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HomeMy WebLinkAboutContract 42023 Ilo r� � CITY SECRETARY CONTRACT NO. - INTERLOCAL COOPERATION AGREEMENT This INTERLOCAL COOPERATION AGREEMENT ("Agreement") is entered into by and between the CITY OF FORT WORTH ("City"), a home rule municipal corporation organized under the laws of the State of Texas, and the COUNTY OF TARRANT ("County"), a county organized under the laws of the State of Texas. RECITALS The City and County hereby agree that the following statements are true and correct and constitute the basis upon which the City and County have entered into this Agreement: A. The City and County have worked with Tarrant Regional Water District and the U.S. Army Corps of Engineers as well as other governmental entities and agencies to develop what is generally referred to as the "Trinity River Vision". Among the numerous capital projects associated with the Trinity River Vision are the construction of new bridges across the Trinity River at Henderson Street, North Main Street and White Settlement Road, which also involves utility relocation and site development work(collectively, the "Project"). B. The City is responsible for construction of the Project. The County provided $2 million toward the Project in FY 2009, $1.5 million in FY 2010, and is willing to provide another $1.5 million in cash to the City for the Project (the "County Contribution"), as more specifically set forth in this Agreement. C. The performance of this Agreement by both the City and County will be in the common interest of both parties and will benefit the general public. D. This Agreement is authorized by Sections 791.001 through 791.029 of the Texas Government Code. NOW, THEREFORE, in consideration of the mutual benefits and promises contained herein and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the City anEFT.� flows: IAL RECORD SECRETARY WOJZ r T) Page I Interlocal Agreement between Cit} of Fort Worth and Tarrant County(2010) Related to Trinity Uptown Bridges and Related Public Infrastructure r , AGREEMENT 1. INCORPORTION OF RECITALS. The City and County hereby find and agree that the recitals set forth above are true and correct and form the basis upon which the City and the County have entered into this Agreement. 2. TERM. The term of this Agreement shall commence on the later date as of which the City and the County have executed this Agreement (the "Effective Date") and, unless terminated earlier in accordance with this Agreement, shall expire on September 30, 2011; provided, however, that this Agreement shall automatically renew for successive terms of one (1) year each, commencing October 1 of a given year and expiring September 30 of the following year, unless either party provides the other with written notice of its intent to not renew the Agreement for another annual term and such written notice is received by the other party not later than August 1 of the year of such expiration. Notwithstanding anything to the contrary herein, this Agreement shall expire on the date as of which the City has received the County Contribution in its entirety. 3. CONSTRUCTION OF PROJECT. 3.1. Notification to County; Review of Plans by County. The City will construct the Project in phases, which will be subject to receipt of or provision for sufficient City funding to complete a given phase as well as all terms and conditions of any federal or state grants utilized or earmarked for a given phase. Once the City is prepared to move forward with construction of a particular phase of the Project and the City wishes to use all or any portion of the County Contribution to pay for such phase of the Project, the City will provide notice to the County and, if the City has not already previously done so, a copy of all plans and specifications for such phase. The County will have fifteen (15) calendar days to review and comment on such plans and specifications. If the County reasonably objects to any such plans and specifications, the County shall notify the City in writing within fifteen (15) calendar days of receipt, and the City and the County will promptly meet thereafter and in good faith endeavor to resolve such objection. If resolution cannot be achieved, the City will not be permitted to use any of the County Contribution to fund that portion of the Project to which the County reasonably objects. If the County does not provide the City with written notice of objection to any plans and specifications submitted to the County, such plans and specifications will be deemed approved by the County. Page 2 1nterlocal Agreement between City of Fort Worth and Tarrant County(20 10) Related to Trinity Uptown Bridges and Related Public Infrastructure 3.2. Disbursement of County Contribution to City. The City will be entitled to receive the County Contribution either in the form of a reimbursement after the City has paid for work on the Project or as a direct draw in order to pay an invoice for work completed on the Project (each, a "Disbursement"). The City will not request a Disbursement from the County more than once per month during the term of this Agreement. When the City wishes to receive a Disbursement, the City shall submit to the County a written notice (a "Disbursement Notice") signed by the City Manager or an authorized representative of the City Manager a written notice that states (i) the specific work on the Project that has been completed; (ii) if the Disbursement is to reimburse the City, the amount of