HomeMy WebLinkAboutContract 43920ECONtMIIC DEVE 1 OP EN
CITY SECRETARY
CONTRACT 140. 03 10
_ as
PROGRAM AGREEMENT
This ECNOMIC DEVELOPMENT PROGRAM AGREEMENT
("Agreement") is entered into by and between the CITY OF 1' ORT WORT ! , TEXAS
(the "City"), a home rule municipal corporation organized under the laws of the State of
Texas, and WAL MART STORES TEXAS, LLC ("WalaMart"), a Delaware limited
liability company.
RECITALS
The City and Wal=Mart hereby agree that the following statements are true and
correct and constitute the basis upon which the City and Wal-Mart have entered into this
Agreement:
A. Wal-Mart owns approximately 23.5 acres of land fronting Avondale -
Haslet Road to the east of U.S. Highway 287 (the "Land"). Wal-Mart intends to
construct a Wal-Mart store on the Land that is at least 140,000 square feet in size (the
"Required Improvements"). The Required Improvements will provide a valuable
catalyst for retail development in the far northern part of the City and increased sales tax
revenues to the City.
B. In order to maximize the economic benefits that the Required
Improvements can bring to the City, the City and Wal-Mart both desire for Avondale -
Haslet Road to be widened to 4-lanes, along with associated improvements, in the
locations and pursuant to the schematic depicted in Exhibit "A", attached hereto and
hereby made a part of this Agreement for all purposes (the "Road Project"). Wal-Mart
is required to pay for the cost of a portion of the Road Project pursuant to the City's
Subdivision Ordinance (City Ordinance No. 17154), as set forth in Appendix C of the
Code of the City of Fort Worth (the "Subdivision Ordinance"). The portion of the Road
Project that Wal-Mart is not required to fund under the Subdivision Ordinance amounts
to an oversizing that the City requires, and Wal-Mari is willing to construct and fund that
portion of the Road Project pursuant to and in accordance with this Agreement.
C.
The 2008 Comprehensive Plan, adopted by the City Council on February 19, 2008
pursuant to Ordinance No. 17990-02-2008 (the "Comprehensive Plan") recommends
that the City establish potential incentives to promote the development of vacant land in
the City. The installation of adequate infrastructure to serve those lands is essential to
their development.
D. As recommended by the Comprehensive Plan and in accordance with
Resolution No. 2704, adopted by the City Council on January 30, 2001, the City has
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PUfl l SECRETARY
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established an economic development program pursuant to which the City will, on a case -
by -ease basis, offer economic incentive packages authorized by Chapter 380 of the Texas
Local Government Code that include monetary loans and grants of public money, as well
as the provision of personnel and services of the City, to businesses and entities that the
City Council determines will promote state or local economic development and stimulate
business and commercial activity in the City in return for verifiable commitments from
such businesses or entities to cause specific infrastructure, employment and other public
benefits to be made or invested in the City (the '380 Program").
E. The City Council has determined that by entering into this Agreement, the
potential economic benefits that will accrue to the City under the terms and conditions of
this Agreement are consistent with the City's economic development objectives and that
construction of the Project will further the goals espoused by the Comprehensive Plan for
positive growth in the City. In addition, the City Council has determined that the 380
Program is an appropriate means to achieve the construction of the Project and the
Required Improvements, which the City Council has determined are necessary and
desirable, and that the potential economic benefits that will accrue to the City pursuant
the terms and conditions of this Agreement are consistent with the City's economic
development objectives as outlined in the Comprehensive Plan. This Agreement is
authorized by Chapter 380 of the Texas Local Government Code.
NOW, THEREFORE, in consideration of the mutual benefits and promises
contained herein and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties agree as follows:
AGREEMENT
1. INCORPORATION OF RECITALS.
The City Council has found, and the City and Wal-Mart hereby agree, that the
recitals set forth above are true and correct and foam the basis upon which the parties
have entered into this Agreement.
2. DEFINITIONS.
In addition to terms defined in the body of this Agreement, the following terms
shall have the definitions ascribed to them as follows:
380 Program has the meaning ascribed to it in Recital D.
Affiliate means all entities, incorporated or otherwise, under common control
with, controlled by or controlling Wal-Mart. For purposes of this definition, "control'
means fifty percent (50%) or more of the ownership determined by either value or vote.
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Economic Development Program Agreement
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Certificate of Completion has the meaning ascribed to it in Section 5.1.
City Road Costs means the costs of that portion of the Road Project that Wal-
Mart is not required to fund under the Subdivision Ordinance, as set forth in the
Infrastructure Agreement to be executed by and between the City and Wal-Mart in
accordance with Section 4.1 hereof.
Completion Date means the date as of which certificates of occupancy, whether
final or temporary, have been issued by the City for the Required Improvements.
Completion Deadline means December 31, 2013.
Comprehensive Plan has the meaning ascribed to it in Recital C.
Construction Costs means Hard Construction Costs and the following costs
directly expended by Wa1-Mart for the Required Improvements: engineering fees;
architectural and design fees.
Director means the director of the City's Housing and Economic Development
Department.
Effective Date has the meaning ascribed to it in Section 3.
Employment Goal has the meaning ascribed to it in Section 4.2.3.
First Operating Year means the first full calendar year following the year in
which both the Completion Date has occurred and the Road Project has been completed
in accordance with the Infrastructure Agreement.
Fort Worth Certified M/WBE Company means a minority or woman -owned
business that has received certification as either a minority business enterprise (MBE), a
woman business enterprise (WBE) or a disadvantaged business enterprise (DBE) by the
North Texas Regional Certification Agency (NTRCA) and that has a principal business
office located within the corporate limits of the City that performs a commercially useful
function and that provides the services for which Wal-Mart is seeking credit under this
Agreement.
Hard Construction Costs means actual site development and construction costs,
contractor fees and the costs of supplies and materials, and specifically excludes land
acquisition costs.
Infrastructure Agreement has the meaning ascribed to it in Section 4.1.
Job means a job provided to an individual by Wa1-Mart in the Required
Improvements.
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Economic Development Program Agreement
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Land has the meaning ascribed to it in Recital A.
MAYBE Construction Goal has the meaning ascribed to it in Section 4.2.2.
Program Can means the lesser of (i) the actual amount of the City Road Costs or
(ii) One Million Dollars ($1,000,000.00), gross.
Program Grants means the annual economic development giants paid by the
City to Wal-Mart in accordance with this Agreement and as part of the 380 Program.
Program Source Funds means an amount of City funds available for inclusion in
a Program Grant that is payable in a given Program Year, which shall be equal to fifty
percent (50%) of the Real Property Tax Revenues, plus fifty percent (50%) of the Sales
Tax Revenues which were received by the City during the Twelve -Month Period ending
in the same Program Year in which the Program Grant for that Program Year is payable.
Program Year means a calendar year in which the City is obligated pursuant to
this Agieement to pay Wal-Mart a Program Grant, beginning with the first full calendar
year following the Completion Date (Program Year 1).
Real Property Tax Revenues means ad valorem taxes on the Land and any
improvements located thereon, minus the taxes payable on the Land and any
improvements located thereon for the 2011 tax year, based on the taxable appraised value
of the Land and any improvements located thereon for the 2011 tax year The taxable
appraised value of the Land and any improvements located thereon for any given year
will be established solely by the appraisal district that has jurisdiction over the Land at
the time.
Records has the meaning ascribed to it in Section 4.4.
Reauired Improvements has the meaning ascribed to it in Recital A.
Road Proiect has the meaning ascribed to it in Recital B.
Sales means all sales of merchandise by Wal-Mart (including gift and
merchandise certificates), services and other receipts whatsoever of all business
conducted by Wal-Mart in, on or from the Land, whether cash or credit, mcluding mail,
telephone telefax telegraph, internet or catalogue orders received or filled at or from the
Land provided the same ate paid for by the customer at the store located on the Land,
deposits not refunded to purchasers, orders taken (although such orders may be filled
elsewhere), sales to employees, sales through vending machines or other devices. Sales
will not include (i) any sums collected and paid for any sales or excise tax imposed by
any duly constituted governmental authority, (it) the exchange of merchandise purchased
on and returned to the Land, (iii) the amount of returns to shippers and manufacturers or
(iv) the sale of any of Wal-Mart's fixtures.
