HomeMy WebLinkAboutR-87-0312J-87- G6
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RESOLUTION NO. b"Ir3i2-
A RESOLUTION AUTHORIZING THE CITY MANAGER
TO ENTER INTO A PROFESSIONAL SERVICES
AGREEMENT, IN A FORM ACCEPTABLE TO THE
CITY ATTORNEY, WITH ARTHUR ANDERSEN & CO.,
CERTIFIED PUBLIC ACCOUNTANTS, WITH
PARTICIPATION OF MINORITY -OWNED ACCOUNTING
FIRMS OF SHARPTON, BRUNSON & CO. AND
VERDEJA, IRIONDO & GRAVIER, TO ANALYZE THE
FINANCIAL VIABILITY OF PROPOSALS TO BE
SUBMITTED IN RESPONSE TO THE REQUEST FOR
PROPOSALS FOR THE 2640 SOUTH BAYSHORE
DRIVE UNIFIED DEVELOPMENT PROJECT;
AUTHORIZING COMPENSATION FROM THE PROPERTY
AND LEASE MANAGEMENT ENTERPRISE FUND, TO
BE REIMBURSED TO THE CITY BY THE
SUCCESSFUL PROPOSER, FOR SERVICES NOT TO
EXCEED AN AMOUNT OF $45,000, TO BE
DETERMINED BY THE NUMBER OF PROPOSALS
SUBMITTED AND ANALYZED, PLUS OUT-OF-POCKET
EXPENSES NOT TO EXCEED AN AMOUNT OF
$21500, FOR THE PERIOD COMMENCING UPON
EXECUTION OF AN AGREEMENT AND TERMINATING
UPON COMPLETION OF PROFESSIONAL SERVICES;
FURTHER PROVIDING THAT 45% OF DUE AMOUNT
BE PAID TO THE MINORITY -OWNED
SUBCONSULTING FIRMS PARTICIPATING IN THE
ANALYSIS OF PROPOSALS.
WHEREAS, the City Commission adopted Resolution No. 87-45
on January 8, 1987, authorizing the issuance of a Request for
Proposals for the unified development of the 2640 South Bayshore
Drive property for the development of a full -service boat yard
facility, marina, and ancillary marine -related retail use to be
located on approximately 12.57 acres of City -owned, waterfront
property including 6.36 acres of upland located at 2640 South
Bayshore Drive, Miami, Florida; and
WHEREAS, Section 53(c) of the City Charter requires the
City Commission to select a certified public accounting firm to
analyze proposals based on certain specific evaluation criteria
defined in the Request for Proposals and to render a written
report of its findings to the City Manager; and
WHEREAS, the City Commission adopted Resolution No. 86-1017
on December 11, 1986, selecting the certified public accounting
firm of Arthur Andersen & Co., with participation of minority- a
owned accounting firms of Sharpton, Brunson & Co. and Verdeja,
Iriondo.& Gravier to analyze proposal submissions; and •...
CITY COD88�p.
MEETING Off`
APR 9
WHEREAS, the due date for proposal submissions for the
unified development of the 2640 South Bayshore property is April
20, 1987; and
WHEREAS, it is now necessary to enter into a professional
services agreement with Arthur Andersen & Co. with participation
of Sharpton, Brunson & Co. and Verdeja, Iriondo & Gravier to
analyze the financial viability of proposals in an amount not to
exceed $45#000 to be determined by the number of proposals
submitted and analyzed, plus out-of-pocket expenses; and
WHEREAS, the scope of services includes an evaluation of
the financial viability of the development teams, the proposed
financing strategies, and an assessment of the short and long
range economic and fiscal returns to the City; and
WHEREAS, compensation for said services in an amount not to
exceed $45,000 plus out-of-pocket expenses not to exceed $20500
is available from the Property and Lease Management Enterprise
Fund; and
WHEREAS, all monies expended for certified public
accounting professional services shall be reimbursed to the City
by the successful proposer;
NOW THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY
OF MIAMI, FLORIDA:
Section 1. The City Commission hereby authorizes the City
Manager to enter into a Professional Services Agreement, in a
form acceptable to the City Attorney, with Arthur Andersen & Co.,
certified public accountants, with participation of minority -
owned accounting firms of Sharpton, Brunson & Co. and Verdeja,
Iriondo & Gravier, to analyze proposals to be submitted in
response to the Request for Proposals for the unified development
of the 2640 South Bayshore Drive property whereby the firm will
analyze the financial viability of the proposed development teams
and financing strategies, assess the short and long range
economic and fiscal return to the City, and render a written
report of its findings to the City Manager for consideration.
