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Home My WebLink AboutContract 51820-CO1PROJECT NAME: CONTRACT: CFA # CITY PROJECT # DOE # WATER PROJECT # SEWER PROJECT # FILE # INSPECTOR: PROJECT MANAGER ORIGINAL CONTRACT EXTRAS TO DATE CREDITS TO DATE CONTRACT TO DATE AMOUNT OF PROP. CHANGE ORDER REVISED CONTRACT AMOUNT TOTAL REVISED CONTRACT AMOUNT PER UNIT REVISED COST SHARE TOTAL REVISED CONTRACT DEVELOPER - AWARDED - PROJECT CHANGE ORDER American Airlines Headquarteers - Trinity Blvd, SBFR 360, American Blvd Paving, Drainage, Street Lighting, Signals CS-51820 I CITY PARTICIPATION: I YES 101314 N/A N/A NIA K-2965 Aaron Ybarra Phone No: Debbie J. Willhelm Phone No: PAVING (IMPACT FEE REVENUE) CITY COST $ 128,154.00 $ 128,154.00 $ 128,154.00 $ 128,154.00 DEVELOPER COST DEVELOPER COST PAVING CITY COST $ 388,454.30 TXDOT COST $ 1,553,817.20 $ $ 388,454.30 $ 1,553,817.20 $ 144,405.55 $ $ $ 532,859.85 $ 1,553,817.20 $2,086,677.05 $0.00 CITY COST CHANGE ORDER No: 1 682-213-0382 817-392-2481 CONTRACT UNIT STORM DRAIN DEVELOPER CITY TXDOT COST COST COST $ $ 24,864.00 $ 99,456.00 $ $ 24,864.00 $ 99,456.00 $ 50,947.00 $ - $ $ 75,811.00 $ 99,456.00 $175,267.00 $1,079,604.40 ITXDOT COST $3,249,070.80 CSC No. 51820-COI STREET LIGHTS, SIGNS, SIGNALS DEVELOPER CITY I TXDOT COST COST COST $ $ 129,048.30 $ 516,193.20 $ $ 6 129,048.30 $ 516,193.20 b 213,731.25 $ - b 342,779.55 $ 516,193.20 $858,972.75 $2,169,466.40 CONTRACT DAYS 117 I 117 90 207 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Page 1 of 4 YOU ARE DIRECTED TO MAKE THE FOLLOWING CHANGES IN THE CONTRACT DOCUMENTS: PAY ITEM # I CITY BID ITEM I QUANTITY I UNIT ITEM DESCRIPTION UNIT PRICE I CITY COST I TXDOT COST I TOTAL COST PAVING (IMPACT FEE REVENUES) $ $ $ I $ $ $ II I $ $ $ PAVING SUBTOTAL (IMPACT FEE REVENUES) $ $ $ I PAVING I 115 3292.0100 1 LS Construction Staking (American Blvd / Bldg 6) $ 17,500.00 $ 17,500.00 $ $ 17,500.00 I 116 0241.0401 321 SF Remove Concrete Drive $ 6.35 $ 2,038.35 $ $ 2,038.35 I 117 0241.0550 100 LF Remove Guardrail $ 11.00 $ 1,100.00 $ $ 1,100.00 I 118 0241.1300 710 LF Remove Conc Curb&Gutter $ 9.00 $ 6,390.00 $ $ 6,390.00 I 120 3123.0101 268 CY Unclassified Excavation by Plan $ 17.00 $ 4,556.00 $ $ 4,556.00 I 121 3211.0400 10.8 TN Hydrated Lime $ 214.00 $ 2,311.20 $ $ 2,311.20 I 122 3211.0502 720 SY 8" Lime Treatment $ 8.00 $ 5,760.00 $ $ 5,760.00 I 123 3213.0106 720 SY 11" Conc Pvmt $ 105.00 $ 75,600.00 $ $ 75,600.00 124 3213.0506 4 EA Barrier Free Ramp, Type P-1 $ 2,500.00 $ 10,000.00 $ $ 10,000.00 125 3217.4301 1400 LF Remove 4" Pvmt Marking $ 1.00 $ 1,400.00 $ $ 1,400.00 126 3291.0100 33 CY Topsoil $ 55.00 $ 1,815.00 $ $ 1,815.00 127 3292.0101 295 SY Surface Restoration Sodding $ 5.00 $ 1,475.00 $ $ 1,475.00 128 3305.0103 2 EA Exploratory Excavation of Existing Utilities $ 2,900.00 $ 5,800.00 $ $ 5,800.00 133 TX 540-6002 44 LF Metal Beam Guard Fence (Steel Post) $ 37.50 $ 1,650.00 $ $ 1,650.00 134 TX 540-6016 1 EA Downstream Terminal Anchor Section $ 1,700.00 $ 1,700.00 $ $ 1,700.00 I 135 TX 544-6002 1 EA Single Guard Terminal (MASH) SKT $ 3,750.00 $ 3,750.00 $ $ 3,750.00 136 TX 432-6001 3 CY Riprap (Conc)(4 In) $ 520.00 $ 1,560,00 $ $ 1,560.00 PAVING SUBTOTAL $ 144,405.55 $ $ 144,405.55 STORM DRAIN 119 0241.4101 1 EA 0241.4101 Remove 10' Recessed Inlet $ 4,000.00 $ 4,000.00 $ $ 4,000.00 129 3305.0109 86 LF 3305.0109 Trench Safety I $ 2.00 $ 172.00 $ $ 172.00 I 130 3341.0201 121 LF 3341.0201 21" RCP, Class III is 175.00 $ 21,175.00 $ $ 21,175.00 I 131 3349.0001 1 EA 3349.0001 4' Storm Junction Box $ 8,500.00 $ 8,500.00 $ $ 8,500.00 I 132 3349.8001 1 EA 3349.8001 10' Type 2 Inlet I $ 17,100.00 $ 17,100.00 $ $ 17,100.00 STORM DRAIN SUBTOTAL $ 50,947.00 $ $ 50,947.00 J1 LIGHTING, SIGNS, SIGNALS 137 2605.0111 1 EA Furnish/Install Elec Sery Pedestal $ 6,700.00 $ 6,700.00 $ $ 6,700.00 