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HomeMy WebLinkAboutContract 56778 12/03/2021 CSC No.56778 3:03 pm DESIGN PROCUREMENT AGREEMENT FOR EXTENSION OF M-584 SANITARY SEWER MAIN BETWEEN THE CITY OF FORT WORTH,TEXAS HPC WELLINGTON NANCE DEVELOPMENT CORPORATION AND 170 NORTHSTAR RANCH DEVELOPER,INC. This DESIGN PROCUREMENT AGREEMENT ("Agreement") is entered into by and between the City of Fort Worth("City"),a home-rule municipal corporation of the State of Texas, acting herein by and through,its duly authorized Assistant City Manager,HPC Wellington Nance Development Corporation ("HPC"), a Texas corporation, acting by and through its duly authorized representative, and 170 Northstar Ranch Developer, Inc. ("Northstar"), a Texas corporation,acting by and through its duly authorized representative. The City,HPC and Northstar are referred to herein individually as a"party" and collectively as the "parties". Recitals WHEREAS, HPC desires to make public infrastructure improvements in the City of Fort Worth, Texas or its extraterritorial jurisdiction by extending sanitary sewer main M-584 from approximately 800 feet south of Bent Oak Drive and 200 feet east of Wagley Robertson Road north to serve HPC's Wellington and Nance tracts; and WHEREAS,Northstar desires to extend sanitary sewer main M-584,approximately 23,500 feet in the north and northwest direction towards the Northstar Ranch development,through HPC's Wellington and Nance tracts; and WHEREAS, the City desires to participate in the design and construction of the sanitary sewer main in order to oversize the sanitary sewer main for anticipated future development in the surrounding area; and WHEREAS, the design and construction of oversized sanitary sewer main M-584 is collectively referred to as Extension of M-584 Sanitary Sewer Main ("Project") as generally depicted in Exhibit"A"which is attached hereto and incorporated herein by reference; and WHEREAS, City, HPC, and Northstar desire to enter into this Design Procurement Agreement for the design of the Project; and WHEREAS, City, HPC, and Northstar have determined that LJA Engineering, Inc. ("Design Consultant")should provide the design of the Project based on demonstrated competence and qualifications to perform the Design Consultant services for a fair and reasonable price; and WHEREAS, City staff have reviewed the scope, fee and schedule for the design of the Project and find them to be fair and reasonable; and WHEREAS, HPC will contract with Design Consultant to design the project; and OFFICIAL RECORD Design Procurement Agreement for Extension of M-584 Sanitary Sewer Main CITY SECRETARY FT. WORTH, TX WHEREAS, HPC and Northstar shall not earn any compensation or management fees related to the City's portion of the design fees paid to Design Consultant; and WHEREAS, City, HPC, and Northstar intend to execute a Community Facilities Agreement, or other similar agreement,that provides for the HPC to construct the Project and seek reimbursement from the City and Northstar for their collective share of the construction costs and eligible construction expenses as agreed by the City, HPC and Northstar in the Community Facilities Agreement; NOW, THEREFORE, for and in consideration of the above recitals and the mutual covenants and agreements herein contained,the City, HPC, and Northstar agree as follows: SECTION 1 GENERAL REQUIREMENTS 1.1 The Project will generally consist of the design of certain public infrastructure in the form of the extension of oversized sanitary sewer main M-584 from the approximately 800 feet south of Bent Oak Drive and 200 feet east of Wagley Robertson Road north through HPC's Wellington and Nance tracts as further depicted in Exhibit"A". The Project consists of a proposed gravity sewer line extending approximately 23,500 feet, varying in size up to approximately 36" and conveying a peak capacity of approximately 5,900 gallons per minute. Except as otherwise specified in this Agreement, the City's share of the Project design costs shall be 59.7% ("City's Share"), HPC's share of the Project costs shall be 31.3% ("HPC's Share"), and Northstar's share of the Project costs shall be 9.0% ("Northstar's Share"). 1.2 HPC will retain LJA Engineering, Inc. as the Design Consult for the Project pursuant to a written agreement attached hereto as Exhibit"B". Any changes to the agreement in Exhibit "B", including changes that increase Design Consultant's fee, shall be reviewed and approved by the City, HPC and Northstar and the parties will negotiate to determine the party responsible for the increased cost and amend this Agreement accordingly. 1.3 The Design Consultant shall provide a set of engineering drawings, renderings, contract specifications, estimates, and other documents necessary to construct the Project ("Construction Documents"). HPC will pay Design Consultant 31.3% of the design cost plus 75%of the City's 59.7%share. Northstar will pay Design Consultant 9%of the design cost plus 25% of the City's 59.7% share. The City shall reimburse HPC and Northstar for the City's Share of the design cost, not including the cost of easements, paid by HPC and Northstar in a combined amount not to exceed $280,888.50. City's total liability, collectively, to HPC and Northstar pursuant to this Agreement for the design cost, not including the cost of easements, shall not exceed $280,888.50. Upon completion of the Construction Documents by Design Engineer, HPC and Northstar shall submit to the City an invoice, a copy of all invoices from Design Consultant, and proof that HPC and Northstar have paid Design Consultant in full for the Construction Documents. City will reimburse HPC and Northstar for the City's Share of the design costs that were paid by Design Procurement Agreement for Page 2 of 19 Extension of M-584 Sanitary Sewer Main HPC and Northstar within 30 days after approval of the Construction Documents by the City and the City receiving the invoices and proof that Design Consultant has been paid in full. 1.4 Increases in Design Consultant's fees as a result of changes to the Project may vary from the standard 59.7%, 31.3%, 9.0% cost share split. Such increases in the Design Consultant's fees will be paid by the party or parties requesting or benefitting from the changes. 1.5 City shall have the ultimate right to approve or disapprove the Construction Plans and Construction Documents. 1.6 HPC shall pay 75% and Northstar shall pay 25% of the IPRC Engineering Review Fees. City shall not pay any portion of the IPRC Engineering Review Fees. 1.7 HPC shall submit the Project design to the City's Water Department and Northstar when the design is 30%, 60% and 90% complete for review and comment. Submission of the design to the Water Department at these intervals shall not constitute a filing with the City for approval pursuant to Chapter 212 of the Texas Local Government Code. The design of the Project shall not be submitted to IPRC for approval until the design is 100% complete. 1.8 No approvals or permits from the Texas Department of Transportation,railroad companies, the federal government, or, state, or local governmental agencies are anticipated. If such approvals are necessary for the Project, HPC shall be responsible for obtaining the approvals or permits, and HPC shall pay 75% of the cost and Northstar shall pay 25% of the cost. 1.9 HPC shall be responsible for advertising the public bids for the project in the newspaper with the costs shared on a 59.7% (City) 31.3% (HPC) 9.0% (Northstar) basis. City shall reimburse HPC for the City's portion of the cost to publish the advertisement of the public bids in the City's official newspaper within 30 days of receipt of an invoice from HPC, and proof of the cost. Public bids must be opened at City Hall, advertised in the City's official newspaper, and meet the requirements of Far North Fort Worth Municipal Utility District No. 1 of Tarrant and Wise Counties. The parties will review the bids and agree on the winning bidder before the winning bidder is notified. 1.10 It is anticipated that the Project will have minimal impact on surrounding properties and no public meetings will be necessary. If the City,HPC,or Northstar determine that a public meeting is needed, the City, HPC, and Northstar will cooperate to conduct the meeting. 1.11 HPC will dedicate easements for the Project, at no cost to the City or Northstar,within the Wellington and Nance tracts as depicted as SB 6, SB 7, and SB 8 in Exhibit"A". Northstar will negotiate to obtain easements outside the HPC property, consisting of easements in Fossil Creek Estates and Van Zandt Farms tracts as depicted as SB 11 and SB 14 in Exhibit "A". Any payments by Northstar to the property owners to obtain such easements will be Design Procurement Agreement for Page 3 of 19 Extension of M-584 Sanitary Sewer Main a project cost to be shared, with City to pay 59.7%, HPC to pay 31.3% and Northstar to pay 9.0%. The City shall reimburse Northstar for the City's share of the 59.7% of the easement cost in an amount not to exceed$150,543.74. If Northstar is unable to obtain the easements,the Far North Fort Worth Municipal Utility District No. I of Tarrant and Wise Counties ("District") will use its eminent domain authority to obtain the easements. Any easement acquisition by Northstar or the District must be approved by the City and HPC before the easement is acquired or Northstar shall bear the entire cost of such easement acquisition. Eminent domain costs incurred by the District will be a cost of the Project, with City to pay 59.7%, HPC to pay 31.3% and Northstar to pay 9.0%. City's total liability pursuant to this Agreement for easement cost, whether acquired by negotiation or by eminent domain, shall not exceed $150,543.74. 