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Sales Tax Revenues means a one percent (1 %) available sales tax, such as that
presently in effect pursuant to Texas Tax Code §§ 321.101(a) and 321.103, resulting fiom
sales taxes received by the City and collected by Wa1-Mart on Sales transacted on the
Land. Sales Tax Revenues specifically excludes all revenues from (i) the Crime Control
District Sales Tax imposed by the City pursuant to Texas Tax Code § 323.105 and Texas
Local Government Code § 363.005, as may be amended, and (ii) the Transit Authority
Sales Tax paid to the City by the Fort Worth Transportation Authority pursuant to City
Secretary Contract No. 19689, as previously o" subsequently amended or restated, from
the sales tax imposed by the Fort Worth Transportation Authority pursuant to Texas Tax
Code Chapter 322. Notwithstanding anything to the contrary herein in no event shall
Saks Tax Revenues ever exceed a one percent (1%) sales tax imposed by the City, even
if the City at any point in the future charges more than a one percent (1%) sales tax. If
the City's sales tax rate is ever decreased to the extent that the City receives available
sales tax revenues based on less than a one percent (1%) sales tax, then the meaning of
Sales Tax Revenues shall automatically be adjusted to equal that lesser percentage If the
City's sales tax rate is ever decreased as provided in the preceding sentence and the City
then subsequently adds a sales tax that increases such lower percentage and whose use is
not controlled or regulated, in whole or in part, by another governmental entity or
authority of otherwise dedicated to a specific use by the City, then Sales Tax Revenues
shall be computed to reflect that increased percentage up to a maximum aggregate of one
percent (1%).
Second Oneratina Year means the second full calendar yea" following the year
in which both the Completion Date has occurred and the Road Project has been
completed in accordance with the Infrastructure Agreement.
Subdivision Ordinance has the meaning ascribed to it in Recital B.
Term has the meaning ascribed to it hi Section 3.
Twelve -Month Period means the period between Februaiy 1 of a given year and
January 31 of the following year.
3. TERM.
This Agreement shall be effective as of the date of execution by both parties (the
"Effective Date") and, unless terminated earlier in accordance with this Agreement, shall
expire on the earlier of (i) the date as of which the City has paid all Program Grants
required hereunder or (ii) the date as of which the amount of aggregate Program Grants
paid by the City equals Program Cap (the "Terre").
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4. WAL-MART OBLIGATIONS. GOALS AND COMMITMENTS.
4.1. Public Improvements.
Wal-Mart shall construct and complete the Road Project in accordance
with the terms and conditions of a Community Facilities Agreement or other
written agreement or agreements reasonably requested by the City (the '
Infrastructure Agreement') executed by the City and Wal-Mart, which
Infrastructure Agreement shall be incorporated herein by refeience upon
execution by both the City and Wal-Mart, The Infrastructure Agreement shall
identify the costs of the Road Project for which Wal-Mart is solely responsible
and the City Road Costs. Wal-Mart shall pay all costs of the Road Project,
including the City Road Costs. The Road Project must be completed in
accordance with the Infrastructure Agreement by not later than the Completion
Deadhne.
4.2. Private Property Improvements and Operations.
4.2.1. Amount: Completion Deadline.
In accordance with the terms and conditions of this Agreement, by
the Completion Date Wal-Mart shall have expended at least Ten Million
Dollars ($10,000,000.00) in Construction Costs for the Required
Improvements. The Completion Date must occur on or before the
Completion Deadline.
4.2.2. Construction Spending Goal for Fort Worth Certified M/WBE
Companies.
Wa1-Mart has used commercially reasonable efforts to expend or
cause to be expended with Fort Worth Certified M/WBE Companies at
least twenty-five percent (25%) of all Hard Construction Costs for the
Required Improvements, regardless of the total amount of such Hard
Construction Costs (the "MIWBE Construction Goal").
4.2.3. Employment Goal.
From and at all times after the Completion Date, Wal-Mart will use
commercially reasonable efforts to provide at least fifty (50) Jobs (the
"Employment Goal").
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4.3. Reports and Filings.
4.3.1. Plan for Use of Fort Worth Certified M/WBE Companies.
Within thirty (30) calendar days of the Effective Date, Wal-Mart
will file a plan with the Director as to how Wal-Mart intends to meet, or
met, the M/WBE Construction Goal Wal-Mart agrees to meet with the
City's M/WBE Office and Minority and Women Business Enterprise
Advisory Conumttee as reasonably necessary for assistance in
implementing such plan and to address any concerns that the City may
have with such plan.
4.3.2. Construction Spending Report.
Within thirty (30) calendar days following the Completion Date, in
order for the City to assess whether Wal-Mart satisfied the requirements of
Section 4.2.1 and the extent to which Wal-Mart met the M/WBE
Construction Goal Wal-Mart will provide the Director with a report in a
form reasonably acceptable to the City that specifically outlines the total
Construction Costs and Hard Construction Costs expended by and on
behalf of Wal-Mart for the Required Improvements, together with
supporting invoices and other documents necessary to demonstrate that
such amounts were actually paid, including, without limitation, final hen
waivers signed by Wa1-Mart's general contractor. This import shall also
include actual total Construction Costs and Hard Construction Costs
expended by Wal-Mart for construction of the Required Improvements
with Fort Worth Certified M/WBE Companies, together with supporting
invoices and other documents necessary to demonstrate that such amounts
were actually paid to such contractors.
4.3.3. Annual Employment Report.
On or before February 1 of the year following the Completion Date
and of each year thereafter, in older for the City to assess the degree to
which Wal-Mart met the Employment Goal in the previous calendar year,
Wal-Mart shall provide the Director with a report in a foln reasonably
acceptable to the City that sets forth the total number of individuals who
held Jobs on the Land, all as of December 1 (or such other date requested
by Wal-Mart and reasonably acceptable to the City) of the previous year,
together with reasonable supporting documentation. If Wal-Mart failed to
meet the Employment Goal in the previous calendar year, Wal-Mart shall
include an explanation as to why Wal-Mart believes it did not meet the
Employment Goal and the efforts that Wal-Mart utilized to meet the
Employment Goal
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4.3.4. Annual Sales Tax Report.
Wal-Mart shall provide the City with an annual report that sets
forth (i) the aggregate amount of sales tax paid to the State Comptroller by
Wal-Mart during the previous year (the "Aggregate Sales Tax
Payments") (ii) the portion of the Aggiegate Sales Tax Payments for
which Wal-Mart possesses copies of the corresponding sales tax reports
filed with the State Comptroller ("Comptroller Reports") (collectively,
`Verified Aggregate Sales Tax Payments"); and (iii) a list of the
separate amounts of sales tax shown on each respective Comptroller
Report to have been paid by Wal-Mart. Wal-Mart shall make such
Comptroller Reports available to the City for inspection pursuant to and in
accoidance with Section 4.4 of this Agreement. The City's calculation of
Sales Tax Revenues in a given year will be based on (i) Verified Sales Tax
Payments plus (ii) any additional sales tax payments made by Wal-Mart in
such year, as reflected on Comptroller Reports, that the City is reasonably
able to ascertain, in the City's sole but reasonable judgment, are
attributable to Sales on the Land.
4,4. Audits.
At such a time as Wal-Mart submits the reports required in Section 4.3.2.,
Wal-Mart will make available to the City, at the City's written request, any
documents reasonably necessary to confirm Wal-Mart's compliance with this
Agreement includmg, but not limited to, construction documents (the
"Records"). Notwithstanding the above Wal-Mart shall not be requited to
submit or make available any records, documents, or any portions thereof, that it
determines will or may reflect or reveal trade secrets, or other confidential
information.
5. CITY OBLIGATIONS.
5.1. Issuance of Certificate of Completion for Development.
Within sixty (60) calendar days following receipt by the City of the
construction spending report for the Required Improvements, as required by
Section 4.3.2, and assessment by the City of the information contained therein, if
the City is able to verify that Wal-Mart expended at least Ten Million Dollars
($10,000,000 00) in Construction Costs for the Required Improvements by the
Completion Date and that the Completion Date occurred on or before the
Completion Deadline, the Director will issue Wal-Mart a certificate stating the
amount of Construction Costs and Hard Construction Costs expended on the
Required Impiovements, including amounts expended specifically with Fort
Worth Certified M/WBE Companies (the "Certificate of Completion").
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5.2. Program Grants.
5.2.1. Amount.
Subject the terms and conditions of this Agreement, provided that
(i) Wal-Mart expended at least Ten Million Dollars ($10 000,000 00) in
Construction Costs foi the Required Improvements by the Completion
Date, (ii) the Completion Date occurred on or before the Completion
Deadline, and (iii) Wal-Mart completed the Road Project in accordance
with the Infrastructure Agreement on or before the Completion Deadline,
Wal-Mart will be entitled to receive from the City three (3) annual
Program Grants The amount of each Program Grant shall equal fifty
percent (50%) of the Real Property Tax Revenues received by the City in
the Twelve -Month Period ending in the year in which a Program Grant is
due plus fifty percent (50%) of the Sales Tax Revenues received by the
City in the Twelve -Month Period ending in the year in which a Program
Giant is due. Notwithstanding anything to the contrary herein, aggregate
Program Grants payable under this Agreement shall be subject to and shall
not exceed the Program Cap.
