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HomeMy WebLinkAboutContract 47729 $� CITY SECRETAW CONTRACT NO. I N 2 8 MI6 CH1'OFFQ � TEXAS DEPARTMENT OF TRANSPORTATION o� GUYS RtWp� �, �a GRANT AGREEMENT 9 S b E Z t (State Assisted Airport Terminal Grant) TxDOT CSJ No.: 16TBMEACM TxDOT Project No.:AP MEACHAM 8 Commission Approval: December 17, 2015 Part I-Identification of the Project TO: The City of Fort Worth, Texas FROM: The State of Texas, acting through the Texas Department of Transportation This Agreement is made and entered into by and between the Texas Department of Transportation, (hereinafter referred to as the "State"), for and on behalf of the State of Texas, and the City of Fort Worth,Texas, (hereinafter referred to as the "Sponsor"). The Sponsor desires to sponsor a project for the development of a public aviation facility, known or to be designated as the Airport under V.T.C.A., Transportation Code, Title 3, Chapters 21-22, et seq.(Vernon and Vernon Supp.). The project is described as follows: design reimbursement for a terminal building, auto parking area and parking apron at the Fort Worth Meacham International Airport. The Sponsor applies for a grant for financial assistance for the project described above. The parties, by this Agreement, do fix their respective responsibilities with reference to each other and with reference to the accomplishment of the project. NOW, for and in consideration of the benefits which will accrue to the parties by virtue of the completion of the project, IT IS MUTUALLY COVENANTED AND AGREED as follows: Page 1 of 15 Part II- Offer of Financial Assistance 1. It is estimated that approximately $1,000,000 (Amount A) of the project costs will be eligible for state financial assistance, and that state financial assistance will be for fifty percent (50%) of the eligible actual project costs. It is estimated that the State's share will be $500,000 (Amount B) and that the Sponsor's share of the eligible project costs will be $500,000 (Amount Q. Financial assistance is subject to the availability of state funds. This grant should not be construed as block grant funds for the Sponsor, but as a grant for funding of the scope items as listed on page one of this agreement. It is the intent of the State to provide funding to complete the approved work items of this grant and not to amend the scope of work to include items outside of the current determined needs of this project. Scope of work may be amended as necessary to fulfill the unforeseen needs of this specific development project within the spirit of the approved scope, subject to the availability of state and/or local funds. 2. The allowable costs of the project shall not include any costs determined by the State to be ineligible for consideration as to allowability under the V.T.C.A. Transportation Code, Title 3, Chapters 21-22, et seq., (Vernon and Vernon Supp). Project costs eligible for state financial assistance shall be determined by the State. Ineligible items include but are not necessarily limited to the following: paving other than areas disturbed by the terminal construction; major utility line extensions; new water supply sources; furniture and furnishings; food preparation, kitchen and restaurant equipment and furniture; vending machines; arcade games; communications/telephone/radio systems and equipment other than necessary conduit and wiring; equipment used for generation of revenue including fuel sales; audiovisual equipment; landscaping other than seeding or sodding of adjacent disturbed areas; lawn sprinklers and irrigation systems; demolishing or moving existing structures; mitigating hazardous materials or waste; removing, relocating, renovating and/or repairing existing fueling systems; and donated materials and/or donated labor. The State will not participate in funding for force account work conducted by the Sponsor. 3. If there is an overrun in the eligible project costs, the State may not increase the grant to cover the amount of overrun. If the sponsor does not move forward with design or construction, they shall reimburse the state 100% of all costs under contract and/or expended at the point of notification that the project will not be completed. 4. Should estimated eligible project costs as determined following the receipt of construction bids for the project, exceed the total estimated project costs (Amount A), the Sponsor may request the State to void this Agreement, the State shall agree to void this Agreement upon the satisfaction of the following conditions: a. the Sponsor's request to the State to void the Agreement shall be in writing and dated; and Page 2 of 15 b. if required by the State, the Sponsor shall reimburse the State for funds expended on this project and Sponsor shall assume the responsibility for any future State expenses for contracted services or materials related to the project for which a contract had been executed prior to the Sponsor's request to void the Agreement. Sponsor funds held by the State may be retained until this requirement is satisfied; and C. failure on the part of the Sponsor to comply with the conditions of this paragraph shall constitute a breach of this Agreement. 5. Upon satisfaction of the conditions specified in Paragraph II-4 above, the State shall declare this Agreement null and void, and this Agreement shall have no force and effect. 