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HomeMy WebLinkAboutContract 47502 CITY I Y SE. J A-W CO a . MEMORANDUM OF UNDERSTANDING BETWEEN CITY OF FORT WORTH AND FORT WORTH INDEPENDENT SCHOOL DISTRICT FOR PROPERTY INTERESTS NEAR FARRINGTON FIELD This Memorandum of Understanding ("MOU") is by and between the City of Fort Worth, a Texas municipal corporation ("City") and the Fort Worth Independent School District ("FWISD"), and is entered into to be effective as of February 1, 2016. WHEREAS, the City's Master Thoroughfare Plan has contemplated relief of traffic flow around West 7th Street, University Drive and West Lancaster Avenue since the 1990s, with plans for a right-of-way extension of Trail Drive (formerly known as Harley Avenue) to West Lancaster Avenue, as shown on the concept plan on the attached Exhibit "A" ("Trail Drive Extension"), so as to reduce traffic flow at the intersections of West Lancaster and University, and West 7th Street and University. WHEREAS, the extension of Trail Drive to West Lancaster Avenue would traverse the Farrington Field properties, owned by FWISD as described below, thereby requiring FWISD to grant an easement for a dedicated roadway to the City, as shown on the metes and bounds description attached as Exhibit "B" ("Easement Property"). WHEREAS, the Easement Property is mostly located on a 17.02 acre tract of land located at the southwest corner of the intersection of Lancaster Avenue and Foch Street, deeded to FWISD by the City on December 1, 1937 in a deed recorded in Volume 1348, Page 232, Tarrant County Real Property Records and attached hereto as Exhibit "C" (the "Field House Property"), which deed had a.reverter benefitting the City upon sale or upon certain leases or rentals, and otherwise requiring FWISD to only lease or rent property for "parking, athletic, recreational, stadium and other general and similar purposes incidental to and in connection with" Farrington Field (the "Reverter"); WHEREAS, the Easement Property is partially located on a 19 acre tract of land located at the southeast corner of the intersection of Lancaster Avenue and University Drive, deeded to FWISD by the City on February 28, 1936 in a deed recorded in Volume 1281, Page 499, Tarrant County Real Property Records and attached hereto as Exhibit "D" (the "Stadium Property"), which deed has no reverter benefitting the City, and in combination with the Field House Property comprise the Farrington Field properties. WHEREAS, City released the Reverter with regard to the Field House Property in that certain document titled Release of Possibility of Reverter/Payment of Proceeds, entered into by the parties as of April 6, 2001, recorded in Volume 14837, Page 364, Tarrant County Real Property Records ("Property Proceeds Agreement"). In consideration of the release of Reverter, FWISD agreed to pay to the City an amount equal to a portion of the proceeds from a disposition of all or any part of the Field House Property. MOU Regarding Trail Drive Extension Farrington Field OFFICIAL RECORD Page 1 of 8 CITY SECRETARY NOW THEREFORE, THE PARTIES AGREE AS FOLLOWS: 1. FWISD agrees to conditionally dedicate an easement to the City over the Easement Property to use by the City and the general public for the Trail Drive Extension and for the purpose of public right-of-way, utilities, and related infrastructure. The conditions to the easement shall be as follows: a. The City's approval and execution of the amendment to the Property Proceeds Agreement described in paragraph 15. b. The FWISD's final approval of any final design plans and construction drawings (or any revisions thereto) following collaboration on conceptual and/or schematic, preliminary and intermediate design; provided, however, that the input by FWISD on the collaboration for the design elements shall be consistent with the provisions of this MOU and the amount reasonably budgeted as necessary for the construction of the Trail Drive Extension by the City Council of the City, and FWISD's final approval under this Section 1(b) shall not be unreasonably conditioned, withheld or delayed and shall be provided if final design plans and construction drawings are in substantial compliance with the collaborative conceptual and/or schematic, preliminary and intermediate design. c. If the City or County has not begun construction by January 1, 2021, which date may be extended in writing by the parties, the easement shall terminate and the Easement Property shall revert to and vest in the FWISD. d. If the City or County fail to finally complete construction of the Trail Drive Extension within three (3) years of the commencement of construction or fail to complete construction in substantial compliance with the approved final design plans and construction drawings and fail to commence to cure such failure within 30 days of receipt of written notice to the City of any such failure, the easement shall terminate and the Easement Property, including any improvements on, under, or above the Easement Property, shall revert to and vest in the FWISD, subject to the rights of any utility providers in the right-of-way. Provided, however, that the Easement Property shall not revert to and vest in FWISD if City or County obtains written approval from FWISD to (i) perform the construction in phases