5.2.2. Program Can.
If in any Program Year the amount of a Program Grant would
cause the aggregate Program Grants paid by the City pursuant to this
Agreement to exceed the Program Cap, the amount of the Program Grant
payable in that Program Year shall equal the difference between the
aggregate of all Program Grants paid by the City as of the previous
Program Year and the Program Cap, and this Agreement shall terminate
upon payment of such Program Grant.
5.2.3. Deadline for Payments and Source of Funds.
The first Program Grant payable hereunder (in other words, the
Program Grant payable for Program Year 1) shall be paid by the City on
or before June 1 of (i) the Second Operating Year or (ii) the First
Operating Year if requested by Wal-Mart in writing within sixty (60)
calendar days following the Completion Date, and the City, taking into
consideration its current fiscal year budget and following fiscal year
budget planning, provides Wal-Mart with written consent to such request.
Each subsequent annual Program Grant payment will be made by the City
to Wal-Mart on or before June 1 of the Program Year in which such
payment is due. It is understood and agreed that all Program Grants paid
pursuant to this Agreement shall come from currently available general
revenues of the City and not directly from Real Property Tax Revenues or
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Sales Tax Revenues, Wal-Mart understands and agrees that any revenues
of the City other than those dedicated for payment of a given annual
Program Grant pursuant to this Agreement may be used by the City for
any lawful purpose that the City deems necessary in the carrying out of its
business as a home rule municipality and will not serve as the basis for
calculating the amount of any future Program Grant or other obligation to
Wal-Mart.
6. DEFAULT. TERMINATION AND FAILURE BY WAL-MART TO MEET
VARIOUS DEADLINES AND COMMITMENTS.
6.1. Failure to Complete Road Project.
If the Road Project is not completed in accordance with the Infrastructure
Agreement by the Completion Deadline, the City will have the right to terminate
this Agreement by providing written notice to Wal-Mart without further
obligation. to Wal-Mart hereunder. If the Infrastructure Agreement is lawfully
terminated in accordance with the provisions of the Infrastructure Agreement, this
Agreement shall terminate contemporaneously on the effective date of the
Infrastructure Agreement's termination without notice or further obligation by the
City.
6.2. Failure to Complete Required Improvements.
If Wal-Mart fails to expend by the Completion Date at least Ten Million
Dollars ($10,000,000.00) in Construction Costs for the Required Improvements,
or if the Completion Date does not occur by the Completion Deadline, the City
shall have the right to terminate this Agreement by providing written notice to
Wal-Mart without further obligation to Wal-Mart hereunder.
6.3. Failure to Pav Citv Taxes.
An event of default shall occur under this Agreement if any City taxes
owed on the Land by Wal-Mart or an Affiliate or arising on account of Wal-
Mart s or an Affiliate's operations on the Land become delinquent and Wal-Mart
or the Affiliate does not either pay such taxes or properly follow the legal
procedures for protest and/or contest of any such taxes. In this event, the City
shall notify Wal-Mart in writing and Wal-Mart shall have thirty (30) calendar
days to cure such default. If the default has not been fully cured by such time, the
City shall have the right to terminate this Agreement immediately by providing
written notice to Wa1-Mari and shall have all other rights and remedies that may
be available to it under the law or in equity.
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6.4. Violations of City Code. State or Federal Law.
An event of default shall occur under this Agreement if any written
citation is issued to Wal-Mart or an Affiliate due to the occurrence of a violation
of a material provision of the City Code on the Land or on or within any
improvements thereon (including, without limitation, any violation of the City's
Building or Fire Codes and any other City Code violations related to the
environmental condition of the Land; the environmental condition of other land or
waters which is attributable to operations on the Land; or to matters concerning
the public health, safety or welfare) and such citation is not paid or the recipient
of such citation does not properly follow the legal procedures for protest and/or
contest of any such citation. An event of default shall occur under this Agreement
if the City is notified by a governmental agency or unit with appropriate
jurisdiction that Wal-Mart or an Affiliate, or any successor in interest thereto; any
third party with access to the Land pursuant to the express or implied permission
of Wa1-Mart or an Affiliate, or any a successor in interest thereto; or the City (on
account of the Required Improvements or the act or omission of any party other
than the City on or after the effective date of this Agreement) is in violation of
any material state or federal law, rule or regulation on account of the Land,
improvements on the Land or any operations thereon (including, without
limitation, any violations related to the environmental condition of the Land; the
environmental condition of other land or waters which is attributable to operations
on the Land, or to matters concerning the public health, safety or welfare). Upon
the occurrence of such default, the City shall notify Wal-Mart in writing and Wal-
Mart shall have (i) thirty (30) calendar days to cure such default or (ii) if Wal-
Mart has diligently pursued cure of the default but such default is not reasonably
curable within thirty (30) calendar days, then such amount of time that the City
reasonably agrees is necessary to cure such default. If the default has not been
fully cured by such time, the City shall have the right to terminate this Agreement
immediately by providing written notice to Wa1-Mart and shall have all other
rights and remedies that may be available to undei the law or in equity.
6.5. Knowing Eninlovrent of Undocumented Workers.
Wal-Mart acknowledges that effective September 1, 2007, the City is
required to comply with Chapter 2264 of the Texas Government Code, enacted by
House Bill 1196 (80th Texas Legislature), which relates to restrictions on the use of
certain public subsidies. Wal-Mart hereby cert/es that Wal-Mart, and any
branches, divisions, or departments of Wal-Mart, does not and will not knowingly
employ an undocumented worker, as that term is defined by Section 2264.001(4)
of the Texas Government Code. In the event that Wal-Mart, or any branch,
division, or department of Wal-Mart, is convicted of a violation under 8 U.S.C.
Section 1324a(J) (relating to federal criminal penalties and injunctions for a
patient or practice of ernploying unauthorized aliens):
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• if such conviction occurs during the Term of this Agreement, this
Agreement shall terminate contemporaneously upon such conviction
(subject to any appellate nghts that may lawfully be available to and
exercised by Wal-Mart) and Wal-Mart shall repay, within one hundred
twenty (120) calendar days following receipt of wr itlen demand from the
City, the aggregate amount of the Program Grants received by Wal-Mart
hereunder, if any, plus Simple Interest at a rate of four percent (4%) per
annum; or
• if such conviction occurs after expiration or termination of this
Agreement, subject to any appellate rights that may lawfully be available
to and exercised by Wal-Mart, Wal-Mart shall repay, within one hundred
twenty (120) calendar days following receipt of written demand from the
City, the aggregate amount of the Program Grants received by Wal-Mart
hereunder, if any, plus Simple Interest at a rate of four percent (4%) per
annum.
For the purposes of Section 6.5, "Simple Interest" is defined as a rate of interest
applied only to an original value, in this case the aggregate amount of the Program
Grant. This rate of interest can be applied each year, but will only apply to the
aggregate amount of the Program Grant and is not applied to interest calculated.
For example, if the aggregate amount of the Program Grant is $10,000 and it is
required to be paid back with four percent (4%) interest five years later, the total
amount would be $10,000 + [5 x ($10,000 x 0.04)J, which is $12,000. This Section
6.5 does not apply to convictions of any subsidiary or affiliate entity of Wal-Mart,
by any franchisees of Wal-Mart, or by a person or entity with whom Wa1-Mart
contracts. Notwithstanding anything to the contrary herein, this Section 6.5 shall
survive the expiration or termination of this Agreement.
6.6. Failure to Meet M/WBE Construction Snendin,i Goal or Employment
Goal.
If Wal-Mart fails to meet the M/WBE Construction Spending Goal or the
Ernployment Goal in any given year, such event shall not constitute a default
hereunder and shall not cause the amount of the Program Grant that the City is
required to pay in the following Program Year to be reduced.
6.7. Failure to Submit Renorts.
Without limiting the application of Section 6.8, if Wal-Mart fails to submit
any report required by and in accordance with Section 4.3, the City shall deliver
written notice of the same to Wa1-Mart and the City s obligation to pay any
Program Grants at the time, if any, shall be suspended until Wal-Mart has
provided all required reports.
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6.8. General Breach.
