HomeMy WebLinkAboutContract 58230 Received Date: Oct 14, 2022
Received Time: 9:14 am
Developer and Project Information Cover Sheet:
Developer Company Name: GBTM Sendera,LLC
Address, State,Zip Code: 2805 North Dallas Parkway, Suite 400 Plano,Texas 75093
Phone &Email: 469-573-6755 1 bsamuel@greenbrickpartners.com
Authorized Signatory,Title: Bobby Samuel,Development Manager
Project Name: Rancho Canyon Way 30in Water Main
Brief Description: Water
Project Location: East of Sendera Ranch Blvd,Rancho Canyon Way
Plat Case Number: PP-21-032 Plat Name: Madero
Mapsco: 5G Council District: 7
CFA Number: 22-0121 City Project Number: 104078 IPRC22-0062
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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City Secretary Number: 58230
STANDARD COMMUNITY FACILITIES AGREEMENT
WITH CITY PARTICIPATION
This COMMUNITY FACILITIES AGREEMENT("Agreement") is made and entered into by
and between the City of Fort Worth ("City"), a home-rule municipal corporation of the State of Texas,
acting by and through its duly authorized Assistant City Manager, and GBTM Sendera, LLC
("Developer"),acting by and through its duly authorized representative. City and Developer are referred to
herein individually as a"party"and collectively as the"parties."
WHEREAS, Developer is constructing private improvements or subdividing land within the
corporate limits of Fort Worth, Texas or its extraterritorial jurisdiction, for a project known as Rancho
Canyon Way 30in Water Main("Project"); and
WHEREAS, the City desires to ensure that all developments are adequately served by public
infrastructure and that the public infrastructure is constructed according to City standards; and
WHEREAS, as a condition of approval of the Project, Developer is required to bear a portion of
the costs of municipal infrastructure by constructing the public infrastructure necessary for the Project as
described in this Agreement("Community Facilities"or"Improvements");and
WHEREAS,as a condition of approval of the Project,Developer is required to meet the additional
obligations contained in this Agreement,and Developer may be required to make dedications of land,pay
fees or construction costs,or meet other obligations that are not a part of this Agreement; and
WHEREAS, the City desires to participate in this Agreement in an amount not to exceed
$2,075,376.24 to enlarge the scope of the Improvements beyond what Developer is responsible for
constructing to oversize the 620 linear foot water main from 16 inches to 30 inches and to oversize the
length approximately 3,285 linear feet to meet regional demands as authorized by City Council through
approval of M&C 22-0593 on August 9,2022("City Participation");and
WHEREAS, the City Participation includes reimbursement to Developer in an amount not to
exceed $1,967,230.56 for construction costs,an amount not to exceed$39,344.61 for material testing, and
an amount not to exceed$5,174.19 for IPRC Design Review Fees. The remaining City Participation in the
amount of $63,626.88 will not be paid to Developer, but will cover the City's portion of construction
inspection service fees,administrative material testing fees, and water testing lab fees; and
WHEREAS, the Developer and the City desire to enter into this Agreement in connection with
the collective Improvements for the Project;
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NOW,THEREFORE,for and in consideration of the covenants and conditions contained herein,
the City and the Developer do hereby agree as follows:
1.
CFA Ordinance
The Community Facilities Agreements Ordinance("CFA Ordinance"),as amended,is incorporated
into this Agreement by reference, as if it was fully set forth herein. Developer agrees to comply with all
provisions of the CFA Ordinance in the performance of Developer's duties and obligations pursuant to this
Agreement and to cause all contractors hired by Developer to comply with the CFA Ordinance in
connection with the work performed by the contractors. If a conflict exist between the terms and conditions
of this Agreement and the CFA Ordinance,the CFA Ordinance shall control.
2.
Incorporation of Engineering Plans
The engineering plans for the Improvements that have been approved by the City ("Engineering
Plans")are incorporated into this Agreement by reference as if fully set out herein. Developer shall provide
at its expense, unless otherwise agreed to by City, all engineering drawings and documents necessary to
construct the Improvements required by this Agreement.
3.
Description of Improvements; Exhibits and Attachments
The following exhibits describe the general location, nature and extent of the Improvements that
are the subject of this Agreement and are attached hereto and incorporated herein by reference:
❑X Exhibit A: Water
❑ Exhibit A-1: Sewer
❑ Exhibit B: Paving
❑ Exhibit B-1: Storm Drain
❑ Exhibit C: Street Lights & Signs
The Location Map and Cost Estimates are also attached hereto and incorporated herein by
reference. To the extent that Exhibits A, A-1, B, B-1, C, the Location Map, or the Cost Estimates
conflict with the Engineering Plans, the Engineering Plans shall control. If applicable,Attachment 1 —
Changes to Standard Community Facilities Agreement, Attachment 2 — Phased CFA Provisions, and
Attachment 3 — Concurrent CFA Provisions, are attached hereto and incorporated herein for all
purposes.
4.
Construction of Improvements
Developer agrees to cause the construction of the Improvements contemplated by this Agreement
and that said construction shall be completed in a good and workmanlike manner and in accordance with
all City standards and specifications, the Engineering Plans, the Cost Estimates provided for the
Improvements,and this Agreement. Developer acknowledges that City will not accept the Improvements
until the City receives affidavits and lien releases signed by Developer's contractors verifying that the
contractors, and all subcontractors and material suppliers, have been paid in full for constructing the
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Improvements, and consent of the surety on payment and performance bonds provided for the
Improvements.
5.
Financial Guarantee
Developer has provided the City with a financial guarantee in the form and amounts set forth in
this Agreement which guarantees the construction of the Improvements and payment by Developer of
all contractors, subcontractors, and material suppliers for the Improvements ("Financial Guarantee").
