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8133 - Amendment 1 Executed Docusign City Council Transmittal Coversheet File Name Purchasing Contact City Council Target Date Piggy Back Option Contract Expiration Ordinance DocuSign Envelope ID: CF7ECB62-A82F-4DBA-9B41-E6AEE5CA9AEA Not Applicable Airport Master Plan Christina Dormady RFQ 8133 DECEMBER 12, 2023 JULY 26, 2028 23-2350 8133 PSA – Amendment #1 Page 1 of 2 FIRST AMENDMENT TO CONTRACT BY AND BETWEEN THE CITY OF DENTON, TEXAS AND COFFMAN ASSOCIATES, INC. PSA 8133 THE STATE OF TEXAS § COUNTY OF DENTON § THIS FIRST AMENDMENT TO CONTRACT 8133 (“Amendment”) by and between the City of Denton, Texas (“City”) and COFFMAN ASSOCIATES, INC. (“Consultant”); to that certain contract executed on July 26, 2023, in the original not-to- exceed amount of $15,000 (the “Agreement”); for services related to Airport Master Planning Services. WHEREAS, the City deems it necessary to further expand the services provided by Consultant to the City pursuant to the terms of the Agreement, and to provide an additional not-to-exceed amount $71,250 with this Amendment for an aggregate not-to-exceed amount of $86,250; and FURTHERMORE, the City deems it necessary to further expand the goods/services provided by Consultant to the City; NOW THEREFORE, the City and Consultant (hereafter collectively referred to as the “Parties”), in consideration of their mutual promises and covenants, as well as for other good and valuable considerations, do hereby AGREE to the following Amendment, which amends the following terms and conditions of the said Agreement, to wit: 1. The additional services described in Exhibit “A” of this Amendment, attached hereto and incorporated herein for all purposes, for professional services related to the Airport Master Planning Services, are hereby authorized to be performed by Consultant. For and in consideration of the additional services to be performed by Consultant, the City agrees to pay, based on the cost estimate detail attached as Exhibit “A. 2. This Amendment modifies the Agreement amount to provide an additional $71,250 for the additional services with a revised aggregate not to exceed total of $86,250. The Parties hereto agree, that except as specifically provided for by this Amendment, that all of the terms, covenants, conditions, agreements, rights, responsibilities, and obligations of the Parties, set forth in the Agreement remain in full force and effect. DocuSign Envelope ID: CF7ECB62-A82F-4DBA-9B41-E6AEE5CA9AEA 8133 PSA – Amendment #1 Page 2 of 2 IN WITNESS WHEREOF, the City and the Consultant, have each executed this Amendment electronically, by and through their respective duly authorized representatives and officers on this date _________________________. “CITY” CITY OF DENTON, TEXAS A Texas Municipal Corporation By: _________________________________ ATTEST: JESUS SALAZAR, INTERIM CITY SECRETARY By: _________________________________ “CONSULTANT” COFFMAN ASSOCIATES, INC. By: _________________________________ AUTHORIZED SIGNATURE, TITLE APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY By: _________________________________ THIS AGREEMENT HAS BEEN BOTH REVIEWED AND APPROVED as to financial and operational obligations and business terms. _______________ ________________ SIGNATURE PRINTED NAME __________________________________ TITLE __________________________________ DEPARTMENT DocuSign Envelope ID: CF7ECB62-A82F-4DBA-9B41-E6AEE5CA9AEA Ryan Adams Interim Airport Director Denton Municipal Airport 12/12/2023 PROPOSAL City of Denton and Coffman Associates, Denton Enterprise Airport (11/08/2023) 1 Proposal from Aviation Management Consulting Group Client: City of Denton Coffman Associates 215 East McKinney 12920 Metcalf Avenue, Suite 200 Denton, Texas 76201 Overland Park, Kansas 66213 Contact: Chase Patterson, C.M., ACE Eric Pfeifer, C.M., LEED, Principal Location: Denton Enterprise Airport (Airport) Services: Revenue Enhancement Scope: Aviation Management Consulting Group (AMCG) will provide the scope of services outlined in the following elements: Element 1: AMCG proposes to conduct an Airport Financial Allocation Analysis to allocate and analyze the Airport’s operating revenues and expenses and non-operating sources and uses of funds by the Airport’s primary functional areas and revenue streams (e.g., airside, aviation real estate, and non-aviation real estate). The Analysis will assist the Airport’s policymakers, management, and staff in the identification of the primary functional areas and revenue streams where the Airport’s operating revenues and sources of funds need to be enhanced and operating expenses and uses of funds need to be managed to fulfill the City’s FAA airport sponsor assurance obligation to “make the airport as self-sustaining as possible under the circumstances existing…” at the Airport. Element 