HomeMy WebLinkAboutContract 35567T Y SECRETARY
OONTRACT NO a SECRETARY'
STATE OF TEXAS §
§ KNOW ALL BY THESE PRESENTS:
COUNTY OF TARRANT §
AGREEMENT
THIS AGREEMENT, entered into the day of l , 2007 by
and between the City of Fort Worth, a home -rule municipal core ation situated in
Tarrant, Denton, Parker, and Wise Counties, Texas ("City"), acting herein by and through
Dale Fisseler, its duly authorized Assistant City Manager, and Cypress Equities I, L.P.,
by Cypress Equities, LLC, its General Partner or its assigned Affiliate ("Cypress"), an
independent contractor, acting by and through Brian Parro, its duly authorized Chief
Financial Officer. City and Cypress may be referred to herein individually as a Party, or
collectively as the Parties.
WITNESSETH
That for and in consideration of mutual covenants and agreements herein contained, the
Parties hereto mutually agree as follows:
AGREEMENT
1 Responsibilities.
1.1 Cypress. Cypress, as an independent contractor, hereby agrees to obtain and/or
provide the schematic design, architectural/engineering design, geotechnical
services, construction documents with cost estimates, and management services
necessary for the design and construction of the proposed Public Health
Department building of approximately 37,000 square feet (`Building") to be
constructed on approximately three (3) acres within the Evans & Rosedale
Business and Cultural District (the "District") for an amount not to exceed
$27570002 $10,250 of which is allocated for reimbursables. The estimated budget
is described on Attachment "A" hereto. The land on which the Building is to be
constructed is described on Attachment `B" hereto.
1.1.1 Schedule. Within thirty (30) days of executing this Agreement, Cypress shall
provide City a schedule showing estimated delivery dates for the major design
elements of the Building. Said schedule is subject to City review and approval.
It is the intent of the Parties that the work contemplated herein shall be complete
by the earlier of the date which is six (6) months following the execution date of
this Agreement, or December 31, 2007, subject to extension as provided herein
("Completion Date").
1.1.2 Cypress' Contractors, Subcontractors, Professional Service Providers. In order to
fulfill its obligations hereunder, Cypress shall contract with such contractors,
subcontractors, and professionals as are appropriate and necessary for the
engineering, architecture, planning and design of the Building and to prepare
plans for construction of the Building pursuant to the specifications. Before
entering into an architectural agreement and/or other third party service provider
agreement(s) as may be required to fulfill its obligations under this Agreement,
Cypress shall submit the proposed agreement(s) to City for review and approval.
Cypress shall assign all rights under the contract with its Architect and any other
third party service providers to the City on or before the Completion Date.
1.1.3 Consultation with City. Cypress shall consult with the City to clarify and define
City's requirements relative to the project and review available data.
1.1.4 Cit�pproval Required. City shall have the ultimate right to approve or
disapprove every Deliverable contemplated by this Agreement at stages set forth
herein (see Section 2.1 hereof) or otherwise directed by City's Project
Management. In no event shall the City be required to accept, use, or implement
any Deliverable, nor shall it be required to construct the Building.
1.1.5 Adequate Personnel. Cypress agrees to commit the personnel to the project as
necessary in order to complete the worlc in an expeditious manner.
1.1.6 Printing Costs. Cypress shall pay the reasonable cost of printing documents
required for design submittals and presentations as a part of the reimbursables.
1.1.7 Minimum Requirements of Cypress' Architect. Cypress shall contractually
require the following from the architect it selects to fulfill the obligations of this
Agreement ("Architect"):
(a) Programming and Schematics Design Phase: The Architect shall visit the site and
become familiar with the scope of the project. Prepare alternative floor and site
plans, architectural concepts and principal equipment and finish plans and area -
based cost estimates. Architect shall not proceed to the Design Phase until the
City has approved in writing the Schematic Design Plans. The Architect shall not
be required to include furniture, fixtures or equipment in any of the plans.
(b) Design Phase: The Architect shall perform all services necessary to survey, plat,
prepare and vacate easements and any other property issues necessary to complete
the design and secure a construction permit.
i. The design shall include all site work, design and coordination of
utilities, landscaping and facility design required for a complete
and functional project. The Architect shall prepare presentation
graphics using plans necessary for the design and attend two public
meetings during the design of the project.