Unless stated elsewhere rn this Agreement, Wal-Mait shall be in default
under this Agreement if Wal-Mart breaches any term or condition of this
Agreement. In the event that such breach remains uncured after thirty (30)
calendar days following receipt of written notice from the City referencing this
Agreement (or, if Wal-Mart has diligently and continuously attempted to cure
following receipt of such written notice but reasonably requires more than thirty
(30) calendar days to cure, then such additional amount of time as is ieasonably
necessary to effect cure, as determined by both parties mutually and in good
faith), the City shall have the right to terminate this Agreement immediately by
providing written notice to Wal-Mart.
7. INDEPENDENT CONTRACTOR.
It is expressly understood and agreed that Wa1-Mart shall operate as an
independent contractor in each and every respect hereunder and not as an agent,
representative or employee of the City. Wal-Mart shall have the exclusive right to
control all details and day-to-day operations relative to the Land and any improvements
thereon and shall be solely responsible for the acts and omissions of its officers, agents,
servants, employees, contractors, subcontractors, licensees and invitees. Wal-Mart
acknowledges that the doctrine of t espondeat superior will not apply as between the City
and Wal-Mart, its officers, agents, servants, employees, contractors, subcontractors,
licensees and invitees. Wai-Mart further agrees that nothing in this Agreement will be
construed as the creation of a partnership or joint enterpiise between the City and Wal-
Mart.
8. INDEMNIFICATION.
WAL-MART, AT NO COST TO THE CITY, AGREES TO DEFEND,
INDEMNIFY AND HOLD THE CITY, ITS OFFICERS, AGENTS SERVANTS AND
EMPLOYEES, HARMLESS AGAINST ANY AND ALL CLAIMS, LAWSUITS,
ACTIONS, COSTS AND EXPENSES OF ANY KIND, INCLUDING, BUT NOT
LIMITED TO, THOSE FOR PROPERTY DAMAGE OR LOSS (INCLUDING
ALLEGED DAMAGE OR LOSS TO WAL-MART'S BUSINESS AND ANY
RESULTING LOST PROFITS) AND/OR PERSONAL INJURY, INCLUDING
DEATH, THAT MAY RELATE TO, ARISE OUT OF OR BE OCCASIONED BY (i)
WALMART'S BREACH OF ANY OF THE TERMS OR PROVISIONS OF THIS
AGREEMENT; OR (ii) ANY NEGLIGENT ACT OR OMISSION OR INTENTIONAL
MISCONDUCT OF WAL-MART, ITS OFFICERS, AGENTS, ASSOCIATES,
EMPLOYEES, CONTRACTORS (OTHER THAN THE CITY), OR
SUBCONTRACTORS DUE OR RELATED TO OR ARISING FROM THE
REQUIRED IMPROVEMENTS AND ANY OPERATIONS AND ACTIVITIES ON
THE LAND OR OTHERWISE TO THE PERFORMANCE OF THIS AGREEMENT,
EXCEPT TO THE EXTENT DIRECTLY CAUSED BY THE NEGLIGENT ACTS OR
Page 13
Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas, LLC
OMISSIONS OR INTENTIONAL MISCONDUCT OF THE CITY OR ITS
EMPLOYEES; OR (iii) ANY ACT OR OMISSION OR INTENTIONAL
MISCONDUCT OF WAL MART, ITS OFFICERS, AGENTS, ASSOCL4TES,
EMPLOYEES, CONTRACTORS (OTHER THAN THE CITY), OR
SUBCONTRACTORS DUE OR RELATED TO OR ARISING FROM THE ROAD
PROJECT.
9. NOTICES.
All written notices called for or required by this Agreement shall be addressed to
the following, or such other party or address as either party designates in writing, by
certified mail, postage prepaid or by hand delivery:
City:
City of Fort Worth
Attn: City Manager
1000 Throcictuorton
Fort Worth, TX 76102
with copies to:
the City Attorney and
Economic/Community Development
Director at the same address
10. ASSIGNMENT AND SUCCESSORS.
Wal-Mart:
Wal-Mart Stores Texas, LLC
Attn: Realty Manager - Texas
2001 SE 10th Street
Bentonville, AR 72716-5525
with a copy to:
Wal-Mart Stores Texas, LLC
Attn: Real Estate Legal
2001 SE 10th Street
Bentonville, AR 72716-5525
Wal-Matt may at any time assign, transfer or otherwise convey any of its rights or
obligations under this Agreement to an Affiliate without the approval of the City so long
as Wal-Mart, the Affiliate and the City first execute an agreement under which the
Affiliate agrees to assume and be bound by all covenants and obligations of Wal-Mart
under this Agreement. Wal-Mart may also assign its rights and obligations under this
agreement to a financial institution or other lender for purposes of granting a security
interest in the Required Improvements and/or Land, provided that such financial
institution or other lender first executes a written agreement with the City governing the
rights and obligations of the City, WaI-Malt and the financial institution or other lender
with respect to such security interest. Otherwise, Wal-Mart may not assign, transfer or
otherwise convey any of its rights or obligations under this Agreement to any other person
or entity without the prior consent of the City Council, which consent shall not be
unreasonably withheld, conditioned on (i) the prior approval of the assignee or successor
and a finding by the City Council that the proposed assignee or successor is financially
capable of meeting the terms and conditions of this Agreement and (ii) prior execution by
Page 14
Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas, LLC
the proposed assignee or successor of a written agreement with the City under which the
proposed assignee or successor agrees to assume and be bound by all covenants and
obligations of Wa1-Mart under this Agreement. Any attempted assignment without the
City Council's prior consent shall constitute grounds for termination of this Agreement and
following ten (10) calendai days of receipt of written notice from. the City to Wal-Mart.
Any lawful assignee or successor in interest of Wal-Mart of all rights under this Agreement
shall be deemed "Wa1-Mart" for all putposes under this Agreement.
11. COMPLIANCE WITH LAWS, ORDINANCES. RULES AND
REGULATIONS.
This Agreement will be subject to all applicable federal, state and local laws,
ordinances, rules and regulations, including, but not limited to, all provisions of the
City's Charter and ordinances, as amended.
12. GOVERNMENTAL POWERS.
It is understood that by execution of this Agreement, the City does not waive or
surrender any of it governmental powers or immunities.
13. NO WAIVER.
The failure of either party to insist upon the performance of any term or provision
of this Agieement or to exercise any right granted hereunder shall not constitute a waiver
of that party's right to insist upon appropriate performance or to assert any such right on
any future occasion.
14. VENUE AND JURISDICTION.
If any action, whether real or asserted, at law or in equity, arises on the basis of
any provision of this Agreement, venue for such action shall lie in state courts located in
Tarrant County, Texas or the United States District Court for the Northern District of
Texas -- Fort Worth Division. This Agreement shall be construed in accordance with the
laws of the State of Texas.
15. NO THIRD PARTY RIGHTS.
The provisions and conditions of this Agreement are solely for the benefit of the
City and Wal-Mart, and any lawful assign or successor of Wal-Mart, and are not intended
to create any rights, contractual or otherwise, to any other person or entity.
16. FORCE MAJEURE.
It is expressly understood and agreed by the parties to this Agreement that if the
performance of any obligations hereunder is delayed by reason of war, civil commotion,
acts of God, inclement weather, or other circumstances which are reasonably beyond the
Page 15
Economic Development Program Agreement
between City of Ford Worth and Wal-Mart Stores Texas, LLC
control of the party obligated or permitted under the tennis of this Agreement to do or
perform the same, regardless of whether any such circumstance is similat to any of those
enumerated or not, the party so obligated or permitted shall be excused from doing or
performing the same during such period of delay, so that the time period applicable to
such design or construction requirement shall be extended for a period of time equal to
the period such party was delayed. Notwithstanding anything to the contrary herein, it is
specifically understood and agreed that Wal-Mart's failure to obtain adequate financing
to complete the Required Improvements by the Completion Deadline shall not be deemed
to be an event of force majeure and that this Section 16 shall not operate to extend the
Completion Deadline in such an event.
17. INTERPRETATION.
In the event of any dispute over the meaning or application of any provision of
this Agreement, this Agreement shall be interpreted fairly and reasonably, and neither
more strongly for or against any party regardless of the actual drafter of this Agreement.
18. CAPTIONS.
Captions and headings used in this Agreement are for reference purposes only and
shall not be deemed a part of this Agreement.