Developer shall keep the Financial Guarantee in full force and effect until released by the City and shall
not reduce the amount of the Financial Guarantee unless authorized by the City in accordance with the
CFA Ordinance.
6.
Completion Deadline; Extension Periods
This Agreement shall be effective on the date this Agreement is executed by the City's Assistant
City Manager ("Effective Date"). Developer shall complete construction of the Improvements and
obtain the City's acceptance of the Improvements within two (2)years of the Effective Date ("Term").
If construction of the Improvements has started during the Term, the Developer may request that this
Agreement be extended for an additional period of time("Extension Period"). All Extension Periods shall
be agreed to in writing by the City and the Developer as set forth in a written amendment to this Agreement.
In no event shall the Term of this Agreement plus any Extension Periods be for more than three years.
7.
Failure to Construct the Improvements
(a) The City may utilize the Developer's Financial Guarantee to cause the completion of the
construction of the Improvements if at the end of the Term, and any Extension Periods, the
Improvements have not been completed and accepted by the City. If the Improvements are not
completed at the end of the Term, and any Extension Periods, there will be no further obligation
for City Participation to be paid to the Developer.
(b) The City may utilize the Developer's Financial Guarantee to cause the completion of the
construction of the Improvements or to cause the payment of costs for construction of the
Improvements before the expiration of the Term, and any Extension Period, if the Developer
breaches this Agreement,becomes insolvent,or fails to pay costs of construction.
(c) If the Financial Guarantee is a Completion Agreement and the Developer's contractors or suppliers
are not paid for construction costs or materials supplied for the Improvements the contractors and
suppliers may place a lien upon any property which the City does not have an ownership interest
that is the subject of the Completion Agreement.
(d) Nothing contained herein is intended to limit the Developer's obligations under the CFA
Ordinance, this Agreement, the Financial Guarantee, Developer's agreements with Developer's
contractors,or other related agreements.
8.
Termination
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If Developer desires to terminate this Agreement before Developer's contractors begin
constructing the Improvements, Developer agrees to the following:
(a) that Developer and City must execute a termination of this Agreement in writing;
(b) that Developer will vacate any final plats that have been filed with the county where the Project
is located; and
(c) to pay to the City all costs incurred by the City in connection with this Agreement, including
time spent by the City's inspectors at preconstruction meetings.
9.
Award of Construction Contracts
(a) Developer will award all contracts for the construction of the Improvements and cause the
Improvements to be constructed in accordance with the CFA Ordinance.
(b) Developer will employ construction contractors who meet the requirements of the City to construct
the Improvements including,but not limited,to being prequalified,insured,licensed and bonded to
construct the Improvements in the City.
(c) Developer will require Developer's contractors to provide the City with payment and performance
bonds naming the City and the Developer as dual obligees, in the amount of one hundred percent
(100%) of the cost of the Improvements as required by the CFA Ordinance. The payment and
performance bonds shall guarantee construction of the Improvements and payment of all
subcontractors and material suppliers. Developer agrees to require Developer's contractors to
provide the City with a maintenance bond naming the City as an obligee, in the amount of one
hundred percent(100%) of the cost of the Improvements, that guarantees correction of defects in
materials and workmanship for the Improvements by the contractor and surety for a period of two
(2)years after completion and final acceptance of the Improvements by the City. All bonds must
be provided to the City before construction begins and must meet the requirements of the City's
Standard Conditions,Chapter 2253 of the Texas Government Code,and the Texas Insurance Code.
(d) Developer will require Developer's contractors to provide the City with insurance equal to or in
excess of the amounts required by the City's standard specifications and contract documents for
developer-awarded infrastructure construction contracts. The City must be named as an additional
insured on all insurance policies. The Developer must provide the City with a Certificate of
Insurance (ACORD or form approved by the State of Texas), supplied by each contractor's
insurance provider,which shall be made a part of the Project Manual.
(e) Developer will require the Developer's contractors to give forty-eight(48)hours' advance notice
of their intent to commence construction of the Improvements to the City's Construction Services
Division so that City inspection personnel will be available. Developer will require Developer's
contractors to allow construction of the Improvements to be subject to inspection at any and all
times by the City's inspectors. Developer will require Developer's contractors to not install or
relocate any sanitary sewer, storm drain,or water pipe unless a City inspector is present and gives
consent to proceed, and to allow such laboratory tests as may be required by the City.
(f) Developer will not allow Developer's contractors to begin construction of the Improvements until
a notice to proceed to construction is issued by the City.
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(g) Developer will not allow Developer's contractors to connect buildings to service lines of sewer and
water mains constructed pursuant to this Agreement, if any, until said sewer, water mains and
service lines have been completed to the satisfaction of the City.
(h) Developer shall ensure the contractors are paid the City's wage rates in effect during construction
of the Improvements.
10.
Utilities
Developer shall cause the installation or adjustment of utilities required to: (1) serve the Project;
and (2) to construct the Improvements required herein. City shall not be responsible for payment of any
costs that may be incurred by Developer in the relocation of any utilities that are or may be in conflict with
any of the Improvements to be constructed pursuant to this Agreement.
11.
Easements and Rights-of-Way
Developer agrees to provide,at its expense,all necessary rights-of-way and easements required for
the construction and dedication to the City of the Improvements provided for by this Agreement.
12.
Liability and Indemnification
(a) DEVELOPER HEREBY RELEASES AND AGREES TO INDEMNIFY, DEFEND AND
HOLD THE CITY HARMLESS FOR ANY INADEQUACIES IN THE PRELIMINARY
PLANS, SPECIFICATIONS, ENGINEERING PLANS, AND COST ESTIMATES
SUPPLIED BY THE DEVELOPER FOR THIS AGREEMENT.