(c) Architect shall prepare the design in stages as follows:
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i. Design Development Phase: Preparation of architectural and MEP
floor plans, principal elevations, civil and utility site plans, cartoon
set, selection of principal equipment and finishes, and discipline -
based cost estimates. Upon receipt of the City's written approval
of this phase of the work, Architect may proceed to the
Construction Document Phase.
ii. Construction Document Phase: Preparation of details, mechanical,
electrical, and plumbing plans, finishes schedules, detailed
technical specifications, and detailed cost estimates.
iii. Six Sets of Drawings and Specifications. Architect shall submit
six (6) sets of drawings and specifications at each design phase.
(d) Format of Drawings
i. Drawings at all stages of design will have the following
characteristics: Scale for floor plans will be 1/8" or such other
scale as may be agreed to in writing for all disciplines, elevations
will be at same scale as floor plans, area plans will have same scale
for all disciplines, and site plans for all disciplines will be at same
scale.
ii. The Architect shall provide electronic files in PDF or DWF format
for posting to the Internet.
The Architect will provide CAD files of all drawings suitable to
use on AutoCAD LT or such other operating system as determined
by the City.
(e) Elimination of Architectural Barriers. Cypress shall require in its agreement with
its Architect, that Architect, at its sole cost and expense, shall engage a consultant
to prepare "Elimination of Architectural Barriers Registration" and submit the
applications to the Texas Department of Licensing and Regulation ("TDLR" ).
The City will pay all fees required for TDLR reviews and inspections. All
designs shall be in conformance with the Elimination of Barriers Act, State of
Texas, City of Fort Worth Building Codes and the Americans with Disabilities
Accessibility Guidelines for Buildings and Facilities.
i. Architect shall reimburse the City for all costs and fees incurred in
modifying a facility in the event it is constructed in accordance
with Architect's designs and is subsequently determined to be in
non-conformance with the above Act, Codes or Guidelines.
ii. The City will bear the construction costs associated with
enhancements. The Architect will reimburse City for costs to
replace or rework features that were constructed in accordance
with the design but fail to meet accessibility requirements or
building
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(f) Mitigation of Environmental Impact. Cypress shall require in its agreement with
its Architect, that Architect, at its sole cost and expense, shall consult with City
and provide City options and procedures for mitigating environmental impact, use
of recycled building materials, sustainable construction, and a building
commissioning program in the design of the project.
(g) Estimates of Probable Construction Cost Submittals. I shall submit
estimates of probable construction cost for each stage of design to Cypress, who
shall submit same to City. The City shall, within seven (7) days after submittal,
either approve the probable construction costs and scope in writing at each stage
of design or provide comments to Cypress identifying required changes.
(h) Final Design /Changes. Upon written approval of the final design, the Architect
shall make whatever final changes are necessary and submit the drawings and
technical specifications to Cypress, who shall submit same to City for use in
bidding.
1.1.8 Consistent with Construction Budget. Cypress shall require the Architect to
prepare drawings and technical specifications in a manner consistent with the
City's notAo-exceed construction budget/funding of $6.9 million, excluding "soft"
costs of construction ("Construction Budget").
1.1.9 Value En ing eerin�. Cypress shall inform the City in writing of the estimated
construction cost at the submission of each design phase. The City shall either
approve the adjustment of the Construction Budget or direct Cypress to adjust the
design, at no additional cost to the City, to stay within the previously approved
Construction Budget. Should Cypress at any time during the design process
believe that the building requirements and specifications will cause the
Construction Budget to be exceeded, Cypress shall prepare a request describing in
sufficient detail the revision, modification or amendment to the design being
recommended to align the design with the Construction Budget for the City to
review and approve or disapprove, which approval shall not be unreasonably
withheld. The City shall have fifteen (15) days within which to approve or
disapprove the request. The failure to respond within fifteen (15) days will be
deemed to be approval. Any disapproval shall be in writing and shall describe in
reasonable detail the reason for the disapproval. After approval by both parties,
the revision, modification, or amendment if necessary to the specifications shall
be delivered to the designers for incorporation into the plans.
1.1.10 Construction Budget Exceeded. If the Construction Budget is exceeded by the
lowest bona fide bid, the City may (1) award the contract, (2) abandon the project
and terminate this Agreement, or (3) cooperate in the reduction of the project
scope and features as required to stay within the Construction Budget in order to
rebid the project. If the City decides to reduce the scope of the project and rebid
it, Cypress shall, without additional fee, require its Architect to modify the
drawings and specifications as necessary to stay within the Construction Budget.