19. ENTIRETY OF AGREEMENT.
This Agreement, including any exhibits attached hereto and any documents
incorporated herein by reference, contains the entire understanding and agreement
between the City and Wal-Mart, and any lawful assign and successor of Wal-Mart, as to
the matters contained herein. Any prior or contemporaneous oral or written agreement is
hereby declared null and void to the extent in conflict with any provision of this
Agreement. Notwithstanding anything to the contrary herein, this Agreement shall not be
amended unless executed in writing by both parties and approved by the City Council of
the City in an open meeting held in accordance with Chapter 551 of the Texas
Government Code.
Page 16
Economic Development Ptogram Agreement
between City of Fort Worth and Wal-Mart Stores Texas, LLC
20. COUNTERPARTS.
This Agreement may be executed in multiple counterparts, each of which shall be
considered an original, but all of which shall constitute one instrument.
EXECUTED as of the last date indicated below:
CITY OF FORT WORTH:
imp
Fernando Costa
Assistant City Manager
Date:
APPROVED AS TO FORM AND LEGALITY:
By: e
Peter Vaky
Deputy City Attorney
M&C: CM23566 1243-11 and C-25610 5-15-12
WAL-MART STORES TEXAS, LLC:
By:.
Ncitne:
'itle:
Date: iJV 0 V-e _O ., Jr] S te) i
gi:130000,eataixtrti,R
o�
Imo
04d
sap a ott
ktz
rate
Page 17
Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas, LLC
OFFICIAL RECORD
CITY SECRETARY
ET. WORTH, TX
EXHIBITS
"A" —Description and Map Depicting the Land
"B" — Depiction and Description of Road Project
Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas, LLC
METES AND BOUNDS DESCRIPTION
EXHIBIT "A"
BEING a 23.502 acre tract of land situated in the M.E.P. & P.R.R. Company Survey, Abstract Number 1131, and the B. R Lacy
Survey, Abstract Number 990, Tarrant County, Texas, being all of the tract of land described in the deed to Wal—Mart Stores
Texas, LLC, recorded in Document Number D207365138, Deed Records of Tarrant County, Texas, said 23.502 acre tract of land
being more particularly described as follows:
COMMENCING at a 1/2 inch iron rod found in the easterly right—of—way line of said N.W. Highway 287 (a variable width
right—of—way) for the southwest corner of the tract of land described as Tract II in the deed to Hunter Crossroads, LP
recorded in Document Number D207294400, Deed Records of Tarrant County, Texas and the northwest corner of the tract of
land described in the deed to Prosperity Properties, Ltd., recorded in Document Number D2006332982, Deed Records of Tarrant
County, Texas;
THENCE with the northeasterly right—of—way line of N.W. Highway 287 the following:
North 53'05'00" West a distance of 1,643.31 feet to a 5/8 inch iron rod with a yellow plastic cap stamped "Dunaway Assoc,
LP" found for the most westerly northwest corner of said Tract II (Document Number D207294400) for the POINT OF
BEGINNING;
N orth 53'05'00" West a distance of 95.43 feet to a 1/2 inch iron rod found for the most westerly southwest corner of the
tract of land described as Tract I in the deed to Hunter Crossroads, LP recorded in Document Number D207294400, Deed
Records of Tarrant County, Texas;
THENCE departing the northeasterly right—of—way line of N.W. Highway 287 with the southerly lines of said Tract I the following:
North 81'55'00" East a distance of 34.89 feet to a 1/2 inch iron rod found for corner;
N orth 36'55'00" East a distance of 158.98 feet to a 1/2 inch iron rod found for the beginning of a non —tangent curve to
the right, the radius point of said curve being situated South 53'33'01" East a distance of 191.00 feet from said iron rod;
Northeasterly along said curve through a central angle of 4218'51" an arc distance of 141.06 feet with a chord bearing of
N orth 57'36'25' East and a chord distance of 137.87 feet to a 1/2 inch iron rod found for the end of said curve;
N orth 21'41'33" East a distance of 24.92 feet to a 5/8 inch iron rod with a yellow plastic cap stamped "Dunaway Assoc,
LP" found for the southeasterly corner of said Tract I;
THENCE departing the southerly lines of said Tract I with the easterly lines of said Tract I the following:
North 14'55'44" West a distance of 11.41 feet to a 1/2 inch iron rod found for the point of curvature of a curve to the
left having a radius of 190.00 feet;
N orthwesterly along said curve through a central angle of 28'22'05" an arc distance of 94.07 feet with a chord bearing of
North 29'06'46" West and a chord distance of 93.11 feet to a 5/8 inch iron rod with a yellow plastic cap stamped
"Dunaway Assoc, LP" found for the point of reverse curvature of a curve to the right having a radius of 528.00 feet;
N orthwesterly along said curve through a central angle of 28'22'05" an arc distance of 261.42 feet with a chord bearing of
North 29'06'46" West and a chord distance of 258.76 feet to a 5/8 inch iron rod with a yellow plastic cap stamped
'Dunaway Assoc, LP" found for the point of tangency of said curve;
North 14'55'43" West a distance of 78.58 feet to a 5/8 inch iron rod with a yellow plastic cap stamped "Dunaway Assoc,
LP" found for corner;
South 81'04'16" West a distance of 276.11 feet to a 5/8 inch iron rod with a yellow plastic cap stamped "Dunaway Assoc,
LP" found for the beginning of a non —tangent curve to the left, the radius point of said curve being situated North
85'45'40' West a distance of 100.00 feet from said iron rod;
N ortheasterly along said curve through a central angle of 07'46'34" an arc distance of 13.57 feet with a chord bearing of
North 00'21'03" East and a chord distance of 13.56 feet to a 5/8 inch iron rod with a yellow plastic cap stamped
'Dunaway Assoc, LP" found for the point of tangency of said curve;
continued next page...
ASouw4way
550 Batley Avenue • Suite 400 • Fort Worth, Texas 76107
Tel:817.335.1121 • Fax 817.335.7437
OVERALL PROPERTY EXHIBIT
(23 502 ACRES)
B.R. LACY SURVEY, ABSTRACT NO. 990
A drawing of even date ccompanies
this metes and bounds description. TARRANT COUNTY, TEXAS
DATE: DECEMBER 14, 2011 SHEET 1 OF 3
EXHIBIT "A"
continued..:
North 03'32'14" West a distance of 199.86 feet to a 5/8 inch iron rod with a yellow plastic cap stamped "Dunaway Assoc,
LP" found for the beginning of a non —tangent curve to the left, the radius point of said curve being situated North
02'40'47" West a distance of 958.00 feet from said iron rod;
THENCE departing the easterly lines of said Tract I (Document Number 0207294400) Northeasterly along said curve through a
central angle of 29'06'51" an arc distance of 486.79 feet with a chord bearing of North 72'45'47" East and a chord distance
of 481.57 feet to a 5/8 inch iron rod with a yellow plastic cap stamped "Dunaway Assoc, LP" found for the point of tangency
of said curve;
THENCE North 58'12'22" East a distance of 185.97 feet to a 5/8 inch iron rod with a yellow plastic cap stamped "Dunaway
Assoc, LP" found for the point of curvature of a curve to the right having a radius of 878.00 feet;
THENCE Northeasterly along said curve through a central angle of 31'13'17" an arc distance of 478.44 feet with a chord bearing
of North 73'49'01" East and a chord distance of 472.54 feet to a 5/8 inch iron rod with a yellow plastic cop stamped
"Dunaway Assoc, LP" found for the point of tangency of said curve;
THENCE North 89'25'39" East a distance of 233.94 feet to a 5/8 inch iron rod with a yellow plastic cap stamped "Dunaway
Assoc, LP" found for the northwesterly corner of Lot 2, Block 1, Vista Crossroads Addition, an addition to the City of Fort
Worth according to the plat recorded in Cabinet A, Slide 12436 Plat Records of Tarrant County, Texas;
THENCE with the westerly line of said Lot 2, Block 1 South 09'27'50" East a distance of 202.43 feet to a 5/8 inch iron rod
with a yellow plastic cap stamped "Dunaway Assoc, LP" found for the southwesterly corner of said Lot 2, Block 1;
THENCE departing the westerly line of said Lot 2, Block 1 with the southerly line of said Lot 2, Block 1 North 89'25139" East a
distance of 206.77 feet to a 5/8 inch iron rod with a yellow plastic cap stamped "Dunaway Assoc, LP" found in the westerly
line of the tract of land described as Tract III in the deed to Hunter Crossroads, LP recorded in Document Number
D207294400, Deed Records of Tarrant County, Texas for the southeasterly corner of said Lot 2, Block 1;
THENCE with the westerly line of said Tract III South 00'12'39" West a distance of 581.62 feet to a 5/8 inch iron rod with a
yellow plastic cap stamped "Dunaway Assoc, LP" found for the northeasterly corner of said Tract II;
THENCE departing the westerly line of said Tract III with the northerly line of said Tract II the following:
South 75'04'22" West a distance of 305.62 feet to a 5/8 inch iron rod with a yellow plastic cap stamped "Dunaway Assoc,
LP" found for corner;
North 14'55'44" West a distance of 41.46 feet to a 5/8 inch iron rod with a yellow plastic cap stamped "Dunaway Assoc,
LP" found for corner;
South 75'04'16" West a distance of 241.87 feet to a 5/8 inch iron rod with a yellow plastic cap stamped "Dunaway Assoc,
LP" found for corner;
South 83'17'53" West a distance of 83.86 feet to a 5/8 inch iron rod with a yellow plastic cap stamped "Dunaway Assoc,
LP" found for corner;
South 75'04116" West a distance of 451.03 feet to a 5/8 inch iron rod with a yellow plastic cap stamped "Dunaway Assoc,
LP" found for the beginning of a non —tangent curve to the left, the radius point of said curve being situated South
09'06'07" East a distance of 145.00 feet from said iron rod;
Southwesterly along said curve through a central angle of 44'49'23" an arc distance of 113.44 feet with a chord bearing of
South 58'29'11" West and a chord distance of 110.57 feet to a 5/8 inch iron rod with a yellow plastic cap stamped
"Dunaway Assoc, LP" found for the end of said curve;
South 36'55'00" West, a distance of 158.98 feet to a 5/8 inch iron rod with a yellow plastic cap stamped "Dunaway Assoc,
LP" found for corner;
South 08'05'00" East a distance of 34.89 feet to the POINT OF BEGINNING;
CONTAINING a computed area of 23.502 acres (1,023,768 square feet) of land.