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Section 2. Compensation for the above services is hereby
allocated and authorized to be paid from funds available in the
Property and Lease Management Enterprise Fund, to be reimbursed
to the City by the successful proposer, in an amount not to
exceed $45,000, to be determined by the number of proposals
submitted on April 20, 1987, for analysis, plus out-of-pocket
expenses not to exceed $2,500, for the period commencing upon
execution of an Agreement and terminating upon completion of said
professional services, further providing that 45% of the amount
to be paid be paid to the minority -owned firms participating with
Arthur Andersen & Co. in the analysis of proposal submissions.
PASSED AND ADOPTED this 79th day o April . 987•
ATTEST:
RUTTY HIRAI, CITY CLERK
FINANCE REVIEW:
PV;;;DD
OUMOS'GARCIA, DIRECTOR
FINANCE DEPARTMENT
BUDGETARY REVIEW:
&.1
MANOHAR S.WDIRECTOR
DEPT. OF MANAND BUDGET
PREPARED AND APPROVED BY:
TO FORM AND CORRECTNESS
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I
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CITY OF MIAMI. FLORIDA
INTER -OFFICE MEMORANDUy
T�. Honorable Mayor and Members
of the City Commission
FROM
Cesar H. Odio
City Manager
RECOMMENDATION:
DATE APR Z 198 FILE.
SUBJECT. Resolution Authorizing
Professional Accounting
Services Agreement/
REFERENCES: Arthur Andersen & Co.
ENCLOSURES. For City Commission Meeting
of April 9, 1987
It is respectfully recommended that the City Ccmmission adopt the
attached Resolution authorizing the City Manager to enter into a
Professional Services Agreement, in a form acceptable to the City
Attorney, with Arthur Andersen & Co., certified public
accountants, with participation of minority -owned accounting
firms of Sharpton, Brunson & Co. and Verdeja, Iriondo & Gravier,
to analyze the financial viability of proposals submitted for the
unified development of the 2640 South Bayshore Drive property, in
an amount not to exceed $45,000, to be determined by the number
of proposals submitted on April 20, 1987, plus out-of-pocket
expenses not to exceed $2,500; further authorizing compensation
from funds available in the Property and Lease Management
Enterprise Fund, to be reimbursed the City by the successful
proposer.
BACKGROUND:
The Department of Development recommends that
Resolution be adopted authorizing the City Manage
an agreement for public accounting services for
Bayshore Drive property proposal submissions.
the attached
r to enter into
the 2640 South
On January 8, 1987, the City Commission adopted Resolution 87-45
authorizing the issuance of a Request for Proposals (RFP) for the
unified development of 12.57 acres of City -owned waterfront
property for a full -service boat yard facility, marina and
ancillary marine -related retail use. Due date for proposal
submissions is April 20, 1987.
Section 53(c) of the City Charter requires the City Commission to
select an accounting firm to analyze proposals based on specific
evaluation criteria defined in the RFP. By Resolution 86-1017,
adopted December 11, 1986, the City Commission selected the
accounting firm of Arthur Andersen & Co. to perform the analysis.
Honorable IMayor and
Members of the City Commission
Page #2
The minority -owned accounting firms of Sharp}on, Brunson & Co.
ana Verdeja, Iriondo & Gravier will participate in tie financial
analysis and will receive 45% of fees paid for services
performed.
The scope of services to be performed by the accounting firms
include an analysis of the financial viability of the development
teams, the proposed financing strategies, and an assessment of
the short and long range economic and fiscal returns to the City.
Compensation for said services in an amount not to exceed
$45,000, to be determined by the number of proposals submitted on
April 20, 1987, for analysis, plus out -of pocket expenses in an
amount not to exceed S2,500, is available from the Property and
Lease Management Fund. The successful proposer is required to
reimburse the City for professional accounting services at time
of selection.