138 2605.3014 25 LF 2" CONDT RM (Riser) $ 47.50 $ 1,187.50 $ I $ 1,187.50 139 2605.3015 40 LF 2" CONDT PVC SCH 80 (T) $ 14.50 $ 580.00 $ I $ 580.00 140 2605.3025 385 LF 3" CONDT PVC SCH 80 (T) $ 18.00 $ 6,930.00 $ $ 6,930.00 141 2605.3026 135 LF 3" CONDT PVC SCH 80 (B) $ 22.00 $ 2,970.00 $ $ 2,970.00 142 3217.001 510 LF 4" SLID Pvmt Marking HAS (Y) $ 1.75 $ 892.50 $ $ 892.50 143 3217.003 220 LF 4" BRK Pvmt Marking HAS (W) $ 1.00 $ 220.00 $ $ 220.00 144 3217.0201 199 LF 8" SLID Pvmt Marking HAS (W) $ 2.00 $ 398.00 $ $ 398.00 145 3217.0202 107 LF 8" SLID Pvmt Marking HAS (Y) $ 3.25 $ 347.75 $ $ 347.75 146 3217.0501 329 LF 24" SLD Pvmt Marking HAE (W) $ 6.00 $ 1,974.00 $ $ 1,974.00 147 3217.1002 4 EA Lane Legend Arrow $ 127.00 $ 508.00 $ $ 508.00 148 3217.1004 4 EA Lane Legend Only $ 140.00 $ 560.00 $ $ 560.00 149 3217.2102 28 EA REFL Raised Marker TY I-C $ 5.00 $ 140.00 $ $ 140.00 150 3217.2103 9 EA REFL Raised Marker TY II -A -A $ 9.00 $ 81.00 $ $ 81.00 151 3441.1001 9 EA 3-Sect Signal Head Assmbly $ 1,150.00 $ 10,350.00 $ $ 10,350.00 152 3441.1011 4 EA Ped Signal Head Assmbly $ 900.00 $ 3,600.00 $ $ 3,600.00 153 3441.1031 4 EA Audible Pedestrian Pushbutton Station $ 1,520.00 $ 6,080.00 $ $ 6,080.00 154 3441.1210 1 EA Furnish/Install BBU System $ 9,050.00 $ 9,050.00 $ $ 9,050.00 155 3441.1215 3 APR Furnish/Install Hybrid Detection System $ 9,600.00 $ 28,800.00 $ I $ 28,800.00 Page 2 of 4 156 3441.1217 510 LF Install Hybrid Detection Cable $ 3.00 $ 1,530.00 $ $ 1.530.00 157 3441.1220 3 EA Furnish/Install Model 711 Preemption Detector $ 7,500.00 $ 22,500.00 $ $ 22,500.00 158 3441.1224 510 LF Furnish/Install Preemption Cable $ 1.25 $ 637.50 $ $ 637.50 159 3441.1311 670 LF 5/C 14 AWG Multi -Conductor Cable $ 2.00 $ 1,340.00 $ $ 1,340.00 160 3441.1312 60 LF 7/C 14 AWG Multi -Conductor Cable $ 2.00 $ 120.00 $ $ 120.00 161 3441.1315 385 LF 20/C 14 AWG Multi -Conductor Cable $ 5.00 $ 1,925.00 $ $ 1,925.00 162 3441.1322 415 LF 3/C 14 AWG Multi -Conductor Cable $ 1.00 $ 415.00 $ $ 415.00 163 3441.1408 210 LF NO 6 Insulated Elec Condr $ 1.50 $ 315.00 $ $ 315.00 164 3441.1409 80 LF NO 8 Insulated Elec Condr $ 1.50 $ 120.00 $ $ 120.00 165 3441.1414 560 LF NO 8 Bare Elec Condr $ 1.50 $ 840.00 $ $ 840.00 166 3441.1503 5 LF Ground Box Type D, w/Apron $ 1,148.00 $ 5,740.00 $ $ 5,740.00 167 3441.1603 3 EA Furnish/Install 10' - 14' Ped Pole Assmbly $ 1,150.00 $ 3,450.00 $ $ 3,450.00 168 3441.1611 1 EA Furnish/Install Type 41 Signal Pole $ 5,500.00 $ 5,500.00 $ $ 5,500.00 169 3441.1612 2 EA Furnish/Install Type 42 Signal Pole $ 4,700.00 $ 9.400.00 $ $ 9,400.00 J 170 3441.1623 3 EA Furnish/Install Mast Arm 16' - 36' $ 2,800.00 $ 8,400.00 $ $ 8,400.00 171 3441.1703 3 EA TY 3 Signal Foundation $ 2,900.00 $ 8.700.00 $ $ 8,700.00 172 3441.XXXX 3 EA Light Pole Spread Footing (American / B6) $ 1,340.00 $ 4,020.00 $ $ 4,020.00 173 3441.1715 1 EA Signal Cabinet Foundation - 352i & BBU $ 7,765.00 $ 7,765.00 $ $ 7,765.00 174 3441.1741 1 EA Furnish/Install 352i Controller Cabinet Assembly $ 24,400.00 $ 24,400.00 $ $ 24,400.00 f 175 3441.3201 1 EA LED Lighting Fixture (American / B6) $ 945.00 $ 945.00 $ $ 945.00 176 3441.4001 6 EA Furnish/Install Alum Sign Mast Arm Mount $ 550.00 $ 3,300.00 $ $ 3,300.00 177 3471.0001 3 MO Traffic Control (American / B6) $ 7,000.00 $ 21,000.00 $ $ 21.000.00 LIGHTING, SIGNS, SIGNALS SUBTOTAL $ 213,731.25 $ $ 213,731.25 TOTALS $ 409,083.80 1 $ I $ 409,083.80 [ SIGNATURES APPEAR ON THE FOLLOWING PAGE ] Page 3 of 4 REASONS FOR CHANGE ORDER: Scope for the Enhanced CFA with American Airlines, Inc. (CS-51820) was expanded (adding CPN 101828) to include paving, storm drain, and signals in the vicinity of American Boulevard and it's intersection with Transformation Way. Changes correspond to the construction plans prepared by Dunaway Associates and dated January 2, 2019 for