SDUNAWAy
550 Baby Avenue • Suite 400 • Fott Worth, Tacos 76107
Tel: 817.335.1121 • Fax 817.335.7437
OVERALL PROPERTY EXHIBIT
(23.502 ACRES)
B.R. LACY SURVEY, ABSTRACT NO. 990
A drawing of even date ccompanies
this metes and bounds description. TARRANT COUNTY, TEXAS
DATE: DECEMBER 14, 2011 SHEET 2 OF 3
e.8746'34"
Rs100.00' L•213.57'
CHERNO'21'03"E 13.56'
.4 Ali*
8
276.11
N14'55'43'W
78.58'
t
e®28'22'05'
R••190.00' L.94.07'
CH=N29'06'46"W 93.11'
N21'41'33'E
24.92'
am42618'51 m
R•1191.00' LE5141.09°
CH=N57'36'25"E 137.87'
N36'55'001
158.98'
N81'55'00"E
34.89'
N53'05'00"W
95.43'
POINT OF
BEGINNING
v.
EXHIBIT "A"
eJyd 24
0's �
23.502 ACRES
1,023,768 SQUARE FEET
N14'55'44"W
11.41'
e-44649'23"
=145.00' L=113.44'
CHmS5829'11"W 110.57'
S36'55'00"W
158.98'
SO8'05'OO"E
34.89'
qr.
POINT OF pir
r` tiCOMMENCEMENT
7
°�ti£
4561),
r,, ear
'0}J
TRACT II
HUNTER CROSSROADS, LP
DOCUMENT NUMBER D207294400
PROSPERITY PROPERTIES, LTD
DOCUMENT NUMBER D2006332982
sgs17 53
83.86'
24'
N89'25'39"E
0
N89'25al39T
206.77'
N14 55'44'W
41.46'
5050
200'
SCALE FEET
1 "= 200'
The Basis of bearing for this survey is the Texas State
Plane Coordinate System, North Central Zone (NAD83).
°DUN AWAy
550 Daley Avenue • Sotto 400 • Fort Worth, Texas 76107
Tol:817.335.1121 • Fax 817.335.7437
A metes and bounds description
of even date accompanies this
dra wing.
OVERALL PROPERTY EXHIBIT
(23 502 ACRES)
B.R. LACY SURVEY, ABSTRACT NO. 990
TARRANT COUNTY, TEXAS
DATE: DECEMBER 14, 2011
SHEET 2 OF 2
EXHIBIT B
Avondale -Haslet Road Improvements
City of Fort Worth
(MAPSCO 4V,5S)
PROJECT NAME* Avondale -Haslet Roadway Improvements (City No. 01414)
CITY SECRETARY No: 39645
PROJECT SCOPE
The major scope of the project involves widening the existing 2 lane asphalt roadway to a minor arterial
concrete section (54-feet F-F; 80-foot right-of-way). Street improvements will also include installation of
signals improvements at the US 287/Avondale Haslet Rd intersection and at the main entrance to Wal-
Mart Street lights will also be installed on both sides of the proposed arterial roadway section. There will
also be the installation of water and sanitary sewer improvements as described below.
STREET — Pavement improvements along Avondale -Haslet Rd from US 287 west to the CFW Water
tank eastern property line.
DRAINAGE — Avondale Haslet Rd - approximately 1,150 LF of 48", 36" & 30" of storm drain
improvements with inlets
US 287 Frontage Rd - approximately 450 LF of channel improvements in the green space
west of frontage road.
WATER — Avondale Haslet Rd - approximately 1,550 LF of 24" & 12" water line improvements.
SEWER — Avondale Haslet Rd - approximately 800 LF of 15" & 12" sewer line improvements.
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NO. ITEM NO
1
12
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
53
64
55
56
57
58
59
60
61
62
63
64
65
66
67
68
69
70
71
72
73
74
75
81D-00124
BID-00181
BID-00100
BID-00504
BID-01264
BID-00144
BID-01265
BID-00457
BID-00472
BID-00543
BID-00496
BID-00486
BID-01267
BID-00451
BID-00842
BID-00843
BID-00426
BID-00427
BID-00467
BID-00404
BID-00527
BID-00532
BID-00405
BID-01021
BID-01272
BID-00435
BID-00438
BID-00439
BID-00388
BID-00391
BID-00398
BID-00968
BID-00147
BID-00137
BID-00134
BID-00087
BID-00085
BID-00083
BID-00082
BID-00081
BID-00103
BID-00118
BID-01060
BID-00377
BID-00380
BID-00381
BID-00431
BID-00438
BID-01022
EXHIBIT B - Avondale Haslet Road Improvements
Opinion of Probable Construction Cost
PAVING, DRAINAGE, LIGHTING, TRAFFIC CONTROL & TRAFFIC SIGNALS
Avondale -Haslet Road
US 287 to CFW Water Tower - Fort Worth, TX
ITEM DESCRIPTION
Mobilization - Services
Traffic Control - Install (Plans require TX Registered Engineers Seal)
Implementation of SWPPP > Than 1 Ac SWPPP - Install
Sign -Project Designation - Install
Portable Changeable Message Sign
Site Preparation -Clear Grub Excavation - Remove
Remove Existing HMAC pavement
Remove Existing Concrete pavement
Pavement -Unclassified Street Excavation - Remove
Fill Material - Borrow - Install
Subgrade-Lime for Stabilization - Install
Subgrade-8lnch-Lime Stabilized- Install
'Concrete Pavement-10 Inch - Install
Pavement-6 Inch HMAC - Install
Curb-6 Inch - Install
Curb-7 Inch - Install
Curb & Gutter-7 Inch w/18 Inch Gutter - Install
Concrete Median - Install
Decorative Pavement (premium cost for brick oavers) - Install
Driveway-6 Inch - Install
Walk- Install
Walk-ADA Wheelchair Ramo - Install
Guardrail w SGT - Install
Riprap - Install
Sign -Ground Mount -Furnish & Install - Install (includes signs, supports, foundations & mounting hardware)
Pavement Marking- Symbol -Install
Pavement Marking- Traffic Button -Install
Pavement Marking -Stop Bar-White-18 Inch - Install
Pavement Marking-Strioing - Install
Conduit-2 Inch-SCH 80 Conduit- w/3 Num 4 AWG & 1 Num 8G - Install
Electrical Ground Box - Install
Light -Illumination Assembly - Install
Light -Concrete Foundation Type 3, 5, 6, & 8- Install
Topsoil - Install
Grass -Sod - Install
Grass-Hydromulch Seeding - Install
Utility Adjustments to Surface
Remove Existing Curb
Remove Barb Wire Fence
Pipe-48 Inch-CL III - Install
Pipe-48 Inch -Class V - Install By Other than Open Cut
Pipe-36 Inch-CL III - Install
Pipe-30 Inch-CL III - Install
Pipe-24 Inch-CL III - Install
Pipe-21 Inch-CL III - Install
Inlet-Drop-4 Ft - Install
Inlet-Recessed-10 Ft - Install
Inlet-Recessed-15 Ft - Install
Manhole- > Than 4 Ft Square- Install
Manhole-4 Ft - Install
Headwall-24 Inch Pipe fTXDOT TYP CH-PW-O) - Install
Headwall-48 Inch Pipe (TXDOT SET TYP II) - Install
Riprap - Install
Miscellaneous Concrete Structure (Flumes)
Unclassified Channel Excavation -Remove
Unclassified Trench Excavation & Backfill - Install
Grass-Hydromulch Seeding - Install
Trench Safety System 5 Foot Depth - Install
Channel- TXDOT 5" Class B Concrete Riprap-Install
Connection "cut -in" to existing concrete channel
Remove existing 18' pipe & hdwl.