1.12 Each party is entitled to its prorata share of capacity in the sewer main based on their prorata monetary participation in this Agreement (59.7% City, 31.3% HPC and 9.0% Northstar). Each party's capacity cannot be re-allocated without its written consent. Land within the designated Wellington (SB 5, SB 6, and SB 7), Nance (SB 8), and Northstar Ranch (S132) service areas, as depicted in Exhibit "A," will not be subject to per acre or other capital recovery charges. As customers connect to and use the capacity of the sewer main reserved by the City (59.7% City capacity), the City, Northstar, and HPC are eligible to receive per acre reimbursement for the prorata cost each respective party incurred for the extension of the sewer main from the existing connection point to south of the Nance property(59.7% City, 31.3% HPC and 9.0% Northstar). HPC shall not be eligible for any prorata share reimbursement related to the portion of the sewer main extended through the Nance and Wellington tracts as such extension is a development requirement per the City's Installation Policy and Design Criteria for Water, Wastewater, and Reclaimed Water Infrastructure. Northstar and the City will be eligible for prorata share reimbursement through Wellington and Nance property to the most northern portion of the sewer extension. Prorata reimbursement through sewer per acreage charges as described herein shall not reduce the capacity reserved for HPC (31.3%) or Northstar (9.0%). Reimbursement shall not exceed the amounts expended by HPC and Northstar for the design and construction of the sewer main. 1.13 HPC has requested to construct the sewer main in two phases in order for the southern portion of the sewer ("Segment I") to be used while the northern portion of the sewer ("Segment 2") is still under construction. The offsite sewer main will be designed as two units, Segment I and Segment 2,under one set of construction plans with one City project number, one contract between HPC and the contractor and one community facilities agreement. The City will allow the school and any residential subdivision developments located with the preliminary plat known as the Nance Tract PP-21-007(the"Nance Tract''), as well as any other developments for which the City determines Segment I has capacity to connect to Segment I after Segment 1 has been fully constructed (including, but not limited to passing CCTV and vacuum testing, installation of epoxy manhole linings, installation of sewer location markers, and installation of seeding or sod), and passed Design Procurement Agreement for Page 4 of 19 Extension of M-584 Sanitary Sewer Main inspection by the City and the City's Construction Inspection Office and Water Department field operations personnel, and the City consents to the connection. The following outlines the timing and procedures related to HPC's connection to Segment 1 and Segment 2: a. Off-site plans must be filed with IPRC before or at same time as the on-site subdivision plans. The on-site subdivision plans may not be filed with IPRC before the off-site sewer plans. b. The off-site sewer will consist of: one City project number; one off-site sewer construction plan with part 1 and 2 for Segments 1 and 2 respectively; one community facilities agreement ("CFA") for both Segments of the off-site sewer; and one prequalified contractor to perform all off-site sewer work. Segment 1 shall be the portion of the off-site sewer south of design point 3 ("DPY) as depicted in Exhibit "A". Segment 2 shall be the portion of the off-site sewer from DP3 north to DP 1 as depicted in Exhibit"A". c. The off-site sewer will be publicly bid in compliance with the City's public bid requirements and processes, which Northstar has represented are sufficient for the District. d. An M&C must be approved by the City Council for the City's cost participation in the off-site sewer CFA. e. The off-site sewer CFA will be executed by the City, HPC and Northstar. f. The school and residential subdivision CFA(s)within the Nance Tract Preliminary Plat("Subdivision CFA")may be executed after the off-site sewer CFA is executed. Completion agreements may be used for the Subdivision CFAs for all infrastructure located within the platted boundaries. The completion agreement(s)cannot be used for any infrastructure outside the platted boundaries. Separate financial guarantees for infrastructure outside the platted boundaries must be provided. g. A hold will be placed on the Subdivision CFA(s)until Segment 1 is final accepted. Final acceptance shall mean the issuance of a letter by the City indicating that Segment 1 has been constructed in accordance with the City's standards, but shall not mean the execution of a greensheet or the maintenance bonds for Segment I becoming effective. h. The off-site sewer CFA must have a preconstruction meeting and go to construction before or at the same time as the Subdivision CFA(s). i. Before Segment 1 is final accepted, all routine testing of the Segment 1 sewer main must be completed with passing results and CCTV of the Segment 1 sewer main and all manholes in the Segment I sewer main, including their linings, shall be completed,reviewed and accepted. j. Segment 1 must be final accepted before Segment 2 and any Subdivision CFA infrastructure is accepted by the City. k. Subdivision CFA infrastructure must be completed, have a final inspection conducted, all punch list items must be addressed to the satisfaction of the City,and final accepted by the City after Segment 1 is final accepted. Design Procurement Agreement for Page 5 of 19 Extension of M-584 Sanitary Sewer Main 1. Subdivision final plats within the Nance Tract will follow the City's standard plat filing and approval process. Final acceptance of Segment 1 is required prior to approval of the final plats. m. Residential building permits will not be issued for the subdivision until all fees are paid and the final plat for the subdivision is filed with the City and recorded with the County. n. The certificate of occupancy for any structure within the Nance Tract cannot be issued until Segment 1 is final accepted by the City. o. The remobilization of the subcontractors for the Segment 2 CCTV and manhole linings shall be the sole cost of HPC. This cost will be captured with separate bid items for the remobilization. p. Construction of Segment I and Segment 2 shall be completed and final accepted by the City within 12 months of the pre-construction meeting. q. Segment 2 cannot be final accepted by the City until all testing of Segment 2 is completed with passing results and the CCTV and all manholes in Segment 2, including linings,is completed,reviewed and accepted by the City. r. No connections can be made to Segment 2 until the entire sewer line (Segment I and Segment 2) is completed and accepted by the City. Due to the increased cost associated with constructing in two units, such as remobilization costs for subcontractors performing CCTV, vacuum testing, epoxy lining,marker installation, seeding and sod, HPC will be responsible for all additional incremental costs solely related to constructing in two Segments instead of one Segment as a separate line item outside the cost share percentage split. HPC will be responsible for ensuring that the bid documents clearly indicate that the Project will be constructed in two Segments and have a line item for the bidders to indicate the additional costs attributable to constructing the Project in Segments. The contract between HPC and the contractor, and the community facilities agreement,will specify that while Segment I will be accepted by the City and used by the subdivision(s)prior to acceptance of Segment 2, the entire sewer line is not accepted by the City and the maintenance bonds will not be effective until the green sheet for the entire sewer line is executed by the City's Assistant City Manager. SECTION 2 TERMINATION 2.1 Termination. This Agreement may be terminated without cause by any party upon delivery of written notice to the other parties of such intent to terminate. 2.2 Ownership of Plans. City and Northstar shall own the plans and other documents and work product Design Consultant creates for the Project. In the event this Agreement is terminated, City and Northstar shall each have the right to enter into an agreement with Design Consultant to complete Design Consultant's services for the Project. HPC shall include the City's and Northstar's ownership rights in the plans and the City's and Design Procurement Agreement for Page 6 of 19 Extension of M-584 Sanitary Sewer Main Northstar's right to enter into an agreement with Design Consultant to complete the design in HPC's agreement with the Design Consultant. 2.3 Fiscal Funding Out. Notwithstanding anything to the contrary, if, for any reason, at any time during the term of the Agreement, the Fort Worth City Council fails to appropriate funds sufficient for the City to fulfill its obligations under this Agreement, the City may terminate the portion of the Agreement regarding such obligations to be effective on the later of: (i) delivery by the City to Developer of written notice of the City's intention to terminate or (ii) the last date for which funding has been appropriated by the Fort Worth City Council for the purposes set forth in this Agreement. SECTION 3 FORCE MAJEURE 3.1 If any Parry is unable, either in whole or part,to fulfill its obligations under this Agreement due to acts of God; strikes, lockouts, or other industrial disturbances; acts of public enemies; wars; blockades; insurrections; riots; epidemics; public health crises; earthquakes; fires; floods; restraints or prohibitions by any court, board, department, commission, or agency of the United States or of any state; declaration of a state of disaster or of emergency by the federal, state, county, or City government in accordance with applicable law; issuance of a Level Orange or Level Red Alert by the United States Department of Homeland Security; any arrests and restraints; civil disturbances; or explosions; or some other reason beyond the Parry's reasonable control (collectively, "Force Majeure Event"), the obligations so affected by such Force Majeure Event will be suspended only during the continuance of such event. SECTION 4 LIABILITY AND INDEMNIFICATION 4.1 HPC SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF HPC, ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES. 4.2 NORTHSTASR SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANYAND ALL PERSONS, OFANYKIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF NOR THSTAR,ITS OFFICERS,AGENTS, SERVANTS OR EMPLOYEES. 