CP 101828 American Blvd Paving and Traffic Signal Improvements to serve American Airlines Headquarters. This Change Order only amends the CPN 101314 portion of CS- 51820. This change order requires 90 calendar days added to the contract. This change order corresponds with Contractor's Request PCO#1 Reviewed May 6, 2019. This change order is not eligible for RTR Funding, therefore, this change order is 100% City -Funded. CITY AND TXDOT FUNDS INVOLVED IN THIS CONTRACT. REIMBURSEMENT FROM THE CITY WILL BE SOUGHT BY THE DEVELOPER. RECOMMENDED: APPROVED: APPROVED: APPROVAL RECOMMENDED: Consultant - Pacheco Developer -American Airlines, Inc. Contractor - Reyes Group, Ltd CFW -- Sponsoring Department ''Koch ''AAnn Ral-Ail /V9l�l/wl- 'r —2 Markus Neubauer (Aug 28, 2019) Kirk E Hotelling (Aug 29, 2019 Marcos G Reyes (Aug 3 9) Steve Cooke (Aug 30, 2019) Markus D. Neubauer, PE Kirk Hotelling Marcos G. Reyes Steve Cooke Associate Principal Managing Director - Campus & Airport Affairs President Interim Director, Transportation and Public Works Dept APPROVED: APPROVED AS TO FORM AND LEGALITY: RECOMMENDED: * Contract Compliance Manager (Project Manager) CFW - Assistant City Manager CFW - Assistant City Attorney CFW - Contract Compliance Manager By signing, I acknowledge that I am the person responsible Richard A MGCraGKeh for the monitoring and administration of this contract, Dana Burghdoff (Sep 3, 201 Richard A. McCracken (Sep 1, 2019) roznmeMn hm „(-z3D,M9) including ensuring all performance and reporting requirements. Dana Burghdoff, AICP Richard A. McCracken Debbie J. Willhelm, PE M&C Number: C-28898 C-29166 Acting Assistant City Manager Assistant City Attorney Project Manager M&C Date Appr:: 10/16/2018 6/25/2019 p o� foRr114aa Form 1295: N/A ATTEST: 0 duo ^=d dpaIlntEJ(op°5o47 Jannette S. Goodall City Secretary OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Page 4 of 4 M&C Review Page 1 of 3 CITY COUNCIL AGENDA Official site of the City of Fort Worth, Texas F(iRI I COUNCIL ACTION: Approved on 10/16/2018 - Ordinance Nos. 23447-10-2018 & 23448-10-2018 DATE: 10/16/2018 REFERENCE NO.: C-28898 LOG NAME: 06AAECFA-2018 CODE: C TYPE: NON -CONSENT PUBLIC NO HEARING: SUBJECT: Rescind M&C C-28730; Authorize Execution of an Advance Funding Agreement with the State of Texas for Regional Toll Revenue Funds in an Amount Not to Exceed $7,000,000.00, with a Local Match of $1,400,000.00 for Road Improvements on Trinity Boulevard, American Boulevard and US Highway 360 Frontage Road; Authorize Execution of an Enhanced Community Facilities Agreements with American Airlines, Inc., with City Participation with Regional Toll Revenue Funds in an Amount Not to Exceed $5,600,000.00, and City Participation with Non -Regional Toll Revenue Funds in an Amount Not to Exceed $2,000,000.00 for the Construction of Road Improvements on Trinity Boulevard, American Boulevard and US Highway 360 Frontage Road; Authorize Allocation of $1,275,000.00 in 2014 Bond Program Enhanced Community Facility Funds for the Project; and Adopt Appropriation Ordinances (COUNCIL DISTRICT 5) RECOMMENDATION: It is recommended that the City Council: 1. Rescind M&C C-28730, authorizing execution of an Enhanced Community Facilities Agreement with American Airlines, Inc., in an amount not to exceed $1,700,000.00; 2. Authorize the City Manager to execute an Advance Funding Agreement with the State of Texas with a project amount not to exceed $7,000,000.00, to provide the City with Regional Toll Revenue funds in an amount not to exceed $5,600,000.00 with a twenty percent local match in an amount not to exceed $1,400,000.00 for road improvements on Trinity Boulevard, American Boulevard and US Highway 360 Frontage Road; 3. Authorize the City Manager to execute one or more Enhanced Community Facilities Agreements with American