Remove existing culvert system & hdwls. On north side of road
Remove existing dbl. 24" culvert and hdwls.
Signal -Foundation for signs -traffic signals - Install
Signal -Signal Head-3 section - Install
Signal -Traffic Signal Controller Box - Install
Signal -Traffic Signal Pole Assy & Mast Arm - Install
Electrical Ground Box - Install
Signal-Intemational Pedestrian Signal Type P - Install
Cable-Num 8 AWG-Stranded-Bare - Install
Cable-Num 8 XHHW BLACK - Install
Cable-Num 8 XHHW WHITE - Install
Pavement Marking-12 Inch -Crosswalk Line -White - Install
Pavement Marking -Stop Bar-White-18 Inch - Install
Sign -Large -Overhead Mount -item provided by the City - Install
TOTAL QTY UNIT
1.00
1.00
1.00
5.00
180.00
3.40
7,250.00
1,362.00
11,877.38
1,500.00
351.80
16,752.55
16,311.00
2,522.00
490.00
3,946.00
200.00
1,290.00
666.67
12,330.00
22,375.00
1.030.00
100.00
5.00
37.00
26.00
1,950.00
500.00
2,300.00
5,565.00
12.00
14.00
14.00
274.04
1,458.04
4,124.11
6.00
275.00
2,239.00
153
97
431
475
337
298
1
6
1
2
1
1
1
50
10
600
1350
2000
1500
453
1
1
1
1
5
17
21
41
5
2
315
265
265
522
134
4
SDUNAWAV
PRICE
TOTAL AMOUNT
LS 4.00 % $
LS 2.00% $
LS 0.50% $
EA $ 300.00 $
DAYS $ 85.00 $
ACRE $ 12,000.00 $
SY 1 $ 4.00 $
SY I $ 6.00 $
CY $ 7.00 $
CY $ 10.00 $
TONS $ 120.00 $
SY $ 4.00 $
SY I $ 40.00 $
SY 1 $ 36.00 $
LF $ 2.00 $
LF $ 2.00 $
LF $ 22.00 $
SF $ 4.00 $
SY $ 20.00 $
SF $ 5.00 $
SF $ 4.00 $
SF $ 6.00 $
LF $ 15.00 $
CY $ 145.00 $
EA $ 340.00 $
EA $ 100.00 $
EA $ 5.00 $
LF $ 3.25 $
LF $ 0.50 $
LF $ 15.00 $
EA $ 650.00 $
EA $ 2,000.00 $
EA $ 650.00 $
CY $ 15.00 $
SY $ 3.00 $
SY $ 0.75 $
EA $ 2.000.00 $
LF $ 5.00 $
LF $ 2.00 $
LF $ 125.00 $
LF $ 650.00 $
LF $ 85.00 $
LF $ 65.00 $
LF $ 55.00 $
LF $ 45.00 $
Ea $ 2,500.00 $
Ea $ 2,500.00 $
Ea $ 3,500.00 $
Ea $ 4,000.00 $
Ea $ 2,700.00 $
Ea $ 1,700.00 $
Ea $ 3,200.00 $
CY $ 145.00 $
CY $ 500.00 $
CY $ 10.00 $
CY $ 10.00 $
SY $ 0.75 $
LF $ 1.00 $
LF $ 50.00 $
LS $ 3,000.00 $
LS $ 2,000.00 $
LS $ 5,000.00 $
LS $ 1,500.00 1 $
EA $ 2,000.00 1 $
EA $ 1,200.00 $
EA $ 4,000.00 $
EA 1 $ 5,000.00 $
EA $ 650.00 1 $
EA $ 625.00 $
LF $ 1.00 I $
LF $ 1.001$
LF $ 1.00 1 $
LF $ 1.90 1 $
LF $ 3.00 1 $
EA $ 155.00 1 $
70,195
35,098
8,774
1,500.00
15,300.00
40,808.60
29,000.00
8,172.00
83,141.63
15,000.00
42,216.43
67,010.20
652,440.00
90,792.00
980.00
7,892.00
4,400.00
5,160.00
13,333.33
61,650.00
89,500.00
6,180.00
1,500.00
725.00
12,580.00
2,600.00
9,750.00
1,625.00
1,150.00
83,475.00
7,800.00
28,000.00
9,100.00
4,110.56
4,374.11
3,093.08
12.000.00
1,375.00
4,478.00
19,125.00
63,050.00
36,635.00
30,875.00
18,535.00
13,410.00
2,500.00
15,000.00
3,500.00
8,000.00
2,700.00
1,700.00
3,200.00
7,250.00
5,000.00
6,000.00
13,500.00
1,500.00
1,500.00
22,650.00
3,000.00
2,000.00
5,000.00
1,500.00
10,000.00
20,400.00
8,000.00
20,000.00
3,250.00
1,250.00
315.00
265.00
265.00
991.80
402.00
620.00
17501-NEST OPC 6-16ti11-K1.1C
Page 1 of 2
NO. ITEM NO
76
77
78
79
80
81
82
83
84
85
86
87
88
89
90
91
92
93
94
95
96
97
98
99
100
101
102
103
104
105
106
107
108
109
110
111
112
ITEM DESCRIPTION
BID-01027 Sign -Medium -Overhead Mount -item provided by the City - Install
BID-01034 Signal-10 Ft Pedestal Pole Assembly -item provided by City - Install
BID-01060 Signal-Intemational Pedestrian Signal Type P - Install
BID-01062 Signal -Mast Arm Stabilizer - Install
BID-01071 Signal -Signal Head 5 Section Vertical Head Type E- item provided by the City- Install
BID-01109 Conduit-2 Inch -Rigid Metal -Install
BID-01111 Conduit-3 Inch-Bore-Sch 40 - Install
BID-01245 Signal-Opticom Cable and Detectors Assembly -item provided by City- Install
BID-01257 Signal -Radar Detection System -item provided bv City - Install
BID-01258 Cable-Num 6 XHHW BLACK - Install
BID-01259 Cable-Num 6 XHHW WHITE - Install
BID-01261 Cable-Num 14-20 Conductor Stranded Cable - Install
BID-01262 Conduit-3 Inch -Open Cut-Sch 40 - Install
BID-01263 (Conduit-2 Inch-Oeen Cut-Sch 40 - Install
416 2031 DRILL SHAFT (JRF SIG POLE) (30 IN)
416 2032 DRILL SHAFT (TRF SIG POLE) (36 IN)
618 2024 CONDT (PVC) (SCHD 40) (4")
6202009 ELEC CONDR (NO. 6) BARE
621 2004 TRAY CABLE (4 CONDR) (12 AWG)
624 2014 GROUND BOX TY D (162922)_W/APRON
624 2016 GROUND BOX TY E (122317) W/APRON
628 2075 ELC SRV TY D 120/240 060 (NS)SS(E)SP(U)
680 2002 INSTALL HWY TRF SIG (ISOLATED) __
682 2001 BACK PLATE (12 IN) (3 SEC)
682 2003 BACK PLATE (12 IN) (5 SEC)
684 2021 TRF SIG CBL (TY Al (12 AWG) (16 CONDR)
686 2023 INS TRF SIG PL AM(S) 1 ARM (24')
686 2043 INS TRF SIG PL AM(S) 1 ARM (40)
686 2045 INS TRF SIG PL AM(S) 1 ARM (44_) LUM
688 2001 PED DETECT (2 INCH PUSH BTN)
6266 2001 VIVDS PROCESSOR SYSTEM
6266 2002 VIVDS CAMERA ASSEMBLY
6266 2003 VIVDS SET-UP SYSTEM
8615 2001 RADAR ADVANCE DETECTION DEVICE
6266 2005 VIVDS COMMUNICATION CABLE (COAXIAL)
BID-01303 MISCELLANEOUS FORCE ACCOUNT -INSTALL
BID-01304 MISCELLANEOUS UTILITIES FORCE ACCOUNT - SERVICE
TOTAL QTY UNIT
2
1
8
2
3
35
565
2
1
190
95
405
100
175
10
36
15
20
185
1
4
1
1
7
1
470
1
1
2
2
1
4
1
2
470
105,000
35,000
S DUNAWAy
PRICE TOTAL AMOUNT
EA $ 100.00 $
EA $ 500.00 III $
EA $ 625.00 5
EA $ 100.00 $
EA 5 1,6100.00 $
LF $ 12.00 $
LF $ 18.00 $
LS $ 250.00 $
LS $ 600.$
LF $ L0000 $
LF $ 1.00l5
LF $ 3.00 I $
LF $ 9.00 I $
LF $ 6.0015
LF $ 169.86 1 $
LF $ 175.45 1 $
LF $ 9261 $
LF $ 0.97 1 $
LF $ 1.51 $
EA $ 580.46 $
EA $ 597.49 $
EA $ 4,000.00 $
EA $ 23,359.00 $
EA $ 70.23 $
EA $ 111.00 $
LF $ 4.03 $
EA $ 3,528.13 $
EA $ 4,366.00 5
EA $ 2,373.20 $
EA $ 129.45 $
EA $ 7,499.41 $
EA $ 1,219.78 $
EA $ 611.25 $
EA $ 10,073.00 $
LF $ 1.87 $
FA $ 1.00 $
FA $ 1.00 $
200.00
500.00
5,000.00
200.00
4,800.00
420.00
10,170.00
500.00
600.00
190.00
95.00
1,215.00
900.00
1,050.00
1,698.60
6,316.20
138.90
19.40
279.35
580.46
2,389.96
4,000.00
23,359.00
491.61
111.00
1,894.10
3,528.13
4,366.00
4,746.40
258.90
7,499.41
4,879.12
611 25
20,146.00
878.90
105,000.00
35,000.00
Grand Total $ 2,143,200,41
2009175-01-WEST OPC E 16-2011-KMC
Page 2 of 2
M&C Review
Page 1 of 2
U CIL
Official site of the City of Fort Worth, Texas
FORT WORTI1
COUNCIL ACTION: Approved on 12/13/2011
DATE: 12/13/2011 REFERENCE NO.: C-25366 LOG NAME:
CODE: C TYPE: NON -CONSENT PUBLIC
HEARING:
SUBJECT: Authorize Execution of Economic Development Program Agreement with Wal-Mart Stores