that may exceed a total of three (3) years to complete all phases or (ii) extend the three (3) year time limit in this Section 1(d), but in either case, the Easement Property shall revert and vest in the FWISD upon failure to finally complete the Trail Drive Extension by the agreed final phase completion date or the extended time limit date. Further, construction shall not be considered to have commenced in the event of an early works package (where construction of the Trail drive Extension has commenced on property other than the Easement Property or any construction on the Easement Property is incidental to such construction and not material) by the City or County that is approved in writing by FWISD. MOU Regarding Trail Drive Extension FaiTington Field Page 2 of 8 e. If the Easement Property ceases to be used for any purpose other than a public street and uses incidental thereto, the easement shall terminate and the Easement Property, including any improvements on, under, or above the Easement Property, shall revert to and vest in the FWISD, subject to the rights of any utility providers in the right-of-way. f. The easement to the City over the Easement Property shall be without warranty and subject to all existing easements or rights-of-way, utilities, liens or other encumbrances. 2. FWISD will not be responsible for any costs associated with the survey and all related design and engineering work to produce final construction documents and specifications for the Trail Drive Extension. 3. FWISD will provide the necessary real property to City for the street right-of-way and easement not to exceed 1.792 acres or 78,059.52 square feet, which may be adjusted in location or increased in size by mutual agreement upon plan development indicating a different or larger area required for the Trail Drive Extension and related improvements or may be adjusted in location or decreased in size by mutual agreement upon plan development indicating a different or smaller area required for the Trail Drive Extension and related improvements due to the impact of the street on development for the remainder of the Field House Property. 4. The City will not pay the FWISD compensation for the Easement Property, and will not pay the FWISD compensation for any impact or damage to the remainder of the FWISD's adjacent property. 5. The costs associated with the development of the plans and construction drawings will be at the City's expense for the City's consultants, including, but not limited to architects, engineers, and surveyors, and at FWISD's expense for the FWISD's consultants to collaborate on plan development and to otherwise determine the effect of the Trail Drive Extension. 6. The design for the street and related infrastructure will seek to minimize the impact on all of the FWISD's adjacent property, generally, and to minimize the impact to future development of the Field House Property. 7. The Trail Drive Extension will not be designed as a major thoroughfare and will consist of one lane each direction with possibly a center median and integrated turn lanes as needed. Notwithstanding this provision, it is expected and agreed that additional through- lanes may be appropriate and are permitted at the intersections with University Drive and Lancaster Drive, contingent upon final design approval. 8. The street portion of the Trail Drive Extension will be bordered by sidewalks for pedestrians, be lit by appropriate streetlamps, and the median will be landscaped with trees and grass or other perennials to provide a "boulevard" effect. MOU Regarding Trail Drive Extension Farrington Field Page 3 of 8 9. The street portion of the Trail Drive Extension will be accessible by an appropriate (and to be agreed-upon) number of curb cuts and driveway aprons for access onto the FWISD's adjacent property. 10. City will incorporate appropriate (and an agreed upon number of) crosswalks to connect FWISD's property that is adjacent to and located on both sides of the Trail Drive Extension. 11. The Trail Drive Extension will incorporate controlled access gates which may be closed for special events or opened for special events (as the case may be) and pursuant to further discussion and agreement between the City and the FWISD regarding design and limitations on access closure. 12. The design, construction, reconstruction and ongoing repair and maintenance of the street, sidewalk, lighting, and related utilities and infrastructure on the Easement Property will be at the sole expense of the City. 13. City and FWISD will discuss and agree upon any appropriate vehicle type or weight restrictions for the Easement Property. 14. The City and FWISD will undertake those steps necessary whether by instrument dedication to the public, status as an additional insured on applicable policies, or otherwise, to ensure the FWISD is not legally liable for the design, construction, re- construction, maintenance, or vehicular, bicycle or pedestrian use or accidents arising from or related to the use of the Trail Drive Extension and related infrastructure. 