(b) THE DEVELOPER COVENANTS AND AGREES TO,AND BY THESE PRESENTS DOES
HEREBY FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY, ITS
OFFICERS,AGENTS AND EMPLOYEES FROM ALL SUITS,ACTIONS OR CLAIMS OF
ANY CHARACTER, WHETHER REAL OR ASSERTED,BROUGHT FOR OR ONACCOUNT
OFANYINJURIES OR DAMAGES SUSTAINED B YANY PERSONS,INCL UDING DEATH,
OR TO ANY PROPERTY, RESULTING FROM OR IN CONNECTION WITH THE
CONSTRUCTION,DESIGN, PERFORMANCE OR COMPLETION OF ANY WORK TO BE
PERFORMED BY SAID DEVELOPER, ITS CONTRACTORS, SUBCONTRACTORS,
OFFICERS, AGENTS OR EMPLOYEES, OR IN CONSEQUENCE OF ANY FAILURE TO
PROPERL Y SAFEGUARD THE WORK, OR ONACCOUNT OF ANY ACT,INTENTIONAL
OR OTHERWISE, NEGLECT OR MISCONDUCT OF SAID DEVELOPER, ITS
CONTRACTORS, SUB-CONTRACTORS, OFFICERS, AGENTS OR EMPLOYEES,
WHETHER OR NOT SUCHINJURIES,DEATH OR DAMAGESARE CAUSED,IN WHOLE
OR IN PART, BY THE ALLEGED NEGLIGENCE OF THE CITY OF FORT WORTH, ITS
OFFICERS,SERVANTS, OR EMPLOYEES.
(c) DEVELOPER WILL REQUIRE ITS CONTRACTORS TO INDEMNIFY, DEFEND AND
HOLD HARMLESS THE CITY, ITS OFFICERS, AGENTS AND EMPLOYEES FROM
AND AGAINST ANY AND ALL CLAIMS, SUITS OR CAUSES OF ACTION OF ANY
NATURE WHATSOEVER, WHETHER REAL OR ASSERTED, BROUGHT FOR OR ON
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ACCOUNT OF ANY INJURIES OR DAMAGES TO PERSONS OR PROPERTY,
INCLUDING DEATH,RESULTING FROM, OR IN ANY WAY CONNECTED WITH, THE
CONSTRUCTION OF THE IMPROVEMENTS CONTEMPLATED HEREIN, WHETHER
OR NOT SUCH INJURIES, DEATH OR DAMAGES ARE CAUSED, IN WHOLE OR IN
PART, BY THE ALLEGED NEGLIGENCE OF THE CITY OF FORT WORTH, ITS
OFFICERS, SERVANTS, OR EMPLOYEES. FURTHER, DEVELOPER WILL REQUIRE
ITS CONTRACTORS TO INDEMNIFY, DEFEND, AND HOLD HARMLESS THE CITY
FOR ANY LOSSES, DAMAGES, COSTS OR EXPENSES SUFFERED BY THE CITY OR
CAUSED AS A RESULT OF SAID CONTRACTORS' FAILURE TO COMPLETE THE
WORK AND CONSTRUCT THE IMPROVEMENTS IN A GOOD AND WORKMANLIKE
MANNER, FREE FROM DEFECTS,IN CONFORMANCE WITH THE CFA ORDINANCE,
AND INACCORDANCE WITH ALL PLANS AND SPECIFICATIONS.
13.
Right to Enforce Contracts
Upon completion of all work associated with the construction of the Improvements,Developer will
assign to the City a non-exclusive right to enforce the contracts entered into by Developer with its
contractors,along with an assignment of all warranties given by the contractors,whether express or implied.
Further,Developer agrees that all contracts with any contractor shall include provisions granting to the City
the right to enforce such contracts as an express intended third parry beneficiary of such contracts.
14.
Estimated Fees Paid by Developer; Reconciliation
Prior to execution of this Agreement, Developer has paid to the City the estimated cost of
Developer's share of administrative material testing service fees, construction inspection service fees,and
water testing lab fees in the amounts set forth in the Cost Summary section of this Agreement. Upon
completion of the construction of the Improvements,the City will reconcile the actual cost of administrative
material testing service fees, construction inspection service fees, and water testing lab fees with the
estimated fees paid by Developer. If the actual costs of the fees are more than the estimated payments
made by the Developer,the Developer must pay the difference to the City before the Improvements will be
accepted by the City. If the actual costs of the fees are less than the estimated payments made by the
Developer,the City will refund the difference to the Developer. If the difference between the actual costs
and the estimated payments made by the Developer is less than fifty dollars($50.00),the City will not issue
a refund and the Developer will not be responsible for paying the difference. The financial guarantee will
not be released by the City or returned to the Developer until reconciliation has been completed by the City
and any fees owed to the City have been paid by the Developer.
15.
Material Testing
The City maintains a list of pre-approved material testing laboratories. The Developer must
contract with material testing laboratories on the City's list. Material testing laboratories will provide copies
of all test results directly to the City and the Developer. If the Improvements being constructed fail a test,
the Developer must correct or replace the Improvements until the Improvements pass all retests. The
Developer must pay the material testing laboratories directly for all material testing and retesting. The City
will obtain proof from the material testing laboratories that the material testing laboratories have been
paid in full by the Developer before the City will accept the Improvements.
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16.