If the City abandons the project, the City may terminate this Agreement, but City
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shall nevertheless pay Cypress the prorated part of the project management fee
earned, and any reimbursables due, as described on Attachment A.
1.1.11 Cypress' Selection of Professional Service Providers. Cypress shall select
professional service providers based upon the provider's demonstrated
competence and qualifications to perform the work and procure all professional
engineering and/or architectural services in accordance with applicable laws,
including but not necessarily limited to, Title 6 of the Texas Occupations Code.
1.1.12 Cooperation with CitWLSelected Artist for Public Art Design Cypress and its
Architect will cooperate with the artist selected by the City as the artist develops
designs for public art in the Building.
1.2 City.
1.2.3 Cooperation. City will provide criteria and information as to City's requirements.
1.2.4 CitY's Project Mana eg ment. The Transportation/Public Works Department
(T/PW) Facilities Management team will provide the City's Project Management.
The City's Project Manager will be Don Powell, who shall have authority to act
on City's behalf on matters concerning the project.
1.2.5 Adequate Personnel. City agrees to commit the personnel to the project as
necessary in order to coordinate with and respond to Cypress and to complete the
work in an expeditious manner.
1.2.6 Assistance with Existing Data. City will assist Cypress in obtaining existing
studies, reports and other available data and services of others pertinent to the
project and in obtaining additional reports and data as requested.
1.2.7 Entrance onto Property. Upon reasonable notice, City will arrange for access to
and make all provisions for Cypress and its agents, employees and contractors to
enter upon public and private property as may be required for the Architect and
other agents and contractors to perform services hereunder.
1.2.8 Review. City will review all reports, recommendations and other documents and
provide written decisions pertaining thereto within ten (10) business days.
1.2.9 Examination. City will examine all studies, reports, sketches, drawings,
specifications, proposals and other documents presented by Cypress, and may, at
City's cost, obtain advice of an attorney, insurance counselor and other architects
as it deems appropriate for such examination and render in writing decisions
pertaining thereto within ten (10) business days so as not to delay Cypress'
services. Should City delay or fail to respond to any request by Cypress for a
response beyond the ten (10) business days provided herein, then the Completion
Date shall be automatically extended on a day for day basis the same number of
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days as the delay. If City fails to respond to any request or requests by Cypress
for a response within the ten business day grace period, and the aggregate total of
all business days of delay beyond the ten business day period exceeds for an
aggregate total of thirty (30) days, beyond each ten business day grace period,
then Cypress may terminate this Agreement pursuant to Section 9 hereof.
1.2.10 Proiect Manual Requirements. City will provide "front end", including General
Conditions, for use in assembling the Bid Package Construction Phase. City will
manage the advertisement and bidding of the construction, issue addenda,
distribute bid documents, and award the construction contract. In addition, City
will administer the construction and provide inspection and management services.
2 Compensation. City shall reimburse Cypress an amount not to exceed $275,000,
including no more than $10,250 for reimbursables, for the services set forth in
Section 1 above and more particularly set forth in Attachment "A".
2.1 Cypress shall be paid the following percentages of the Total Budget at the
following stages of the project:
a. Completion of Programming and
Schematic Design and Cost Estimates 25%
b. Completion of Design Development and Cost Estimates 25%
c. Completion of Construction Documents
and Cost Estimates 25%
d. Submission of all Final Drawings and Documents
Including Bid and Permit Packages and Cost Estimates 25%
constitute "Deliverables" under this Agreement.
2.2 City shall reimburse Cypress allowable expenses monthly as allowable expenses
are incurred. The total reimbursement for allowable expenses under this Agreement shall
not exceed $10,250. Allowable expenses include:
i. Reasonable Printing Costs
ii. Enhanced CAD drawings for public and City meetings
iii. Long distance phone calls
iv. Postage and courier expenses
v. Application and review fees, including those charged by consultant
for ADA compliance
via Other costs with prior approval of the City.
2.3 Additional Services. If at any time in the course of this Agreement, the City
expands the scope of services, or Cypress believes the City has requested services
that are beyond the scope of this Agreement, Cypress shall submit a proposal for
additional fees and a written agreement shall be reached on said proposal prior to
Cypress proceeding with the work considered to be beyond the scope of this
Agreement. City shall be under no obligation to pay Cypress for additional
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services without the written approval of City. Any services provided prior to
reaching a written agreement on additional fees will be non compensable.
