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HomeMy WebLinkAboutContract 53891-A1 DocuSign Envelope ID:2C421603-82F5-4C7D-99FF-2ED78EF383D2 CSC N0. 53891-A1 FIRST AMENDMENT TO CITY SECRETARY CONTRACT NUMBER 53891 A DESIGN PROCUREMENT AGREEMENT BETWEEN THE CITY OF FORT;WORTH AND LEGENDS OF HANNA RANCH,LTD. This FIRST AMENDMENT TO CITY SECRETARY CONTRACT NUMBER 53891 ("First Amendment") is made and entered into by and between the City of Fort Worth, a home- rule municipal corporation of the State of Texas ("City"), and Legends of Hanna Ranch,Ltd., a Texas limited partnership ("Developer"). WHEREAS, the City and Developer entered into a Design Procurement Agreement for the engineering design for replacing public sanitary sewer mains M-295 and M-329 located in Village Creels, City Secretary Contract Number 53891 ("DPA"); and WHEREAS, the City and Developer desire to amend the DPA to provide for additional engineering design services and infrastructure plan review for the replacement of an additional segment of sanitary sewer main M-329 from the manhole northeast of the intersection of Thompson Street and E. Trammel Avenue to the manhole at the intersection of Wichita Street and Lee Street; and WHEREAS, on March 3, 2020,the City Council approved M&C 20-0136 authorizing an Amendment to the DPA in the amount of $158,251.34 for the additional design engineering services and infrastructure plan review; NOW THEREFORE, City and Developer, acting herein by and through their duly authorized representatives, enter into the following agreement,which amends the DPA: 1. The fifth recital of the DPA, which reads "WHEREAS, Developer will initially fund the costs of Design Consultant and City will reimburse Developer for the City's portion of the design up to a maximum amount of$458,771.30; and" is amended to be and read: WHEREAS, City will reimburse Developer for the City's portion of the design up to a maximum amount of$617,022.64; and 2. Section 1.1 of the DPA is amended in its entirety to be and read as follows: 1.1 The Project will generally consist of certain public infrastructure in the form of a replacement of existing sanitary sewer M-295 and M-329 with new 2,675 L.F. of 21 inch,4040 L.F. of 30 inch,and 6700 L.F. of 36 inch public sanitary sewer mains in Village Creek basin as further described in Exhibit "A" ("Shared Line"). The Project will further consist of certain public infrastructure in the form of a replacement of existing sanitary sewer M-329 from the manhole at the intersection FIRST AMENDMENT TO CITY SECRETARY CONTRACT NUMBER 53891 Page 1 of A DESIGN PROCUREMENT AGREEMENT BETWEEN OFFICIAL RECORD THE CITY OF FORT WORTH AND LEGENDS OF HANNA RANCH,LTD. CITY SECRETARY FT. WORTH, TX DocuSign Envelope ID:2C421603-82F5-4C7D-99FF-2ED78EF383D2 of Wichita Street and Lee Street to the manhole northeast of the intersection of Thompson Street and E. Trammel Avenue as further described in Exhibit "A" ("100% City Participation Line"). 3. Section 1.3 of the DPA is amended in its entirety to be and read as follows: 1.3 City agrees to reimburse Developer for 94.25% of the actual cost to design the Shared Line ("City's Share"), with total liability by the City for the City's Share not to exceed$458,771.30, and the remainder, $27,988.70,being the "Developer's Share." In addition, City agrees to reimburse Developer for 100% of the actual cost to design the 100% City Participation Line, with total liability by the City not to exceed $158,251.34, which includes IPRC design review fees in the amount of $7,800.00. The design of the Project includes, as appropriate, the preparation of engineering drawings, studies, renderings, contract specifications, estimates, and other documents necessary to construct the improvement contemplated by this Agreement("Construction Documents"). Developer shall pay all invoices received by Developer from Design Consultant for the design of the Project. Developer shall deliver to the City: (1) a copy of Design Consultant's invoice; (2) proof that Developer has paid Design