Notices
All notices required or permitted under this Agreement may be given to a party by hand-
delivery or by mail, addressed to such party at the address stated below. Any notice so given shall be
deemed to have been received when deposited in the United States mail so addressed with postage
prepaid:
CITY: DEVELOPER:
Development Coordination Office GBTM Sendera, LLC
City of Fort Worth 2805 North Dallas Parkway, Suite 400
200 Texas Street Plano, Texas 75093
Fort Worth, Texas 76102
With copies to:
City Attorney's Office
City of Fort Worth
200 Texas Street
Fort Worth, Texas 76102
and
City Manager's Office
City of Fort Worth
200 Texas Street
Fort Worth, Texas 76102
Or to such other address one party may hereafter designate by notice in writing addressed and
mailed or delivered to the other party hereto.
17.
Right to Audit
Developer agrees that, until the expiration of three (3) years after acceptance by the City of the
Improvements constructed pursuant to this Agreement, that the City shall have access to and the right to
examine any directly pertinent books, documents, papers and records of the Developer involving
transactions relating to this Agreement. Developer agrees that the City shall have access during normal
working hours to all necessary Developer 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
Developer reasonable advance notice of intended audits.
Developer further agrees to include in all contracts with Developer's contractors for the
Improvements a provision to the effect that the contractor agrees that the City shall,until the expiration of
three (3)years after final payment under the contract,have access to and the right to examine any directly
pertinent books, documents,papers and records of such contractor, involving transactions to the contract,
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and further,that City shall have access during normal working hours to all of the contractor's facilities,and
shall be provided adequate and appropriate work space in order to conduct audits in compliance with the
provisions of this section. City shall give Developer's contractors reasonable advance notice of intended
audits.
18.
Independent Contractor
It is expressly understood and agreed that Developer and its employees, representative, agents,
servants,officers,contractors,subcontractors,and volunteers shall operate as independent contractors as to
all rights and privileges and work performed under this Agreement, and not as agents, representatives or
employees of the City. Subject to and in accordance with the conditions and provisions of this Agreement,
Developer shall have the exclusive right to control the details of its operations and activities and be solely
responsible for the acts and omissions of its employees, representatives, agents, servants, officers,
contractors, subcontractors, and volunteers. Developer acknowledges that the doctrine of respondeat
superior shall not apply as between the City and its officers, representatives, agents, servants and
employees, and Developer and its employees, representatives, agents, servants, officers, contractors,
subcontractors, and volunteers. Developer further agrees that nothing herein shall be construed as the
creation of a partnership or joint enterprise between City and Developer. It is further understood that the
City shall in no way be considered a co-employer or a joint employer of Developer or any employees,
representatives, agents, servants, officers, contractors, subcontractors, and volunteers of Developer.
Neither Developer,nor any officers,agents, servants,employees or subcontractors of Developer shall be
entitled to any employment benefits from the City. Developer shall be responsible and liable for any and
all payment and reporting of taxes on behalf of itself, and any of employees, representatives, agents,
servants,officers,contractors, subcontractors,and volunteers.
The City,through its authorized representatives and employees, shall have the sole and exclusive
right to exercise jurisdiction and control over City employees.
19.
Applicable Law; Venue
This Agreement shall be construed under and in accordance with Texas law. Venue shall be in
the state courts located in Tarrant County, Texas or the United States District Court for the Northern
District of Texas,Fort Worth Division.
20.
Non-Waiver
The failure of the City to insist upon the performance of any term or provision of this Agreement
or to exercise any right herein conferred shall not be construed as a waiver or relinquishment to any extent
of City's right to assert or rely on any such term or right on any future occasion.
21.
Governmental Powers and Immunities.
It is understood that by execution of this Agreement, the City does not waive or surrender
any of its governmental powers or immunities.
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22.
Headings
The paragraph 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.
23.
Severability
In the event that any clause or provision of this Agreement shall be held to be invalid by any
court of competent jurisdiction, the invalidity of such clause or provision shall not affect any of the
remaining provisions hereof.
24.
Review of Counsel
City and Developer, and if they so choose,their attorneys, have had the opportunity to review
and comment on this document;therefore any rule of contract construction or interpretation that would
normally call for the document to be interpreted as against the drafting party shall not apply in
interpretation of this Agreement, and each section, portion, and provision of this Agreement shall be
construed solely on the basis of the language contained therein, regardless of who authored such
language.
25.
Prohibition on Boycotting Israel
Developer acknowledges that in accordance with Chapter 2271 of the Texas Government Code,
the City is prohibited from entering into a contract 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 for
goods or services unless the contract contains a written verification from the company that it: (1)does not
boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel"
and"company"have the meanings ascribed to those terms by Chapter 2271 of the Texas Government Code.
To the extent that Chapter 2271 of the Government Code is applicable to this Agreement,by signing this
Agreement, Developer certifies that Developer's signature provides written verification to the City that
Developer: (1)does not boycott Israel;and(2)will not boycott Israel during the term of this Agreement.
26.
Prohibition on Boycotting Energy Companies
Developer acknowledges 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 meaning 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, Developer certifies that Developer's signature
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provides written verification to the City that Developer: (1) does not boycott energy companies; and (2)
will not boycott energy companies during the term of this Agreement.
27.
Prohibition on Discrimination Against Firearm and Ammunition Industries
Developer acknowledges 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
against a firearm entity or firearm trade association,""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, Developer certifies that Developer's signature provides
written verification to the City that Developer: (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 against
a firearm entity or firearm trade association during the term of this Agreement.
28.
