HomeMy WebLinkAboutContract 32291 '7ETARY /
`
NO.
AMENDMENT NO. 1 TO
COMMUNITY FACILITIES AGREEMENT
This AMENDMENT NO. 1 TO COMMUNITY FACILITIES AGREEMENT
("Amendment") is made and 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 S07 #1, L.P. ("Developer"), a Texas limited partnership.
RECITALS
A. The City and Developer have entered into that certain Economic and
Community Development Agreement (the "ECDA") pursuant to which Developer has
initiated the first phase of a real property development generally known as "South of
Seventh", defined in the ECDA as the "Project". The first phase of the Project, defined
in the ECDA as "Phase I", includes, but is not limited to, the construction of twelve (12)
townhomes and site infrastructure for approximately forty-seven (47) additional
townhomes. The ECDA is a public document on file in the City Secretary's Office as
City Secretary Contract No. 31772, as amended.
B. As part of the Project, Developer is constructing a road (currently
identified as Museum Way) that will serve the townhomes and townhome sites developed
during Phase I of the Project (the "Initial Spine Road"), as more specifically outlined in
City Secretary Contract No. 29230, a Community Facilities Agreement between the City
and Developer (the "CFA"). The Initial Spine Road will cross certain Fort Worth &
Western Railroad tracks that bisect Developer's Property (the"Railroad Property").
C. Pursuant to and in accordance with the ECDA and Section I.H of the CFA,
the City agreed to reimburse Developer a portion of the cost of construction of the Initial
Spine Road (the"Phase I Reimbursement").
D. Two legal actions were subsequently filed relative to the City's exercise
of its power of eminent domain to acquire the Railroad Property. Those actions are Fort
Worth & Western Railroad Co. v. City of Fort Worth, Case No. 4-03CV-0319-Y (Fifth
Circuit Court of Appeals Case No. 04-10433), and City of Fort Worth v. Fort Worth &
Western Railroad, City of Fort Worth, Texas, Fort Worth Independent School District,
and Tarrant County, Texas (the "Legal Actions").
E. The City has settled the Legal Actions as part of a larger settlement
involving other real property matters between the City and the owner of the Railroad
Property (the "Settlement"). Pursuant to the Settlement, the owner of the Railroad
Property consented to the installation of crossing signals and equipment necessary to
designate two (2) quiet zones, as that term is defined in Section 2 of ECDA, as amended.
Because the quiet zone crossing signals and equipment authorized by the Settlement will
benefit the Project, Developer is willing to contract for and oversee installation of such
Page 1
Amendment No. 1 to Community Facilities Agreement UM�
between City of Fort Worth and S07#1,L.P. '�'°�G%UWi � 4So
c �:
quiet zone crossing signals and equipment, as more specifically set forth in this
Amendment.
F. The City and Developer wish to amend the CFA to include the quiet zone
crossing signals and equipment as part of the public infrastructure to be constructed
pursuant to the CFA and to revise the amount of City participation for all public
infrastructure constructed pursuant to the CFA.
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 and Developer agree as follows:
AGREEMENT
1. The City Council hereby finds, and the City and Developer hereby agree, that the
recitals set forth above are true and correct and form the basis upon which the City has
entered into this Amendment.
2.. Exhibit N, attached hereto, is hereby made a part of this Amendment and the CFA
for all purposes. Section I.A of the CFA is hereby amended to read as follows:
As used herein, "public infrastructure" shall mean waterlines, fire lines,
and sanitary sewer mains, streets, storm drainage, street lighting, street
name sign, the right-of-way crossing over railroad property, quiet zone
infrastructure associated with right-of-way crossings over railroad
property, valley detention pond, and sanitary sewer lift station, as shown
in Exhibits A through N, attached hereto and hereby made a part of this
Agreement for all purposes.
3. Section I.D of the CFA is hereby amended to read as follows:
Developer and City have entered into that certain Economic and
Community Development Agreement related to the South of Seventh
(S07) Addition, a public document on file as City Secretary Contract No.
31722, as amended (collectively, the "ECDA"). The ECDA is
incorporated herein by reference for all purposes. Any conflict between
this Agreement and the ECDA shall be resolved in favor of the ECDA.
4. Section I.H of the CFA is hereby amended to read as follows:
The estimated total costs for the public infrastructure is $3,767,610.000.