2: AMCG proposes to conduct an Aeronautical Fee Study to recommend aeronautical fees to help recover the operating expenses and non-operating sources of funds (e.g., non-AIP or other grant funds) that have been and are anticipated to be incurred by the City relating to the planning, development, operation, and management of the Airport. It is important to note that AMCG believes aeronautical fees should be cost-recovery based – not market based (like rents). Element 3: AMCG proposes to analyze the Revenue Generation of the Airport to the City of Denton. AMCG anticipates this analysis will include an analysis of total direct airport employment (City and commercial operators) and tax revenue (e.g., property taxes, sales tax, etc.). Based on the analysis, AMCG will convey the total direct financial contribution to the City. The proposed work plans are provided in Attachment A. Fees: Based on the proposed scope of services, proposed work plans, and AMCG’s experience with similar projects, the services can be provided for the following fees (by element). Elements Budget Element 1: Airport Financial Allocation Analysis $31,500 Element 2: Aeronautical Fee Study $22,750 Total $54,250 Element 3: Revenue Generation Hourly Element 3 would be provided on an hourly basis in accordance with AMCG’s Regular Hourly Fee Schedule (outlined below). AMCG anticipates most of the effort to be conducted at the Managing Consultant and Senior Aviation Consultant level not to exceed 50 hours. EXHIBIT A DocuSign Envelope ID: CF7ECB62-A82F-4DBA-9B41-E6AEE5CA9AEA PROPOSAL City of Denton and Coffman Associates, Denton Enterprise Airport (11/08/2023) 2 Proposal from Aviation Management Consulting Group AMCG’s 2023 Hourly Fee Schedule Position Hourly Billing Rate Managing Principal $340 Managing Consultant $280 Senior Aviation Consultant $245 Aviation Consultant $230 Associate Aviation Consultant $215 Managing Analyst $190 Senior Aviation Analyst $175 Aviation Analyst $160 Staff $90 Expenses: An expense allocation of $3,250 is included in the Fee for Element 1 and Element 2 to cover the direct (project-related) expenses for the proposed scope of services and work plans. The expense allocation includes one site visit that will consist of two people for a maximum of one and one-half days on-site which will include necessary meetings for Element 3. Any direct (project-related) expenses incurred by the AMCG team in excess of the expense allocation would be reimbursed to the AMCG team (at cost without mark-up). Direct (project-related) expenses include air and ground transportation, lodging, subsistence, and costs for outside services (e.g., overnight or courier service, copying, printing, and document production/duplication, etc.). Schedule: Notwithstanding circumstances beyond the AMCG team’s control and based on the AMCG team’s experience with similar projects, the proposed scope of services and work plan can be completed within 12 weeks from the site visit date. Other: This proposal is valid through December 29, 2023, and is subject to change thereafter including, but not limited to, withdrawal in whole or in part. Fees and expenses (and completion of the project in accordance with the schedule) are dependent on the: (1) quality, composition, and timeliness of the information provided to/obtained by the AMCG team and (2) the time required by the City, its representatives, or others to review draft work products and/or provide comments. A signed Project Authorization Agreement will be required to commence work on the project. DocuSign Envelope ID: CF7ECB62-A82F-4DBA-9B41-E6AEE5CA9AEA ATTACHMENT A – WORK PLANS City of Denton and Coffman Associates, Denton Enterprise Airport (11/08/2023) 3 Proposal from Aviation Management Consulting Group Element 1: Airport Financial Allocation Analysis The Airport Financial Allocation Analysis will allocate and analyze the Airport’s operating revenues and expenses and non-operating sources and uses of funds by the Airport’s primary functional areas and revenue streams (i.e., airside, aviation real estate, and non-aviation real estate). The Analysis will assist the Airport’s policymakers, management, and staff in the identification of the primary functional areas and revenue streams where the Airport’s operating revenues and sources of funds need to be enhanced and operating expenses and uses of funds need to be managed to fulfill the City’s FAA airport sponsor assurance obligation to “make the airport as self-sustaining as possible under the circumstances…” existing at the Airport. TASK 1: INITIALIZATION MEETING Conduct a working session (by web-based meeting software) with the Airport management to (1) initialize the project; (2) discuss the Work Plan; (3) discuss information request (Task 2); (4) identify the Airport’s primary functional areas and revenue streams; and (5) discuss any