4.2 HPC 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, Design Procurement Agreement for Page 7 of 19 Extension of M-584 Sanitary Sewer Main INCLUDING, BUT NOT LIMITED TO, THOSE FOR PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO HPC'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) HPC'S BREACH OF ANY OF THE TERMS OR PROVISIONS OF THIS AGREEMENT; OR (II) ANY NEGLIGENT ACT OR OMISSION OR INTENTIONAL MISCONDUCT OF HPC, ITS OFFICERS, AGENTS, ASSOCIATES, EMPLOYEES, CONTRACTORS (OTHER THAN THE CITI), OR SUBCONTRACTORS RELATED TO THE PERFORMANCE OF THIS AGREEMENT, EXCEPT THAT THE INDEMNITY PROVIDED FOR IN THIS SECTION SHALL NOT APPLY TO ANY LIABILITY RESULTING FROM THE SOLE NEGLIGENCE OF THE CITY OR ITS OFFICERS, AGENTS, EMPLOYEES, OR SEPARATE CONTRACTORS, AND IN THE EVENT OF JOINT AND CONCURRENT NEGLIGENCE OF HPC, NORTHSTAR, AND CITY, RESPONSIBILITY, IF ANY, SHALL BE APPORTIONED COMPARATIVELY IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS. NOTHING HEREIN SHALL BE CONSTRUED AS A WAIVER OF THE CITY'S GOVERNMENTAL IMMUNITYAS FURTHER PROVIDED BY THE LAWS OF TEXAS. 4.3 NORTHSTAR 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,BUTNOTLIMITED TO, THOSE FOR PROPERTYDAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO NORTHSTAR'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) HPC'S BREACH OFANYOF THE TERMS OR PROVISIONS OF THISAGREEMENT; OR (II) ANY NEGLIGENT ACT OR OMISSION OR INTENTIONAL MISCONDUCT OF HPC, ITS OFFICERS, AGENTS, ASSOCIATES, EMPLOYEES, CONTRACTORS (OTHER THAN THE CITI), OR SUBCONTRACTORS RELATED TO THE PERFORMANCE OF THIS AGREEMENT, EXCEPT THAT THE INDEMNITY PROVIDED FOR IN THIS SECTION SHALL NOT APPLY TO ANY LIABILITY RESULTING FROM THE SOLE NEGLIGENCE OF THE CITY OR ITS OFFICERS, AGENTS, EMPLOYEES, OR SEPARATE CONTRACTORS, AND IN THE EVENT OF JOINT AND CONCURRENT NEGLIGENCE OF HPC, NORTHSTAR, AND CITY, RESPONSIBILITY, IF ANY, SHALL BE APPORTIONED COMPARATIVELY IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS. NOTHING HEREIN SHALL BE CONSTRUED AS A WAIVER OF THE CITY'S GOVERNMENTAL IMMUNITYAS FURTHER PROVIDED BY THE LAWS OF TEXAS. 4.4 HPC's agreement with the Design Consultant shall include a release and indemnity in favor of the City in substantially the following form: "DESIGN CONSULTANT SHALL INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF FORT WORTH AND 170 NORTHSTAR RANCH DEVELOPER, INC. AGAINST LIABILITY FOR ANY DAMAGE CAUSED BY OR RESULTING FROM AN ACT OF Design Procurement Agreement for Page 8 of 19 Extension of M-584 Sanitary Sewer Main NEGLIGENCE,INTENTIONAL TORT,INTELLECTUAL PROPERTY INFRINGEMENT, OR FAILURE TO PAY A SUBCONTRACTOR OR SUPPLIER COMMITTED BY THE DESIGN CONSULTANT OR DESIGN CONSULTANT'S AGENT, CONSULTANT UNDER CONTRACT, OR ANOTHER ENTITY OVER WHICH THE DESIGN CONSULTANT EXERCISES CONTROL." SECTION 5 INSURANCE 5.1 HPC and Northstar shall maintain the insurance requirements set forth in Exhibit "C", which is attached hereto and incorporated herein for all purposes. 5.2 HPC shall require in its contract with Design Consultant that City and Northstar are listed as an additional insured on Design Consultant's insurance policy and that the insurance policy meets the requirement set forth in Exhibit"C". SECTION 6 NONDISCRIMINATION 6.1 HPC and Northstar shall not engage in any unlawful discrimination based on race, creed, color,national origin, sex, age,religion, disability,marital status,citizenship status,sexual orientation or any other prohibited criteria in performing the services under this Agreement. SECTION 7 VENUE AND CHOICE OF LAW 7.1 HPC,Northstar, and City agree that this Agreement shall be construed in accordance with the laws of the State of Texas. 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. SECTION 8 THIRD-PARTY RIGHTS AND ASSIGNMENTS 8.1 The provisions and conditions of this Agreement are solely for the benefit of the City,HPC and Northstar, and any lawful assign or successor of the parties, and are not intended to create any rights, contractual or otherwise,to any other person or entity. 8.2 HPC and Northstar agree that they will not subcontract or assign all or any part of their rights, privileges or duties hereunder without the prior written consent of the other parties, and any attempted subcontract or assignment of same without such prior consent of the other parties shall be void. SECTION 9 BINDING COVENANTS Design Procurement Agreement for Page 9 of 19 Extension of M-584 Sanitary Sewer Main 9.1 Subject to the limitations contained herein,the covenants,conditions and agreements made and entered into by the parties hereunder are declared to be for the benefit of and binding on their respective successors,representatives and permitted assigns, if any. SECTION 10 INDEPENDENT CONTRACTOR 10.1 HPC and Northstar shall perform all work and services hereunder as an independent contractor,and not as an officer,agent,servant or employee of the City. HPC and Northstar shall have exclusive control of, and the exclusive right to control the details of the work performed hereunder, and all persons performing same, and shall be solely responsible for the acts and omissions of their officers, agents, employees and subconsultants (or subcontractors). Nothing herein shall be construed as creating a partnership or joint venture between the City, HPC, and Northstar, or their officers, agents, employees and subconsultants (or subcontractors), and doctrine of respondent superior has no application as between the City and HPC or the City and Northstar. SECTION 11 AMENDMENTS, CAPTIONS,AND INTERPRETATION 11.1 Except as otherwise provided in this Agreement, the terms and provisions of this Agreement may not be modified or amended except upon the written consent of the parties. 11.2 Captions and headings used in this Agreement are for reference purposes only and shall not be deemed a part of this Agreement. 11.3 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. SECTION 12 GOVERNMENTAL POWERS AND IMMUNITIES 12.1 It is understood that by execution of this Agreement, the City does not waive or surrender any of its governmental powers or immunities. SECTION 13 AUTHORIZATION AND COUNTERPARTS 13.1 By executing this Agreement,the person signing below affirms that he or she is authorized to execute this Agreement and that all representations made herein with regard to the signer's identity, address, and legal status are true and correct. 13.2 This Agreement may be executed in several counterparts, each of which will be deemed an original,but all of which together will constitute one and the same instrument. Design Procurement Agreement for Page 10 of 19 Extension of M-584 Sanitary Sewer Main SECTION 14 SEVERABILITY AND NO WAIVER 14.1 It is agreed that in the event any covenant, condition or provision herein contained is held to be invalid by any court of competent jurisdiction, the invalidity of such covenant, condition or provision shall in no way affect any other covenant, condition or provision, and does not materially prejudice any party in connection with the rights and obligations contained in the valid covenants, conditions or provisions of this Agreement. 14.2 The failure of any party to insist upon the performance of any term or provision of this Agreement 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. SECTION 15 COMPLIANCE WITH LAWS 15.1 This Agreement is 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. 15.2 If City notifies HPC or Northstar, or any of their officers, agents, employees, contractors, subcontractors,licensees,volunteers, or invitees of any violation of such laws, ordinances, rules or regulations, HPC and Northstar shall immediately desist from and correct the violation. SECTION 16 NOTICES 16.1 Notices to be provided hereunder shall be sufficient if forwarded to the other parties by hand- delivery or via U.S. Postal Service certified mail, postage prepaid, to the address of the other party shown below: To the City: To Developer: Fort Worth Water Department HPC Wellington Nance Attn: Development Corporation 200 Texas Street 3001 Knox St Ste 405 Fort Worth, Texas 76102 Dallas, TX 75205-5586 With copies to: To Developer: City Attorney's Office 170 Northstar Ranch Developer, Inc. City of Fort Worth 3045 Lackland Road 200 Texas Street Fort Worth, TX 76116-4121 Fort Worth, Texas 76102 Design Procurement Agreement for Page 11 of 19 Extension of M-584 Sanitary Sewer Main And City Manager's Office City of Fort Worth 200 Texas Street Fort Worth, Texas 76102 SECTION 17 HEADINGS 17.1 The headings contained herein are for the convenience in reference and are not intended to define or limit the scope of any provision of this Agreement. SECTION 18 RIGHT TO AUDIT 18.1 HPC and Northstar agree that the City shall,until the expiration of three (3)years after final payment under this Agreement, have access to and the right to examine any directly pertinent books, documents, papers and records involving transactions relating to this Agreement. HPC and Northstar agree that the City shall have access during normal working hours to all necessary HPC and Northstar facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. The City shall give HPC and Northstar reasonable advance notice of intended audits. 