6. The Sponsor specifically agrees that it shall pay any project costs, which exceed the amount of financial participation agreed to by the State. It is further agreed that the Sponsor will reimburse the State for any payment or payments made hereunder by the State which are in excess of the percentage of financial assistance (Amount B) as heretofore stated in Paragraph 11-1. 7. Sponsor, by accepting this Agreement certifies to the State that it has sufficient funds to meet its share of the costs as stated. The Sponsor grants to the State the right to audit any books and records of the Sponsor to verify said funds. In addition, the Sponsor shall disclose the source of all funds for the project and its ability to finance and operate the project. 8. Monthly grant agreement payments to the Sponsor may be authorized upon application to the State. Payments of the State's share of the allowable project costs will be made in proportion to the amount of the project satisfactorily completed at the time of the payment application. No more than ninety (90) percent of the total grant agreement will be paid prior to the completion of the project. The last ten (10) percent of the grant agreement will be paid only after the staff has inspected and approved the completed project. PART III- Sponsor Responsibilities 1. In accepting the Agreement, the Sponsor guarantees that: a. it will comply with Attachment A, Certification of Airport Fund , attached and made a part of this Agreement; and b. it will comply with Attachment B, Certification of Airport Property Interest, attached and made a part of this Agreement; and Page 3 of 15 C. it will comply with the Attachment C, Certification of State Single Audit Requirements, attached and made a part of this Agreement; and d. it will, in the operation of the facility, comply with all applicable state and federal laws, rules, regulations, procedures, covenants and assurances required by the State of Texas in connection with the Agreement; and e. the Airport or navigational facility which is the subject of this Agreement shall be controlled for a period of at least 20 years, and improvements made or acquired under this project shall be operated, repaired and maintained in a safe and serviceable manner for the useful life of the improvements, not to exceed 20 years; and f. consistent with safety and security requirements, it shall make the airport or air navigational facility available to all types, kinds and classes of aeronautical use without discrimination between such types, kinds and classes and shall provide adequate public access during the period of this Agreement; and g. it shall not grant or permit anyone to exercise an exclusive right for the conduct of aeronautical activity on or about an airport landing area. Aeronautical activities include, but are not limited to scheduled airline flights, charter flights, flight instruction, aircraft sales, rental and repair, sale of aviation petroleum products and aerial applications. The landing area consists of runways or landing strips, taxiways, parking aprons, roads, airport lighting and navigational aids; and h. it shall not permit non-aeronautical use of airport facilities without prior approval of the State; and i. through the fence access shall be reviewed and approved by the State; and j. it will acquire all property interest identified as needed for the purposes of this project and comply with all applicable state and federal laws, rules, regulations, procedures, covenants and assurances required by the State of Texas in the acquisition of such property interest; and that airport property identified within the scope of this project and Attorney's Certificate of Property Interests shall be pledged to airport use and shall not be removed from such use without prior written approval of the State; and k. the Sponsor shall submit to the State annual statements of airport revenues and expenses; and 1. all fees collected for the use of an airport or navigational facility constructed with funds provided under the program shall be reasonable and nondiscriminatory. The proceeds of such fees shall be used solely for the development, operation and Page 4 of 15 maintenance of the airport or navigational facility. Sponsor shall not be required to pledge income received from the mineral estate to airport use unless state and/or federal funds were used to acquire the mineral estate of airport lands or any interest therein; and in. an Airport Fund shall be established by resolution, order or ordinance in the treasury of the Sponsor, or evidence of the prior creation of an existing airport fund or a properly executed copy of the resolution, order, or ordinance creating such a fund, shall be submitted to the State. Such fund may be an account as part of another fund, but must be accounted for in such a manner that all revenues, expenses, retained earnings, and balances in the account are discernible from other types of moneys identified in the fund as a whole. All fees, charges, rents, and money from any source derived from airport operations must be deposited in said Airport Fund and shall not be diverted to the general revenue fund or any other revenue fund of the Sponsor for any purposes other than operation of the airport. All expenditures from the Airport Fund shall be solely for airport purposes. Sponsor shall be ineligible for a subsequent grant or