FRA as required
by the Grant Agreement and its Amendment.
4. Grant Reporting and Field Audits. Contractor shall assure that Grantee is fully compliant with
all Reporting requirements as contained in Section 10 of the Grant Agreement and Task 5.0 of
The Grant Amendment. Specifically, Contractor is responsible for preparation and filing of the
following reports: Project Progress and Monitoring Reports(Quarterly); Project Federal
Financial Report SF 425(Quarterly); Project Annual Budget Review and Program Plan; Project
Outcomes and Performance Measurement Reports; Project Management Plan and Project
Closeout Report. Contractor shall further act as City's designated representative and
respondent to the FRA in its annual Field Monitoring visits and reports as required.
5. Additional Services. Contractor shall interact and coordinate with FRA and City's designated
and selected environmental engineer for completion of FRA's NEPA Preliminary Environmental
Re-Examination Consultation to determine whether any further Class of Action review is
needed on the Phase lb"western wye"corridor. Contractor shall also consult and provide
services on behalf of the City as needed in its efforts to secure the balance of funding needed
to construct the rail industrial lead for the western wye corridor and shall interact as necessary
with private"Transload Facility"private partners for compliance and fulfillment of Grant and
Grant Amendment requirements(supply of pre-engineering and Stakeholder Agreement)for
release of the Special Conditions as contained in Section 5.B. of the Grant Agreement
Amendment.
IV. Consideration and Fee Schedule
In consideration for the Services to be performed by Contractor under this Agreement,the City will pay
Contractor a monthly fee of$4,500.00(four thousand five hundred U.S. dollars)plus a reimbursable
monthly travel allowance for onsite project and grant administration of$1,400.00 per month.
Allowable expenditures for travel and transportation shall be properly itemized and documented
and supplied to The City on a monthly basis. Monthly expenditures shall not exceed a combined
total of$5,900.00 per month which covers all services listed in Paragraph Ill of this Agreement.
Said fees are currently budgeted in the approved revised Federal budget as contained in The Grant
Agreement Amendment and are fully reimbursable to the City via US GrantSolutions.
V.Term
The Term of this Agreement shall commence as of the Date the City accepts and signs the FRA Grant
Agreement Amendment, and shall continue to the end of the Project period of performance as defined in
the Grant Agreement Amendment,which is September,2018. Should the Grant Agreement Amendment
be terminated prior to the stated period of performance in the Grant Agreement Amendment,the City
shall have the right to terminate its Agreement with Contractor upon 30 day's notice to Contactor.
VI. Independent Contractor. Nothing herein shall be construed to create an employer-employee relationship
between the City the Contractor, or Contractor's subcontractors. Contractor is an independent contractor and not
an employee of the City any of its subsidiaries or affiliates. The consideration set forth in Section IV shall be the
sole consideration due Contractor for the services rendered hereunder. It is understood that the City will not
withhold any amounts for payment of taxes from the compensation of Contractor hereunder. Contractor will not
represent to be or hold himself out as an employee of the City.
VII. Subcontracting. Should the City require services outside the scope or in addition to those defined in this
Agreement,the Contractor shall have the right to provide recommendations for additional contracts or subcontracts
to the City. Contractor shall NOT enter into supplementary agreements and subcontracts with other entities
"subcontractors"as may be needed for specific functions and additional services without the prior review and
approval of The City.
VIII. Confidentiality. In the course of performing services listed in this Agreement,the Parties recognize that
Contractor may come in contact with or become familiar with information that the City or its subsidiaries or affiliates
may consider confidential. This information may include, but is not limited to, information pertaining to City
contracts, services,commodity types and traffic volumes, or confidential Project details,which information may be
sensitive or of value to a competing entity. Contractor and contractor's subcontractors(where applicable), agree to
keep all such information confidential,within the bounds of a specified Non-Disclosure Agreement(NDA)
acceptable to the City, and not to discuss or divulge it to anyone other than appropriate Contractor and/or City of
West Memphis(TIGER Grantee)personnel or their designees,for the term of this contract and for a period of one
year following the termination of this Agreement by whatever means. The Contractor and City understand that
confidential information shared under this Agreement shall be subject to Freedom of Information Act(FOIA)
requests and be subject to release or recognition under terms and conditions of The National Environmental Policy
Act(NEPA),and other releases that may apply under law as affects The City of West Memphis,The State of
Arkansas or The U.S. Department of Transportation and U.S. Federal Railroad Administration.
IX. Intellectual Property. Contractor and City agree that all designs, files, patents and intellectual property
developed under this Agreement shall remain the exclusive property of the City of West Memphis,Arkansas. The
City shall be provided access to work product and results generated as the result of this Agreement.
X.. Notice. Any notice or communication permitted or required by this Agreement shall be deemed effective when
personally delivered or deposited, postage prepaid, in the first class mail of the United States properly addressed
to the appropriate party at the address set forth below:
1. Notices to Contractor: P.O. Box 611526, Rosemary Beach, FL 32461
2. Notices to the City: 205 S. Redding St.,West Memphis AR 72301
XI.. Miscellaneous.
11.1 Entire Agreement and Amendments. This Agreement constitutes the entire agreement of
the Parties with regard to the subject matter hereof, and replaces and supersedes all other
agreements or understandings,whether written or oral. No amendment or extension of the
Agreement shall be binding unless in writing and signed by both Parties.
11.2 Binding Effect,Assignment. This Agreement shall be binding upon and shall inure to the
benefit of Contractor and The City of West Memphis and to the Contactor's and City's
successors and assigns. Nothing in this Agreement shall be construed to permit the assignment
by Contractor of any of its rights or obligations hereunder, and such assignment is expressly
prohibited without the prior written consent of The City of West Memphis,Arkansas.
11.3 Governing Law, Severability. This Agreement shall be governed by the laws of the State
of Arkansas.The invalidity or unenforceability of any provision of the Agreement shall not affect
the validity or enforceability of any other provision.
WHEREFORE,the Parties have executed this Agreement as of the date first written above.
By: Date:
John M.Youngbeck Logistics Consultant LLC
CONTRACTOR
By: Date:
The City of West Memphis