questions related to the allocation process. TASK 2: INFORMATION COLLECTION Relevant and pertinent information, data, and documentation on the operational statistics (i.e., aircraft operations, based aircraft, fuel volumes, square footages, employees, etc.) and financial statements for the last three fiscal years (i.e., balance sheets, income statements, depreciation schedules, etc.) will be compiled by Airport management. AMCG will provide a written information request to Airport management to help facilitate this process. TASK 3: ALLOCATE AIRPORT FINANCIALS Allocate all Airport operating revenues and expenses and non-operating sources and uses of funds by the Airport’s primary functional areas and revenue streams identified during Task 1. Based on the findings, identify which primary functional areas need to be enhanced or managed to make the Airport as self-sustaining as possible and develop recommendations for resolving identified deficiencies. Recommendations may include airside enhancements (e.g., Aeronautical Fee Study) or real estate enhancements (e.g., development fees, RFQ/RFP strategies, asset transitions, non-aeronautical development, etc.). TASK 4: DRAFT ALLOCATION SPREADSHEETS Draft the financial allocation spreadsheets and provide to Airport management for review. TASK 5: WORKING SESSION – DRAFT ALLOCATION SPREADSHEETS Conduct a working session with Airport management to review first draft spreadsheets and provide comments, identify questions, and make recommendations. TASK 6: DRAFT AIRPORT FINANCIAL ALLOCATION ANALYSIS Draft Airport Financial Allocation Analysis based on comments provided, questions identified, and recommendations made during Task 5. TASK 7: WORKING SESSION – DRAFT AIRPORT FINANCIAL ALLOCATION ANALYSIS Conduct a working session with Airport management to review the draft Airport Financial Allocation Analysis and provide comments, identify questions, and make recommendations. TASK 8: FINAL AIRPORT FINANCIAL ALLOCATION ANALYSIS Revise and finalize the Airport Financial Allocation Analysis based on the comments provided, questions identified, and recommendations made during Task 7. DocuSign Envelope ID: CF7ECB62-A82F-4DBA-9B41-E6AEE5CA9AEA ATTACHMENT A – WORK PLANS City of Denton and Coffman Associates, Denton Enterprise Airport (11/08/2023) 4 Proposal from Aviation Management Consulting Group Element 2: Aeronautical Fee Study Under Phase I, AMCG will (1) review the current aeronautical fee program for the Airport, (2) the methodologies currently being utilized to establish the aeronautical fees and the basis (or the unit measure) currently being deployed for charging aeronautical fees, and (3) identify current industry practices for establishing aeronautical fees including summarizing the types of aeronautical fees generally being charged, the methodologies generally being utilized, and the measures generally being deployed in the industry. AMCG anticipates the aeronautical fees analyzed would include fuel flowage fees, throughput fees, transient aircraft handling fees, landing fees, aircraft parking fees, based aircraft fees, percentage of gross receipts (including percentage of hangar fee), aeronautical permit fees (including independent operators), and airport access fees. Under Phase II, once the types of aeronautical fees, the methodologies, and the basis for charging have been selected by Airport management, AMCG would conduct a cost recovery financial analysis of the Airport’s operating expenses and non-operating sources of funds and calculate aeronautical fees (dollar amounts for each fee) for the Airport. To accomplish the proposed scope of services for an Aeronautical Fee Study (Study), AMCG would complete the following tasks: TASK 1: INITIALIZATION MEETING Conduct a working session (by web-based meeting software) with Airport management to (1) initialize the project; (2) discuss the Work Plan; (3) discuss information request (Task 2); (4) identify all existing, desired, and non-desired Airport fees; and (5) discuss any questions related to the fee study process. TASK 2: INFORMATION COLLECTION Relevant and pertinent information, data, and documentation on the community, market, Airport, aviation businesses, non-commercial aeronautical entities, and non-aeronautical entities located at the Airport will be compiled by Airport management. AMCG will provide a written information request to Airport management to help facilitate this process. Review current fee program for the Airport, including the types of fees currently being charged at the Airport, the methodologies currently being utilized to establish the fees, and the basis (or the unit measure) currently being deployed for charging fees. Identify current industry practices for establishing fees including summarizing the types of fees generally being charged, the methodologies generally being