loan by the State unless, prior to such subsequent approval of a grant or loan, Sponsor has complied with the requirements of this subparagraph; and n. the Sponsor shall operate runway lighting at least at low intensity from sunset to sunrise; and o. insofar as it is reasonable and within its power, Sponsor shall adopt and enforce zoning regulations to restrict the height of structures and use of land adjacent to or in the immediate vicinity of the airport to heights and activities compatible with normal airport operations as provided in Tex. Loc. Govt. Code Ann. Sections 241.001 et seq. (Vernon and Vernon Supp.). Sponsor shall also acquire and retain aviation easements or other property interests in or rights to use of land or airspace, unless Sponsor can show that acquisition and retention of such interest will be impractical or will result in undue hardship to Sponsor. Sponsor shall be ineligible for a subsequent grant or loan by the State unless Sponsor has, prior to such subsequent approval of a grant or loan, adopted and passed an airport hazard zoning ordinance or order approved by the State; and P. that the airport facility has, or will have prior to the start of construction, on site management during normal business hours, and has aviation fuel available to the public. On site management and aviation fuel availability will be maintained during the period of this Agreement; and the aviation facility, including the terminal building, will be open to the public although airport facility space, including terminal building space, may be leased; and q. the Sponsor by execution of this grant certifies that it has implemented, or will implement during this project, an effective airport pavement maintenance- management program and it assures that it will use such program during the Page 5 of 15 period of this Agreement. It will provide upon written request such reports on pavement condition and pavement management programs as the State determines may be useful. Failure to comply with this condition may make the Sponsor ineligible for future grants; and r. the Sponsor shall have on file with the State a current and approved Attorney's Certificate of Airport Property Interests and Exhibit A property map. 2. The Sponsor will provide upon request of the State, copies of any maps, plans, or reports of the project site, applicable to or affecting the above project. 3. All development of an airport constructed with program funds shall be consistent with the Airport Layout Plan approved by the State and maintained by the Sponsor. A reproducible copy of such plan, and all subsequent modifications thereto, shall be filed with the State for approval. 4. The Sponsor shall carry out and complete the project without undue delay and in accordance with the plans and specifications, which are submitted to and approved by the staff. The State has the option to withhold the payment of any State funds unless the plans and specifications have been completed and approved by the State. 5. The Sponsor shall make every reasonable attempt to complete the project on or before 24 months from the date of the Agreement execution. Failure to do so will constitute just cause for termination of the obligations of the State. 6. The Sponsor certifies to the State that it will have acquired clear title in fee simple to all property upon which construction work is to be performed, or have acquired a leasehold on such property for a term of not less than 20 years, prior to the advertisement for bids for such construction or procurement of facilities that are part of the above project, and within the timeframe of the project, a sufficient interest (easement or otherwise) in any other property interest which may be part of the project. 7. The Sponsor, to the extent of its legal authority to do so, shall save harmless the State, the State's agents, employees or contractors from all claims and liability due to activities of the Sponsor, the Sponsor's agents or employees performed under this agreement. The Sponsor, to the extent of its legal authority to do so, shall also save harmless the State, the State's agents, employees or contractors from any and all expenses, including attorney fees which might be incurred by the State in litigation or otherwise resisting said claim or liabilities which might be imposed on the State as the result of such activities by the Sponsor, the Sponsor's agents or employees. 8. The Sponsor's acceptance of this Offer and ratification and adoption of the Agreement incorporated shall be evidenced by execution of this instrument by the Sponsor, as provided, and the Agreement shall comprise a contract, constituting the obligations and rights of the State of Texas and the Sponsor with respect to the accomplishment of the Page 6 of 15 project and the operation and maintenance of the airport. Such Agreement shall become effective upon execution of this instrument and shall remain in full force and effect for a period of at least 20 years. 9. The Sponsor and not the State shall, for all purposes, be the "Sponsor" of the project. Sponsor agrees to assume responsibility for operation of the facility in compliance with all applicable state and federal requirements including any statutes, rules, regulations, assurances, procedures or any other directives before, during and after the completion of this project. 