Upon authorization to enter into the
Andersen & Co. with participation
prepared to immediately begin analysis
for submission on April 20, 1987.
Attachments:
Proposed Resolution
Agreement
attached agreement, Arthur
of its subconsultants is
of the proposals scheduled
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PROFESS:CMAL SERV:CES AGREEMENT
This Agreement is entered into this day of ,
19879 by and between the CITY OF MIAMI, a municipal corporation
of the State of Florida, hereinafter referred to as "CITY" and
Arthu^ Andersen & Co., Certified Public Accountants, hereinafter
referred to as "CONSUL TAMI'".
n C r T T A 1 C.
WHEREAS, the City of
Miami Commission
on January 8, 1987,
approved Resolution 97-45
authorizing
the City Manager to issue a
Request for Proposals for
a Unified
Development
Project for the
development of a full -service, boat
yard
facility, marina and
anti i iary marine -relayed
retail
use
to be located on
approximately 12.57 acres
of City -owned,
waterfront property
including 6.36 acres of
upland and
6.21
acres of bay bottom
contiguous to the upland
located at
2540
South Bayshore Drive,
Miami, Florida; and
WHEREAS, Section 53;c) of the City Charter requires
the City
Commission to select a
certified public
accounting
firm to
analyze proposals to be
submitted in response to the
Request
for Proposals based on
certain specific
evaluation
criteria
defined in the Request
for Proposals and
to render a
written
report of its findings to
the City Manager;
and
WHEREAS, the City of Miami Commission on December 11, 1986,
approved Resolution 86-1017 selecting the certified public
accounting firm of Arthur Andersen & Co., with minority owned
firm participation of Sharpton, Brunson & Co. and Verdeja,
Iriondo & Gravier to analyze proposals to be submitted on April
20, 1987, for said Unified Development Project; and
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WHEREAS, CI TY des res C!)t!SULT.AN7 to ( l i conduct an
indepencent analysis and assessment of each proposal with special
attention paid to the financial and econon ic aspects of each
subni ss".on; sr,d
WHEREAS, CONSULTANT shall be paid on a hourly rate payment
schedule, base.J on a projected staff schedule and rate structure
wi `.h a maximum 1 imi t of ;-15,000 for professional services,to be
determined by the nunber of proposals to be analyzed, plus out-
of-pocket expenses to be billed to CITY at cost with a naximun
linit of $2,500 with the firer submitting an nvoice, subject tc
the prior approval of the Director of the City of .1i anti
Department of Development, and providing a monthly accounting
specifying the nature, extent, and purpose of each expend,; "Cure.
NOW, THEREFORE, in consideration of the mutual covenants and
obligations herein contained, and subject to the terms and ccndi-
tions hereinafter stated, the parties hereto understand and agree
as follows:
:. TERM
The term of this Agreement shall cummence upon execution of ,
same, and shall terminate upon couplet:on of CONSULTANT"S
responsibilities as outlined below in Section II, entitled SCOPE
OF SERVICES.
II. SCOPE OF SERVICES
Pursuant to the Request for Proposals for the 2640 South
Bayshore Drive Property Unified Development Project, under the
general supervision of the Director of the Depirtment of
Developnent, the CONSULTANT"S responsibilities are as `ollows:
A. CONSULTANT shall develop a model to summarize proposal
information.
a. CONSULTANT shall specifically evaluate the viability of
tht devel opment toams and the proposed fi nanci ng strategi ins, and
shall assess comparatively the short and long-range economic and
fiscal returns to the City, proffered in each proposal.
Dot
C. CONSULTANT shall assess each proposer's market analysis
' and evaluate the economic feasibility of tha proposed
developments based on information supplied by the propcser's.
D. CONSULTANT shall provide a preliminary financial
analysis of each proposal and submitted supplemen`.aI materials to
the Review Committee. Said analysis shall include an assessment
of the financial vi abi 1 i ty, 1 eves of financial commi tme^t, and
the financial return to :he C16TY of each proposal based on
information supplied by each proposer.
E. CONSULTANT shall attend the oral presentations of the
prospective successful proposer sched-Iled by the Review
Committee.