utilized, and the measures generally being deployed in the industry. TASK 3: SITE VISIT AMCG will conduct a site visit to include: (1) meeting with Airport management and City personnel, (2) a tour of the Airport, and (3) meetings with select stakeholders (i.e., representatives of the aviation businesses, non-commercial aeronautical entities, and/or non-aeronautical entities) – as determined by Airport management or City personnel working in collaboration with the team and based on available budget and schedule. TASK 4: COMPARABLE AND COMPETITIVE AIRPORTS IDENTIFICATION Identify comparable and competitive airports based on the Airport profile and provide for Airport management review and concurrence. DocuSign Envelope ID: CF7ECB62-A82F-4DBA-9B41-E6AEE5CA9AEA ATTACHMENT A – WORK PLANS City of Denton and Coffman Associates, Denton Enterprise Airport (11/08/2023) 5 Proposal from Aviation Management Consulting Group TASK 5: WORKING SESSION – COMPARABLE AND COMPETITIVE AIRPORTS REVIEW Conduct a working session (by web-based meeting software) with Airport management to review and discuss preliminary list of airports identified in Task 4. TASK 6: AIRPORT FEE COMPARATIVE ANALYSIS DEVELOPMENT AND REVIEW Develop and provide an airport fee comparative analysis that will include (1) the identification of current industry practices for establishing aeronautical fees including summarizing the types of fees typically being charged in the industry, the methodologies typically being utilized in the industry to establish fees, and the basis typically being deployed in the industry for charging fees and (2) the comparison of the current fee program at the Airport to the current fee programs at comparable and competitive airports. Obtain and validate relevant information from comparable and competitive airports using AMCG’s proprietary database, reference library, and/or directly from the airports identified. Develop and provide the findings of the airport fee comparative analysis and best practices recommendations regarding the types of fees that could be charged, the methodology for establishing such fees, and the basis (or the unit measure) for charging such fees (Phase I). TASK 7: WORKING SESSION – COMPARATIVE ANALYSIS REVIEW Conduct a working session (by web-based meeting software) with Airport management to review Phase I and provide comments, identify questions, and make recommendations. TASK 8: COST RECOVERY ANALYSIS Conduct a cost recovery analysis based on the types of fees, the methodologies, and the basis selected by Airport management. TASK 9: FIRST DRAFT OF SCHEDULE OF FEES Predicated on the findings of the cost recovery analysis, calculate proposed fees (dollar amounts for each fee) for the Airport and develop the cost recovery analysis spreadsheets and a first draft of the Schedule of Fees for review by Airport management (Phase II). TASK 10: WORKING SESSION – SCHEDULE OF FEES REVIEW Conduct a working session (by web-based meeting software) with Airport management to review Phase II and provide comments, identify questions, and make recommendations. TASK 11: FINAL STUDY Revise Phase II based on the comments provided, questions identified, and recommendations made by Airport management during the working session and develop and provide final Phase II. Element 3: Revenue Generation TASK 1: INITIALIZATION MEETING Conduct a working session (by web-based meeting software) with Airport management to (1) initialize the project; (2) discuss the Work Plan; (3) discuss information request (Task 2); (4) discuss revenue generation streams; and (5) discuss any questions related to the process. TASK 2: INFORMATION COLLECTION, REVIEW, AND ANALYSIS Collect, review, and analyze relevant information, data, and documentation on the Airport, aviation businesses, non-commercial aeronautical entities, and non-aeronautical entities located at the Airport. An information request will be provided to Airport management to help facilitate the collection of information. DocuSign Envelope ID: CF7ECB62-A82F-4DBA-9B41-E6AEE5CA9AEA ATTACHMENT A – WORK PLANS City of Denton and Coffman Associates, Denton Enterprise Airport (11/08/2023) 6 Proposal from Aviation Management Consulting Group TASK 3: SITE VISIT AMCG will conduct a site visit to include: (1) meeting with Airport management and City personnel, (2) a tour of the Airport, and (3) meetings with select stakeholders (i.e., representatives of the aviation businesses, non-commercial aeronautical entities, and/or non-aeronautical entities) – as determined by Airport management or City personnel working in collaboration with the team and based on available budget and schedule. While on-site, AMCG will meet with Airport and City financial personnel to verify the types of financial generation created by Airport activity and research supporting documentation. TASK 4: FINANCIAL