18.2 HPC shall include in its contract with the Design Consultant a right until the expiration of three (3)years after final payment under this Agreement,to have access to and the right to examine any directly pertinent books, documents,papers and records of Design Consultant involving transactions relating to this Agreement and the agreement between HPC and Design Consultant. The Design Consultant must agree that the City shall have access during normal working hours to all necessary Design Consultant facilities, and shall be provided adequate and appropriate work space, in order to conduct audits in compliance with the provisions of this section. The City shall give Design Consultant reasonable advance notice of intended audits. SECTION 19 PROHIBIT ON BOYCOTTING ISRAEL 19.1 HPC and Northstar acknowledge that in accordance with Chapter 2271 of the Texas Government Code,the City is prohibited from entering into a contract for goods or services with a company with 10 or more full-time employees that has a value of$100,000 or more that is to be paid wholly or partly from public funds of the City 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" Design Procurement Agreement for Page 12 of 19 Extension of M-584 Sanitary Sewer Main have the meaning ascribed to those terms by Chapter 2271.001 of the Texas Government Code. By signing this Agreement, HPC and Northstar certify that their signature provides written verification to the City that HPC and Northstar: (1) do not boycott Israel; and(2) will not boycott Israel during the term of this Agreement. SECTION 20 PROHIBITION ON BOYCOTTING ENERGY COMPANIES 20.1 HPC and Northstar acknowledge that in accordance with Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2, the City is prohibited from entering into a contract for goods or services that has a value of$100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10 or more full-time employees unless the contract contains a written verification from the company that it: (1) does not boycott energy companies; and (2)will not boycott energy companies during the term of the contract. The terms "boycott energy company" and "company" have the meanings ascribed to those terms by Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg.,R.S., S.B. 13, § 2. To the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement, HPC and Northstar certify that their signature provides written verification to the City that HPC and Northstar: (1) do not boycott energy companies; and (2) will not boycott energy companies during the term of this Agreement. SECTION 21. PROHIBITION ON DISCRIMINATION AGAINST FIREARM AND AMMUNITION INDUSTRIES 21.1 HPC and Northstar acknowledge that except as otherwise provided by Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1,the City is prohibited from entering into a contract for goods or services that has a value of$100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10 or more full-time employees unless the contract contains a written verification from the company that it: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate during the term of the contract against a firearm entity or firearm trade association. The terms "discriminate," "firearm entity" and "firearm trade association" have the meaning ascribed to those terms by Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1. To the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement, HPC and Northstar certify that their signature provides written verification to the City that HPC and Northstar: (1) do not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and(2)will not discriminate against a firearm entity or firearm trade association during the term of this Agreement. Design Procurement Agreement for Page 13 of 19 Extension of M-584 Sanitary Sewer Main SECTION 22 SOLE AGREEMENT 22.1 This Agreement, including any exhibits attached hereto and any documents incorporated herein, contains the entire understanding and agreement between the parties, and any lawful assign and successor of the parties, 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. [SIGNATURES ON FOLLOWING PAGE] Design Procurement Agreement for Page 14 of 19 Extension of M-584 Sanitary Sewer Main IN WITNESS THEREOF, the parties have made and executed this Agreement to be effective on the date signed by the Assistant City Manager. CITY OF FORT WORTH: HPC WELLINGTON NANCE DEVELOPMENT CORPORATION: 19ana ffig(4 h-do c ' Q1 Z-Ie� Dana Burghdoff ec 1,202121:45 CST) Ben Luedtke(Nov 30,202115:47 CST) Dana Burghdoff Assistant City Manager Date: Dec 1,2021 Date: Nov 30,2021 RECOMMENDED BY: 170 NORTHSTAR RANCH DEVELOPER, INC.: C&6�-Harder Chris Harder(Nov 30,202116:40 CST) go Chris Harder Kim gill(Nov 30,02115:00 CST) Director, Water Department APPROVED AS TO FORM AND LEGALITY: Date: Nov 30,2021 Richard A.McCracken(Dec 1,202112:31 CST) Richard A. McCracken Sr. Assistant City Attorney g4�4�nn� ATTEST: FORr � 00 ° o'pad a °0:C ° 2 ° ° ° °°° City Secretary ���°°0°°°°° 0° Contract Compliance Manager �t��nEXp�o- Dec 3,2021 By signing I acknowledge that I am the Date person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting AGREEMENT AUTHORIZATION: requirements. ('� V Ihal SW M&C: 2 1-0625 Vishal Sood(Nov 30,2021 15:51 CST) Date approved: 8/24/21 Name: Vishal Sood Form 1295: 2021-741009 and 2021-782022 Title: Senior Professional Engineer Design Procurement Agreement for OFFICIAL RECORD Extension of M-584 Sanitary Sewer Main CITY SECRETARY FT. WORTH, TX EXHIBIT A Design Procurement Agreement for Page 16 of 19 Extension of M-584 Sanitary Sewer Main - Fq COSTSHARING CALCULATION TABLE °y Average Estimated Length of FLOW ALLOCATION GPM Beginning Ending Wellington Flow Gravity Sewer Line Wellington (Average)x Northstar CFW Segment Segment Northstar CFW &Nance o (gpm) (feet) &Nance Length �g SB1 1 2 1,446 3,384 13.02% 22.85% 64.13% 4,892,996 636,982 1,117,895 3,138,120 (Northstar 2 3 1,704 3,464 11.05% 31.39% 57.570 5,902,869 652,040 1,852,759 3,398,070 HRAMHO,LL 3 4 2,136 6,062 8.81% 35.11% 56.08% 12,946,827 1,141,070 4,545,364 7,260,393 Offsite) 4 5 2,196 2,520 8.57% 34.15% 57.28% 5,533,340 474,348 1,889,528 3,169,465 1 o�p Po 5 6 2,478 5,312 7.60% 3026% 62.15% 13,163,708 999,895 3,983,005 8,180,808 'm FN 1 Existing _ 6 Gravity 2,478 2,802 7.60% 3026% 62.15% 6,943,658 527,430 2,100,975 4,315,253 m o s Main - �yo`�°m o° TOTALS: 49,383,398 9.0% 301.3% 59.7% 9, 002 ;6 ¢o+cM w Z8•B." / SB2 aRivATE SO-asn LL (Northstar) s''m�°9m ma:aR °g.,e299a z p e _�S mmSS-1]355 �oDD a r0 DPO uFr g:.7 O 1u1-6,qNN p$q„ o p 4S-17953 d Nv .m 0 — ` MEADows �' ARrESA� y015 �a0R�.1�8..¢ � NIP 8" IS,8..� Q, a -16``3��� S q`82 INT � e sEN RA 1 S-1 211 8 N��rwy"sAHe" R o ETILN ..e•. _ 0 a A ING STAR 6 E. c- xJ eo'" �Geo zm:lsfto8 a �m"'a• eLDE DRo '"'�S,c a °N o z 3W°o BLUFF e`� �c�'I ALE eo Po w 8,• ..� .a 5 P�mme y a•' 518369 a• R m p o a AS_ -A B �3 6sr E'mn me - ak °..d woo0s�e J N nsTory �a�/. o o T n IaA 30"3p MbAB 30"30"3 °30'•SOe gz MEADows 8'• NO� 15 ¢�S a m 9� 30"dpn8p^o AwPNQE y ° m oRry esF E°sr bw f§MOT q5 of S�T� ''� Tqy d LL LS I-S %e o�, �, eRI s1sm 2^ 1b M ��•stm o; 3ND s°PR"IN 1� y 9y<t m S-14405 S-1)t4 i5 K N6- BEAR M1EIa IL d n 5 w N"8-13097 8"8" t3°g 8" a o JB �O �4 3 cftossMc a N oe o ? c NwA G 2 N°RF£K m FNftWOY o m y f °2 se mGc B iEwW I- vA 6 w L 1287P m m o. WILLOW SPRINGS R HnsLAT 0 x m ?¢pw nn z m_ e _ o ,1 m * Avo"DALEHASLET 15"w15••516136 W00 15"15" h=8" D 8 d Z MEREDDHc EN NHG u. -. S+�c Jza P``� WW, — , Tun " yhgL 'e 5 N ,iF�9 Iww ='4• RE EL SNDLM �e A sR e I u P3lNaW RUNGS B. �o eo �$ Rue 3 ¢ ro 8 h�Hoy N .(1'O W(oF S-171fi9S 8•18..8.8..a^o m 1 °NQ SR DUR <'o RowEMi ,� 5 ygH/Zgr ] AN ">� RB^Sg m ` 8 70 o. SB3 'cy 18273 a ��E �� (West of = qyz G'C" US287) R RE °°E h DPI:(Beginning of the gravity line) DN o E SB4 — (WelN T MAM [fin _ TIN6L ° 3 9 m w 1Q 'DR LEs SB6 (HicksAirfi Wellingto (8�>oeD tiny ti° PP�wD Ranch/SunValley 132) _ R �'a� "a y m o pg�y�J��°p 2�F yo�f° cm on MoO�CNsN �m� - _8w..odN�B�F• g^eRSeH>r O �o �o wmA M ° Estat " "ft�ft SDP2 " e EMDND�uEM w z NEsoME 1. TAI BLUEMOUNDLorve10MEeSB7 DP3 N, NGjNGQ°AL AKM(Wellingt D1) _ S. eROADMO A- aE-E AIRIE o HcAoAE cHo 16•5.17946 12 12 m12. Q IMeERr MESA ooWPo8'mc \ 1] 3B0.EECE 2 ou"THr (Norr 8 ' " � 18sA746 = EA— TING aEDEN m 1wls o mm" �vre vgNRNncI-E 10.. Es; �N "Qv.vr z e2 sT iWisiirvc s 8. gsE 10'•h rsS °+o Sp8 AO` S-18106 8'ou 4Y N o °rvTRY rc GB8 8 Pry (Nance gNq'AIDADq� $ ND 8. (Nance R°°k J Tract) SB11m EEN p S o A'.. 'A.a`# `E DP5 ° °° (Van Zandt ° �' oHq[k HILLSHIREA Undeveloped Area Farm) "�« L.1281 y12^o y�°SY+ b 0' m Developed Area a _ 740 xr , ` 8 -�' S-1 979 t DP4 SB12 C Study Area (Edwards-Sampson) �8'8.. LEA-RE- Without Aa w 9� 9 SB14 =om �s��EDRE mw��ti"es Approved Study (Fossil m 5 8..S"a m MEi y SB13 Creek 1-1133006° 8 e *3m�m i 2a e • Design Point (Hicks Field) H°LL°w3 =8••3p DP6 5 8.8.: 8'• •• t�'g0.S n m Proposed Gravity Main T s FELD Sm'N9m1e.� 41MR Proposed 0.oKSN i m 5,166r3 8"S-16684 5 ss ->—> Existing Sewer Main ^A� mm mN (n s1s 6: m -DER„cw.Neaooft 9q� ]?� W Cif 8"DESIN PGPp00. t 5-15921 0 0 „18••18'18^ 8"8'F-RAFT. .� �I l cry Flood Plain 5-15923 +$¢ 5130168'r m N °N Connect to existing'gravity main 6 DN 5m N a eAreREEIE r�,e;. r sP - CFO MAN wx6HuN4TE k S s:SygT 8. ¢ YA v N rrvi YTus er2/2021 �j p p �}GOPVRIDUCTION IS VOF FORTATIO WORTH Sewer Capacity Analysis of FORTWORTH UNAUTHORIZED REPRODUCTION CITY VIOLATION OFAPPLICABLE LAN5. \\\\ THIS DATA IS TO BE USED FOR A GRAPHICAL REPRESENTATION ONLY CIP TT IV THE ACCURACY IS NOT TO BE TAKEN I USE AS DATA PRODUCED FOR Jjj[5O ENGINEERING PURPOSES OR BV A REGISTERED PROFESSIONAL LAND WATER I SURVEYOR.THE CITY OF FORT WORTH ASSUMES NO RESPONSIBILITY N (Wellington Sewer Main) FORTHEACCURACY OF SAID DATA. Feel EXHIBIT B (AGREEMENT BETWEEN HPC AND ENGINEER) Design Procurement Agreement for Page 17 of 19 Extension of M-584 Sanitary Sewer Main DocuSign Envelope ID:DEA12F29-D976-4DD8-BDDB-175D51 BF23B3 LA14 6060 N Central Expressway,Suite 400.Dallas,Texas 75206 LJA ENGINEERING t 469.621.0710 LJA.com TBPE F-1386 May 24, 2021 PROPOSAL Ben Luedtke HPC Wellington Nance Development Corporation 3001 Knox Street, Suite 405 Dallas, Texas 75205 Re: M-584 Sanitary Sewer Main City of Fort Worth, Tarrant County, Texas LJA Job No. NT360-0011 M LJA Proposal No. 21-1167R Dear Mr. Luedtke: LJA Engineering, Inc. is pleased to submit this proposal for the following services in accordance with the terms and conditions set forth in the attached Professional Services Agreement(PSA). PROJECT DESCRIPTION Scope and fee herein anticipate the preparation of one Public Infrastructure plan set, associated easements, and construction administration for the following sanitary sewer route (aka "Site" within this proposal)as shown on Exhibits A, B and C. M-584 Sewer Main—Sewer Main • Wellington and South o Estimated total installed cost-$5.OMM ■ Estimated 14 Month Construction Duration 0 22,640 LF Total: ■ 10,240 LF 21" Gravity Sewer ■ 12,400 LF 24" Gravity Sewer • Project will provide capacity for areas as depicted in Exhibit B(Sewer Capacity Analysis from City of Fort Worth dated 02/10/21) NT360-0011M/21-1167 DocuSign Envelope ID:DEA12F29-D976-4DD8-BDDB-175D51 BF23B3 Ben Luedtke May 24, 2021 Page 2 of 9 SCOPE OF SERVICES PRELIMINARY SERVICES 139. PIPELINE LOCATION /SUE COORDINATION Coordinate with the pipeline companies and prepare exhibits depicting the approximate location of municipal utilities, drainage, and/or oil/gas pipelines anticipated for project route. In conjunction with Client and pipeline companies, provide exhibits and field survey for the"pot hole"(SUE Level A)shots on covered lines (field work performed previously). Include findings in construction plans. 