money paid by the City for such work, together with invoices from the contractors that undertook such work and sufficient documentation to verify payment by the City, or if the Disbursement is to pay a contractor's invoice, a copy of such invoices and sufficient documentation to verify completion of such work by the contractor; and (iii) the City's calculation of the estimated cost to complete the phase of the Project in question (the "Estimated Cost to Complete"). Upon receipt of a Disbursement Notice from the City, the County shall have seven (7) calendar days to notify the City in writing of any objection that the County may have as to the amount of Disbursement requested by the City or as to the City's calculation of the Estimated Cost to Complete. The grounds for any such objection shall be limited, respectively, to a good faith determination by the County that the amount of the Disbursement requested exceeds the cost of work completed or that the Estimated Cost to Complete exceeds the cost or scope of work necessary to complete the Project phase in question. In the event that the County files with the City a timely notice of objection, the City and County shall promptly meet and in good faith reconcile the objection. Provided that the County has no objection to the Disbursement Notice or that any such objection has been reconciled in accordance with this Section 3.2, the County will pay the City the Disbursement amount requested by the City with twenty (20) calendar days following receipt of the Disbursement Notice. 3.3. Compliance with Applicable Laws; M/WBE Goal. All work on phases of the Project funded, in whole or in part, with the County Contribution shall be undertaken in accordance with all applicable federal, state and local laws, ordinances, rules and regulations, including, but not limited to, all laws governing the bidding and construction of public works by Texas home-rule municipalities. In addition, the City shall establish as a goal that at least twenty-five percent (25%) of all costs for such work are awarded to minority-owned or woman-owned businesses in accordance with the terms and conditions of the City's M/WBE Ordinance (Ordinance No. 15530). Page 3 Interlocal Agreement between City of Fort Worth and Tarrant Count} (2010) Related to I rinity Uptown Bridges and Related Public Infrastructure 4. INDEPENDENT CONTRACTOR. Nothing contained in this Agreement is intended by the parties to create a partnership or joint venture between the parties, and any implication to the contrary is hereby expressly disavowed. It is understood and agreed that this Agreement does not create a joint enterprise, nor does it appoint any party as an agent of any other party, for any purpose whatsoever. 5. LIABILITY. Nothing in the performance of this Agreement shall impose any liability for claims against the City or the County other than claims for which liability may be imposed by the Texas Tort Claims Act. 6. NOTICES. All written notices called for or required by this Agreement shall be addressed to the following, or such other party or address as either party designates in writing, by certified mail, postage prepaid, or by hand delivery: City: County: Attn: Trinity River Vision Director Attn: County Administrator City Manager's Office Tarrant County Administration Building 1000 Throckmorton 100 E. Weatherford Street Fort Worth, TX 76102 Fort Worth, TX 76196 with a copy to: with a copy to: Attn: City Attorney Attn: Chief, Civil Division City Attorney's Office District Attorney's Office 1000 Throckmorton 401 West Belknap Fort Worth, TX 76102 Fort Worth, TX 76196 7. COMPLIANCE WITH LAWS, ORDINANCES, RULES AND REGULATIONS. This Agreement will be subject to all applicable federal, state and local laws, ordinances, rules and regulations, including, but not limited to, all provisions of the City's Charter and ordinances, as amended. Page 4 Interlocal Agreement between City of Fort Worth and Tarrant County(2010) Related to Trinity Uptown Bridges and Related Public Infrastructure 8. NO WAIVER. The failure of either 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. 9. VENUE AND JURISDICTION. If any action, whether real or asserted, at law or in equity, arises on the basis of any provision of this Agreement, venue for such action shall lie in state courts located in Tarrant County, Texas. This Agreement shall be construed in accordance with the laws of the State of Texas. 10. NO THIRD PARTY RIGHTS. The provisions and conditions of this Agreement are solely for the benefit of the City and County and are not intended to create any rights, contractual or otherwise, to any other person or entity. 11. FORCE MAJEURE. It is expressly understood and agreed by the parties to this Agreement that if the performance of any obligations hereunder is delayed by reason of war, civil commotion, acts of God, inclement weather, governmental restrictions, regulations, or interferences, or delays caused by unforeseen construction or site issues, fire or other casualty, court injunction, necessary condemnation proceedings, acts of the other party, its affiliates/related entities and/or their contractors, or any actions or inactions of third parties or other circumstances which are reasonably beyond the control of the party obligated or permitted under the terms of this Agreement to do or perform the same, regardless of whether any such circumstance is similar to any of those enumerated or not ("Force Majeure"), the party so obligated or permitted shall be excused from doing or performing the same during such period of Force Majeure, so that the time period applicable to such performance shall be extended for a period of time equal to the period such party was delayed due to the event of Force Majeure. Page 5 Interlocal Agreement between City of Fort Worth and Tarrant CountN (?010) Related to I rinity Uptown Bridges and Related Public Infrastructure 12. INTERPRETATION. In the event of any dispute over the meaning or application of any provision of this Agreement, this Agreement shall be interpreted fairly and reasonably, and neither more strongly for or against any party, regardless of the actual drafter of this Agreement. 