F. CONSULTANT shalt prepare an independent report to be
submitted to the City Manager to include an analysis of the data
and information submitted by each proposer, based on the criteria
specified in the Request For Proposals. Specifically, CONSULTANT
shall evaluate the following criteria:
(I) Experience of the proposer
(2) Capability of the development team
(3) Financial capability, level of financial commitment
(4) Financial return to the CITY
0. CONSULTANT shall attend meetings with the City Manager
or his des: gnee to revi et• the findings.
H. CONSULTANT shall attend meetings with the City
Commission regarding the selection of a proposer
III. C0MIP NSAT! ON
A. The
CITY shall pay the CONSULTANT, as maximum compensa-
t i or. for the
services
performed, a fee not to
exceed $45, 000, to
- be determined
by the
number of proposals to
be analyzed, plus
out-of-pocket
expenses
not to exceed $2,500.
The $45,000 maximum
fee will be
divided
among CONSULTANT and
SUBCONTRACTOR as
follows:
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' 87-w31
Arthur Andersen & Co. S24,750
Sharpton, Brunson & Co. 10,125
Verdeja, Iriondo & Gravier 13,125
Total $45,000
B. Out -of -pocket expenses wi11 be biIIed to CITY at a
cost, with a maximum limit of $2,500. Reimbursement shall be
limited to amounts allowable under Chapter 112.05i, Florida
Statutes and subject to the approval of the Oirector cf the City
of Miami Oepartment of Development.
C. The maximum total hours estimated to complete the SCOPE
OF SERVICES described in Articie II, above and the applicable
utilization percentages are as follows:
HOURS PERCENTAGE
Partner 16 17
Manager 40 43
Senior Consultant 37 40
Total 93 100
0. The hourly rate structure to be utilized during this
engagement is as follows:
Arthur Andersen & Co. Project Team
Partner S225/hour
Manager 150/hour
Senior Consultant 110/hour
E. CONSULTANT shall bill CITY on an hourly basis based on
the above rate structure for work performed upon acceptance by
the City Manager. Consultant shall bill only for costs incurred.
IV. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS
Both parties shall comply with all applicable laws, ordi-
nances and codes of federal, state and local governments.
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V. GENERAL CONDITIONS
A. All notices or other communications which shall or may
be given pursuant to this Agreement shall be in writing and shall
be delivered by personal service, or by registered mail addressed
to the other party at the address indicated herein or as the same
may be changed from time to time. Such notice shall be deemed
given on
the
day on
which
personally
served;
or,
if by
mail, on
the fifth
day
after
being
post_d or
the date
of
actual
receipt,
whichever is earlier.
CITY OF MIAMI CONSULTANT
Department of Development Arthur Andersen & Co.
300 Biscayne Bou i evard Way One Biscayne Tower
Suite 400 Suite 2100
Miami, Florida 33131 Miami, Florida 33131
B. Title and paragraph headings are for convenient refer-
ence and are not a part of this Agreement.
C. In the event of conflict between the terms of this
Agreement and any terms or conditions contained in any attached
documents, the terms in this Agreement shall rule.
D. No waiver or breach of any provision of this Agreement
shall constitute a waiver of any subsequent breach of the same or
a ny provision hereof , and no wa i ver shal 1 be effecti ve un i ess
made in writing.
E. Should any provisions, paragraphs, sentences, words or
phrases contained in this Agreement be de:ermi ned by a court of
competent jurisdiction to be invalid, illegal or otherwise unen-
forceable under the laws of the State of Florida or the City of
Miami, such provisions, paragraphs, sentences, words or phrases
shall be deemed modified to the extent necessary in order to
conform with such laws, or if not modifiable to conform with such
laws, then same shall be deemed severable, and in either event,
the remaining terms and provisions of this Agreement shall remain
unmodified and in full fo:-,e and effect.
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VI. OWNERSHIP OF DOCUMENTS
= All documents developed by CONSULTANT under this Agreement
shall be delivered to CITY by CONSULTANT upon completion of the
services required pursuant to Article II hereof and shall become
the property of CITY, without restriction or limitation on their
use. CONSULTANT agrees that any and all documents maintained aid
generated pursuant to this contractual relationship between CITY
and CONSULTANT shall be subject to all provisions of the Public
Records Law, Chapter 119, Florida Statutes.