ANALYSIS Based on the information gathered in Task 3, analyze the information and data to determine the financial generation created by Airport activity. TASK 5: FIRST DRAFT AMCG will prepare the first draft of the summary report (based on the financial analysis) conveying the financial generation and provide to Airport management for review. TASK 6: WORKING SESSION – DRAFT 1 Conduct a working session (by telephone or web-based meeting software) with Airport management. TASK 7: FINAL DOCUMENT AMCG will finalize the summary report and provide the final report. DocuSign Envelope ID: CF7ECB62-A82F-4DBA-9B41-E6AEE5CA9AEA Certificate Of Completion Envelope Id: CF7ECB62A82F4DBA9B41E6AEE5CA9AEA Status: Completed Subject: Please DocuSign: City Council Contract 8133 Airport Master Plan Amendment 1 Source Envelope: Document Pages: 9 Signatures: 5 Envelope Originator: Certificate Pages: 6 Initials: 1 Christina Dormady AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) 901B Texas Street Denton, TX 76209 christina.dormady@cityofdenton.com IP Address: 198.49.140.10 Record Tracking Status: Original 11/16/2023 8:48:23 AM Holder: Christina Dormady christina.dormady@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp Christina Dormady christina.dormady@cityofdenton.com Buyer City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 198.49.140.10 Sent: 11/16/2023 8:56:54 AM Viewed: 11/16/2023 8:57:27 AM Signed: 11/16/2023 8:58:40 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Lori Hewell lori.hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.104 Sent: 11/16/2023 8:58:42 AM Viewed: 11/16/2023 11:45:50 AM Signed: 11/16/2023 11:46:09 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Marcella Lunn marcella.lunn@cityofdenton.com Mack Reinwand City Attorney City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.104 Sent: 11/16/2023 11:46:10 AM Viewed: 11/17/2023 6:00:59 PM Signed: 11/17/2023 6:02:20 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Mike Dmyterko Miked@coffmanassociates.com Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 107.136.68.104 Sent: 11/17/2023 6:02:22 PM Resent: 11/28/2023 11:02:54 AM Viewed: 11/28/2023 11:21:14 AM Signed: 11/28/2023 11:21:22 AM Electronic Record and Signature Disclosure: Accepted: 11/28/2023 11:21:14 AM ID: 3af13d23-0f12-4b10-862b-9b30e77962c0 Signer Events Signature Timestamp Ryan Adams Ryan.adams@cityofdenton.com Interim Airport Director Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Sent: 11/28/2023 11:21:23 AM Viewed: 11/28/2023 11:51:45 AM Signed: 11/28/2023 11:55:15 AM Electronic Record and Signature Disclosure: Accepted: 11/28/2023 11:51:45 AM ID: 18efc6c8-9c2b-4baf-9a2a-5b193b2ba864 Cheyenne Defee cheyenne.defee@cityofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 198.49.140.10 Sent: 11/28/2023 11:55:17 AM Viewed: 12/13/2023 8:08:23 AM Signed: 12/13/2023 8:08:37 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Sara Hensley sara.hensley@cityofdenton.com City Manager City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Sent: 12/13/2023 8:08:39 AM Viewed: 12/13/2023 8:48:04 AM Signed: 12/13/2023 8:48:10 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Jesus Salazar jesus.salazar@cityofdenton.com Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Sent: 12/13/2023 8:48:12 AM Viewed: 12/13/2023 10:18:34 AM Signed: 12/13/2023 10:19:15 AM Electronic Record and Signature Disclosure: Accepted: 12/13/2023 10:18:34 AM ID: 42a55175-91b1-4481-8ab2-d477cb1336d6 In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Cheyenne Defee cheyenne.defee@cityofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication (None) Sent: 11/16/2023 8:58:42 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Carbon Copy Events Status Timestamp Gretna Jones gretna.jones@cityofdenton.com Legal Secretary City of Denton Security Level: Email, Account Authentication (None) Sent: 11/28/2023 11:55:18 AM Viewed: 11/28/2023 3:46:13 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign City Secretary Office citysecretary@cityofdenton.com Security Level: Email, Account Authentication (None) Sent: 12/13/2023 10:19:17 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Ryan Adams Ryan.adams@cityofdenton.com Interim Airport Director Security Level: Email, Account Authentication (None) Sent: 12/13/2023 10:19:18 AM Electronic Record and Signature Disclosure: Accepted: 12/12/2023 11:32:59 AM ID: 277522a1-a326-487d-8fd0-981acd338511 Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 11/16/2023 8:56:54 AM Certified Delivered Security Checked 12/13/2023 10:18:34 AM Signing Complete Security Checked 12/13/2023 10:19:15 AM Completed Security Checked 12/13/2023 10:19:18 AM Payment Events Status Timestamps Electronic Record and Signature Disclosure ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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