Airlines, Inc., with City Participation with Regional Toll Revenue funds in an amount not to exceed $5,600,000.00, and City Participation with Non-RTR funds in an amount not to exceed $2,000,000.00 for road improvements along Trinity Boulevard and American Boulevard, and US Highway 360 Frontage Road for the new American Airlines corporate headquarters facility; 4. Adopt the attached appropriation ordinance increasing estimated receipts and appropriations of the Intergovernmental Contribution Fund in the amount of $5,600,000.00; 5. Allocate the amount of $1,275,000.00 in 2014 Bond Program Enhanced Community Facilities funds to American Airlines Trinity Complex Project 101314 to complete road improvements; and 6. Adopt the attached appropriation ordinance increasing estimated receipts and appropriations in the Transportation Impact Fee Capital Legacy Fund up to the amount of $1,045,000.00 from available funds. DISCUSSION: On November 10, 2015 the City Council adopted Ordinance No. 21968-11-2015 (M&C G-18605) designating Tax Abatement Reinvestment Zone No. 91, City of Fort Worth, Texas, and approved execution of a Tax Abatement Agreement with American Airlines, Inc., (Company), and the Dallas/Fort Worth International Airport Board for development of a corporate headquarters facility (Headquarters Project) on property at Dallas -Fort Worth International Airport located within the City of Fort Worth (City Secretary Contract No. 47341, as amended). Under the Tax Abatement Agreement, the City agreed to abate a maximum of between 75 to 90 percent of the incremental real and personal property taxes from the site for http://apps.cfwnet.org/council_packet/Mc review.asp?ID=26426&councildate=10/16/2018 10/26/2018 M&C Review Page 2 of 3 a period of one year provided that Company expended at least $200 million in real property improvements by December 31, 2019 on property in the reinvestment zone and consider up to $2,000,000.00 in enhanced community facility funds for public infrastructure projects associated with the Headquarters Project. As part of the project the Company anticipated expending approximately $1,650,000.00 for the construction of road improvements including deceleration lanes, turn lanes, signaling, sidewalks and street light improvements on Trinity Boulevard, American Boulevard, US Highway 360 Frontage Road (Public Infrastructure). On June 13, 2017, the City Council authorized execution of an Enhanced Community Facilities Agreement (ECFA) (M&C C-28274) under which the City would reimburse Company up to $950,000.00 of construction costs. The Company proposed to expand the scope of the Public Infrastructure project to include widened roadways and turn lanes on Trinity Boulevard, US Highway 360 Frontage Road, and American Blvd. to accommodate the planned additional employee traffic at a total approximate cost of $7,000,000.00. On June 12, 2018, by M&C C-28730, the City Council rescinded M&C C-28274 to cancel the 2017 ECFA that was never executed and authorized execution of a new ECFA with City Participation in an amount not to exceed $1,700,000.00. After further design and discussions with the Company, City staff is recommending increasing the City's participation in the Public Infrastructure project to $2,000,000.00 representing the entire commitment in the original tax abatement agreement. It is anticipated that the Regional Transportation Council of the North Central Texas Council of Governments will receive a recommendation to authorize funding in support of the public infrastructure improvements on Trinity Boulevard. This M&C seeks authorization for the execution of an Advance Funding Agreement (AFA) between the City and the State of Texas, acting through Texas Department of Transportation, (TxDOT) for Regional Toll Revenue (RTR) for the public infrastructure improvements