153.ALIGNMENT ANALYSIS AND NEGOTIATION Prepare a routing map for both segments which describes the sewer alignment, that was previously walked and agreed to, and affected parcels. Provide this routing map to stakeholders for review. Included in this task is one round of revisions based on stakeholders comments. Meet with City to discuss routing map and proposed sanitary alignment. Included in this task is one round of revisions, based on meetings and discussions with city. 169. JURISDICTIONAL WATERS DELINEATION Identify potential jurisdictional Waters of the U.S. (WOUS) that may be present along the project alignment. Potential jurisdictional waters of the U.S.will be identified by review of NRCS Soil Surveys, review of aerial photographs, and site reconnaissance for wetland indicators. Provide findings in a report, including a map, that will include sufficient detail for submittal to the USACE as a request for official determination of the identified WOUS limits. This scope does not include the preparation of a Pre-Construction Notification to the USACE. It is anticipated that impacts will qualify under nation-wide permits and not require PCN. Review construction plans to determine if a permit from USACE will be required to accomplish the proposed work. Provide a letter detailing if the project requires a permit and discuss permitting options as required. DESIGN SERVICES 425. CONSTRUCTION PLANS Prepare one set of plans for the construction of erosion control, easement/access, grading, and sanitary sewer. Upon completion of the plans, process the plans through the City for approval. Submittals to occur at 30%, 60%, 90%, and 100% milestones. Should items outside this Scope of Services including special studies or non-standard structures be required, an additional services request will be submitted. NT360-OO11M/21-1167 DocuSign Envelope ID:DEA12F29-D976-4DD8-BDDB-175D51 BF23B3 Ben Luedtke May 24, 2021 Page 3 of 9 470. DESIGN COORDINATION Attend meetings and coordinate with franchise utility providers, environmental consultant, Tarrant County and others along the route of the M-584 sewer main, including sharing of files and coordination meetings, as requested by Client.Attend Utility Clearance Meeting with City. 490. SPECIFICATIONS & CONTRACT DOCUMENTS Prepare one standard City specifications and contract document books for all infrastructure located within right-of-way and easements to be dedicated to the City. This scope includes coordination with the awarded contractor and owner to obtain items required within the documents (certificates of insurance, bonds, signatures, etc.). CONSTRUCTION PHASE SERVICES 500. BIDDING SERVICES Obtain one set of quantities for bidding purposes and assemble construction bid documents for grading, utilities, and paving. These packages will include a bid schedule and specifications. Assist the Client in the advertisement of the Project for bid, including preparation and distribution of notices, invitation, bid conditions, and prequalification forms. Upload bids and easements documents into Accela and BIM 360. Attend Pre-Bid Meetings with prospective bidders as required by the bid documents. Collect, open (at City Facility with City staff), and tabulate bids in accordance with the bid documents and make a recommendation to the Client regarding award of the proposed construction contract. Consult with and advise the Client and City IPRC Project Manager as to the professional responsibility and acceptability of the bidders and of any subcontractors or persons proposed by the bidders, provided such information is required from the bidders, including review of the bidder's qualifications statement. Forward to the Client and City IPRC Project Manager a recommendation regarding award of the construction contract in accordance with the bid documents. Prepare construction contract documents for execution by the Owner and contractor, as necessary. The contract documents will be provided to the Developer and City for their review of appropriate sections. 545. CONSTRUCTION ADMINISTRATION Prepare Notice of Award. Attend pre-construction conferences and attend progress meetings and other job conferences as required. Make periodic visits to the site to observe the progress of construction activity and to determine, in general, if the work is proceeding in accordance with the information given and the design concept expressed in the Contract Documents. This review should not be in lieu of work performed by City NT360-OO11M/21-1167 DocuSign Envelope ID:DEA12F29-D976-4DD8-BDDB-175D51 BF23B3 Ben Luedtke May 24, 2021 Page 4 of 9 Inspectors but will be more general in nature. LJA has no responsibilities for project's safety, construction means and methods or construction quality, cost or schedule. Request inspection fees from city based on final Construction Plans. Coordinate with contractor and owner regarding plan interpretation and attend meetings and site visits as required. Consult with and advise the Client, issue instructions to the Contractors on behalf of and as requested by the Client. Receive, review and maintain log of submitted shop drawings. Prepare/Review Contractor change orders as required. Review monthly and final estimates for payment to Contractor. Accompany Client and the City Staff on their final inspection of the project for compliance with the Contract Documents. Maintain orderly files for correspondence, reports of job conferences, Contract documents including all addenda, change orders, field orders, additional drawings issued subsequent to the execution of the Contract, the Engineer's clarifications and interpretations of the Contract documents, progress reports, cut sheets, and other Project related documents. Revise contract drawings, based on information (including GPS "as-built shots") provided by the contractor, to show the work as actually constructed; furnish a set of prints of these revised drawings to agencies as required. These are not certified as as-built plans but will be record drawings as signed by contractor. Furnish a set of these Record Drawings, signed and sealed, in CAD and PDF format, to the Client and the City. Assist the Client in obtaining final acceptance of the project by the City, utility providers, and TCEQ as required. Coordinate with Contractor for final contract documents and project closeout. Issue certification to the Client that the Project, or any phase thereof, has been completed in accordance with the construction contract documents. Provide construction documentation as required by other agencies, including the city, and county having jurisdictional authority. NT360-0011M/21-1167 DocuSign Envelope ID:DEA12F29-D976-4DD8-BDDB-175D51 BF23B3 Ben Luedtke May 24, 2021 Page 5 of 9 SURVEYING SERVICES 610. TOPOGRAPHIC (DESIGN)SURVEY Supplement previously performed topographic survey. Perform a field topographic survey in compliance with the standards and specifications of a Category 6, Topographic Survey as defined in the current Manual of Practice for Land Surveying in the State of Texas, published by the Texas Society of Professional Surveyors. The survey shall consist of elevations taken every 50'along sanitary alignment at center and at 25'and Wright and left(adjusted for tops/toes of slope). If any additional area is needed it shall be accomplished with field shots including tops/toes of slopes, and a 100'x100' grid to complete the topography. Field shots including tops/toes of slopes, and a 100' x 100' grid to complete the topography. Existing perimeter streets, existing on-site structures,visible utility appurtenances, etc. will also be located. Unless otherwise specified, the survey will be established using physical monumentation to identify the horizontal and physical control for the project area. The vertical control will be adjusted to North American Vertical Datum (NAVD)88 for orthometric heights and GEOID 12A for geoidal separations with references to published benchmark information (if available). 630. CLEARING/PERIMETER EROSION CONTROL STAKES Provide one set of stakes to delineate the limits of clearing. Provide one set of stakes for perimeter erosion control. Stakes will be set at 100' intervals. 