3 Work Product. Cypress agrees, and will require that any third party service
provider contracts it executes to satisfy its obligations under this Agreement
provide that all work for which Cypress receives City reimbursement under this
Agreement (collectively the "Work Product' shall be owned, at all times, by the
City. Cypress shall deliver the Work Product to the City upon the completion,
termination, or expiration of this Agreement. The City shall have access to and be
entitled to review and copy any portion of the Work Product at any time. Cypress
may retain a copy of the Work Product except as to any portion thereof that is
proprietary or otherwise confidential. All designs, drawings, specifications,
documents, and other Work Product, whether in hard copy or in electronic form,
are instruments of service for the City's project, whether the project is completed
or not. Reuse, change, or alteration by the City or by others acting through or on
behalf of the City of any such instruments of service without the written
permission of the Architect will be at the City's sole risk. All reports, whether
partial or complete, prepared under this Agreement, including the original
drawings, whether furnished by the City, its officers, agents, employees,
consultants, or contractors, or prepared by or on behalf of Cypress, shall be or
become the property of the City, and shall be furnished to the City prior to or at
the time such services are completed, or upon termination or expiration of this
Agreement. The City shall own the final printed designs, drawings, specifications
and documents. Transfer of ownership of the contract documents does not
constitute the sale of the documents.
4 Term. This Agreement shall be for a term beginning on the date of execution and
ending on the date which is the earlier of six months from the date of its
execution, or December 31, 2007, unless otherwise extended or terminated under
a provision of this Agreement.
5 Independent Contractor. Cypress shall operate hereunder as an independent
contractor, and not as an officer, agent, servant, or employee of the City. Cypress
shall have exclusive control of and the exclusive right to control the details of its
work to be performed hereunder and all persons performing same, and shall be
solely responsible for the acts and omissions of its officers, agents, employees,
architects, engineers, contractors and subcontractors. The doctrine of respondeat
superior shall not apply as between City and Cypress, its officers, agents,
employees, architects, engineers, contractors, and subcontractors, and nothing
herein shall be construed as creating a partnership or joint venture between City
and Cypress.
6 Professional Competence, Indemnification, and Limitation of Liability.
6.0 Professional Competence. All work performed/obtained by Cypress shall comply
in all aspects with all applicable local, state and federal laws and with all
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applicable rules and regulations promulgated by the local, state and national
boards, bureaus and agencies. Approval by the City shall not constitute or be
deemed to be a release of the responsibility and liability of Cypress or its officers,
agents, employees, architects, engineers, contractors and subcontractors for the
accuracy and competency of its services performed hereunder.
6.1 Indemnification. Cypress shall indemnify, hold harmless and defend the City
and all of its officers, agents, servants and employees from and against any and all
claims or suits for property damage or loss and/or personal injury, including
death, to any and all persons of whatsoever kind or character, caused by the
negligence of Cypress or its officers, agents, employees, architects, engineers,
contractors and subcontractors and shall contractually require its third party
service providers to indemnify the City in the same manner.
6.2 Limitation of Liability. Cypress shall not be liable for any special, indirect,
incidental, consequential, punitive or exemplary damages, including, but not
limited to, lost profits.
6.4 Approval by the City Not a Release. Approval by the City of documents shall not
constitute or be deemed to be a release of the responsibility and liability of
Cypress, its Architect, engineer, officers, agents, employees, contractors and
subcontractors, for the accuracy and competency of the services performed under
this Agreement, including but not limited to surveys, location of subsurface
investigations, designs, working drawings and specifications and other
engineering documents. Such approval shall not be deemed to be an assumption
of such responsibility and liability by the City for any negligent act, error or
omission in the conduct or preparation of the subsurface investigations, surveys,
designs, working drawings and specifications and other engineering documents by
Cypress, its Architect, engineer, officers, agents, employees, contractors and
subcontractors, it being the intent of the parties that approval by the City signifies
the City's approval of only the general design concept of the improvements to be
constructed.
7 Insurance. Cypress shall not commence work under this Agreement until it has
obtained all insurance required under this Section and the City has approved such
insurance, nor shall Cypress allow any contractor, subcontractor, engineer, or
architect to commence work on anything contemplated by this Agreement until all
similar insurance of the contractor, subcontractor, architect, or engineer has been
so obtained and approval given by the City.
Professional Liability or Errors and Ommissions:
$1,000,000 each claim
$1,000,000 aggregate
Commercial General Liability
$1,000,000 each occurrence
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$1,000,000 aggregate
Automobile Liability
$1,000,000 each accident (or reasonably equivalent limits of
coverage if written on a split limits basis). Coverage shall
be on any vehicle used in the course of the Project.