along Trinity Boulevard. If approved by TxDOT, the AFA may also include improvements to American Boulevard and US Highway 360 Frontage Road. The AFA would have a project amount not to exceed $7,000,000.00, which would provide the City with RTR funds not to exceed $5,600,000.00, with a twenty percent local match requirement not to exceed $1,400,000.00. This M&C further requests authorization for executing one or more ECFAs with the Company, with City Participation with RTR funds received from TxDOT in an amount not to exceed $5,600,000.00 and City Participation with Non-RTR funds in the form of ECFA funds and Transportation Impact Fee funds in an amount not to exceed $2,000,000.00 for the Public Infrastructure. Appropriation and contract authority for the entire $2,000,000.00 provides the flexibility to fund more than the 20% match, as needed, to keep the project on schedule pending access to RTR funds. Any remaining City funds will be available to the Company for additional eligible infrastructure improvements through a separate contract or amended contract, both authorized by this M&C. The Company will be responsible for all costs exceeding the RTR funds received by the City from TxDOT under the AFA and the City's Participation in the amount of up to $2,000,000.00 of Non-RTR funds. City staff intends to execute an ECFA with the Company for the Trinity Boulevard improvements prior to execution of the AFA with TxDOT in order to pay for project design costs. Company will not be authorized to proceed to construction on the Trinity Boulevard improvements until the AFA is executed. The Public Infrastructure must still be completed by December 31, 2019, subject to extensions due to delays by weather, force majeure, and City and other governmental changes or delays in review procedure, approvals, or inspections. If the Public Infrastructure is not completed by then, Company will be in default under the ECFA. A portion of the expenses associated with this ECFA will be funded from the 2014 Bond Program. Available resources within the General Fund will be used to provide interim financing for those expenses until debt is issued. Once debt associated with this project is sold, bond proceeds will reimburse the General Fund in accordance with the statement expressing official Intent to Reimburse that was adopted as part of the ordinance canvassing the bond election. Additionally, a portion of the construction funding will come from Transportation Impact Fee Revenues in Service Area N. The intersections of Trinity Boulevard with American Boulevard and with State Highway 360 southbound frontage road were identified as transportation impact fee eligible in the adopted 2017 Transportation Impact Fee Study. The transportation impact fee funding will be restricted to turn lane improvements to American Boulevard and Trinity Boulevard and will not be used to fund through -lane http://apps.cfwnet.org/council_packet/mc review.asp?ID=26426&councildate=10/16/2018 10/26/2018 M&C Review Page 3 of 3 improvements. The Project is located in COUNCIL DISTRICT 5. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that, upon approval of the above recommendations, and receipt of State Funds, appropriations will be available for American Airlines ECFA in the Critical Capital Projects Fund (39001) included in the Fiscal Year 2007 Bond Program, the 2014 Bond program (34014), and the Transportation Impact Fee Capital Legacy Fund (39008). TO Fund Department Account Project Program Activity Budget I Reference # I Amount ID ID Year I (Chartfield 2) FROM Fund Department Account Project Program Activity Budget I Reference # I Amount ID I ID Year I (Chartfield 2) Submitted for Citv Manaqer's Office bv: Oriqinatinq Department Head: Additional Information Contact: ATTACHMENTS 06AAECFA-2018 (Recom #4).docx 