Compliance with Public Information Act Requests
The requirements of Subchapter J, Chapter 552, Government Code, may apply to this
Agreement and Developer agrees that the Agreement can be terminated if Developer knowingly or
intentionally fails to comply with a requirement of that subchapter. Developer acknowledges that
section 552.371 of the Texas Government Code applies to this Agreement if:(1)this Agreement has a stated
expenditure of at least $1 million in public funds for the purchase of good or services by the City; or(2)
this Agreement results in the expenditure of at least$1 million in public funds for the purchase of goods or
services by the City in a fiscal year of the City. To the extent that section 552.371 of the Texas Government
Code applies to this Agreement, Developer shall comply with section 552.372 of the Texas Government
Code by: (1) preserving all contracting information relating to this Agreement as provided by the records
retention requirements applicable to the City for the duration of the Agreement;(2)promptly providing the
City any contracting information related to this Agreement that is in the custody or possession of Developer
on request of the City; and(3) on completion of the Agreement, either(a)providing at no cost to the City
all contracting information related to the Agreement that is in the custody or possession of Developer; or
(b) preserving the contracting information relating to the Agreement as provided by the retention
requirements application to the City.
29.
Immigration and Nationality Act
Developer shall verify the identity and employment eligibility of its employees who perform work
under this Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon
request by City, Developer shall provide City with copies of all I-9 forms and supporting eligibility
documentation for each employee who performs work under this Agreement. Developer shall adhere to all
Federal and State laws as well as establish appropriate procedures and controls so that no services will be
performed by any Developer employee who is not legally eligible to perform such services.DEVELOPER
SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES,
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LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY DEVELOPER,
DEVELOPER'S EMPLOYEES,SUBCONTRACTORS,AGENTS,OR LICENSEES. City,upon written
notice to Developer, shall have the right to immediately terminate this Agreement for violations of this
provision by Developer.
30.
Amendment
No amendment,modification, or alteration of the terms of this Agreement shall be binding unless
the same is in writing,dated subsequent to the date hereof, and duly executed by the City and Developer.
31.
Assignment and Successors
Developer shall not assign or subcontract all or any part of its rights,privileges,or duties under this
Agreement without the prior written consent of City. Any attempted assignment or subcontract without the
City's prior written approval shall be void and constitute a breach of this Agreement.
32.
No Third-Party Beneficiaries
The provisions and conditions of this Agreement are solely for the benefit of the City and
Developer, and any lawful assign or successor of Developer, and are not intended to create any rights,
contractual or otherwise,to any other person or entity.
33.
Compliance with Laws, Ordinances,Rules and Regulations
Developer, its officers, agents, servants, employees, and contractors, shall abide by and comply
with all laws, federal, state and local, including all ordinances,rules and regulations of City. It is agreed
and understood that,if City calls to the attention of Developer any such violation on the part of Developer
or any of its officers, agents, servants, employees, or subcontractors, then Developer shall immediately
desist from and correct such violation.
34.
Signature Authority
The person signing this Agreement on behalf of Developer warrants that he or she has the legal
authority to execute this Agreement on behalf of the Developer, and that such binding authority has been
granted by proper order,resolution,ordinance or other authorization of the entity. The City is fully entitled
to rely on this warranty and representation in entering into this Agreement.
35.
Counterparts
This Agreement may be executed in multiple counterparts, each of which will be deemed an
original, but which together will constitute one instrument.
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36.
Entire Agreement
This written instrument, together with any attachments, exhibits, and appendices, constitutes the
entire understanding between the City and Developer concerning the work to be performed hereunder, and
any prior or contemporaneous, oral or written agreement that purports to vary from the terms hereof shall
be void.
37.
City Participation; Fiscal Funding Limitation
(a) The City shall reimburse Developer for construction costs in an amount not to exceed
$1,967,230.56, for material testing in an amount not to exceed $39,344.61, and for IPRC
Engineering Plan Review Fees in an amount not to exceed $5,174.19. The remaining City
Participation in the amount of$63,626.88 will not be paid to Developer,but will cover the City's
portion of administrative material testing service fees, construction inspection service fees and
water testing lab fees. Developer must register as a Vendor of the City in order for the City
Participation to be paid to Developer. The City Participation was calculated as follows:
Cost Share Exhibit-Rancho CanWn W L
IPRC22-0062 CPH 104078 Unit of Alternate Unit C6rltractors
Project Una Information Measure auantay Price Unit Price Bid Value
1 TRENCH SAF= LF 4034 SI-12 $2.00 4.518.0g
DI.TF=GS W"P.ES TN 10.30 $10,000-00 $9.500-00 97,850.09
3 24"DIP WATEP. LF 64 U-9.00 5325.00 11.4-56.00
4 30"DIP WATEP. LF 3970 $418.25 5385.00 1,528,450.00
5 CLSMBACKTILL(CO-NVERT 57 LF 30J'BKFL) LF 96 $97.16 5250.00 9.327.3fi
6 48"CASING BY OPLI CUT LF 80 5600.00 $950.00 49,000.00
7 30"AWWADi-TIERFLY VALVE,W/VAULT EA 3 $135.000.00 548,500.00 145.500.90
8VC NDOAIRVALVEASSLMBL.Y F-A 2 $15.000.40 $29,500.00 30.000.00
9 8"BLOW CLFF VALVE EA 3 $30,000.00 $14,500.00 43,500.09
10 CONN TO EW-24"WATER-WJN EA '_ S6,3982 $9,500.00 12,796.
11 Cathodic protection I LS 1 1 1 $128,529.41 $151:932.001 129.529.41
CFI-019 PRICES
Alternate Unit prices-CP14 102240 TOTAL $ 2,059,927.29
City Participation 95.5% S 1,967,290.%
(b) Payment of IPRC Engineering Plan Review Fees. Upon execution of this Agreement, Developer
may submit an invoice to City seeking reimbursement of the IPRC Engineering Review Fees.