Worker's Compensation
Coverage A: statutory limits
Coverage B: $100,000 each accident
$500,000 disease - policy limit
$100,000 disease - each employee
Additional Insurance Requirements
a. Except for employer's liability insurance coverage under Cypress's worker's
compensation insurance policy and professional liability (errors and
omissions) insurance, the City, its officers, employees and servants shall be
endorsed as an additional insured on Cypress's insurance policies.
b. Certificates of insurance shall be delivered to the Department of Transportation
and Public Works, Attention: Dalton Murayama, 1000 Throckmorton Street,
Fort Worth, TX 76102, prior to commencement of work.
c. Any failure on part of the City to request required insurance documentation
shall not constitute a waiver of the insurance requirements specified herein.
d. Each insurance policy shall be endorsed to provide the City a minimum thirty
days notice of cancellation, non -renewal, and/or material change in policy terms
or coverage. A ten days notice shall be acceptable in the event of non-payment
of premium.
e. Insurers must be authorized to do business in the State of Texas and have a
current A.M. Best rating of A: VII or equivalent measure of financial strength
and solvency.
£ Other than worker's compensation insurance, in lieu of traditional insurance,
City may consider alternative coverage or risk treatment measures through
insurance pools or risk retention groups. The City must approve in writing any
alternative coverage.
g. Workers' compensation insurance policy(s) covering employees employed on
the Project shall be endorsed with a waiver of subrogation providing rights of
recovery in favor of the City.
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h. City shall not be responsible for the direct payment of insurance premium
costs for Cypress's insurance.
i. Cypress's insurance policies shall each be endorsed to provide that such
insurance is primary protection and any self -funded or commercial coverage
maintained by City shall not be called upon to contribute to loss recovery.
j. In the course of the Agreement, Cypress shall report, in a timely manner, to
City's officially designated contract administrator any known loss occurrence
which could give rise to a liability claim or lawsuit or which could result in a
property loss.
k. Cypress's liability shall not be limited to the specified amounts of insurance
required herein.
1. Upon the request of City, Cypress shall provide complete copies of all
insurance policies required by this Agreement.
8 Transfer or Assignment. Cypress may at any time assign, transfer or otherwise
convey its rights or obligations under this Agreement to an Affiliate so long as the
proposed Affiliate assignee first executes a written agreement with City under
which such Affiliate assignee agrees in writing to assume all covenants and
obligations of Cypress under this Agreement. For purposes of this Agreement,
"Affiliate" shall mean. (a) all entities, incorporated or otherwise, under common
control with, controlled by or controlling Cypress; and (b) all entities,
incorporated or otherwise, in which Cypress and/or its affiliates and The Carlyle
Group and/or it affiliates both own an interest. For purposes of this definition,
"control" means fifty percent (50%) or more of the ownership, determined by
either value or vote. Otherwise, neither City nor Cypress shall assign this
Agreement or any of the rights or responsibilities hereunder without prior written
approval of the other. In the event of a permitted assignment, Cypress shall be
released from all liability and obligations hereunder. This Agreement shall be
binding on and inure to the benefit of City and Cypress, and their permitted lawful
successors and assigns.
9 Termination.
9.1 City may terminate this Agreement for its convenience on 30 days' written notice.
9.2 City and Cypress intend to enter into two agreements pursuant to which Cypress
will purchase certain City -owned property in the Evans and Rosedale Project
Area (the "Purchase Agreements") for redevelopment by Cypress or its Affiliates.
In the event that Cypress terminates either of the Purchase Agreements at any
time during the option period, either party may terminate this Agreement upon
provision of written notice to the other.
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9.3 Either the City or Cypress for cause may terminate this Agreement if either Party
fails substantially to perform through no fault of the other and does not commence
correction of such nonperformance within 5 days' written notice and diligently
complete the correction thereafter.
9.4 If the Agreement is terminated, (i) Cypress shall promptly deliver all Work
Product to City; (ii) City shall not be obligated to pay Cypress any further
compensation other than an appropriately prorated installment within 30 days; and
(iii) if requested by the City, Cypress shall assign its Architect's agreement and
any other third party service contracts related to this Agreement to the City and
shall certify that, as of the effective date of the assignment, there is no balance
due under such third party service contract(s).
9.5 The obligations set forth in this Section 9 shall survive termination of this
Agreement.