06AAECFA-2018 (Recom #6).docx 180523 AA 1295 FORM.pdf CFA Exhibit-B - Pavinq.pdf CFA Exhibit-131 - Storm Drain.pdf CFA Exhibit-C - Traffic SianalsSignsLightinq.pdf Vicinitv Map.pdf Jay Chapa (6122) Susan Alanis (8180) Randle Harwood (6101) Doug Wersig (7801) Robert Sturns (2663) http://apps.cfwnet.org/council_packet/Mc review.asp?ID=26426&councildate=10/16/2018 10/26/2018 M&C Review Page 1 of 3 CITY COUNCIL AGENDA COUNCIL ACTION: Approved on 6/26/2019 Official site of the City of Fort Worth, Texas FORTIVORTH DATE: 6/25/2019 REFERENCE NO.: **C-29166 LOG NAME: 17AAECFA-2018- AMEND2 CODE: C TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: Authorize Execution of Amendment to Enhanced Community Facilities Agreement with American Airlines, Inc. with City Participation for the Construction of Road Improvements on Trinity Boulevard, American Boulevard and US Highway 360 Frontage Road (City Secretary Contract No. 51820) and Amendment to Tax Abatement Agreement with American Airlines, Inc. Related to the American Airlines Headquarters Facility (City Secretary Contract No. 47341) to Extend the Completion Deadlines Under Both Agreements (COUNCIL DISTRICT 5) RECOMMENDATION: It is recommended that the City Council: 1. Authorize the execution of an amendment to City Secretary Contract No. 51820, an Enhanced Community Facilities Agreement with American Airlines, Inc. with City participation for the construction of road improvements on Trinity Boulevard, American Boulevard and US Highway 360 Frontage Road to extend the completion deadline from December 31, 2019 to July 31, 2020; and 2. Authorize the execution of an amendment to City Secretary Contract No. 47341, the Tax Abatement Agreement with American Airlines, Inc. for the American Airlines headquarters facility, to extend the completion deadline from December 31, 2019 to July 31, 2020. (COUNCIL DISTRICT 5) DISCUSSION: On November 10, 2015 the City Council adopted Ordinance No. 21968-11-2015 (M&C G-18605) designating Tax Abatement Reinvestment Zone No. 91, City of Fort Worth, Texas, and approved execution of a Tax Abatement Agreement with American Airlines, Inc., (Company), and the Dallas/Fort Worth International Airport Board for development of a corporate headquarters facility (Headquarters Project) on property at Dallas -Fort Worth International Airport located within the City of Fort Worth (City Secretary Contract No. 47341, as amended). Under the Tax Abatement Agreement, the City agreed to abate a maximum of between 75 to 90 percent of the incremental real and personal property taxes from the site for a period of one year provided that Company expended at least $200 million in real property improvements by December 31, 2019 on property in the reinvestment zone and consider up to $2,000,000.00 in enhanced community facility funds for public infrastructure projects associated with the Headquarters Project. As part of the project, the Company anticipated expending approximately $1,650,000.00 for the construction of road improvements including deceleration lanes, turn lanes, signaling, sidewalks and street light improvements on Trinity Boulevard, American Boulevard, US Highway 360 Frontage Road (Public Infrastructure). On June 13, 2017, the City Council authorized execution of an Enhanced Community Facilities Agreement (ECFA) (M&C C-28274) under which the City would reimburse Company up to $950,000.00 of construction costs. http://apps.cfwnet.org/council_packet/mc review.asp?ID=27106&councildate=6/25/2019 7/18/2019 M&C Review Page 2 of 3 The Company proposed to expand the scope of the Public Infrastructure project to include widened roadways and turn lanes on Trinity Boulevard, US Highway 360 Frontage Road, and American Blvd. to accommodate the planned additional employee traffic at a total approximate cost of $7,000,000.00. On