Consultant for the Developer's Share of the design of the Shared Line included in each invoice; and (3) an invoice from Developer. Developer shall not submit invoices to the City for reimbursement until the amount that Developer seeks reimbursement for is equal to or exceeds $50,000.00. The City shall reimburse Developer for the City's Share of the actual design costs for the Shared Line that were paid by Developer, and for the 100% City Participation Line that are invoiced by Design Consultant to Developer within thirty (30) days of the City receiving from Developer a copy of the invoice from Design Consultant, proof of payment of the Developer's Share to Design Consultant, and an invoice from Developer. City shall have the ultimate right to approve or disapprove the Construction Documents, such approval not to be unreasonably withheld, delayed, or conditioned. 4. Section 1.4 of the DPA is amended in its entirety to be and read as follows: 1.4 The parties intend to execute a Community Facilities Agreement for construction of the replacement of existing sewer mains M-295 and M-329. The Community Facilities Agreement will set forth the construction costs. The Developer will be responsible for paying the CFA application fee associated with the Project. The City and Developer will split the cost of IPRC Engineering Review Fees, permitting, easements, and other fees related to the design of the Project, with the City paying: (1) 94.25% of those costs and the Developer paying 5.75% of those costs for the Shared Line; and(2)the City paying 100%of those costs for the 100% City Participation Line. The City will acquire all easements for the Project. The FIRST AMENDMENT TO CITY SECRETARY CONTRACT NUMBER 53891 Page 2 of 5 A DESIGN PROCUREMENT AGREEMENT BETWEEN THE CITY OF FORT WORTH AND LEGENDS OF HANNA RANCH,LTD. DocuSign Envelope ID:2C421603-82F5-4C7D-99FF-2ED78EF383D2 Design Engineer will prepare the easement documents. 5. Section 1.5 of the DPA is amended in its entirety to be and read as follows: 1.5 Provided the City has reimbursed Developer for all submitted invoices that collectively do not exceed $458,771.30 for the Shared Line and $158,251.34 for the 100% City Participation Line, City shall own the plans and other documents and work product Design Consultant creates for the design of the Project. In the Event this Agreement is terminated, City shall have the right to enter into an agreement with Design Consultant to complete the design of the Project. Developer shall include the City's ownership right in the plans for the Project and the City's right to enter into an agreement with Design Consultant to complete the design of the Project if this Agreement is terminated in Developer's agreement with Design Consultant. 6. Exhibit A of the Agreement is amended to be and read as set forth in Exhibit A of this First Amendment. 7. a. All other provisions of the DPA,which are not expressly amended herein, shall remain in full force and effect. b. All term in this First Amendment that are capitalized, but not defined, shall have the meaning assigned to those term in the DPA. [SIGNATURES ON FOLLOWING PAGE] FIRST AMENDMENT TO CITY SECRETARY CONTRACT NUMBER 53891 Page 3 of 5 A DESIGN PROCUREMENT AGREEMENT BETWEEN THE CITY OF FORT WORTH AND LEGENDS OF HANNA RANCH,LTD. DocuSign Envelope ID:2C421603-82F5-4C7D-99FF-2ED78EF383D2 IN TESTIMONY WHEREOF, the City and Developer have each executed this First Amendment on the dates indicated below. CITY OF FORT WORTH DEVELOPER Legends of Hanna Ranch,Ltd. gayy A Texas limited partnership Dana Burghdoff( 28,20 0 4:3T CDT) By: Cameorp Management, Inc. Dana Burghdoff it's General Partner Assistant City Manager DoeuSigned by: Date: Jul 29,2020 Louis'Y raponno Vice President Recommended by: Date: 7/22/2020 C— /I Chris Harder Director, Water Department Approved as to Form &Legality: Richard A McCracken(Jul 28,202014:06 CDT) Richard A. McCracken Sr.Assistant City Attorney M&C No. 20-0136 Contract Compliance Manager: Date: 3/3/20 By signing, I acknowledge that I am the Form 1295: 2020-578929 person responsible for the monitoring and administration of this contract, including all ATTEST: performance a reporting requirements. r Ronald P.Gonzales(Jul 28,202016: L /J � 0,000,� Mary J. Kayser [ do44�n�>Z� Name: S.,",� M. IA City Secretary oiooF�Rr* a '� p��poo 0000� Title: Wo-}�.