It is further understood by and between the parties that any
documents which are given by CITY to CONSULTANT pursuant to this
Agreement shall at all times remain the property of the CITY and
shall not be used by CONSULTANT for any other purpose whatsoever
without the written consent of CITY.
VII. NON-DELEGABILITY
The obligations undertaken by CONSULTANT pursuant to this
Agreement shall not be delegated or assigned to any other person
or firm unless CITY shall first consent in writing to the
performance or assignment of such services or any part thereof by
another person or firm.
VIII. SUBCONTRACTORS
Notwithstanding the provisions of Article VII, the
obligations undertaken by the CONSULTANT shall include the
employment of the following two mi nori ty-owned subcontra-ctor
certified public accounting firms:
1. Sharpton, Brunson & Co.
r 2. Verdej a, Iri ondo & Gravi er
Nothing contained herein shall be deemed to create a
contractual relationship between CITY and the above -named
t
SUBCONTRACTORS. Any SUBCONTRACTORS ,,r CONSULTANT shall be the
sole responsibility of CONSULTANT.
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IX. AUDIT RIGHTS
CITY reserves the right to audit the records of M11SULTANT
pertaining to any billings to CITY for time or expense3 at any
time during the performance of this Agreement and for a period of
one year after filial payment is made under this Agreement.
X. AWARO OF AGREEMENT
CONSULTANT warrants that it has
not employed or retained any
person employed by CITY to
solicit or
secure this
Agreement and
that it has not offered to
pay, paid,
or agreed to
pay any person
employed by CITY any fee,
commission
percentage,
brokerage fee,
or gift of any kind contingent
upon
or resulting
from the award
of this Agreement.
XI. CONSTRUCTION OF AGREEMENT
This Agreement shall be construed and enforced according to
the laws of the State of Florida.
XII. SUCCESSORS AND ASSIGNS
This Agreement shall be binding upon the parties herein,
their heirs, executors, legal representatives, successors, and
assigns.
XIII. INDEMNIFICATION
CONSULTANT shall indemnify and save CITY harmless from and
against any and all claims, liabilities, losses, and causes of
action, which may arise out of CONSULTANT's performance under the
provisions of this Agreement, including all acts or omissions to
act on the part of CONSULTANT, including any person performing
under this Agreement for or on CONSULTANT's behalf, provided that
any such claims, liabilities, losses and causes of such action
are attributable to the fault of CONSULTANT, and, from and
against any orders, judgments or decrees which may be entered and
which may result from CONSULTANT's performance under this
Agreement, and from and against all costs, attorneys' fees,
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expenses and liab-lities incurred in the defense of any such
claim, or the investigation thereof. If CITY chooses to defend
any action an behalf of itself, it shall bear its own costs of
defense, and if the provisions of this indemnity provision are
applicable, CONSULTANT shall indemnify CITY accordingly. In any
event, CITY shall promptly notify CONSULTANT as soon as it has
notice of any matter for which this indemnity provision may be
applicable.
XIV. CONFLICT OF INI M ST
CONSULTANT covenants that no person under its employ who
presently exercises any functions or responsibilities in connec-
tion with this Agreement has any personal financial interest,
direct or indirect, i n the work product of this Agreement.
CONSULTANT further covenants that, in the performance of this
Agreement, no person having such conflicting interest shall be
employed. Any such interests on the part of CONSULTANT or its
employees must be disclosed in writing to CITY. CONSULTANT, in
the performance of this Agreement, shall be subject to the more
restrictive law and/or guidelines regarding conflict of interest
promulgated by federal, state or local government.
CONSULTANT is aware of the conflict of interest laws of the
City of Mi ami (Ci ty of M-4 ami Code Chapter 2, Article V), Dade
County Florida (Dade County Code Section 2-11.1) and the State of
Florida, and agrees that it will fully comply in all respects
with the terms of said laws.
XV. INOEPENDENT CONTRACTOR
CONSULTANT and its employees and agents shall be deemed to
be independent contractors, and not agents or employees of the
CITY, and shall not attain any rights or benefits under the Civil
Service or Pension Ordinances of CITY, or any rights generally
afforded classified or unclassified employees; furthermore, its
agents or employees shall not be deemed entitled to the Florida
Workers' Compensation benefits as an employee of CITY.