10 Right to Audit. Cypress agrees that the City shall, until the expiration of three (3)
years after final payment under this Agreement, have access to and the right to
examine any directly pertinent books, documents, papers and records of Cypress
involving transactions relating to this Agreement. Cypress agrees that the City
shall have access during normal working hours to all necessary facilities and shall
be provided adequate and appropriate workspace in order to conduct audits in
compliance with the provisions of this section. City shall give Cypress reasonable
advance notice of intended audits. Cypress agrees to photocopy such documents as
may be requested by the City. The City agrees to reimburse Cypress for the cost of
copies at the rate published in the Texas Administrative Code in effect as of the time
copying is performed.
11 Minority &Woman Business Enterprise M/WBE). In accordance with City
Ordinance No. 15530, the City has goals for the participation of minority business
enterprises and woman business enterprises ("M/WBE") in City contracts.
Cypress acknowledges the 16% M/WBE goal established for this Agreement and
its commitment to meet that goal. Any misrepresentation of facts (other than a
negligent misrepresentation) and/or the commission of fraud by Cypress may
result in the termination of this Agreement and debarment from participating in
City contracts for a period of time of not less than three (3) years. Cypress may
rely on the M/WBE list provided by City as to M/WBE qualification. Cypress's
failure to achieve the goal shall not give rise to a reduction in the project
management fee, or to any damages or penalty to Cypress.
12 Observe and Comply. Cypress shall at all times observe and comply with all
federal, state, and local laws and regulations and with all City ordinances and
regulations which in any way affect this Agreement and the work hereunder, and
shall observe and comply with all orders, laws ordinances and regulations which
may exist or may be enacted later by governing bodies having jurisdiction or
authority for such enactment. Cypress agrees to defend, indemnify and hold
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harmless City and all of its officers, agents and employees from and against all
claims or liability arising out of the violation of any such order, law, ordinance, or
regulation, whether it be by itself or its employees. City agrees to notify Cypress of
any City -adopted ordinance that will negatively affect this Agreement.
13 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 or the United
States District Court for the Northern District of Texas — Fort Worth Division,
This Agreement shall be construed in accordance with the laws of the State of
Texas.
14 No Waiver of Immunity. It is expressly understood and agreed that, in the
execution of this Agreement, the City does not waive, nor shall it be deemed to
waive, any immunity or defense that would otherwise be available to it.
15 Contract Construction. The Parties acknowledge that each Party and, if it so
chooses, its counsel have reviewed and revised this Agreement and that the
normal rule of construction to the effect that any ambiguities are to be resolved
against the drafting party must not be employed in the interpretation of this
Agreement or any amendments or exhibits hereto.
16 No Third Party Beneficiaries. This Agreement shall inure only to the benefit of
the Parties hereto and third persons not privy hereto shall not, in any form or
manner, be considered a third party beneficiary of this Agreement. Each Party
hereto shall be solely responsible for the fulfillment of its own contracts or
commitments.
17 Entire Agreement. This Agreement constitutes the entire agreement between
Parties with respect to the subject matter of this Agreement and supersedes all
prior oral or written agreements. No amendment of this Agreement shall be
effective unless agreed to in writing by all Parties.
18 Authority. Each Party represents that it has full authority to enter into this
Agreement, grant the rights and benefits herein described, and satisfy the
obligations hereunder, without violating the rights of any third parties or
breaching any agreements with third parties.
19 Counterparts. The Agreement may be executed in any number of counterparts,
each of which shall constitute an original. Facsimile copies shall be deemed
originals.
20 Severability. The provisions of this Agreement are severable, and if any word,
phrase, clause, sentence, paragraph, section or other part of this Agreement or the
application thereof to any person or circumstance shall ever be held by any court
of competent jurisdiction to be invalid or unconstitutional for any reason, the
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remainder of this Agreement and the application of such word, phrase, clause,
sentence, paragraph, section, or other part of this Agreement to other persons or
circumstances shall not be affected thereby and this Agreement shall be construed
as if such invalid or unconstitutional portion had never been contained therein.
21 Notices. Notices to be provided hereunder shall be sufficient if forwarded to the
other Party by hand -delivery, facsimile (if followed by U.S. Postal Service
certified mail return receipt requested), or via U.S. Postal Service certified mail
return receipt requested, postage prepaid, to the address of the other Party shown
below.