� ncvG�� � 6�.�irccri ,hcS{,• E`0 o•1 d 00, g=d op0O Oo cf 000000000 <Y �>y AExxl a FIRST AMENDMENT TO CITY SECRETARY CONTRACT NUMBER 53891 4 of 5 A DESIGN PROCUREMENT AGREEMENT BETWEEN OFFICIAL RECORD THE CITY OF FORT WORTH AND LEGENDS OF HANNA RANCH,LTD. CITY SECRETARY FT. WORTH, TX DocuSign Envelope ID:2C421603-82F5-4C7D-99FF-2ED78EF383D2 EXHIBIT A � 1 ` 54, d t t g r �.,.�, 55 L ' ft .a Lit R `Nt1fi1�f' �h��tlYrl�wid�C x � � W LSs3°J 3SO2# j ch W its p[ aCsp �9 w t7 +y� cu m � ; w�� "AL ALL 51932iO VWOHI c �„K� `6VVH�JNtNNC1O �, '�� ,m .C�;a'CQG�;,�',,1 �SIaVd�13�1i�VdrQa �J"'/ ��" ;�•ti.� � .,, O o .� ai 2��*J231+ ayHH m? �Sy cz 70, r5 rj a i l0 tx~ S i j v a�'ti CJYR,SONCDW s ( t, PARt. x ; LSO I r '} m o s szat 121J ,. acr °i FIRST AMENDMENT TO CITY SECRETARY CONTRACT NUMBER 53891 Page 5 of 5 A DESIGN PROCUREMENT AGREEMENT BETWEEN THE CITY OF FORT WORTH AND LEGENDS OF HANNA RANCH,LTD. M&C Review Page 1 of 3 Official site of the City of Fort'Worth,Texas CITY COUNCILAGENDA I1iC WORTH DATE: 3/3/2020 REFERENCE **M&C 20- LOG NAME: 60HANNA RANCH DESIGN NO.: 0136 AGREEMENT AMEND 1 CODE: C TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: Authorize Execution of Amendment No.1 in the Amount of$158,251.34 to the Design Procurement Agreement with Legends of Hanna Ranch Ltd. for Additional Engineering Design Services and Infrastructure Plan Review of Sewer Rehab of Sanitary Sewer M- 329 Extending West to Wichita Street, Adopt Resolution Expressing Official Intent to Reimburse Expenditures with Proceeds from Future Debt and Adopt Appropriation Ordinance (COUNCIL DISTRICT 8) RECOMMENDATION: It is recommended that the City Council: 1. Authorize Execution of Amendment No.1 in the amount of $158,251.34 to the Design Procurement Agreement with Legends of Hanna Ranch Ltd., for a total revised amount of $617,292.64, for additional engineering design services and Infrastructure Plan Review (IPRC) for sewer rehab of sanitary sewer M-329 extending west to Wichita St, from manhole northeast of street intersection of Thompson Street & E. Trammel Ave to manhole at street intersection of Wichita Street and Lee Street for the Hanna Ranch M-329 and M-295 Replacement project (City Project No. 102152); 2. Adopt the attached Resolution Expressing Official Intent to Reimburse Expenditures with Proceeds for Future Debt for the Hanna Ranch M-329 and M-295 Replacement project; and 3. Adopt Appropriation Ordinance increasing estimated receipts and appropriations in the Water and Sewer Commercial Paper Fund (56017) in the amount of $158,252.00, from available funds, for the Hanna Ranch M-329 and M-295 Replacement project. DISCUSSION: On June 25, 2019 (M&C C-29177), the City Council authorized execution of a design procurement agreement with Legends of Hanna Ranch Ltd., in the amount of$458,771.30 for design project, project management and real property staff cost. The replacement and upsizing of public sewer mains M-295 and M-329 located in the Village Creek basin southeast of 1-35 and E. Altamesa Blvd provide additional capacity for future growth within the basin. Amendment No. 1 will fund costs associated with Engineering services for additional sewer design and IPRC Plan Review Fees for increased project limits for M-329 extended west to Wichita Steet, from the manhole northeast of the intersection of Thompson Street & E. Trammel Ave to the manhole at the intersection of Wichita Street and Lee Street for the Hanna Ranch M-392 and M-295 Replacement project. $150,451.34 is allocated for additional engineering services and $7,800 allocated for IPRC plan review fees for a total amount of$158,251.34 This project is anticipated to be included in a future revenue bond issue for the Water and Sewer Fund. Because