HomeMy WebLinkAboutContract 51538 Received Date: 11/16/2018
Received Time: 1:56 p.m.
Developer and Project Information Cover Sheet:
Developer Company Name: Jackson-Shaw/Fort Worth Limited Partnership
Address, State,Zip Code: 4890 Alpha Road, Suite 100,Dallas,TX,75244
Phone&Email: 972-628-7400, mwheeter@iacksonshaw.com
Authorized Signatory,Title: Michele Wheeler,Vice President
Project Name: AC Hotel
Brief Description: Water, Sewer,Paving, Street Lights
Project Location: 101 W.5'Street
Plat Case Number: None Plat Name: None
Mapsco: Council District: 9
CFA Number: CFA18-0112 City Project Number: 101673
EFT. WORTH.,
ECORD
I±TARY
TX
City of Fort Worth,Texas
Standard Community Facilities Agreement-AC Hotel
CFA Official Release Date:02.20.2017
Page 1 of 12
STANDARD COMMUNITY FACILITIES AGREEMENT
THE STATE OF TEXAS § City Secretary
COUNTY OF TARRANT § Contract No. 51538
WHEREAS, Jackson-Shaw / Fort Worth Limited Partnership ("Developer"), desires to
make certain specific improvements as described below and on the exhibits attached hereto
("Improvements")related to a project generally described as AC Hotel("Project")within the City
or the extraterritorial jurisdiction of Fort Worth, Texas("City"); and
WHEREAS, the City has no obligation to participate in the cost of the Improvements or
Project; and
WHEREAS,any future City participation in this CFA is subject to the availability of City
funds and approval by the Fort Worth City Council and shall be memorialized as an amendment
to this Agreement; and
WHEREAS, the Developer and the City desire to enter into this Community Facilities
Agreement ("CFA" or "Agreement") in connection with the collective Improvements for the
Project.
NOW,THEREFORE,for and in consideration of the covenants and conditions contained
herein,the City and the Developer do hereby agree as follows:
General Requirements
A. The Policy for the Installation of Community Facilities ("Policy") dated March 2001,
approved by the City Council of the City of Fort Worth, as amended, is hereby incorporated
into this Agreement as if copied herein verbatim. Developer agrees to comply with all
provisions of said Policy in the performance of its duties and obligations hereunder and to
cause all contractors hired by Developer to comply with the Policy in connection with the
work performed by said contractors.
B. Developer shall provide financial security in conformance with paragraph 6, Section II, of
the Policy and recognizes that there shall be no reduction in the collateral until the Project
has been completed and the City has officially accepted the Improvements. Developer
further acknowledges that said acceptance process requires the Developer's contractor(s)
City of Fort Worth,Texas
Standard Community Facilities Agreement-AC Hotel
CFA Official Release Date:02.20.2017
Page 2 of 12
to submit a signed affidavit of bills paid and consent of Surety signed by its surety to
ensure the contractor has paid any sub-contractor(s) and suppliers in full. Additionally,
the contractor will provide in writing that the contractor has been paid in full by Developer
for all the services provided under this contract.
C. Developer agrees to cause the construction of the Improvements contemplated by this
Agreement and that said construction shall be completed in a good and workmanlike manner
and in accordance with all City standards and the City-approved construction plans,
specifications and cost estimates provided for the Project and the exhibits attached hereto.
D. The following checked exhibits describe the Improvements and are incorporated herein:
Water(A) 2, Sewer(A-1) . Paving (B) S. Storm Drain(B-1) El. Street Lights & Signs
(C) El.
E. The Developer shall award all contracts for the construction of the Improvements in
accordance with Section 11,paragraph 7 of the Policy and the contracts shall be administered
in conformance with paragraph 8, Section 11, of the Policy. Developer shall ensure its
contractor(s)pays the then-current City-established wage rates.
F. For all Improvements included in this Agreement for which the Developer awards
construction contract(s), Developer agrees to the following:
i. To employ a construction contractor who is approved by the director of the
department having jurisdiction over the infrastructure to be constructed, said
contractor to meet City's requirements for being prequalified, insured, licensed and
bonded to do work in public ways and/or prequalified to perform water/wastewater
construction as the case may be.
ii. To require its contractor to furnish to the City a payment and performance bond in
the names of the City and the Developer for one hundred percent (100%) of the
contract price of the infrastructure,and a maintenance bond in the name of the City
for one hundred percent (100%) of the contract price of the infrastructure for a
period of two (2) years from the date of final acceptance insuring the maintenance
and repair of the constructed infrastructure during the term of the maintenance
bond. All bonds to be furnished before work is commenced and to meet the
requirements of Chapter 2253, Texas Government Code.