650. SANITARY SEWER CONTROL Provide electronic files to contractor. Provide control stakes and monument staking for contractor to perform construction staking. Contractor to provide cut sheets to City. SPECIAL SERVICES 800. DEVELOPMENT SERVICES Provide miscellaneous services as requested by the Client throughout the development process. Tasks may include, but are not limited to, the preparation of the following: • Miscellaneous Exhibits • Row Map • Cost Sharing Analysis • Funding Support • Public Meeting/Involvement(Prepare materials.Attend and Lead public meetings,as required) 820. EASEMENT LEGAL DESCRIPTIONS AND EXHIBITS Perform necessary boundary resolution for this scope. Prepare a metes and bounds legal description and graphic exhibit for the purpose of describing the location of an easement specified by the Client. NT360-OO11M/21-1167 DocuSign Envelope ID:DEA12F29-D976-4DD8-BDDB-175D51 BF23B3 Ben Luedtke May 24, 2021 Page 6 of 9 Each legal description will be prepared based on a field survey of the subject tract or tracts of land affected by the easement.The easement description will meet the current Texas Board of Professional Land Surveying Standards and Procedures of Practice. The descriptions and exhibits will be provided to the Client or Client's agent to be included as part of the easement documents(prepared by others). This task will also include tracking the easements. Estimated: 12 Easements for Sewer Improvements and 1 access easement. 13 total. Should additional easements be requested by client and/or City,this will be performed as an additional service. 830. COMMUNITY FACILITIES AGREEMENT (CFA) Prepare and submit a Community Facilities Agreement, financial guarantee, cost estimates and exhibits in accordance with City of Fort Worth requirements and process through the City for approval. 860. UTILITY PERMITS Prepare and submit necessary documentation to secure utility crossing permits under Tarrant County, ROW as needed. 878. FLOODPLAIN DEVELOPMENT PERMIT (FDP) Prepare a hydrologic and hydraulic summary and other supporting documentation to accompany a Floodplain Development Permit (FDP) application as required for grading within the existing FEMA effective 100-yr floodplain or floodplain easement. Coordinate with the City Floodplain Administrator and City's Storm Water Management Division/review consultant as needed for permit processing. 880. STORM WATER POLLUTION PREVENTION PLAN (SWPPP) Prepare a Storm Water Pollution Prevention Plan (SWPPP)for the development in accordance with Texas Pollutant Discharge Elimination Systems (TPDES) and the Texas Commission on Environmental Quality (TCEQ) Construction General Permit (TXR150000). Use Best Management Practices (BMPs)for Erosion and Sediment Controls, create erosion control plans as necessary, and provide draft worksheets for site/project-specific information. Coordinate with selected contractors to finalize the document and issue Notice of Intent and site certificates. 899. GEOTECHNICAL INVESTIGATION/REPORT Provide subsurface exploration via 21 test borings along the sewer alignment of depths up to 20 feet. This exploration will provide detail on soil, rock, and groundwater conditions that could impact the sewer main. This scope also includes and engineering characterization of subsurface materials encountered, as well as recommendations regarding earthwork, backfilling, and compaction for both open cut and horizontal boring methods. Results of this investigation will be presented in a written report by a Licensed Professional Engineer. NT360-OO11M/21-1167 DocuSign Envelope ID:DEA12F29-D976-4DD8-BDDB-175D51 BF23B3 Ben Luedtke May 24, 2021 Page 7 of 9 GENERAL CONDITIONS This Scope is based on the following General Conditions: • All negotiations and coordination with adjoining property owners will be by Client. • All research for the boundary verification, including easements, adjoining deeds, etc., will be provided by the Client's title company or will be performed by an outside deed research company and billed as a reimbursable expense. • All entitlements and accompanying engineering documents/studies(except those represented in this proposal)have been approved. • Project will be developed in accordance with City of Fort Worth ordinances. • Contractor shall be responsible for protecting stakes. • No temporary construction easements are needed. If temporary construction easements are needed, an Urban Forestry Plan will be required. • Construction assumed to be a 14 month duration. • The engineer referenced in the proposal refers to the design engineer, LJA. • This estimate assumes alignment walk will not be necessary as this has already been completed. • Does not include any TxDOT ROW or Utility Crossing Permits. • Project will be designed, processed, bid,and constructed as one project. Project will be tested, inspected, and final accepted in two segments as shown on Exhibit A. • Project will not require any City Tree Removal Permits. • Project will rely on the Cost Share Percentage Analysis prepared by the City of Fort Worth ("City")dated February 10, 2021 (Exhibit B), as the approved "Sewer Study". COMPENSATION SCHEDULE (01) M-584 SANITARY SEWER MAIN PRELIMINARY SERVICES 139 Pipeline Location/SUE Coordination Lump Sum $10,000 153 Alignment Analysis and Negotiation Lump Sum $10,000 169 Jurisdictional Delineation Lump Sum $4,000 DESIGN SERVICES 425 Construction Plans Lump Sum $185,000 470 Design Coordination Hourly $15,000 490 Specifications&Contract Documents Lump Sum $12,500 CONSTRUCTION PHASE SERVICES 500 Bidding Services Lump Sum $20,000 545 Construction Administration Hourly $50,000 SURVEYING SERVICES 610 Topographic(Design)Survey Lump Sum $7,500 630 Clearing/Erosion Control Stakes Lump Sum $15,000 NT360-OO11M/21-1167 DocuSign Envelope ID:DEA12F29-D976-4DD8-BDDB-175D51 BF23B3 en Luedtke May 24, 2021 Page 8 of 9 650 Sanitary Sewer Control Lump Sum $15,000 SPECIAL SERVICES 800 Development Services Hourly $25,000 820 Easement Legal Descriptions and Exhibits Lump Sum $39,000 830 Community Facilities Agreement Lump Sum $7,500 860 Utility Permits Lump Sum $5,000 878 Floodplain Development Permit Lump Sum $7,500 880 Stormwater Pollution Prevention Plan (SWPPP) Lump Sum $7,500 899 Geotechnical Investigation/Report Lump Sum $22,500 TOTAL $458,000 (01-RE) M-584 SANITARY SEWER MAIN— REIMBURSABLE EXPENSES Z99 Reimbursable Expenses Estimated $12,500 GRAND TOTAL $470,500 *Sales Tax will be added to these Survey Services ADDITIONAL SERVICES Compensation for any other Additional Services not listed herein will be billed on a time and materials basis in accordance with LJA Standard Rate Schedule below in the PSA or on a lump sum basis agreed upon at the time the work is authorized. SUPPLEMENTAL TERMS AND CONDITIONS Client has contracted with the City of Fort Worth (the "City") in a role as a developer to help design and construct the Project and the City has requested that Client include certain supplemental terms and conditions in its agreements with subconsultants working on the Project, including LJA. LJA and the Client agree as follows: Ownership of Plans. City shall own the plans and other documents and work product LJA creates for the Project. In the event the agreement between the City and Client is terminated, City shall have the right to enter into an agreement with LJA to complete LJA's services for the Project. Client shall include the City's ownership right in the plans and the City's right to enter into an agreement with LJA to complete the design in Developer's agreement with the Design Consultant. Insurance. LJA shall list the City as an additional insured on LJA's Commercial Liability and Automobile insurance policies. The City shall be listed as a certificate holder on LJA's certificate of insurance. NT360-0011M/21-1167 DocuSign Envelope ID:DEA12F29-D976-4DD8-BDDB-175D51 BF23B3 Ben Luedtke May 24, 2021 Page 9 of 9 Indemnity. LJA SHALL INDEMNIFY AND HOLD THE CITY OF FORT WORTH HARMLESS FROM ALL LIABILITY FOR DAMAGE TO THE EXTENT THAT THE DAMAGE IS CAUSED BY OR RESULTING FROM AN ACT OF NEGLIGENCE, INTENTIONAL TORT, INTELLECTUAL PROPERTY INFRINGEMENT, OR FAILURE TO PAY A SUBCONTRACTOR OR SUPPLIER COMMITTED BY LJA OR LJA'S AGENT, OR ANOTHER ENTITY OVER WHICH LJA EXERCISES CONTROL. Right to Audit. Client shall, until the expiration of three (3) years after final payment to Client by the City under Client's agreement with the City, have access to and the right to examine any directly pertinent books, documents, papers and records of LJA involving transactions relating to Client's agreement with the City and the agreement between Client and LJA. LJA agrees that the City shall have access during normal working hours to all necessary LJA facilities, and shall be provided adequate and appropriate workspace, in order to conduct audits in compliance with the provisions of this section. The City shall give LJA reasonable advance notice of any intended audits. SALES TAX FOR SURVEYING SERVICES In accordance with Rule 3.356—Real Property Services governed by the Texas Comptroller of Public Accounts,sales tax will be applied on services used to determine or confirm property boundaries,such as boundary recovery, lot surveying/pins, title surveying, right-of-way surveying, and final platting. If this proposal meets with your approval, please execute proposal and return a copy to us. Your signature below and on the attached PSA will be sufficient authorization to commence the stated work. We appreciate this opportunity to submit this proposal and look forward to working with you on this project. If you have questions, please call me at 817.288.1965. Sincerely, HPC WELLINGTON NANCE DEVELOPMENT 67� y7/_ CORPORATION JS DOCuSigned by: Landon King, PE By: L tto jxt, Senior Project Manager Name: Ben I_uedtke fi4K— Date: 9/9/2021 E Kyle Salzman, P Senior Vice President LK/rr NT360-OO11M/21-1167 DocuSign Envelope ID:DEA12F29-D976-4DD8-BDDB-175D51 BF23B3 AVONDALE HASLET ROAD a� r1 A . nng ESTATES iINSLEY LANE SEGMENT 2 _ _ _nnrp;�- _ _ f i Q O BLUE MOUND ROAD O O =1 IDLEWOO ESTATF� w - Z OK WELLINGTON EAGLE BOULEVARD I ll� so '•IIIIIA ��_ MESA CREST DRIVE'"' O WILLOW RIDGE ESTATES Z d Z TWISTING STAR DRIVE _ PEDEN ROAD 3 O O NANCE mG� SAW TOOTH TRACTIS S� NIS G WHITE CLOUD VAN FARMS IS IS S I IS m SIAI HACKNEY 1.11 S^ BONDSI RANCHIROAD -„-,,,- BONDS RANCH ROAD 111 lKn+.- RR 1 , Z O Y g 3 j FOSSIL - N - 3 O CREEK O ; u ESTATES Z _ - Y IIINI'• !r O IAlRfANI cl 3 CREEK HOLLOW LANE 'P DRIVE IIIIIIIIIIIF II SERUM - _ •� ALE.