Subject to paragraph 4.1 of the ECDA, City participation for all public
infrastructure shall be the lesser of(i) $941,271.88; (ii) ten percent: (10%
Page
Pa e2 f!'�L
Amendment No. I to Community Facilities Agreement
between City of Fort Worth and S07#l,L.P.
of the cost of the Phase I Improvements, as defined in the ECDA; or (iii)
thirty percent (30%) of the total cost of the public infrastructure
contemplated by this Agreement, as permitted by and in accordance with
Chapter 212, Subchapter C, Texas Local Government Code; provided,
however, that notwithstanding anything to the contrary in the ECDA, the
City shall not participate in the cost of any water or sewer facilities
constructed as part of the public infrastructure hereunder. City
participation shall become due and payable to Developer upon (i) the
completion of the public infrastructure contemplated by this Agreement, in
accordance with this Agreement and Section 4.1 of the ECDA; (ii)
attainment of all milestones and compliance by Developer with all
obligations set forth in Section 4.1 of the ECDA; and (iii) completion of
Phase I in accordance with the terms and conditions of the ECDA. The
City shall pay any of its financial obligations under this Agreement
directly to Developer or, at Developer's request, to a contractor of
Developer who has undertaken work on the public infrastructure and has
submitted an invoice for payment for such work.
5. This Amendment contains the entire understanding and agreement between the
City and Developer as to the matters specifically contained herein. All terms and
conditions of the CFA that are not directly amended by this Amendment shall remain in
full force and effect. Capitalized terms used, but not defined, in this Amendment shall
have the meanings assigned to them by the CFA.
EXECUTED to take effect on December 23, 2004:
Approval Recommended:
Water Department Transportation and Public Works
Department:
By: ► By:
Frank Crumb, P.E. Robert Goode, P.E.
Acting Director Director
Page 3
Amendment No. 1 to Community Facilities Agreement
between City of Fort Worth and SO7#l,L.P.
CITY OF FORT WORTH: S07#1, L.P.,
a Texas ' ited artnership:
By:
s e general partner
MBy: 4a By:0a"44V
Marc Ott Name:
Assistant City Manager Title:
Date: r' �� �� Date: 5
APPROVED AS TO FORM AND LEGALITY:
By: G�
Peter Vaky
Assistant City Attorney
M&C: C -2021
Attested By:
(N-\ [A- ij��
Marty Hendrix 14
City Secretary
Page 4
ME
n 1Amendment No. 1 to Community Facilities Agreement �between City of Fort Worth and S07#1,L.P. ��,
Exhibit N
Quiet Zone Infrastructure
Item Improvements Estimated Cost
1 4-Quadrant Gate System at W 7'hStreet including Exit Gate $331,694.05
Management System (EGMS) and confirmation signal.
2 Wayside Horn System at W 7th Street. $72,935.92
3 Wayside Horn System at Museum Way including confirmation $105,370.03
signal.
Total Estimated Cost: $510,000.00
Notes:
1. The above items include all necessary equipment, labor materials and testing to
install quiet zone equipment in accordance with CFR Title 49, part 222.
2. All work shall meet the requirements of the "Settlement Agreement"between the
City of Fort Worth and FWWR with the exception that the parts list has changed
due to refinement of engineering work. (Attached are parts lists corresponding
with the three items listed above.)
3. All work will be reviewed and approved by the City's consultant prior to
acceptance by the City.
4. The EGMS detects the presence of a vehicle inside the gates (on the crossing) and
automatically opens the exit gates allowing the vehicle to exit the crossing.
5. The confirmation signal is a signal for the locomotive engineer that confirms that
the crossing signal system is functioning properly—thus allowing the locomotive
engineer to omit blowing the horn.
6. The Wayside Horn System is a backup to the four-quadrant gate system. It must
activate and the horn must sound under either of two conditions:
A. The gates and flashers are not functioning properly.
B. Traffic is detected on the crossing (between the gates). This must work
even if no train is approaching the crossing and a vehicle is detected on the
crossing for an extended time. The horn must continue to sound until no
vehicle is detected on the crossing. This function can not be performed
without the EGMS equipment.
7. Supporting documents attached:
A. Parts List, W 7th Street 4-Quadrant Gate Upgrade.
B. Parts List, W 7th Street Wayside Horn System.
C. Parts List, Museum Way Wayside Horn System.
D. W 7th Street Site Layout
E. Museum Way Site Layout
8. Costs outlined in this Exhibit are estimates only. Developer shall be responsible
for all actual costs associated with the purchase, construction and installation of
the Quiet Zone Infrastructure, even if such costs are greater than those estimated
herein; provided, however, that, at the request of Developer, the City will pay a
contractor undertaking work on the Quiet Zone Infrastructure and
Page 5 ^, y�`,,
Amendment No. 1 to Community Facilities Agreement C;i 6l,
between City of Fort Worth and SO7#1,L.P. n�It'
�UO 'fir"+'`✓��/YJ4� �LGUO
such amounts from the Phase I Reimbursement payable by the City to Developer
pursuant to the ECDA.