City of Fort Worth,Texas
Standard Community Facilities Agreement-AC Hotel
CFA Official Release Date:02.20.2017
Page 3 of 12
iii. To require the contractor(s) it hires to perform the construction work contemplated
herein to provide insurance equal to or in excess of the amounts required by the
City's standard specifications and contract documents for developer-awarded
infrastructure construction contracts. The City shall be named as additional insured
on all insurance required by said documents and same will be evidenced on the
Certificate of Insurance (ACORD or other state-approved form) supplied by the
contractor's insurance provider and'bound in the construction contract book.
iv. To require its contractor to give 48 hours advance notice of intent to commence
construction to the City's Construction Services Division so that City inspection
personnel will be available;to require the contractor to allow the construction to be
subject to inspection at any and all times by City inspection forces,to not install or
relocate any sanitary sewer, storm drain, or water pipe unless a responsible City
inspector is present and gives his consent to proceed, and to make such laboratory
tests of materials being used as may be required by the City.
V. To require its contractor to have fully executed contract documents submitted to
the City in order to schedule a Pre-Construction Meeting. The submittal should
occur no less than 10 working days prior to the desired date of the meeting. No
construction will commence without a City-issued Notice to Proceed to the
Developer's contractor.
vi. To delay connections of buildings to service lines of sewer and water mains
constructed under this Agreement, if any, until said sewer and water mains and
service lines have been completed to the satisfaction of the Water Department.
G. Developer shall provide at its expense, unless otherwise agreed to by City, all engineering
drawings and documents necessary to construct the improvements under this Agreement.
H. Developer shall cause the installation or adjustment of the required utilities to serve the
development or to construct the Improvements required herein.
I. City shall not be responsible for payment of any costs that may be incurred by Developer in
the relocation of any utilities that are or may be in conflict with any of the community facilities
to be installed hereunder.
City of Fort Worth,Texas
Standard Community Facilities Agreement-AC Hotel
CFA Official Release Date:02.20.2017
Page 4 of 12
J. Developer hereby releases and agrees to indemnify, defend and hold the City harmless
for any inadequacies in the preliminary plans,specifications and cost estimates supplied
by the Developer for this Agreement.
K. Developer agrees to provide, at its expense, all necessary rights of way and easements across
property owned by Developer and required for the construction of the current and future
improvements provided for by this Agreement.
L. The Developer further covenants and agrees to, and by these presents does hereby,
fully indemnify, hold harmless and defend the City, its officers, agents and employees
from all suits,actions or claims of any character,whether real or asserted,brought for
or on account of any injuries or damages sustained by any persons (including death)
or to any property, resulting from or in connection with the construction, design,
performance or completion of any work to be performed by said Developer, its
contractors, subcontractors, officers, agents or employees, or in consequence of any
failure to properly safeguard the work, or on account of any act, intentional or
otherwise, neglect or misconduct of said Developer, its contractors, sub-contractors,
officers, agents or employees, whether or not such iniuries, death or damages are
caused, in whole or in Part, by the alleged negligence of the City of Fort Worth, its
officers, servants, or employees, but not the gross negligence or willful misconduct of the
City, its officers, servants, or employees.
M. Developer will further require its contractors to indemnify, defend and hold harmless
the City, its officers, agents and employees from and against any and all claims, suits or
causes of action of any nature whatsoever, whether real or asserted, brought for or on
account of any injuries or damages to persons or property, including death, resulting
from,or in any way connected with,the construction of the infrastructure contemplated
herein, whether or not such injuries, death or damages are caused, in whole or in Part,
by the alleged negligence of the City of Fort Worth, its officers, servants, or employees,
but not the gross negligence or willful misconduct of the City, its officers, servants, or
employees. Further, Developer will require its contractors to indemnify, and hold
harmless the City for any losses, damages, costs or expenses suffered by the City or
caused as a result of said contractor's failure to complete the work and construct the
City of Fort Worth,Texas
Standard Community Facilities Agreement-AC Hotel
CFA Official Release Date:02.20.2017
Page 5 of 12
improvements in a good and workmanlike manner, free from defects, in conformance
with the Policy, and in accordance with all plans and specifications.
N. Upon completion of all work associated with the construction of the Improvements,
Developer will assign to the City a non-exclusive right to enforce the contracts entered into
by the Developer with its contractor along with an assignment of all warranties given by the
contractor, whether express or implied. Further, Developer agrees that all contracts with any
contractor shall include provisions granting to the City the right to enforce such contracts as
an express intended third party beneficiary of such contracts.