�'- "Ea � Gnnlnnn nmpp0\��S%_�'_�'1=linnnn E 3 =�111L\\Oi\%�=�_--_ _ �••••BENTI OAK ADRIVE µ __ �1=�I lIIIRNII!!!!1•AP III � --RIIIIII 1111111 _�_ IIW F B - � 1111111\1111 I•.nn•AE Illu I - 5 EXHIBIT A M584 SEWER EXTENSION City of Fort Worth, Tarrant County, Texas UAL Project No. 0011 0 1,250 2,500 5,000 FEET DocuSign Envelope ID:DEA12F29-D976-4DD8-BDDB-175D51 BF23B3 COST SHARING CALCULATION TABLE FLOW ALLOCATION F Average Estimated Length of GPM :. Beginning Ending o Segment Segment Gravity Sewer Line Northstar Wellington CFW Wellington(Average) Northstar &Nance CFW (gpm) (feet) &Nance Length F SILL Force Main 1 602 0 31.26% 0.00% 68.74% 0 0 0 0 1 2 1,448 3,384 13.02% 22.85% 64.13% 4,892,996 836,982 1,117,895 3,138,120 m SB1 2 3 1,704 3,464 11.05% 31.39% 57.57% 5,902,869 652,040 1,852,759 3,398,070 (Northstar 3 4 2,136 6,062 8.81% 35.11% 56.08% 12946,8271,141,0704,545,364 7,26Q,393' Offslte) 4 5 2,196 2,520 8.57% 34.15% 57.28% 5,533,340 474,348 1,889,528 3,169,465 - 5 6 2,478 5,312 7.60% 30.26% 62.15% 13.163,708 999,895 3,983,005 8,180,808 Existing 6 Gravity 2,478 2,802 7.601A 30.261/. 62.151% 6,943,658 527,430 2,100,975 4,315,253 _ Main TOTALS: 49.383,398 9.0% 31.3% 59.7% m m m LL ran rnrcI Z , SB2 S'+8912431 Jme 5-,8993 U mLL� m °� 8 w -zs By 5-18590 y, 2 h o J (Northstar) a" o1N� Nis s 5-18399 ?, m m - DPO 1 cwJ 18 ,5_+5155 aEBl s s 5 16399 5 16388 S-17581 '71co s 18"s..s O4RQ N41.,CN 0PI.0.d 8"8" n� SP�51 _N SB06AN-r BwB 5-,639]8..a.- URLI-TON x. re rc a m W A w G - m e..8.6 w. uuNn a.>va e"8..macy� z a g.•8..a..8..8..m m 3 - PEV E48• 8 6'9-183698'EN Ba'+8• _ $ PE8 ao�.A PB., kc�ER d rc 'A, 0" sso c^ mc45iLE 8 J m woon - tiN E°'imP?8`00 0 i u EN"JLQ T°Pmz w �8 8 B.B'z b1839^ O..g9"30..3p" N9sGE11 _ ro qs Q z 8,`a ID➢8•.8"��n � �..3U,•e8 JQ„ � K VE490 .,P31NG; � 14�6 8',5� ^P�198G+5 15^<rz'N z i� y 30"30• o Uri 'uarvce z P-RE o Fn ENe- -`�N 2„ 8.]IAMa NOBn�,➢c 'Pq W nposed Fnr�a Main .. fiN�_ °o= .. •iPr- NlvalnAGa"- A18,nuEn,am m� zP,o0k2991 BE ASP LL , �S-14405LLy 8"5.1'jg9 J EKe 5-135a8 m � oB..0 m •� a aoj�e 3 R 2 SPINE x < <<Oh 2 FM w 2 z 15" �� S 516136,.N,•yGS 16••16•• M�8" m°;8"118 1, In1-i CREEK 32]4 ry o9 _4 WnWs eoAz 5�4 TuiT z _ �� 5-114fi9 'F Nc , ING RE n m aL F TG u 0.N.1G x nay Ko m5PF8"9 RUB - RGLUErnI SB3mto 5�a 3. "p (West of A619 a�3^ry_� °Rc �r �PP US287) _ ,RA,R,ER R_ DPI:(Beginning of the gravity line) v.YLI.Trv° 11N oI SB4 z - ' INELEY j a - SB6 (w ellingto a68"D APPLEv,1,° / S^2p2 0.2. a D2\ e-S.18189 >RB - D aL E P2NGNNB LL- y cR0 y 8,!9 m 1q8 :. EOM1,E m 8 LL�9 of SB7 s1 f1g0 _ t^ - �o a z 'aME p (Wellington m56 y DP3 -- D1) s. 2.]5519 N B Av LCNEscIdF-onoAl E scnu „1fi"11"y i"ij_5.1i94fi M�w E�"t i�1]" aRaIRIE LL 8"P yczEST=1 12 c° T1Y IGks Airfield/Willi (Norr sngl]3 s-n461s-1,gfi2 m r:vLTINc m5-1T B. S-174595.174604 BEN Ra h/Sun Valley Estates oC,S r es+ss15 s^s" e^ z<: z NnB Rry STAR H 'S 1 fi3 -1S' S9 8" S _ SB$ Ll NTRY (Nance o� �o BA,TNCT Undeveloped Area _ M Tract) ->G�" sB11 '°°'R�ti �¢ ;N (Van Zandt es. DP5 Nk Developed Area ; Farm) L-12815= s,'ks" Yry 8"m Without Study Area M-749•EX`r Hsi DP4 SB12 Approved Study (Edwards-Sampson) L•o Tti°4�N8E•mpm_m`Fa MPsa1uMa 9ls"T"mr >' Ea we SB14 (Fossil Design Point 8"Lr188SB13 Creek) 3�ya N�z b9a 0 m 9 s 3"ALnCa ->- -> Proposed Gravity Main (Hicks Field) �R=EK LL°N ma"B m DPs a.m �m ys a93 g••y�gy� 5.1,N ->- - Proposed Force Main _ 5_LB , Wla; N' a..�s0 pNs m 5.166,3 8"5-10684 w 8' �y eq' N Nm • np y >mul�ma 8..c� m j.5 11 z m� ?• - —T aw g••9q8"e'y5-1 8 6 41 01 b51,a91 >�> Existing Sewer Main 119 ''',I•,515 9 7 5-15486 cAK ?65.111 5�8645 +8" B"y QE�8 m B, a EICLo i 8'•cR.aNaaoo<o B.I )0^o 'o- 3 MP H,cKc 2� g g m-Y818>g B9 •d¢"8'wN 9x 88.8513919m C5$ Bio�� ?•,>��8 Flood Plain s 9 6••BR ]8]9 °�� Connect to exlstin ravrt main N cUF ° `p?��Nv BAv aREFZF sry a� BamB'- 5-18396 S-1]8]1 wie B" vP= ­NEFLOWE- 8" 5-18439. `6 a"NedrM wP 2,9,2021 Sewer Capacity Analysis of FORTWORTH EXHIBIT B CIP #50 � WATRR (Wellington Sewer Main) � e o 000 o e000000o imo�noo im0000000�n a o000 � o 0000o a 00000e O O 000 O Oa a afAa a 0 I f A o a m a O N NNNN m mmmmm N wOwOO N ° O N NNN N NNNa Naw N nmN O C]C]C]C]CIn n mmvm N N NNNNn tq ma mmn f a a a a a N N N N N N a CD co co a N N N N N N N N f�f�w f� N m m m m m N n N m N wA wA wA wA wA w fA fA fA fA fA fA w w N 6% 6%69 69 f9 f9 w9 w9 w �y rN rN N N rN rN rN rN rN rN rN N rN rN rN rN N N f A rN rN N H Y m m F m O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O C N fA fA fA fA fA N fA fA fA fA fA fA fA N fA fA fA fA N fA fA fA fA fA fA fA fA fA fA O fA N fA fA fA fA fA fA fA N fA fA fA fA fA fA m N fA N6 O W V O F C N N N N O N N 7 9 O 56 m m N N N N N N N i m W C ~ W N N N N N N N C � +� o7 O C Z d W N N N N N N N H g O o 000 0 0000 OOo im �n00 a 000000�n O o00o O mmmmm O O00000 O O 000 O Oa a s a a 0 cm Oa m O N O N NNNN m mmmmm N co co N W W O N NNN N cm cm V Naw N n0)N O �C]C]C]C]C]C] N mmmm N N NNNNn tq ma mm^L v vvv v uiNNN NNv aD" f0 co ui �NNNNNN N f�f�f�f� N ni ni ni ni niN n N �Cy]—— N fA fA fA fA fA N fA fA rN �'N'N N fA fA fA pp pp lV fA fA fA fA fA fA N fA fA fA'N fA C f w V 2 N e e e e e e e d Z U O.W d a to w N O O W m O 000000 aD N N O pp m m 3 C N cm aaaaaa Nco co 1f1 WW w N (y {{yy �(pp O = O O aOOa Oa a O! m0 ^ O O O O O O O O N N N N V n n n n n n W a 0P]N N V F p Y 7 J a W N 0 e cm eoo0 000 www n aaaaaav O OOoo a aaaaa O ao�poo C ow tq N im��v �aa � W O NNNN � W �C]NN O CN N A G aw e e o 0 0 0 o O w w w w w 0 O o 0 o w a a a a a a a a o 0 0 o a a a a a a a a a o w o 0 m N N N tq 01 O N N N N N 01 A N N m O C cn m � ee n w www w naaa aao im �n�n�n � ��n�n�n�n�n�n n wwww � a aaaaa � aoNoo� Ncm U- m m c � a cm m r � t C C p 3 e `m $ m N C N o O m 0 4 m r m e a c 3 c m E H C !F m C m m m J LL O •� �� W m m m m g m ' o �� m E $ c �m ~ CO m Ll wit rn m m e� ae y 'g y°� m m E 2 c l'3 w e v5a'�"i2 E e mm m m c� � E a' ° C `� Om m mE ° a 'E tom U �a �a m o mm `•3 cv $ot'mymy c p m �p -m m a m C C E U N C 'C C m 2 m C¢ m p) ~ m N °F=L E ` a 'W - 'Iq._ a `m E m$ m m m H M m m o c a o0a W a0 �o.. �� 5 c H o ff au`� E2"i..cOv aN N ww Ll�`ym� m vow $ m m�� a°3m Imo e o rLjvv°oN 4oL'uv@ H O m J m c +7, o p o c m m a s (A INU'c c L L m r w N r m v 2"i m w o o $ v o@�Q m O °.0 2 °O -oJ�. $$� yvmm` mE m mmU `mF��U � � � mJOOv 2 0� �'c W m m aa E N am+ m E aJ— m $ >o m(� E E m L C t3 N U O O CJ'N a(A___ J m m N m m C N .'C p W Q `mdEa�aa p� J �amaa. °CCc7U�aa D of a cS ec8a c `p avO�ix°yQ�2 °po °ppQQCgamm �W 0 v a� cg aoa a Ucg C3 aaUoamUa6 IL L(A C3 i� mm UU a m r. Z W r C Y H N 7 N P] a N c] N —N m a N N M a N N C]a LL V W V N N N N N M M M 7 7 77777 7 7777 w. (� ��N��� �N NCI N NN �mmc4 rvvvvv NC] -7NC]a �w wwwwN �nnnnN OD C ~ Q O O N N N O C] C] O a v v O NNNN O f0 f0 O f� f� w m N m v m f0 A (J C 01 7 U O 0 wow I000 1(�00000�no p OOm �n00000 e V mfAm V n C]�O fA fAm vi V N N m m�O fA"'^O R mo �n n�o�n m e mmm na_ �n ooe of e� �mcy c* v e {e{yy bocyy pemg 0i vi boy c�i ci0 N N N fA N fA fA fA fA N N fA N m fA N O N N O O O O O O O O O O O O O O O O O O O O O O O O O O E » N N fA fA fA fA fA N fA fA fA fA fA fA fA 0 f 0 A fA fA 0 f 0 A fA fA fA N 10 o W O N N �0�pp N fA m N 7 2 J_ O. m a O Lu m m m C O Z N N N N N N N N N O O O O O Ifi Ifi Ifi�O O N N NfAN N N N N N N O O O 0 0 0 0�0 0 O O O O O O O O O N O m fA m m fA m n C]�O fA fA m fA fA fA fA a N N N N N N cm c9 C] n m O O Y a N of of e �nyi c i v v ui vi ui vi�' N NN N N 6 fA N fA fA fA fA N fA N fA Z N e e e e E v a CC„L V �N M~ pp w w N V N N O O O St e e e W N O O p N U O O p 0 L pOp O O O m o1e N N Nm a YNmO n m m O o NNN� N g m O O 2 N N 2m 3 a m O 7 1p P] n N -e O N N m a a a m o n m m N N N y� T�N N N N tq m m m N O m W N m 0 LL T TU m 0 O O O O S 0 0 0 0 0 O y 10 °0 �vi�vi vim LL LL m m o o a M T o t» m _ W W m mN a mN co co m m m 000! J m 0 �pp 1f1 J LL N N 6 cm m m LL �y m a m c 3 � r3 � a m 000U C Y m m M 0 �w OD ° E m H C C C O ID co ��pp C~ j O O C C C OI C p � cm J � OO$E E m N m 0 t N $ c m m p= �! U a. LL a N m'a Za c N FF »LL, yam/ Iq W" J C m C C O . N N NcA Q m 'E m m mH_ L m Wy u m C Ob a �a��aw oaoNm m o o W 3t m H Ea>�$o W m m m myyaq N pew C O O — J � m m m d h ab� J H W IL H 7 U fA(A J J J (A i-A Oa 7Ncla r t t t t 66 j W N N m N C]a N f0 n a 0 C 0 0 0 0 0 0 O' O D C a e a7 ao a of ao ao a of of of m of m of e W y ci w v c rn to U O 0 EXHIBIT C 1.01 Duty to Acquire and Maintain. HPC, Northstar and Design Consultant shall ensure that a policy or polic ies of insurance are procured and maintained at all times,in full force and effect,to provide coverage of the types and amounts specified herein,naming the City as an additional insured as set forth herein,and covering all public risks related to this Agreement. The insurance required hereunder may be met by a combination of self-insurance and primary and excess policies. 