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XVI. TERMINATION OF AGREEMENT
CITY retains the right to terminate th,*s Agreement at any
time prior to the completion of the services required pursuant to
Article II hereof without penalty to CITY. In that event, notice
of termination of this Agreement shall be in writing to
CONSULTANT who shall be paid for those services performed prior
to the date of its receipt of the notice of termination. In no
case, however, wi l 1 CITY pay CONSULTANT an anount in excess of
the total sum provided by this Agreement.
It is hereby understood by and between CITY and CONSULTANT
that any payment made in accordance with this Section to
CONSULTANT shall be made only if said CONSULTANT is not in
default under the terms of this Agreement. If CONSULTANT is in
default, CITY shal i in no way be obligated and shall not pay to
the CONSULTANT any sum whatsoever.
It is further understood that should CONSULTANT fail to
perform any of the services under this Agreement, CITY agrees
that CONSULTANT's- entire liability and CITY's sole and exclusive
remedy for claims in connection with or arising out of this
Agreement, for any cause whatsoever, and regardless of the form
of action, shall be CITY's fees under this Agreement, which fees
were received by CONSULTANT.
XVI I. NONDISCRIMINATION
CONSULTANT agrees that it shall not discriminate as to race,
sex, color, creed, age, national origin, or handicap, in
connection with its performance under this Agreement.
XVIII. MINORITY PROCUREMENT COMPLIANCE
CONSULTANT acknowledges that it has been furnished a copy of
Ordinance No. 10062, the Minority and Women Business Affairs and
Procurement Ordinance of the City of Miami, and agrees to comply
with all applicable substantive and procedural provisions
therein, including any amendments thereto.
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XIX. CONTINGENCY CLAUSE
Funding for this Agreement is contingent on the availability
of funds a -id is subject to amendment or termination due to lack
of funds, or authorizaticn, reduction of funds, and/or change in
regulations.
XX. DEFAULT PROVISION
In the event that CONSULTANT shall fail to comply with each
and every term and condition of this Agreement or fails to
perform any of the terns and conditions contained herein, then
CITY, at its sole option and upon written notice to CONSULTANT,
may cancel and terminate this Agreement, and al"it payments,
advances, or other compensation paid to CONSULTANT by CITY while
• CONSULTANT was in default of the provisions herein contained,
shall be forthwith returned to CITY provided CONSULTANT was given
written notice of such default and the opportunity to cure the
same, but failed to do so.
XXI. ENTIRE AGREEMENT
This instrument and its attachments constitute the sole and
only Agreement of the parties hereto relating to - said services
and correctly set forth the rights, duties, and obligations of
each to the other as of its date. Any prior agreements,
promises, negotiations, or representations not expressly set
forth in this Agreement are of no force or effect.
XXII. AMENDMENTS
No amendments to this Agreement shall be binding on either
party urless in writing and signed by both parties.
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D'IR 1`
87-312 ��
.
I.11 WITNESS WHEREOF, the parties hereto have caused this
instrument to be executed by the respective officials thereunto
duly authorized, this day and year first above written.
CITY OF MIAMI, a Municipal
Corporation of the
State of Florida
ATTEST:
By
N i H HIRAI AR H. UU10
CITY CLERK CITY MANAGER
ATTEST:
APPROVED AS TO INSURANCE
REQUIREMENTS:
CONSULTANT: Arthur Andersen & Co.
CORPORATE SEAL
APPROVED AS TO
FORM AND CORRECTNESS:
ULVLSLUN 1 DOUGHLRIY
ATTORNEYCITY
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IN WITNESS WHEREOF, the parties hereto have caused this
instrument to be executed by the respective officials thereunto
duly authorized, this day and year first above written.
CITY OF MIAMI, a Municipal
Corporation of the
State of Florida
ATTEST:
By
MA11Y Hi,HiRAI CESAR He 0010
CITY CLERK CITY MANAGER
ATTEST:
APPROVED AS TO INSURANCE
REQUIREMENTS:
CONSULTANT: Arthur Andersen & Co.
CORPORATE SEAL
AP-PROVEO AS TO
FORM AND CORRECTNESS:
MANAGEMENT—UIVISION OF RISK RI
CITY ATTORNEY
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