(c) Payment of Construction Costs and Material Testing. As construction of the Improvements
commences, Developer will receive applications for payment from Developer's contractors.
Developer shall verify that each application for payment is due and payable under the construction
contract between Developer and the contractors and that the Improvements that are the subject of
the application for payment have been constructed. Developer shall submit payment requests to
the City for construction costs and material testing, in the form of an invoice,no more frequently
than every thirty days in order to obtain reimbursement of the City Participation(each a"Payment
Request"). Each Payment Request shall be delivered to the City through the City's BIM 360
software system. With each Payment Request for construction costs, Developer shall provide the
City with an affidavit of payment and lien release signed by Developer's contractors verifying that
Developer has paid the contractors for the amount in the Payment Request and the contractors have
paid all subcontractors and material suppliers for all amounts owned for the items included in the
Payment Request. For each Payment Request for material testing,Developer shall provide the City
City of Fort Worth,Texas Page 13 of 18
Standard Community Facilities Agreement with City Participation
Rev.4/2/20
with an invoice and copies of all invoices Developer has paid for the material testing costs. The
City will withhold 5%in retainage from each payment made to Developer.
(d) In the event no funds or insufficient funds are appropriated and budgeted or are otherwise
unavailable by any means whatsoever in any fiscal period for payments due under this Agreement,
then the City will immediately notify Developer of such occurrence and this Agreement shall be
terminated on the last day of the fiscal period for which appropriations were received without
penalty or expense to the City of any kind whatsoever, except to the portions of annual payments
herein agreed upon for which funds shall have been appropriated.
(e) Substantial completion of the Improvements shall occur after Developer's Contractors notify the
City that the Improvements are constructed and ready for their intended use, the City and
Developer's Contractor inspect the Improvements,and the City concurs that the Improvements are
substantially complete. Retainage shall be paid by City to Developer 30 days after the
Improvements are constructed and accepted by the City and Developer delivers an invoice to the
City.
38.
Minority Business Enterprise Compliance
The City's Diversity and Inclusion Office has waived the establishment of a Minority Business
Enterprise or Small Business Enterprise goal for this Agreement.
[REMAINDER OF PAGE INTENTIONALLY BLANK]
City of Fort Worth,Texas Page 14 of 18
Standard Community Facilities Agreement with City Participation
Rev.4/2/20
39.
Cost Summary Sheet
Pro]ect Name: Rancho Canyon Way 30in Water Main
CFA No. 22-0121 IPRC No. 22-0062 City Project No.: 104078
Items Developer's Cost City's Cost Total Cost
A. Water and Sewer Construction
1. Water Construction $ 283,547.44 $ 1,967,230.56 $ 2,250,778.00
2.Sewer Construction $ - $ - $
Water and Sewer Construction Total $ 283,547.44 $ 1,967,230.56 $ 2,250,778.00
B. TPW Construction
1.Street $ - $ $
2.Storm Drain $ $ $
3.Street Lights Installed by Developer $ $ $
4. Signals $ $ $
TPW Construction Cost Total $ $ $
Total Construction Cost(excluding the fees): $ 283,647.44 $ 1,967,230.66 $ 2,260,778.00
Estimated Construction Fees:
C. Construction Inspection Service Fee $ 2,812.50 $ 59,687.50 $ 62,500.00
D. Administrative Material Testing Service Fee $ 165.38 $ 3,509.63 $ 3,675.01
E. Water Testing Lab Fee $ 20.25 $ 429.75 $ 450.00
F. Material Testing TBD $ 39,344.61 $ 39,344.61
G. IPRC Design Review Fee(Including Rev 2) $ 243.81 $ 5,174.19 $ 5,418.00
Total Estimated Construction Fees: $ 3,241.94 $ 108,146.68 $ 111,387.62
TOTAL PROJECT COST $ 286,789.38 $ 2,076,376.24 $ 2,362,166.62
Choice
Financial Guarantee Options,choose one Amount (Mark one)
Bond= 100% $ 2,250,778.00 X
Completion Agreement= 100%/Holds Plat $ 2,250,778.00
Cash Escrow Water/Sanitary Sewer= 125% $
Cash Escrow Paving/Storm Drain = 125% $
Letter of Credit= 125% 1 $ 2,813,472.50
City of Fort Worth,Texas Page 15 of 18
Standard Community Facilities Agreement with City Participation
Rev.4/2/20
IN WITNESS WHEREOF,the City and Developer have each executed this Agreement by their
duly authorized signatories to be effective on the date executed by the City's Assistant City Manager.
CITY OF FORT WORTH DEVELOPER
GBTM Sendera,LLC
Dana doAc
Dana Burghdoff ct 12,202212:31 CDT)
Dana Burghdoff -5:3
Assistant City Manager By:Bobby Sam ue I(Oct 7,202215:51 CDT)
Oct 12 2022 Name: Bobby Samuel
Date: Title: Development Manager
Recommended by:
Date: Oct 7, 2022
ofi .s --e
Dwayne Hollars(Oct 7,2022 15:53 CDT)
Dwayne Hollars
Contract Compliance Specialist
Development Services Department
Approved as to Form &Legality:
Richard A.McCracken(Oct 12,202210:53 CDT)
Richard A.McCracken
Sr.Assistant City Attorney
Contract Compliance Manager:
M&C No. 22-0593 By signing, I acknowledge that I am the person
Date: 8/9/22 responsible for the monitoring and
Form 1295: 2022-908242 administration of this contract,including
ensuring all performance and reporting
requirements.