Texas, LLC, Related to Construction of a Wal-Mart Store and Roadway Improvements to
Be Completed Under a Community Facilities Agreement in the Vicinity of Avondale -Haslet
Road and United States Highway 287 (COUNCIL DISTRICT 7)
17AVONHAS
NO
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize the execution Economic Development Program Agreement with Wal-Mart Stores Texas,
LLC, related to construction of a Wal-Mart Ssore and roadway improvements to be completed under
a Community Facilities Agreement in the vicinity of Avondale -Haslet Road and State Highway 287;
and
2. Find that the terms and conditions of the Agreement, as outlined below, constitute a custom -
designed Economic Development Program, as recommended by the 2011 Comprehensive Plan and
authorized by Chapter 380 of the Texas Local Government Code.
DISCUSSION:
Under the proposed Economic Development Program Agreement, Wal-Mart Stores Texas, LLC (Wal-
Mart), has committed to invest a minimum of $10,000,000.00 to construct a 140,000 square foot retail
store in the vicinity of Avondale -Haslet Road and United States Highway 287. In order to facilitate the
timely opening of the store, Wal-Mart will enter into a Community Facilities Agreement or other
Agreement required by the City (CFA) to construct, at its own expense, the City's share of roadway
improvements to Avondale -Haslet Road from United States Highway 287 to the northeast corner of
the Developer's property as determined by the City's Subdivision Ordinance Wal-Mart has also
agreed to a goal to maintain a minimum of 50 employees on the site throughout the term of the
Agreement.
In exchange for completion of the Wal-Mart store and roadway improvements, Wal-Mart will be
eligible to receive up to three annual Economic Development Grants equal to up to 50 percent of
incremental real property taxes received by the City and attributable to the store site and up to 50
percent of the City's one percent incremental sales tax paid to the City from sales at the store site.
The total cumulative grants paid cannot exceed $1,000 000.00
Failure to complete the development and roadway improvements by January 1, 2013 will constitute
an event of default under the Agreement
The project is located in COUNCIL DISTRICT 7.
FISCAL INFORMATION/CERTIFICATION:
The Financial Management Services Director certifies that this action will have no material effect on
City funds.
http://apps.cfwnet.org/council_packet/mc_review.asp?ID=16219&councildate=12/13/2011 12/14/2011
M&C Review Page 2 of 2
TO Fund/Account/Centers FROM Fund/Account/Centers
Submitted for Citv Manager's Office bv: Fernando Costa (6122)
Originating Department Head: Jay Chapa (5804)
Additional Information Contact: Robert Sturns (8003)
ATTACHMENTS
WaI-Mart Location Mao.odf
http://apps.cfwnet.org/council_packet/mc_review.asp?ID=162 19&councildate=12/13/201 1 12/14/2011
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 5/15/2012
DATE: Tuesday, May 15, 2012
LOG NAME: 17WALMARTCORR
SUBJECT:
REFERENCE NO.: **C-25610
Amend M&C C-25366 Authorizing Execution of an Economic Development Program
Agreement with Wal-Mart Stores Texas, LLC, to Extend the Completion Deadline for the
Proposed Wal-Mart Store to be Located at Avondale -Haslet Road (COUNCIL DISTRICT 7)
RECOMMENDATION:
It is recommended that the City Council amend M&C C-25366 authorizing the execution of
an Economic Development Program Agreement with Wal-Mart Stores Texas, LLC, to extend
the completion deadline for the proposed Wal-Mart store to be located on Avondale -Haslet
Road.
DISCUSSION:
On December 13, 2011, (M&C C-25366) the City Council authorized the execution of a three
yeai Economic Development Program Agreement with Wal-Mart Stores Texas, LLC (Wal-
Mart), related to the construction of a Wal-Mart store and roadway improvements on
Avondale -Haslet Road.
Wal-Mart is exploring the possibility of building a larger store (approximately 30,000 square
feet larger) than what was originally contemplated when the Economic Development
Agreement was approved by Council. With this in mind, Wal-Mart and the architect have had
to prepare new plans for the store, thereby delaying the start of construction. Due to this delay
in finalizing the construction plans, Wal-Mart is requesting an extension of the completion
deadline from January 1, 2013 to December 31, 2013.
Wal-Mart's commitments will remain the same as previously stated in M&C C-25366. This
project is estimated to have an investment of at least $10,000,000.00 to construct at least a
140,000 square foot retail store in the vicinity of Avondale -Haslet Road and United States
Highway 287. Wal-Mart will enter into a Community Facilities Agreement (CFA) or other
Agreement required by the City of Fort Worth (City) to construct, at its own expense, the
City s share of roadway improvements to Avondale -Haslet Road from United States Highway
287 to the northeast corner of Wal-Mart's property, as determined by the City's Subdivision
Ordinance. Wal-Mart has also agreed to a goal of maintaining a minimum of 50 employees on
the site throughout the term of the Agreement
In exchange for completion of the Wal-Mart store and roadway improvements Wal-Mart will
be eligible to receive up to three annual Economic Development Grants equal to up to 50
percent of incremental real property taxes received by the City and attributable to the store site
and up to 50 percent of the City's one percent incremental sales tax paid to the City from sales
at the store site. The total cumulative grants paid cannot exceed $1,000,000.00.
Staff recommends that M&C C-25366 be modified to reflect the new completion deadline for
Wal-Mart allowing the City and Wal-Mart to proceed with the execution of an Economic
Development Program Agreement for the construction of the Wal-Mart store and roadway
improvements.
FISCAL INFORMATION / CERTIFICATION:
The Financial Management Services Director certifies that this action will have no material
effect on City funds.
FUND CENTERS:
TO Fund/Account/Centers
CERTIFICATIONS:
Submitted for City Manager's Office bv:
Originating Department Head:
Additional Information Contact:
ATTACHMENTS
1. Wal-Mart Location Map.pdf (Public)
FROM Fund/Account/Centers
Fernando Costa (6122)
Jay Chapa (5804)
Robert Stuns (8003)