City of Fort Worth
Facilities Management
Attn: Don Powell
319 W. IOt" Street
Fort Worth, Texas 76102
Cypress Equities I, LP
Attn: Russell Shelton
15601 Dallas Parkway, Suite 400
Addison, Texas 75002
With a copy to:
Dee S. Finley, Jr.
Harris, Finley & Bogle, P.C.
777 Main Street, Suite 3600
Fort Worth, Texas 76102
Cypress Equities I, LP
Attn: Russell Shelton
15601 Dallas Parkway, Suite 400
Addison, Texas 75002
22 Headings: The headings contained herein are for the convenience in reference
and are not intended to define or limit the scope of any provision of this
Agreement.
23 Counterparts. This Agreement may be executed in one or more counterparts and
each counterpart shall, for all purposes, be deemed an original, but all such
counterparts shall together constitute but one and the same instrument.
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IN WITNESS THEREOF, the Parties have made and executed this Agreement in
multiple originals the day and year first above written, in Fort Worth, Tarrant County,
Texas.
CITY OF FORT WORTH:
Dale Fisseler
Assistant City Manager
APPROVED AS TO FORM AND
LEGALITY:
J.
Attorney
ATTEST:
Marty Hendrix
City Secretary
Date
Authorization
M&C C-22076, Approved Apri124, 2007
CFW &CYPRESS
PROFESSIONAL SERVICE PROCUREMENT
Page 14 of 16
CYPRESS EQUITIES I, L.P., BY CYPRESS
EQUITIES, LLC, GENEIZAL PARTNER
Brian Parro
Chief Financial Officer
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ATTACHMENT
ESTIMATED BUDGET
Item Cost
Architectural Services $191,250.00
Civil Engineering Services $46,000.00
Project Management Fee $24,000.00
Geotechnical Services $3,500.00
Reimbursable Expenses $10,250.00
TOTAL BUDGET $275,000.00
CFW &CYPRESS
PROFESSIONAL SERVICE PROCUREMENT
Page 15 of 16
ATTACHMENT "B"
PROPERTY DESCRIPTION BELOW
CFW &CYPRESS
PROFESSIONAL SERVICE PROCUREMENT
Page 16 of 16
Jul. 9. 2007 4:37PM
No. 3407
REAL PROPEIrTY DESCRLF X TON
OX+' EVAN&ROSEDALE CT'T'Y PROPERTIES
Description of Parcel 2
A parcel ofland, being aportion ofBlock 6, ofAlford and Veal's Addition, according to
plat thereof recorded in Volume 38&F, Page 308, of the Plat Records of Tarrant County,
Texas, and a portion of the included alley within said Block, and being more particularly
desoribed as follows;
13EGIi�Tl�l1NG at a yellow capped 518" iron rod found stamped "$1.1B", aft 5/8" irons
found being so capped unless othmv ise noted, at the intersection of the east right-oPway
of Interstate Kghway Number 35 with the south no way ofLeuda Street;
THENCE: with said southright-of way, North 89 degrees 48 minutes 05 seconds East,
242.12 feet, to a 3/4" iron rod found at its intersection with the west phi-oP way of
Missouri Avenue,
THENCE: with said westright-of way, South Q0 t%grees 35 mimttes 06 seconds Easi,
392.84 feet, to a mark "L" cut in concrete at its intersection with the north right-of-way of
Terrell Street;
Ti�NCir: with said north right -of --way, South 89 degrees 23 rninytes 52 seconds West,
244.06 feet, to a darnaged highway monument found at its intersection with said east
r ght-of-way of Interstate H*hway Number 35;
T13ENCE: with said east right-of-way, North 00 degrees 19 minutes 07 seconds West,
89.67 fect, to the southwest corner of that certain parcel of land described by deed
recorded in Volume 5696, Page 905, Deed Records of TwTant County, Texas from which
a 5/8" iron rod found bears South 88 degrees 56 minutes 44 seconds West,1.03 feet;
THENCE: departing said east rigtrtoof way, North 89 degrees ] 0 minutes 40 seconds
East, at 71.09:feet pass a gear -spike found in a 9" backberry tree, ir► att, 80.98 feet to the
center of an alley}
THENCE: with the centerline of said alley, North 00 degrees 46 minutes 30 seconds
West, 54.32 fleet;
T1IENC.i;: South 88 degrees 59 pupates 38 seconds West, 9.98 feet pass a 5/8" iron rod
found, in all, 8Q.40 feet to the northwest corner of said parcel, and being in said east
right-of-way, a 5/8" iron rod found bears South 88 degrees 59 minutes 38 seconds West,
Q.66 feet;
ENGINEERING
DEPARTMENT
SIIItVEY f)NISION
Ttte Ctrs of Four Woxrtt � IDUU THROCW+{oRTCAY Srr * FoKr WoR'rx, 3'exAs 761b2-6311
($I7) 8714925 * FAx (817) 871-8845 g
/{�1� DBDCT
Jul. Q. 2007 411PM No.3407 P. 3
THENCE: with said east right -of way, North 00 degrees 19 minutes 07 seconds Nest,
4&0 feet, to the dace of Beginning, and containing a Vass area of 90,987 square feet of
land more or less, less 7,279 square feet of land included within the
public alley for a net area of83,708 square feet of )and, more or less.