these costs are nessessary towards the overall construction of the capital project and will be capitalized as part of the project costs, they are eligible for debt financing. Available cash within the Water and Sewer portfolio and the City's portfolio along with the authority authorized under the Callable Commercial Paper Program (CP) will be used to provide interim financing for this project until debt is issued. To the extent resources other than the Water and Sewer portfolio are used to provide interim financing, the Water and Sewer Fund will be charged interest that is equivalent to the overall rate of return being earned by the City portfolio (currently approximately 2.28 percent annually). Should the City's portfolio not support the liquidity needed to provide an interim short-term financing source, another funding source will be required, which could mean issuance of securities http://apps.cfwnet.org/council_packet/mc review.asp?ID=27705&councildate=3/3/2020 7/27/2020 M&C Review Page 2 of 3 under the CP Program or earlier issuance of Water and Sewer revenue bonds than is currently planned. Once debt associated with this project is sold, bond proceeds will be used to reimburse the Water and Sewer portfolio and the City's portfolio in accordance with the attached Reimbursement Resolution. The City Council adopted the Water Department's Fiscal Year 2019-2023 Five Year Capital Improvement Plan on September 18, 2018. This City Council adopted plan includes this specific project, with funding identified through the CP program to be reimbursed with future revenue bonds. In accordance with the provisions of the Financial Management Policy Statement, staff anticipates presenting revenue-supported debt issuances to the City Council for consideration within the next three years. This debt must be issued within approximately three years to provide reimbursement for these expenses. If that does not occur, the costs will no longer be reimbursable by issuing tax- exempt debt and the funding source will have to be made whole through budgetary methods. Adoption of this resolution does not obligate the City to sell bonds, but preserves the ability to reimburse the City from tax-exempt bond proceeds. Upon completion of the design, the construction of project will be publicly bid. Staff will present an M&C to the City Council seeking approval for the City to enter into a Community Facility Agreement with City Participation for the construction of the project. Funding for the infrastructure Improvements for public sewer main M-295 and M329 project is as depicted below: FUND Existing Additional Project Appropriations Appropriations Total* W&S Commercial $483,775.00 $158,252.00 $642,027.00 Paper-Fund 56017 * Numbers rounded for presentation purposes. This project is in COUNCIL DISTRICT 8 FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that upon approval of the above recommendations and adoption of the attached appropriation ordinance, funds will be available in the Water& Sewer Commercial Paper (W&S Commercial Paper) Fund for additional engineering design services for sewer rehab for the future growth of the Hanna Ranch M-295 Replacement project. Prior to any expenditure being incurred, the Water Department has the responsibility to validate the availability of funds. TO Fund Department Account Project Program Activity Budget Reference# Amount ID ID Year (Chartfield 2) FROM Fund Department Account Project Program Activity Budget Reference# Amount ID ID I Year Chartfield 2 Submitted for City Manager's Office by: Dana Burghdoff(8018) Originating Department Head: Chris Harder (5020) Additional Information Contact: Soon Wong (8369) ATTACHMENTS http://apps.cfwnet.org/council_packet/mc review.asp?ID=27705&councildate=3/3/2020 7/27/2020 M&C Review Page 3 of 3 60 HANNA RANCH DESIGN MAP Amended.pdf 60HANNA RANCH DESIGN AGREEMENT AMEND 1 56017 AO20 Rev.docx 60Hanna Ranch Design Amend 1 Reimb Resolution Rev.docx http://apps.cfwnet.org/council_packet/mc review.asp?ID=27705&councildate=3/3/2020 7/27/2020