13. CAPTIONS. Captions and headings used in this Agreement are for reference purposes only and shall not be deemed a part of this Agreement. 14. ENTIRETY OF AGREEMENT. This Agreement, including any exhibits attached hereto and any documents incorporated herein by reference, contains the entire understanding and agreement between the City and County 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. 15. COUNTERPARTS. This Agreement may be executed in multiple counterparts, each of which shall be considered an original, but all of which shall constitute one instrument. EXECUTED as of the last date indicated below: CITY OF FORT WORTH: COUNTY OF TARRANT: By: /Cltsw..d L By: M'4L k� Fernando Costa Glen Whitley Assistant City Manager County Judge Date: 11 — Date: -7112111 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Page 6 1nterlocal Agreement between City of Fort Worth and Farrant County(20 10) Related to Trinity Uptown Bridges and Related Public Infrastructure Attested by: -�- J. John q t�_`�� ity ' s arty Commissioner, Precinct Four 0 APPROVED AS TO FOf*�L AL-Ftt AL-Ft APPROVED AS TO FORM: d By: By: Peter Vaky Name: A&&i-st�t City Attorney Assis District Attorney* DtPuly M&C: C-24876 4/19/11 * By law, the District Attorney's Office may only advise or approve contracts or legal documents on behalf of its clients. It may not advise or approve a contract or legal document on behalf of other parties. Our view of this document was conducted solely from the legal perspective of our client. Our approval of this document was offered solely for the benefit of our client. Other parties should not rely on this approval and should seek review and approval by their own respective attorney (s). OFFICIAL RECORD CITY SECRETAR`! FT. WORTH Page 7 Interlocal Agreement between Cite of Fort Worth and I arrant CountN (2010) Related to Trinity Uptown Bridges and Related Public Infrastructure TARRANT COUNTY STATE OF TEXAS Certification of Funds Available in the Amount of$ Soo an 0. - By: Auditor's Office OFFICIAL RD ECOrD� CITY SFCRET ,,j, F T j, Official e of the City of • Worth, x. 0. � TN s C �- AGPA k F COUNCIL ACTION: Approved on 4/19/2011 DATE: 4/19/2011 REFERENCE C-24876 LOG NAME: 062011 TARRANT COUNTY NO.: REIMBURSEMENT CODE: C TYPE: NOW PUBLIC NO CONSENT HEARING: SUBJECT: Authorize Execution of an Interlocal Agreement with Tarrant County for Reimbursement in the Amount of$1,500,000.00 to the City for Tarrant County Cost Participation Related to the Trinity River Vision - Central City Project (COUNCIL DISTRICTS 2 and 9) RECOMMENDATION: It is recommended that the City Council authorize the City Manager to execute an Interlocal Agreement with Tarrant County for reimbursement to the City in the amount of$1,500,000.00 for Tarrant County's cost participation related to bridges, roads and other public infrastructure associated with the the Trinity River Vision-Central City Project. DISCUSSION: Tarrant County has committed to fund a portion of bridges, roads and other public infrastructure associated with the Trinity River Vision-Central City Project (the Project) in an amount not to exceed $11 million. In 2009, pursuant to an Interlocal Agreement between the City and the County (City Secretary Contract No. 38037, M&C C-23170), the County provided $2 million in funding to the City as a reimbursement for costs incurred for the Project. On September 14, 2010, another Interlocal Agreement between the City and the County (City Secretary Contract No. 40903, M&C G-17042) was approved that resulted in the County providing the City with a reimbursement of$1.5 million for costs incurred for the Project. Under the proposed Interlocal Agreement, funding from the County to the City for the Project will total $5 million. Terms of the Interlocal Agreement include the following: 1. The City is responsible for construction of the Project; 2. The term commences upon execution and is renewable on an annual basis until the committed funds are disbursed; 3. The funds may be disbursed on a reimbursement basis or as the source of a direct payment for a current invoice; and 4. All contracts associated with the County participation will conform to the City's M/WBE ordinance and have a MM/BE participation goal of at least 25 percent. The project is located in COUNCIL DISTRICTS 2 and 9 and will benefit the entire City. FISCAL INFORMATION/CERTIFICATION: The Financial Management Services Director certifies that the Planning and Development Department is responsible for the collection and deposit of funds due the City. TO Fund/Account/C enters FROM Fund/Account/Centers FE72 451970 006231701000 $1,500,000.00 Page 1 of 2 Submitted for City Manager's Office by: Fernando Costa (6122) Originating Department Head: Randle Harwood (6101) Additional Information Contact: Mark Rauscher (2446) ATTACHMENTS Page 2 of 2