10. Upon entering into this Agreement, Sponsor agrees to name an individual, as the Sponsor's Authorized Representative, who shall be the State's contact with regard to this project, and which individual shall have the authority to make approvals and disapprovals as required on behalf of the Sponsor. 11. The Sponsor agrees to assume the responsibility to assure that all aspects of the grant and project are done in compliance with all applicable state and federal requirements including any statutes, rules, regulations, assurances, procedures or any other directives, except as otherwise specifically provided herein. 12. The Sponsor shall obtain an audit as required by State regulations. 13. The final Terminal Building Grant Payment Request must be accompanied by a Certificate of Substantial Completion signed by the Arch itect/Engineer. The Certificate shall include the date of acceptance, the length of the warranty period, and a statement certifying that the work was completed in accordance with the contract documents. Any exceptions to the work described in the contract documents shall be noted in the certification. Page 7 of 15 Part IV-Responsibilities of the State 1. Responsibility of the State shall include, if appropriate, but not be limited to: a. approval of site selection and schematic floor plan for terminal building; and b. participation in design, pre-bid and pre-construction meetings; and C. review and approval of final project plans and specifications prior to construction bidding; and d. participation in final inspections. 2. The State shall receive, review, approve and process the Sponsor's reimbursement requests for approved services and materials supplied in accordance with approved contracts, no more than once a month. PART V-Recitals 1. This Agreement is executed for the sole benefit of the contracting parties and is not intended or executed for the direct or incidental benefit of any third party. Furthermore, the State shall not be a party to any other contract or commitment, which the Sponsor may enter into or assume, or have entered into or have assumed, in regard to the above project. 2. If the Sponsor fails to comply with the conditions of the grant, the State may, by written notice to the Sponsor, suspend the grant in whole or in part. The notice of suspension shall contain the following: a. The reasons for the suspension and the corrective action necessary to lift the suspension; b. A date by which the corrective action must be taken; C. Notification that consideration will be given to terminating the grant after the corrective action date. In the case of suspension or termination, the Sponsor may request the State to reconsider the suspension or termination. Such request for reconsideration shall be made within 45 days after receipt of the notice of suspension or termination. Page 8 of 15 3. This Agreement is subject to the applicable provisions of the V.T.C.A. Transportation Code, Title 3, Chapters 21-22, et seq., (Vernon and Vernon Supp.), and the Airport Zoning Act, Tex. Loc. Govt. Code Ann. Sections 241.001 et seq. (Vernon and Vernon Supp.). Failure to comply with the terms of this Agreement or with the aforementioned rules and statutes shall be considered a breach of this contract and will allow the State to pursue the remedies for breach as stated below. a. Of primary importance to the State is compliance with the terms and conditions of this Agreement. If, however, after all reasonable attempts to require compliance have failed, the State finds that Sponsor is unwilling and/or unable to comply with any of the terms and conditions of this Agreement, the State, may pursue any of the following remedies: (1) require a refund of any financial assistance money expended pursuant to the Agreement, (2) deny Sponsor's future requests for aid, (3) request the Attorney General to bring suit seeking reimbursement of any financial assistance money expended on the project pursuant to the Agreement, provided however, these remedies shall not limit the State's authority to enforce its rules, regulations or orders as otherwise provided by law, (4) declare this Agreement null and void, or(5) any other remedy available at law or in equity. b. Venue for resolution by a court of competent jurisdiction of any dispute arising under the terms of this Agreement, or for enforcement of any of the provisions of this Agreement, is specifically set by Agreement of the parties in Travis County, Texas. 4. The State reserves the right to amend or withdraw this Agreement at any time prior to acceptance by the Sponsor. The acceptance period cannot be greater than 30 days after issuance unless extended by the State. 5. This Agreement constitutes the full and total understanding of the parties concerning their rights and responsibilities in regard to this project and shall not be modified, amended, rescinded or revoked unless such modification, amendment, rescission or revocation is agreed to by both parties in writing and executed by both parties. 6. All commitments by the Sponsor and the State are subject to constitutional and statutory limitations and restrictions binding upon the Sponsor and the State (including Sections 5 and 7 of Article 11 of the Texas Constitution, if applicable) and to the availability of funds which lawfully may be applied. 