15. The City agrees to enter into amendments to the Property Proceeds Agreement in order to facilitate FWISD's investment in the Field House Property. The first amendment shall exclude the fair market value of any improvements constructed on the Field House Property from the requirement of the payment of proceeds to the City, and the payment of proceeds shall be limited to the Fair Market Value, as defined in the Property Proceeds Agreement, of the land only. Accordingly, the amendment will amend paragraph 2(c) regarding "Net Proceeds" to provide that "Net Proceeds" means the Proceeds from a Disposition less "(iii) the Fair Market Value of any improvements on the date of Disposition whether such improvements consist of the existing Field House or parking improvements or any improvements to the Field House Property made after the date of this MOU and the related amendment to the Property Proceeds Agreement. No other costs, expenses, or obligations may be assessed against Proceeds to arrive at a determination of the City's Share of Net Proceeds." The second amendment will permit the FWISD to enter into marketable leases for the Property or any improvements to the Property that more clearly fall short of a legal transfer or conveyance of the fee interest in the Property. Accordingly, the amendment will amend paragraph 2(d) to provide: "`Subject Lease' means any lease other than a lease with a term of twenty (20) years or less, including all renewals, extensions, and leases to any affiliate of the lessee." MOU Regarding Trail Drive Extension Farrington Field Page 4 of 8 16. FWISD agrees to consult with the City regarding opportunities for additional storm water mitigation prior to the construction of any new facilities on the Field House Property. 17. FWISD intends, but is not obligated, to incorporate funding (estimated by FWISD to be $950,000 in 2014 dollars) into future capital plans to construct parking improvements for bus/handicap facilities, the south lot, and the plaza at the eastern stadium entrance. The City will not participate financially in these improvements; however, the City will ensure that design of the street facility incorporates necessary connectivity. 18. The term of this MOU shall begin effective February 1, 2016, and shall continue until the earlier of (i) January 1, 2021, or (ii) the date upon which both the easement document referenced in Section 1 and the amendment to the Property Proceeds Agreement referenced in Section 15 are fully executed by the parties. 19. Each party, in performing its obligations hereunder, or in funding the performance of its obligations, shall condition performance or related payments (i) subject to appropriations by the governing body of the party and (ii) from current revenues legally available to that party. 20. No party may make, revise, alter, or otherwise diverge from the terms, conditions or policies which are subject to this MOU without a written amendment to this MOU. Changes to this MOU are subject to the approval of the City and FWISD's legal advisors and Board of Trustees. 21. No right or remedy granted herein or reserved to the parties is exclusive of any other right or remedy herein by law or equity provided or permitted but each shall be cumulative of every other right or remedy given hereunder. The failure of any party hereto to exercise the rights granted them herein upon the occurrence of any of the contingencies set forth in this MOU shall not in any event constitute a waiver of any such rights upon the occurrence of any such contingencies. 22. Any notice under this MOU shall be in writing and shall be deemed to have been served if(i) delivered in person to the address set forth below for the party to whom the notice is given, (ii) placed in the United States mail, return receipt requested, addressed to such party at the address specified below, or (iii) deposited into the custody of Federal Express Corporation to be sent by FedEx Overnight Delivery or other reputable overnight carrier for next day delivery, addressed to the party at the address specified below, provided that the transmission is confirmed by telephone on the date of the transmission. MOU Regarding Trail Drive Extension Farrington Field Page 5 of 8 City of Fort Worth With a copy to: 1000 Throckmorton Street Leann Guzman Fort Worth, T as 76102 City Attorney's Office Attention: us 4!g A)a nom— City of Fort Worth 1000 Throckmorton Fort Worth, Texas 76102 Fort Worth Independent School District With a copy to: Superintendent Valerie A. Carrillo 100 N. University Chief Legal Counsel Fort Worth, Texas 76107 Fort Worth Independent School District 100 N. University, Suite S W 172 Fort Worth, Texas 76107 From time to time either party may designate another address under this MOU by giving the other party advance written notice of the change. 23. This MOU and all materials and/or issues collateral thereto shall be governed by the laws of the State of Texas applicable to contracts made and performed entirely therein. Venue to enforce this MOU shall lie exclusively in Tarrant County, Texas. 24. If any of the terms, sections, subsections, sentences, clauses, phrases, provisions, covenants, conditions or any other part of this MOU are for any reason held to be invalid, void or unenforceable, the remainder of the terms, sections, subsections, sentences, clauses, phrases, provisions, covenants conditions or any other part of this MOU shall remain in full force and effect and shall in no way be affected, impaired or invalidated. 