ATTEST:
daOtc�FORla�a MA`t 7-6;CZZi a,�t,b�
`7 b "°°pOOppO '� Matt Tilly on beha of(Oct 7,202217: 1CD
:7�`I`IGL`L`G c1 C7000��GG p�o° °0,
Jannette S.Goodall(Oct 13,2022 16:48 CDT) F11,o° o���
Jannette Goodall �00 8=0 Janie Scarlett Morales
0 Development Manager
City Secretary �� ,f o °° �
0 °
0
00000000
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OFFICIAL RECORD
CITY SECRETARY
FT.WORTH, TX
City of Fort Worth,Texas Page 16 of 18
Standard Community Facilities Agreement with City Participation
Rev.4/2/20
The following attachments are incorporated into this Agreement. To the extent a
conflict exists between the main body of this Agreement and the following attachments, the
language in the main body of this Agreement shall be controlling.
Included Attachment
❑X Attachment 1 -Changes to Standard Community Facilities Agreement
❑ Attachment 2—Phased CFA Provisions
❑ Attachment 3 —Concurrent CFA Provisions
❑X Location Map
❑X Exhibit A: Water Improvements
❑ Exhibit A-1: Sewer Improvements
❑ Exhibit B: Paving Improvements
❑ Exhibit B-1: Storm Drain Improvements
❑ Exhibit C: Street Lights and Signs Improvements
❑X Cost Estimates
(Remainder of Page Intentionally Left Blank)
City of Fort Worth,Texas Page 17 of 18
Standard Community Facilities Agreement with City Participation
Rev.4/2/20
ATTACHMENT"1"
Changes to Standard Community Facilities Agreement
City Proj ect No. 104078
None
City of Fort Worth,Texas Page 18 of 18
Standard Community Facilities Agreement with City Participation
Rev.4/2/20
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OWNED/DEVELOPED BY: 30" WATER MAIN
GBTM SENDERA, LLC CITY PROJECT NO. 104078
2805 North Dallas Parkway, Suite 400
Z Plano, Texas 75093 ALA
SAMUEL
I PHONE: (469) 573-6755 LJA Engineering, Inc.
i 6060 North Central Expressway Phone 469.621.0710
Suite 400
Dallas, Texas 75206 FRN - F-1386
00 42 43
DAP-BID PROPOSAL
Page 1 of 1
SECTION 00 42 43
Developer Awarded Projects-PROPOSAL FORM
Madero,Rancho Canyon Way 30-inch Water Main-CoFW Participation
UNIT PRICE BID Bidder's Application
Project Item Information Bidder's Proposal
Bidlist Item I Unit of
Description Specification Section No. Bid Quantity Unit Price Bid Value
No. Measure
UNIT I:WATER IMPROVEMENTS
1 3305.0109 Trench Safety 3305 10 LF 4230 $2.00 $8,460.00
2 3311.0001 Ductile Iron Water Fittings w/Res 3311 11 TON 11.56 $9,500.00 $109,820.00
3 3311.0651 24"DIP Water 3311 10 LF 64 $325.00 $20,800.00
4 3311.0751 30"DIP Water 3311 10 LF 3970 $385.00 $1,528,450.00
5 3311.0757 Imported Embedment/Backfill,CLSM 3311 10 CY 96 $250.00 $24,000.00
6 3311.1061 48"Steel AWWA C200 Water Pipe 3311 14 LF 80 $950.00 $76,000.00
7 9999.0001 30"AWWA Butterfly Valve,w/Vault 33 12 21 EA 3 $48,500.00 $145,500.00
8 3312.1004 4"Combination Air Valve Assembly for Water 33 12 30 EA 2 $28,500.00 $57,000.00
9 3312.6003 8"Blow Off Valve 34 12 60 EA 3 $14,500.00 $43,500.00
10 3312.0108 Connection to Existing 24"Water Main 33 12 25 EA 2 $9,500.00 $19,000.00
11 3304.0002 Cathodic Protection 33 04 12 LS 1 $151,932.00 $151,932.00
12 3301.0002 Post-CCTV Inspection 3301 31 LF 1 4034 $2.00 $8,068.00
13 3311.0261 8"PVC Water Pipe 3311 12 LF 96 $46.00 $4,416.00
14 3311.0244 8"Water Pipe,CLSM Backfill 33 11 10,33 11 12 LF 7 $66.00 $462.00
15 3311.0251 8"DIP Water 3311 10 LF 15 $56.00 $840.00
16 3311.0254 8"DIP Water,CLSM Backfill 3311 10 LF 5 $76.00 $380.00
17 3311.0441 12"Water Pipe 33 11 10,33 11 12 LF 20 $82.00 $1,640.00
18 3311.0541 16"Water Pipe 33 11 10,33 11 12 LF 53 $120.00 $6,360.00
19 3312.3003 8"Gate Valve 33 12 20 EA 1 1 $1,450.00 $1,450.00
20 3312.3005 12"Gate Valve 33 12 20 EA 1 $3,200.00 $3,200.00
21 3312.3006 16"Gate Valve w/Vault 33 12 20 EA 1 $18,500.00 $18,500.00
22 3312.6002 6"Blow Off Valve 33 12 60 EA 1 $12,500.00 $12,500.00
23 9999.0002 12"Ring Connection Assembly including Valves,Pipes 00 00 00 EA 1 $8,500.00 $8,500.00
TOTAL UNIT I:WATER IMPROVEMENTS $2,250,778.00
TOTAL UNIT V:STREET LIGHTING IMPROVEMENTS
Bid Summary
UNIT I:WATER IMPROVEMENTS $2,250,778.00
Total Construction Bidl $2,250,778.00
This Bid is submitted by the entity named below:
BIDDER: BY:BROCK iGGINS
CONATSER CONSTRUCTION TX,L.P. `
5327 WICHITA ST.
FORT WORTH,TX 76119 TITLE:PRESIDENT
DATE:
Contractor agrees to complete WORK for FINAL ACCEPTANCE within 200 working days after the date when the
CONTRACT commences to run as provided in the General Conditions.
