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HomeMy WebLinkAboutContract 37111CI1�y SECRETAFJY CONTRACT No'iILLL INTERLOCAL COOPERATION AGREEMENT (HUD Sub -Grant Agreement/FY 06) This INTERLOCAL COOPERATION AGREEMENT ("Agreement") is entered into by and between the CITY OF FORT WORTH ("City"), a home rule municipal corporation organized under the laws of the State of Texas, and TARRANT REGIONAL WATER DISTRICT ("TRWD"), a water control and improvement district organized under the laws of the State of Texas. RECITALS The City and TRWD hereby agree that the following statements are true and correct and constitute the basis upon which the City and TRWD have entered into this Agreement: A. The City has worked with TRWD and the U.S. Army Corps of Engineers as well as other governmental entities and agencies to develop a flood protection program and master plan for the Trinity River that is generally referred to as the "Trinity River Vision", including a portion in the Central City known as "Trinity Uptown" (the "Trinity Uptown Project"). The Trinity Uptown Project calls for construction of numerous capital projects that will require the acquisition of certain private property by TRWD. B. The City has received a grant from the United States Department of Housing and Urban Development ("HUD") (Grant Number B-06-SP-TX-0985 in the amount of $643,500.00) (the "Grant" or the "Grant Funds") for the construction of urban waterfront improvements for the Trinity Uptown Project and related land acquisition. The terms and conditions of the Grant are more specifically set forth in that certain Grant Agreement by and between the City and HUD, a public document on file in the City Secretary's Office as City Secretary Contract No. 35747 (the "Grant Agreement"). The Grant Agreement is incorporated herein by reference for all purposes. C. TRWD is named as the sub -grantee under the Grant Agreement. In accordance with and as required by Article II of the Grant Agreement, the City and TRWD wish to enter into this Agreement to enforce compliance by TRWD with the requirements of the Grant Agreement. D. This Agreement is authorized by Sections 791.001 through 791.029 of the Texas Go ��nrYrent Code. The performance of this Agreement by both the City and TRWD will be in the common interest of both parties and will benefit the general public. .. 1 05-21-08 A10*16 IN Page 1 Interlocal Agreement between City of Fort Worth and Tan•ant Regional Water District I -IUD EDI Grant/FY 06 for Trinity Uptown Property Acquisition 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 TRWD agree as follows: AGREEMENT 1. INCORPORTION OF RECITALS. The City and TRWD hereby find and agree that the recitals set forth above are true and correct and form the basis upon which the City and TRWD have entered into this Agreement. 2. TERM. This Agreement shall be effective as of August 8, 2007 (the "Effective Date") and, unless terminated earlier in accordance with this Agreement, shall expire on August 7, 2012 (the "Expiration Date"). Notwithstanding anything to the contrary herein, the Expiration Date is not subject to extension by virtue of Force Majeure (as defined in Section 12). 3. ACQUISITION OF PROPERTY FOR TRINITY UPTOWN PROJECT. Pursuant to and in accordance with this Agreement, the City will reimburse TRWD for real property acquired by TRWD for the Trinity Uptown Project or allow TRWD to draw down funds in order to acquire real property and any improvements located on such real property for the Trinity Uptown Project (the "Purchased Property"). Title to all Purchased Property shall vest in TRWD and shall be used by TRWD for the purposes authorized by the Grant Agreement. 3.1. Environmental Certification by HUD. The City agrees to assume all of the responsibilities for environmental review of the Trinity Uptown Project, including the Purchased Property, in accordance with 24 CFR Part 58. TRWD understands and agrees that the City cannot provide any funding to TRWD pursuant to this Agreement until HUD has approved environmental certification i mn accordance with 24 CFR Part 58. 02 . Compliance with Uniform Relocation Act. .L U•� In acquiring the Purchased Property, TRWD shall comply with all !l'j', ..applicable provisions and procedures of the Uniform Relocation Assistance and - Real Property Acquisition Policies Act of 1970, as codified at 42 U.S.C. § 4601 et Page 2 Interlocal Agreement between City of Fort Worth and Tarrant Regional Water District I�L1D EDI Grant/FY 06 for Trinity Uptown Property Acquisition seq., and all applicable regulations set forth in Title 49, Part 24 of the Code of Federal Regulations (Uniform Relocation Assistance and Real Property Acquisition for Federal and Federally -Assisted Programs) (collectively, the "Uniform Relocation Act"). 