7. The state auditor may conduct an audit or investigation of any entity receiving funds from the state directly under the contract or indirectly through a subcontract under the contract. Acceptance of funds directly under the contract or indirectly through a subcontract under this contract acts as acceptance of the authority of the state auditor, under the direction of the legislative audit committee,to conduct an audit or investigation in connection with those funds. Page 9 of 15 8. Termination This agreement may be terminated in the following manner: ♦ by mutual written agreement and consent of both parties; ♦ by either party upon the failure of the other party to fulfill the obligations set forth herein; ♦ by the State if it determines that the performance of the Project is not in the best interest of the State. If the contract is terminated in accordance with the above provisions, the Sponsor will be responsible for the payment of Project costs incurred by the State on behalf of the Sponsor up to the time of termination. A. In the event the State determines that additional funding is required by the Sponsor at any time during the development of the Project, the State will notify the Sponsor in writing. The Sponsor will make payment to the State within thirty(30) days from receipt of the State's written notification. B. Upon completion of the Project,the State will perform an audit of the Project costs. Any funds due to the Sponsor, the State, or the Federal Government will be promptly paid by the owing party. C. In the event the Project is not completed, the State may seek reimbursement from the Sponsor of the expended funds. The Sponsor will remit the required funds to the State within sixty (60) days from receipt of the State's notification. D. The State will not pay interest on any funds provided by the Sponsor. E. The State will not execute the contract for the construction of the Project until the required funding has been made available by the Sponsor in accordance with this Agreement. Page 10 of 15 Part VI-Acceptance of the Sponsor The City of Fort Worth, Texas does ratify and adopt all statements, representations, warranties, covenants and agreements constituting the described project and incorporated materials referred to in the Agreement, and does accept the Offer, and by such acceptance agrees to all of the terms and conditions of the Agreement. Executed this 8 day of Januar! , 20 16 . City of Fort Worth, Texas Sponsor < Ili itn Signature Signature Assistant City Manager Witness Title Title $ a by. Certi 1 �t ' ifiry J. a ity 96cretary 1 Paige Mebane , acting as attorney for City of Fort Worth ,Texas, do certify that I have fully examined the foregoing Agreement and the proceedings taken by the Sponsor relating, and find that the manner of acceptance and execution, of the Agreement by the Sponsor, is in accordance with the laws of the State of Texas. Dated at Texas, this day of 20L(e. Witness Signature Atto'4-yl Signature Witness Title Page 11 of 15 Part VII - Execution by the State Executed by and approved for the Texas Transportation Commission for the purpose and effect of activating and/or carrying out the orders, established policies or work programs and grants approved and authorized by the Texas Transportation Commission. STATE OF TEXAS TEXAS DEPARTMENT OF TRANSPORTATION By: Kari Campbell,Director of Grants Aviation Division Texas Department of Transportation Date: Jar) Page 12 of 15 ATTACHMENT A CERTIFICATION OF AIRPORT FUND The Sponsor does certify that an Airport Fund has been established for the Sponsor, and that all fees, charges, rents, and money from any source derived from airport operations will be deposited for the benefit of the Airport Fund and will not be diverted for other general revenue fund expenditures or any other special fund of the Sponsor and that all expenditures from the Fund will be solely for airport purposes. Such fund may be an account as part of another fund, but must be accounted for in such a manner that all revenues, expenses, retained earnings, and balances in the account are discernible from other types of moneys identified in the fund as a whole. The City of Fort Worth, Texas (Sponsor) By: —ice Title: Assistant City Manager Date: //a/G Page 13 of 15 ATTACHMENT B CERTIFICATION OF AIRPORT PROPERTY INTERESTS By signature below, the Sponsor does certify that the airport property, as reflected on the property map and attorney certificate dated March 12, 2013 and on file with TxDOT Aviation Division, remains unchanged and is an accurate reflection of the property owned and/or controlled for the Fort Worth Meacham International Airport. City of Fort Worth, Texas (Sponsor) By: Ly4--- Title: Assistant City Manager Date: 1 81/G Page 14 of 15 ATTACHMENT C Certification of State Single Audit Requirements I Fernando Costa , do certify that the City of Fort Worth will comply with all requirements (Designated Representative) of the State Single Audit Act if the city/county spends more than $500,000 in any funding sources during this fiscal year. And in following those requirements the City of Fort Worth will submit the report to the audit division of the Texas Department of Transportation. If your entity did not meet the threshold of$500,000.00 in expenditures, please submit a letter indicating that your entity is not required to have an audit performed for FY 2016 �G%i2c�dO UWfi�--^ Signature of Designated Representative Assistant City Title _ / 8 /G Date Page 15 of 15