END OF SECTION
CITY OF FORT WORTH
STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS-DEVELOPER AWARDED PROJECTS
Form Version May 22,2019 00 42 43_Bid Proposal_Madero_Rancho Canyon Way Jain Water Main-CoFW(2022.09.16)
City of Fort Worth, Texas
Mayor and Council Communication
DATE: 08/09/22 M&C FILE NUMBER: M&C 22-0593
LOG NAME: 60RANCHO CANYON 30INCH WATER LINE CFA
SUBJECT
(CD 2)Authorize Execution of a Community Facilities Agreement with GBTM Sendera, LLC,with City Participation in the Amount Not to Exceed
$2,018,632.05, for Oversizing the Northside IV Rancho Canyon Way Water Main Located in North Fort Worth
RECOMMENDATION:
It is recommended that the City Council authorize the execution of a Community Facilities Agreement with GBTM Sendera LLC,with City
participation in the amount not to exceed$2,018,632.05 for the oversizing the Northside IV Rancho Canyon Way water main located in north Fort
Worth.
DISCUSSION:
GBTM Sendera LLC(Developer)is constructing the Madero Development located north and south of Rancho Canyon Way and west of Sendera
Ranch Blvd(Development). Phases 1 and 2 of the Development are located south of Rancho Canyon Way and will be served by Northside I I I
pressure plane. Phases 1 and 2 of the Development also require the Developer to construct Rancho Canyon Way.
In order to serve future phases of the Development north of Rancho Canyon Way,the Developer must construct 620 linear feet of 16"inch water
main on the Northside IV pressure plane underneath Rancho Canyon Way. The City is participating in the project to oversize the 620 linear foot
water main from 16 inches to 30 inches and to oversize the length approximately 3,285 linear feet to meet regional demands. The City's
participation allows the City to have the water main constructed before the Developer constructs Rancho Canyon Way as part of Phase 1 and 2 of
the Development.
The Developer will be responsible for the extension of the on-site water lines for Phases 1 and 2 of the Development. Rancho Canyon Way 30-inch
water main project is assigned City Project No. 104078 and Accela System Record IPRC22-0062. The City participated in the cost of the design
for the project pursuant to a design procurement agreement(M&C 22-0411).
In accordance with Chapter 212, Subchapter C of the Texas Local Government Code,the City's participation in the contract is exempt from
competitive bidding requirements because the contract is for oversizing public improvements being constructed by the developer, the developer
will execute a performance bond to cover the total project cost, including all of the City's cost participation, and the City's cost participation will be
determined in accordance with the City's Unit Price Ordinance.
The City's cost participation in the construction cost of the the water main is estimated to be in an amount not to exceed$2,018,632.05 as shown
in the table below. Payments to the Developer are estimated to be$1,967,230.56 for construction costs and$39,344.61 for material testing costs.
The remaining City Participation, in the estimated amount of $12,056.88 will cover the City's portion of construction inspection services fees,
administration material testing service fees,water lab testing fees. An additional$393,446.11 in contingency funds will cover the City's portion of
any change orders.
The following table shows the cost sharing breakdown for the project.
A.30"WL Construction Developer City Cost Total Cost
Cost
1. Water $29,414.44 $1,967,230.56 $1,996,645.00
2.Water Contingency 20% $0.00 $393,446.11 $393,446.11
B. Inspections&Testing
1. Construction Inspection Fee $382.50 $8,117.50 $8,500.00
2. Admin Material Testing Fee $165.38 $3,509.63 $3,675.01
3.Water Lab Fee $20.25 $429.75 $450.00
4. Material Testing Cost
Contingency $0.00 $39,344.61 $39,344.61
Total Project Cost $29,982.57 $2,412,078.16 $2,442,060.73
*Numbers will be rounded up for accounting purposes.
The reimbursement of the participation, excluding inspection and material testing fees, is not a lump-sum amount and may be less than the stated
amount depending upon the actual quantities and unit prices from the Notice of Final Completion package, commonly referred to as the Green
Sheet package.
Funding for the Community Facility Agreement(CFA)—Rancho Canyon 30in WM (City Project No. 104078) is as depicted in the table below:
Existing Additional
Fund Appropriations Appropriations Project Total*
Water/Sewer Bond
2016-Fund 56005 $1,466,000.00 $0.00 $1,466,000.00
Water&Sewer
Bond 2017A-Fund
56011 1 $1,120,000.001 $0.001 $1,120,000.00,
Total 1 $2,586,000.001 $0.001 $2,586,000.00
*Numbers rounded for presentation purposes.
BUSINESS EQUITY—Opportunity for business equity is negligible as determined by DVIN.
This project is located in COUNCIL DISTRICT 2
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that upon approval of the above recommendation and execution of the contract, funds are available in the current
capital budget, as appropriated, in the Water/Sewer Bond 2016 and Water&Sewer Bond 2017A Funds CFA-Rancho Canyon 30in WM project.
Prior to any expenditure being incurred,the Water Department has the responsibility to validate the availability of funds
Submitted for City Manager's Office W. Dana Burghdoff 8018
Originating Business Unit Head: Chris Harder 5020
Additional Information Contact: Taylor Gunderman 8369
Expedited