Surveyed on the ground firom July thrpugh October of 2006.
Basis ofBearins; The City gfFort Worth Integrated G.P.S. Network System,
North Central Texas Zone, Distances are ground measurements.
52656A03IlK,i�NM.DOC
Page 1 of 2
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 4/24/2007
DATE: Tuesday, April 24, 2007
LOG NAME: 17HEALTHBUILDIN REFERENCE NO.: **C-22076
SUBJECT:
Authorize the City Manager to Enter Into an Agreement with Cypress Equities I, L.P., to Provide
Schematic Design, Architectural/Engineering Design, Construction Documents and Price Quotes for
the Proposed Public Health Department Building within the Evans &Rosedale Business and
Cultural District for an Amount Not to Exceed $275,000
RECOMMENDATION:
It is recommended that the City Council authorize the City Manager to execute an Agreement with Cypress
Equities I, L.P., (Cypress Equities) to provide, among other things, schematic design,
architectural/engineering design, construction documents and price quotes for the proposed Public Health
Department building within the Evans &Rosedale Business and Cultural District (the District) for an amount
not to exceed $275,000.
DISCUSSION:
On April 25, 2006, the City Council endorsed the staffs recommendation of issuing a Request for
Proposals (RFP) for a master developer for the entirety of the District. As part of the RFP process, the City
entertained developer proposals that could include the relocation of the Public Health Department within
the District as part of the overall redevelopment package. On October 3, 2006, staff recommended that
the City enter into exclusive negotiations with Cypress Equities for the overall redevelopment of the District
which includes the relocation of the Public Health Department into a new building on the site which would
be procured through abuild-to-suit process.
Since the development of the City office building is an important component to the overall redevelopment
strategy for the District, Cypress Equities and the City wish to expedite the relocation of the Public Health
Department to Evans &Rosedale. The proposed agreement puts in place a plan that will enable Cypress
Equities to commence design and due diligence on the new building while negotiations on the larger
redevelopment project continue. Estimates for this work are as follows:
Activi
Architecture
Geotech
Engineering
CE Project Mgt
Conting./Misc
Estimate
$191,250.00
$3,500.00
$46,000.00
$24,000.00
$10,250.00
Total _.. y nno Q� -_.Y�
Jri. '���!l �1�L���:
The agreement will stipulate that because the Public Health Department building is suctr�nV �m�ortant
component of the overall development of the District, Cypress Equities will lead th� desi�n''�i:fbr't�iri�=d'rder�to
ensure that the building conforms to the larger development. Once the design is compel`" ei;�ypress will
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provide ongoing consultation throughout the construction process that will be undertaken by the City. To
help ensure a cost-effective relocation, the Transportation/Public Works Department Facilities
Management team will serve as project manager for the City. Their expenses, estimated to be $25,000,
along with the expenditures under the agreement with Cypress Equities, will be paid out of the Series
2005A Certificates of Obligation previously sold for the Evans -Rosedale redevelopment project.
The intent is to have the building designed so that the overall construction costs do not exceed available
funding of $9.4 million. Offsite utility costs associated with the overall development of the District are being
incorporated into the retail portion of the development to remove these costs from the Public Health
Building budget.
Cypress Equities I, L.P., will have a 16 percent MWBE goal on this project.
The Project is located in COUNCIL DISTRICT 8 in the Evans &Rosedale Urban Village.
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that funds are available in the current capital budget, as appropriated, of the
CO Special Project Fund.
TO Fund/Account/Centers
FROM Fund/Account/Centers
C290 531200 208960022630 $275,000.00
Submitted for City Manager's Office b� Dale Fisseler (6266)
Originating Department Head: Tom Higgins (6192)
Additional Information Contact: Jay Chapa (5804)
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