�rLSAPage M
mendment No. 1 to Community Facilities Agreementbetween City of Fort Worth and S07#l,L.P. �lI �I ��L
M&C Request Review Page 1 of 2
www, C F 1r Net. rNq}It ]
Council Agenda I M&C I Employee Directory I Morning Report I Ads I PRS I I XT Online I Departments I-Siteltap
Print M&C
COUNCIL ACTION: Approved on 8/23/2005
DATE: 8/23/2005 REFERENCE NO.: C-20918 LOG NAME: 17SO7
CODE: C TYPE: NON-CONSENT PUBLIC HEARING: NO
SUBJECT: Authorize Execution of Amendments to the Economic and Community Development Agreement
and the Enhanced Community Facilities Agreement with S07 No.1, L.P., Regarding South of
Seventh Development Project
RECOMMENDATION:
It is recommended that the City Council authorize the City Manager to execute an amendment to the
Economic and Community Development Agreement and to the Enhanced Community Facilities Agreement
with S07 No.1 regarding the South of Seventh development project.
DISCUSSION:
On January 28, 2003, (M&C C-19453 and M&C C-19454) City Council approved authorizing the City
Manager to execute an Economic and Community Development Agreement(ECDA) (City Secretary Contract
No. 31772) and an Enhanced Community Facility Agreement (ECFA)(City Secretary Contract No. 29230) for
the development of the South of Seventh project(the Project). Pursuant to the ECDA, the City will reimburse
Developer a portion of the cost of construction of a road through the development and related improvements
equal to the lesser of ten-percent (10%) of Developer's actual hard and soft costs incurred for or directly
related-to the construction of Phase I of the Project, or$940,000 (the "Phase i Reimbursement"). A portion of
these improvements includes a concrete at-grade crossing and related costs for the crossing of the Fort
Worth and Western Railroad at Museum Way. Subsequently, on November 2, 2004 the City and Developer
amended the ECDA to allow the City to decrease from the amount of the Phase I Reimbursement certain
property acquisition expenses and aftomeys' fees incurred in the course of the eminent domain actions
related to securing the railroad crossing.
In addition to the original ECDA, on January 28, 2003, (M&C C-19455) the City Council approved execution
of a Transportation-Land Use Joint Venture Grant Agreement with the State of Texas Department of
Transportation (TxDOT) qualifying the use of the Project and surrounding area for the Transportation-Land
Use Joint Venture Program (Grant). Through this program the City anticipates receiving $3,221,639 through
reimbursements of qualified public project expenditures in the Project and surrounding areas. On December
16, 2003, the City Council approved and appropriated the full amount of the grant from TxDOT.
To date,the Developer has substantially completed the first phase of the Project, including construction of
townhomes, additional lots and the spine road (Museum Way). City staff is recommending that ECDA and
ECFA be amended to include the quiet zone improvements as a reimbursable cost in the ECFA. This
amendment will allow the quiet zone improvements to be reimbursed through the previously approved
Grant. The total cost of the quiet zone construction included city requested improvements above and beyond
construction of a standard quiet zone and because the quiet zone on West 7th Street provides off-
development improvements that benefit the whole area through improved safe mobility, use of the grant
funds are appropriate as a funding source. Consequently, $304,876 of the previously appropriated grant
funds will be used as partial funding of the total $510,000 cost of the quiet zone construction. The remainder
http://www.cfwnet.org/council packet/mc review.asp?refnum=C-20918 8/26/2005
M&C Request Review Page 2 of 2
of the cost will be deducted from the developer's Phase I reimbursement funds for this project, with the full
amount reimbursed from TxDOT to the City through the grant.
Additionally, City staff is recommending that the ECDA be amended to allow the City to pay $145,410, which
would otherwise be reimbursed to the Developer, to the State as a portion of the local match to enable full
grant funding. These funds were previously appropriated by the City Council as part of the Phase I
Reimbursement. The developer's initial contribution to the local match was $660,000, which will now be
increased to a total local match of$805,000.
The South of Seventh development project is located in COUNCIL DISTRICT 9.
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that funds are available in the current capital budget, as appropriated, of the
Critical Projects Fund and in the current operating budget, as appropriated of the Grants Fund.
TO Fund/Account/Centers FROM Fund/Account/Centers
GR76 541600 017302898 $304.876.00
C116 541600 020116136360 $205.124.00
C116 541110 020116136360 $145.410.00
Submitted for City Manager's Office by: Dale Fisseler(6140)
Originating Department Head: Tom Higgins (6192)
Additional Information Contact: Jay Chapa (5804)
ATTACHMENTS
http://www.cfwnet.org/council packet/mc review.asp?refnum=C-20918 8/26/2005