1.02 Types and Amounts of Coverage Required a. HPC and Northstar shall provide the following types and amount of coverage: Commercial General Liability: (1) $1,000,000.00 per occurrence, $2,000,000.00 aggregate, including coverage for the following: (i)Premises Liability; (ii) independent contractors;(iii)products/completed operations; (iv) personal injury; (v) contractual liability; (vi) explosion, collapse, and underground property damage b. Design Consultant shall provide the following types and amount of coverage: Commercial General Liability: (1) $1,000,000.00 per occurrence, $2,000,000.00 aggregate, including coverage for the following: (i)Premises Liability; (ii) independent contractors;(iii)products/completed operations; (iv) personal injury; (v) contractual liability; (vi) explosion, collapse, and underground property damage Professional Liability (Errors & Omissions): $1,000,000 - Each Claim Limit $1,000,000 - Aggregate Limit Property Damage Liability: $1,000,000.00 per occurrence Umbrella Policy: $5,000,000.00 Environmental Impairment Liability (EIL) &/or Pollution Liability: (1) $2,000,000 per occurrence (2) $5,000,000 aggregate Automobile Liability: $1,000,000.00 Each accident on a combined single-limit basis Worker's Compensation:As required by law Employer's Liability: $1,000,000.00 per accident 1.03 Revisions to Required Coverage. At the reasonable recommendation of the City's Risk Manager, the City may at any time revise insurance coverage requirements and limits required by this Agreement. Design Procurement Agreement for Page 18 of 19 Fxtension of M 584 Sanitary Sewer Main BPC and Northstar agree that within ten (10) days of receipt of written notice from the City, all such revisions requested by the City will be implemented, including BPC causing Design Consultant to implement such revisions. The policy or policies of insurance shall be endorsed to provide that no material changes in coverage,including,but not limited to,cancellation, termination,non-renewal, or amendment, shall be made without thirty (30) days' prior written notice to the City. 1.04 Underwriters and Certificates. The insurers for all policies must be licensed and approved to do business in the State of Texas. Except for workers'compensation, all insurers must have a minimum rating of A VII in the current A M. Best Key Rating Guide or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. If the rating is below that required,prior written approval of the City's Risk Management Division is required. Within ten(10)business days following execution of this Agreement,BPC and Northstar shall ensure that City is furnished with certificates of insurance signed by the respective companies as proof that the types and amounts of insurance coverage required herein have been obtained. In addition, BPC and Northstar shall, on demand,provide the City with evidence that they have maintained such coverage in full force and effect and BPC shall provide City with evidence that Design Consultant has maintained such coverage in full force and effect. 1.05 Deductibles. Deductible or self-insured retention limits on any line of coverage required herein shall not exceed$25,000.00 in the annual aggregate unless the limit per occurrence orper line of coverage, or aggregate is otherwise approved by the City. 1.06 No Limitation of Liability. The insurance requirements set forth in this section and any recovery by the City of any sum by reason of any insurance policy required under this Agreement shall in no way be construed or affected to limit or in any way affect BPC, Northstar or Design Consultant's liability to the City or other persons as provided by this Agreement or law. 1.07 Umbrella or Excess Liability. If insurance policies are not written for specified coverage limits, an Umbrella or Excess Liability insurance for any differences is required. Excess Liability shall follow form of the primary coverage. 1.08 Additional Insured. The City, and their officers, employees and volunteers shall be named as an Additional Insured on the Automobile and Commercial General Liability policies. 1.09 Waiver of Subrogation. The insurance shall include a waiver of rights of recovery (subrogation) m favor of the City of Fort Worth. 1.10 Copies of Policies and Endorsements. City shall be entitled, upon request and without expensc,to receive copies of policies and endorsements thereto and may make any reasonable requests for deletion or revision ormodifications of particular policy terms,conditions,limitations,or exclusions in orderto comply with the requirements of this Agreement except where policy provisions are established by law or regulations binding upon the parties or the underwriter on any such policies. 1.11 Certificate of Insurance. BPC and Northstar shall submit to the City a certificate of insurance evidencing all required insurance coverage and any applicable endorsements. BPC shall submit to the City a certificate of insurance evidencing that Design Consultant has obtained all required insurance coverage and any applicable endorsements. Design Procurement Agreement for Page 19 of 19 Extension of M 584 Sanitary Sewer Main City of Fort Worth, Texas Mayor and Council Communication DATE: 08/24/21 M&C FILE NUMBER: M&C 21-0625 LOG NAME: 60WELLINGTON OFFSITE SEWER SUBJECT (CD 7)Authorize Execution of Design Procurement Agreement with HPC Wellington Nance Development Corporation and 170 Northstar Ranch Developer, Inc., with City Participation in the Amount Not to Exceed$431,432.24, for Engineering Design and Land Acquisition for the Extension of Public Sanitary Sewer Main M-584 Located in the Big Fossil Basin and Adopt Attached Appropriation Ordinance RECOMMENDATION: It is recommended that the City Council: 1. Authorize the execution of a design procurement agreement with HPC Wellington Nance Development Corporation and 170 Northstar Ranch Developer, Inc.,with City participation in the amount not to exceed$431,432.24 for the engineering design and land acquisition for extending the public sanitary sewer main M-584 located in the Big Fossil Creek basin; and 2. Adopt the attached appropriation ordinance adjusting estimated receipts and appropriations in the Water and Sewer Bond 2020A Fund, in the amount of$466,889.00, by decreasing estimated receipts and appropriations in the Unspecified project(City Project No. UNSPEC)and increasing estimated receipts and appropriations in the Community Facilities Agreement Bucket programmable project(City Project NO.P00001)by the same amount, for the purpose of funding the Design Procurement Agreement—Wellington Offsite Sewer project(City Project No.103521). DISCUSSION: The purpose of this Mayor and Council Communication (M&C) is for the City to participate with HPC Wellington Nance Development Corporation, (HPC)and 170 Northstar Ranch Developer, Inc. (Northstar), in the engineering design cost for extension of offsite sanitary sewer M-584 which will provide service in the Big Fossil Creek basin. The project will serve HPC's Wellington and Nance developments located west of Highway 287 and north of Bonds Ranch Rd. Northstar is participating in the project to extend the sewer main from the Wellington and Nance developments to Northstar Ranch. The City is participating in the project to oversize the sewer main to provide additional capacity for future growth within the basin. The cost for the project is estimated to be allocated at 31.3%for HPC, 9.0%for Northstar, and 59.7%for the City. The estimated fee for the City's portion of the engineering design, topographic survey, easement document preparation, construction documents, and public bidding is$280,888.50. HPC will dedicate easements for the sewer main within the Wellington and Nance tracts at no cost to the City or Northstar. The City, HPC, and Northstar will each participate in the cost for other easements necessary for the sewer main in accordance with the estimated participation percentages. The table shows the cost sharing breakdown for engineering design cost between all parties. Cost Sharing Breakdown Amount HPC Wellington Nance Development Corporation $147,266.50 (HPC)31.3% 170 Northstar Ranch Developer, Inc. (Northstar) $42,345.00 9.0% City of Fort Worth Participation 59.7% $280,888.50 Total Engineering Design Cost $470,500.00 *Amounts rounded for presentation purposes. In addition to the City's engineering design costs above the amount of$280,888.50, the city is responsible for$150,543.74 for land acquisition, and$9,000.00 is required for project management and real property staff cost with a$26,456.26 as a contingency for a total cost of $466,888.50 HPC has selected LJA Engineering, as the engineering consultant to perform the design of the project. Staff concurs that the fees charged by LJA Engineering, are fair and reasonable for the work to be performed. The engineering design will be reviewed through the City's Infrastructure plan review process. Funding for the Design Procurement Agreement-Wellington Offisite Sewer project(DPA)as depicted in the table below. Existing Additional Fund Project Total* Appropriations Appropriations Water&Sewer Bond $0.00 $466,889.00$466,889.00 2020A-Fund 56017 Project Total $0.00 $466,889.00$466,889.00 *Numbers rounded for presentation purposes. Business Equity: Offerors are strongly encouraged to comply with the intent of the City's Business Diversity Enterprise Ordinance to utilize minority business enterprises or small business enterprises on the City-funded portion of the Design Procurement Agreement. Upon completion of the design,the construction of the 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. This project is located in COUNCIL DISTRICT 7 FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that funds are currently available in the Unspecified-All Funds project within the Water&Sewer Bond 2020A Fund and upon approval of the above recommendation and adoption of the attached appropriation ordinance, funds will be available in the Water &Sewer Bond 2020A Fund for the CFA Bucket programmable project to support the approval of the above recommendation and execution of the agreement. Prior to an expenditure being incurred,the Water Department has the responsibility of verifying the availability of funds. Submitted for City Manager's Office by: Dana Burghdoff 8018 Originating Business Unit Head: Chris Harder 5020 Additional Information Contact: Soon Wong 8369 , R , R Home Legislation Calendar City Council Departments © © C Share D RS Y Alerts Details Reports File #: M&C 21-0625 Version: 1 Name: Type: Award of Contract Consent Status: Passed File created: 8/19/2021 In control: CITY COUNCIL On agenda: 8/24/2021 Final action: 8/24/2021 (CD 7)Authorize Execution of Design Procurement Agreement with HPC Wellington Nance Development Title: Corporation and 170 Northstar Ranch Developer, Inc., with City Participation in the Amount Not to Exceed $431,432.24, for Engineering Design and Land Acquisition for the Extension of Public Sanitary Sewer Main M-584 Located in the Big Fossil Basin and Adopt Attached Appropriation Ordinance Attachments: 1. M&C 21-0625, 2. Exhibit A.pdf 3. Cost share percentage - 02.10.21.pdf, 4. 60WELLINGTON OFFSITE SEWER AO 56017.v2.pdf History(1) Text 1 record Group Export Date Ver. Action By Action Result Action Details Meeting Details Video 8/24/2021 1 CITY COUNCIL Approved Action details Meeting details Not available