25. FWISD agrees that the City shall and the City agrees that FWISD shall, until the expiration of three (3) years after termination of this MOU, have access to and the right to examine any directly pertinent books, documents, papers and records of FWISD or the City involving transactions relating to this MOU. FWISD and the City agree that each shall have access during normal working hours to all necessary FWISD and City facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. The City and FWISD shall give each other reasonable advance notice of intended audits. The City and FWISD shall be responsive for its own respective costs in conducting an audit. 26. If either party is unable, either in whole or part, to fulfill its obligations under this MOU due to acts of God; strikes, lockouts, or other industrial disturbances; acts of public enemies; wars; blockades; insurrections; riots; epidemics; public health crises; earthquakes; fires; floods; restraints or prohibitions by any court, board, department, commission, or agency of the United States or of any state; declaration of a state of disaster or emergency by the federal, state, county, or City government in accordance with applicable law; issuance of an Imminent Threat Alert or Elevated Threat Alert by MOU Regarding Trail Drive Extension Farrington Field Page 6 of 8 the United States Department of Homeland Security or any equivalent alert system that may be instituted by any agency of the United States; any arrests and restraints; civil disturbances; or explosions; or some other reason beyond the party's reasonable control (collectively, "Force Majeure Event"), the obligations so affected by such Force Majeure Event will be suspended only during the continuance of such Force Majeure Event. If a Force Majeure Event occurs, the City may, in its sole discretion, close or postpone the opening of its community centers, parks, or other City-owned and operated properties and facilities in the interest of public safety and operate them as the City sees fit. FWISD hereby waives any claims it may have against the City for damages resulting from any such Force Majeure Event. 27. In the event no funds or insufficient fiends are appropriated and budgeted or are otherwise unavailable by any means whatsoever in any fiscal period to continue or complete construction that has commenced on the Trail Drive Extension, then the City will immediately notify FWISD of such occurrence and this contract 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. 28. This written instrument (together with any attachments, exhibits, and appendices) constitutes the entire understanding between the Parties concerning the obligations to be performed hereunder, and any prior or contemporaneous, oral or written agreement that purports to vary from the terms hereof shall be void. 29. Both parties agree and understand that neither the City nor FWISD waives or surrenders any of its governmental powers by execution of this MOU. 30. The failure of either party to insist upon the performance of any term or provision of this MOU or to exercise any right herein conferred shall not be construed as a waiver or relinquishment to any extent of City's or FWISD's right to assert or rely on any such term or right on any future occasion. [SIGNATURES APPEAR ON FOLLOWING PAGE] MOU Regarding Trail Drive Extension Farrington Field Page 7 of 8 CITY OF FORT WORTH By: s Alanis Assistant City Manager `h ATTEST Of F�°®� , 4° ; .k� e Mary J. Ka r °% o` City Secretary, APPROVED AS TO FORM AND LEGALITY 1 ssistant City Attorney FORT WORTH INDEPENDENT SCHOOL DISTRICT By: Name: ic-Lox-k%- �ck, Title: C c`r J� Pr s:c(e r OFFICUAL RECOR® Cf-�0 u'l C;RET'A MOU Regarding Trail Drive Extension Farrington Field Page 8 of 8 M&C Review Page 1 of 3 Official site of the City of Fort Worth,Texas CITY COUNCIL AGENDA FoRTIVORT11 COUNCIL ACTION: Approved on 1/12/2016 DATE: 1/12/2016 REFERENCE NO.: L-15854 LOG NAME: 21 TRAIL DRIVE EXTENSION CODE: L TYPE: NON- PUBLIC CONSENT HEARING: NO SUBJECT: Authorize Execution of a Memorandum of Understanding with the Fort Worth Independent School District Providing for a Right-of-Way Easement to the City of Fort Worth for the Extension of Trail Drive Located South of Lancaster Avenue and East of University Drive and Providing for a First Amendment to the Release of Possibility of Reverter/Payment of Proceeds Agreement Between the Parties to Clarify the Payment of Proceeds to the City of Fort Worth (COUNCIL DISTRICT 9) RECOMMENDATION: It is recommended that the City Council: 1. Authorize the execution of a Memorandum of Understanding with the Fort Worth Independent School District providing for a right-of-way easement to the City of Fort Worth for the extension of Trail Drive located south of Lancaster Avenue and east of University Drive and providing for a First Amendment to the Release of Possibility of Reverter/Payment of Proceeds Agreement between the parties to clarify the payment of proceeds to the City of Fort Worth; 2. Authorize the acceptance of approximately 1.792 acres of land for a right-of-way easement for the extension of Trail Drive located south of Lancaster Avenue and east of University Drive from Fort Worth Independent School District; 3. Authorize the City Manager or his designee to accept the conveyance and record the appropriate instrument; and 