O. Inspection and material testing fees are required as follows:
i. Developer shall pay water and wastewater inspection fees and material testing fees
equal to two percent (2%) for a total of 4% of the developer's share of the total
construction cost as stated in the construction contract.
ii. Developer shall pay paving and storm drain inspection fees equal to four percent
(4%) and material testing fees equal to two percent (2%) for a total of 6% of the
developer's share of the total construction cost as stated in the construction contract.
iii. Developer shall pay the total cost of streetlights or if the city is not installing the
streetlights, inspection fees equal to four percent (4%) of the developer's share of
the streetlight construction cost as stated in the construction contract.
iv. Developer shall pay the total cost of street signs.
P. COMPLETION WITHIN 2 YEARS
i. Developer shall complete the Improvements within two (2) years, subject to
extension due to Force Majeure delays, provided, however, if construction of the
Improvements has started within the two year period, the developer may request
that the CFA be extended for one additional year.
ii. Nothing contained herein is intended to limit the Developer's obligations
under the Policy, this Agreement, its financial guarantee, its agreement with
its contractor or other related agreements.
iii. The City may utilize the Developer's financial guarantee submitted for this
Agreement to cause the completion of the construction of the Improvements if at
the end of two (2) years from the date of this Agreement, subject to extension due
City of Fort Worth,Texas
Standard Community Facilities Agreement-AC Hotel
CFA Official Release Date:02.20.2017
Page 6 of 12
to Force Majeure delays (and any extension period), the Improvements have not
been completed and accepted.
iv. The City may utilize the Developer's financial guarantee to cause the completion
of the construction of the Improvements or to cause the payment of costs for
construction of same before the expiration of two (2) years, subject to extension
due to Force Majeure delays, if the Developer breaches this Agreement, becomes
insolvent or fails to pay costs of construction and the financial guarantee is not a
Completion Agreement. If the financial guarantee is a Completion Agreement and
the Developer's contractors and/or suppliers are not paid for the costs of supplies
and/or construction, the contractors and/or suppliers may put a lien upon the
property which is the subject of the Completion Agreement.
V. For purposes of this Agreement,the term"Force Majeure"when applied to an event
that causes the delay or prevention of Developer from fulfilling any obligation
under this Agreement,shall mean that Developer will not be deemed to be in breach
or in violation of this Agreement if it is prevented from performing any of its
obligations hereunder by reason of acts of the City, acts of God, riots, strikes, fires,
weather, public disturbances, any governmental requirements, and/or any other
occurrence reasonably beyond the control of Developer. The period of time
Developer has to perform any act required to be performed by Developer under this
Agreement shall be extended for any period of time the Force Majeure event
continues to exist.
Q. Developer acknowledges that in accordance with Chapter 2270 of the Texas Government
Code,the City is prohibited from entering into a contract with a company for goods or services
unless the contract contains a written verification from the company that it: (1) does not
boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms
"boycott Israel" and "company" shall have the meanings ascribed to those terms in Section
808.001 of the Texas Government Code. By signing this contract, Developer certifies that
Developer's signature provides written verification to the City that Developer: (1)does not
boycott Israel; and (2)will not boycott Israel during the term of the contract.
IMMIGRATION AND NATIONALITY ACT
City of Fort Worth,Texas
Standard Community Facilities Agreement-AC Hotel
CFA Official Release Date:02.20.2017
Page 7 of 12
R. Developer shall verify the identity and employment eligibility of its employees who perform
work under this Agreement, including completing the Employment Eligibility Verification
Form (I-9). Upon request by City, Developer shall provide City with copies of all I-9 forms
and supporting eligibility documentation for each employee who performs work under this
Agreement. Developer shall adhere to all Federal and State laws as well as establish
appropriate procedures and controls so that no services will be performed by any Developer
employee who is not legally eligible to perform such services. DEVELOPER SHALL
INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES,
LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY
DEVELOPER, DEVELOPER'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR
LICENSEES. City, upon written notice to Developer, shall have the right to immediately
terminate this Agreement for violations of this provision by Developer.
City of Fort Worth,Texas
Standard Community Facilities Agreement-AC Hotel
CFA Official Release Date:02.20.2017
Page 8 of 12
Cost Summary Sheet
Project Name: AC Hotel
CFA No.: CFA18-0112 City Project No.: 101673
An Engineer's Estimate of Probable Cost is acceptable. However, the construction contract price
will ultimately determine the amount of CFA fees and financial guarantee. The bid price and
any additional CFA payments will be required prior to scheduling a pre-construction meeting.