June 12, 2018, by M&C C-28730, the City Council rescinded M&C C-28274 to cancel the 2017 ECFA that was never executed and authorized execution of a new ECFA with City Participation in an amount not to exceed $1,700,000.00. After further design and discussions with the Company, City Council rescinded M&C C-28730 and entered into a new agreement (M&C C-28898) increasing the City's participation in the Public Infrastructure project to $2,000,000.00 representing the entire commitment in the original tax abatement agreement. The M&C authorized execution of an Advance Funding Agreement (AFA) between the City and the State of Texas, acting through Texas Department of Transportation, (TxDOT) for Regional Toll Revenue (RTR) for the public infrastructure improvements along Trinity Boulevard, American Boulevard and US Highway 360 Frontage Road. The AFA would have a project amount not to exceed $7,000,000.00, which would provide the City with RTR funds not to exceed $5,600,000.00, with a twenty percent local match requirement not to exceed $1,400,000.00. The M&C also authorized the execution of one or more ECFAs with the Company consisting of the RTR funds as well as Non-RTR Funds comprised of ECFA funds and Transportation Impact Fee funds in an amount not to exceed $2,000,000.00 for the Public Infrastructure. The Company is responsible for all costs exceeding the RTR funds received by the City from TxDOT under the AFA and the City's participation of Non-RTR funds. On April 29, 2019, the Company informed the City that due to delays in the Texas Transportation Commission not approving the TxDOT funding until January 31, 2019 that it was not feasible for the Company to mobilize their construction contractor until after the January 31 It AFA approval. Due to this delay, the Company is requesting an extension to the deadline of the completion of the ECFA improvements to July 31, 2020 under the force majeure provision of the ECFA. Since the ECFA improvements are "required public improvements" subject to the Tax Abatement and Economic Development Program Agreement, Company is requesting a force majeure extension under those agreements as well for completion of the "required public improvements" to July 31, 2020. Only the Tax Abatement Agreement needs to be amended in order to accomplish that goal. This amendment will be contingent on approval by the Dallas/Fort Worth International Airport Board, which, as lessor of the facility, is also a party to the Tax Abatement Agreement. All other requirements contained in the Agreements would be unaltered by the proposed amendments. The Project is located in COUNCIL DISTRICT 5. A Form 1295 is not required for this contract because: This contract will be with a publicly -traded business entity or a wholly -owned subsidiary of a publicly -traded business entity: American Airlines, Inc. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that, upon approval of the above recommendations, and receipt of State Funds, appropriations will be available for American Airlines ECFA in the Critical Capital Projects Fund (39001) included in the Fiscal Year 2007 Bond Program, the 2014 Bond program (34014), and the Transportation Impact Fee Capital Legacy Fund (39008). TO Fund Department Account Project Program Activity Budget Reference # Amount ID ID I I I Year (Chartfield 2) FROM Fund Department Account Project Program Activity Budget Reference # Amount ID I I ID Year I (Chartfield 2) http://apps.cfwnet.org/council_packet/Mc review.asp?ID=27106&councildate=6/25/2019 7/18/2019 M&C Review Page 3 of 3 Submitted for Citv Manager's Office bv: Oriqinatinq Department Head: Additional Information Contact: ATTACHMENTS Susan Alanis (8180) Robert Sturns (2663) Robert Sturns (2663) http://apps.cfwnet.org/council_packet/mc review.asp?ID=27106&councildate=6/25/2O19 7/18/2019