4. Authorize the execution of a First Amendment to the Release of Possibility of Reverter/Payment of Proceeds Agreement between City of Fort Worth and Fort Worth Independent School District to amend the payment of proceeds to the City of Fort Worth to exclude fair market value of any improvements from the proceeds to the City of Fort Worth. DISCUSSION: The City of Fort Worth (City), Tarrant County and Fort Worth Independent School District (FWISD) have worked together to successfully resolve the existing traffic flow challenges in the West 7th Street, University Drive and West Lancaster Avenue area. In order to relieve congestion and increase mobility, resources from each entity will be combined in order to build the extension of Trail Drive eastward from University Drive to West Lancaster Avenue near Farrington Field. Staff recommends that FWISD and the City enter into a Memorandum of Understanding (MOU) to set forth the terms by which the FWISD will dedicate to the City approximately 1.792 acres of land as described below (the Easement Property) for a right-of-way easement upon which the Trail Drive extension will be built. Parcel Grantor Legal Description http://apps.cfwnet.org/council_packet/mc_review.asp?ID=21636&councildate=1/12/2016 2/16/2016 M&C Review Page 2 of 3 1 Fort Worth Right-of-Way Easement on 1.792 Acres of land out of the ISD Josiah M.C. Lynch Survey, Abstract 955 Construction of a portion of the proposed roadway will likely require finding a suitable alternative property to relocate the City's Parks and Recreation Department's maintenance facilities that currently operate at the north end of Trinity Park. Additional usable parkland and improved visibility of the historic Van Zandt Cottage are potential benefits to the new roadway extension and relocation. The MOU will stipulate that the dedication of the easement is subject to the following conditions: 1. The Easement Property will revert to FWISD if(i) construction on the Trail Drive extension does not begin by January 1, 2021, or another date mutually extended by the parties; or (ii) the Easement Property is used other than for a public street; 2. The design for Trail Drive must meet certain specifications, including minimizing impact to FWISD's adjacent property, not a major thoroughfare, one lane in each direction, the possibility of a center median and integrated turn lanes as needed, bordered by sidewalks and trees, lit by streetlamps and accessible by an appropriate number of curb cuts and driveway aprons and crosswalks to connect FWISD's adjacent property on both sides of the street; and 3. The Trail Drive extension will have controlled access gates that can be opened and closed for special events at Farrington Field, subject to further discussion and Agreement by the parties. The MOU will also provide for the amendment to the Release of Possibility of Reverter/Payment of Proceeds Agreement (Property Proceeds Agreement), which relates to the larger parcel of property where the Easement Property is located, which larger parcel was deeded to FWISD from the City in 1937. The City had conveyed the larger parcel to FWISD subject to a reverter requiring FWISD to use the larger parcel only for"parking, athletic, recreational, stadium and other general and similar purposes" in connection with Farrington Field, or the property would revert back to the City. The Property Proceeds Agreement releasing that reverter was entered into on April 6, 2001 as part of the settlement of a lawsuit between FWISD and the City (authorized in M&C G-13198 on April 3, 2001) related to a 1936 revenue sharing arrangement between the parties for revenues from taxation of Southwestern Bell Telephone facilities within the City limits. The Property Proceeds Agreement provided that the City would release the reverter and, in exchange, would retain a portion of the proceeds from a disposition by FWISD of all or any part of the larger parcel. The City's share would be 50 percent of Net Proceeds defined as sales price, less the cost of the improvements or the Fair Market Value of the improvements, whichever is less. The MOU will call for the execution of an amendment to the Property Proceeds Agreement to exclude the Fair Market Value of the improvements, including the existing field house from the proceeds to the City. Staff recommends the amendment to the Property Proceeds Agreement. The property is located in COUNCIL DISTRICT 9, Mapsco 363-C1. This contract will be with a governmental entity, state agency or public institution of higher education: FWISD. FISCAL INFORMATION/CERTIFICATION: The Financial Management Services Director certifies that this action will have no material effect on City funds. TO Fund Department Account Project f Program I Activity Budget Reference# Amount ID ID Year (Chartfield 2) FROM Fund Department Account Project Program Activity Budget Reference# Amount ID ID Year Chartfield 2 http://apps.cfwnet.org/council_packet/mc_review.asp?ID=21636&councildate=1/12/2016 2/16/2016 M&C Review Page 3 of 3 Submitted for City Manager's Office by: Jay Chapa (5804) Originating Department Head: Steve Cooke (5118) Additional Information Contact: Deanna Cody (8379) ATTACHMENTS 21TRAIL DRIVE EXTENSION MAP.pdf http://apps.cfwnet.org/council_packet/mc_review.asp?ID=21636&councildate=1/12/2016 2/16/2016