An itemized estimate corresponding to each project-specific exhibit is required to support the
following information.
Items Developer's Cost
A. Water and Sewer Construction
1. Water Construction $ 44,111.00
2.Sewer Construction $ 27,300.00
Water and Sewer Construction Total $ 71,41 1.00
B. TPW Construction
1.Street $ 126,978.00
2.Storm Drain $ -
3.Street Lights Installed by Developer $ 12,430.00
4. Signals $ -
TPW Construction Cost Total $ 139,408.00
Total Construction Cost(excluding the fees): $ 210,819.00
Construction Fees:
C. Water/Sewer Inspection Fee(2%) $ 1,428.22
D. Water/Sewer Material Testing Fee(2%) $ 1,428.22
Sub-Total for Water Construction Fees $ 2,856.44
E. TPW Inspection Fee(4%) $ 5,079.12
F. TPW Material Testing (2%) $ 2,539.56
G. Street Light Inspsection Cost $ 497.20
H. Signals Inspection Cost $ -
H. Street Signs Installation Cost $ -
Sub-Total for TPW Construction Fees $ 8,115.88
Total Construction Fees: $ 10,972.32
Choice
Financial Guarantee Options, choose one Amount Mark one'
Bond=100% $ 210,819.00 x
Completion Agreement= 100%/Holds Plat $ 210,819.00
Cash Escrow Water/Sanitary Sewer= 125% $ 89,263.75
Cash Escrow Paving/Storm Drain= 125% $ 174,260.00
Letter of Credit= 125%w/2yr expiration period $ 263,523.75
City of Fort Worth, Texas
Standard Community Facilities Agreement-AC Hotel
CFA Official Release Date:02.20.2017
Page 9 of 12
ACCORDINGLY, the City of Fort Worth and Developer have each caused this instrument to be
executed in quadruplicate in each entity's respective name by its duly authorized signatories effective as
of the date executed by the City's City Manager or his/her designee.
CITY OF FORT WORTH DEVELOPER
Jackson-Shaw/Fort Worth Limited Partnership,
a Texas limited partnership
Jesus JJesus J.Chapa(Nov 14,2018)
Jesus J. Chapa By JSC Fort Worth GP, LLC,a Texas limited
Assistant City Manager liability company, its general partner
Date: Nov 14,2018
Recommended by: MickeCe-Wl,ee(,e�
Michele Wheeler(Nov 13,2018)
Evelyn Robe &(Nov 13,2018) Name: Michele Wheeler
Evelyn Roberts/Jennifer Ezernack Title: Vice President
Project Assistant Date: Nov 13,2018
Planning and Development
Approved as to Form & Legality: Contract Compliance Manager:
By signing, I acknowledge that I am the
Richard A.McCracken(Nov 14,2018)
person responsible for the monitoring and
Richard A. McCracken administration of this contract, including
Assistant Cit �ttorney ensuring all performance and reporting
M&C No. A requirements.
Date:
�R', Tgnie Scarle�-t Morales
.. 'w Janie Scarlett Morales(Nov 14,2018)
Form 1295: N/A
� rA. '�� ame: Janie Morales
:-1 itle: Development Manager
ATTEST: U _
MSN 9. Kac�se�
Maser(Nov 1!,'2018)
Mary J. Kayser/ Ronald Gonzales
City Secretary/Assistant City Secretary
OFFICIAL.RECORD
City of Fort Worth,Texas CITY SECRETARY
Standard Community Facilities Agreement-AC Hotel FTA WORTH,TX
CFA Official Release Date: 02.20.2017
Page 10 of 12
Check items associated with the project being undertaken; checked items must be
included as Attachments to this Agreement
Included Attachment
® Attachment 1 -Changes to Standard Community Facilities Agreement
�. Location Map
Exhibit A:Water Improvements
,® Exhibit A-1: Sewer Improvements
Water and Sewer Cost Estimates
Exhibit B: Paving Improvements
Paving Cost Estimate
❑ Exhibit B-1: Storm Drain Improvements
❑ Storm Drain Cost Estimate
Exhibit C: Street Lights and Signs Improvements
I$I, Street Lights and Signs Cost Estimate
(Remainder of Page Intentionally Left Blank)
City of Fort Worth,Texas
Standard Community Facilities Agreement-AC Hotel
CFA Official Release Date:02.20.2017
Page 11 of 12
ATTACHMENT"1"
Changes to Standard Agreement
Community Facilities Agreement
City Project No. 101673
None.
City of Fort Worth,Texas
Standard Community Facilities Agreement-AC Hotel
CFA Official Release Date:02.20.2017
Page 12 of 12
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