3.3. Use of Eminent Domain Prohibited. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, GRANT FUNDS MAY NOT BE USED TO PAY FOR PURCHASED PROPERTY ACQUIRED BY MEANS OF EMINENT DOMAIN OR THROUGH SETTLEMENT OR BY OTHER MEANS AFTER AN EMINENT DOMAINACTION TO ACQUIRE SUCH PROPERTYHAS BEEN FILED. 3.4. Documentation Provided by TRWD as Precondition to Funding. In order to receive a reimbursement or draw of Grant Funds for Purchased Property, TRWD shall provide the City's Trinity River Vision Director or the City Manager with (i) a written request for funding; (ii) a legal description of the Purchased Property acquired or to be acquired; (iii) a copy of the appraisal obtained by TRWD in accordance with the Uniform Relocation Act; (iv) a copy of the purchase agreement executed by and between TRWD and the owner of the Purchased Property for which funding is sought hereunder; (v) for any Purchased Property previously acquired by TRWD and for which TRWD is seeking a reimbursement, a copy of the canceled check and/or any other documentation reasonably necessary to verify the actual purchase price of the Purchased Property; and (vi) any other documentation reasonably requested by the City to demonstrate compliance by TRWD with the Uniform Relocation Act and the Grant Agreement. Subject to any restrictions in the Grant Agreement, the City will pay TRWD the amount of reimbursement or draw request within thirty (30) calendar days following provision of all of the documentation specified in the preceding sentence. For any Purchased Property acquired by TRWD with Grant Funds drawn down by TRWD, TRWD will provide the City's Trinity River Vision Director or the City Manager with a copy of the canceled check and/or any other documentation reasonably necessary to verify the actual purchase price of the Purchased Property within thirty (30) calendar days following TRWD's closing on such Purchased Property. 3.5. Time Frames for Property Acquisition. Notwithstanding anything to the contrary herein, TRWD agrees that Grant F,�nds may only be used to pay for property acquired between the Effective Date ds June 7, 2012 (the "Property Acquisition Deadline"). Notwithstanding L IL r:�u anything to the contrary herein, the Property Acquisition Deadline is not subject ire to extension by virtue of Force Majeure (as defined in Section 12). The City has n reserved the two (2)-month period between the Property Acquisition Deadline and Page 3 Interlocal Agreement between City of Fort Worth and Tarrant Regional Water District HUD EDI Grant/FY 06 for Trinity Uptown Property Acquisition Hod ,� ;arGao IL �La the Expiration Date to address administrative matters required by HUD for close- out of the Grant. 3.6. Compliance with Certain Additional Federal Regulations. TRWD understands and agrees that, unless otherwise specifically stated in this Agreement, as a sub -grantee under the Grant Agreement, TRWD is required- o and shall comply with the terms and conditions of the Grant Agreement to the same extent as the City would be if the City were acquiring the Purchased Property with the Grant Funds. TRWD hereby acknowledges that it has received and reviewed the Grant Agreement with its legal counsel. In addition, TRWD specifically agrees to comply with the following federal laws, rules and regulations, as applicable: 3.6.1. All equal opportunity requirements set forth in Article I.B of the Grant Agreement. 3.6.2. The anti -lobbying requirements set forth in Title 24, Part 87 of the Code of Federal Regulations, including the requirement to provide certain certifications and/or disclosures to the grantee (i.e. the city). 3.6.3. The administrative requirements set forth in Title 24, Part 85 of the Code of Federal Regulations. Specifically, but without limitation, TRWD agrees that if TRWD no longer needs any portion of the Purchased Property for the Trinity Uptown Project, TRWD will notify the City in writing and request disposition instructions from HUD in accordance with and pursuant to 24 C.F.R. § 85.31. 3.6.4. If TRWD seeks to receive a reimbursement or draw down from Grant Funds for costs associated with the acquisition of Purchased Property, TRWD shall demonstrate to the reasonable satisfaction of the City that such costs are allowable and allocable as specified in OMB Circular A-87, as amended. 3.6.5. The non-discrimination and accessibility requirements under the Rehabilitation Act of 1973, as codified at 29 U.S.C. § 794, and implementing regulations at 24 C.F.R. § 8. 3.6.6. Pursuant to 24 C.F.R. § 5.105(c), TRWD shall not use the services of any debarred, suspended, or ineligible contractors, as set forth in 24 C.F.R. § 24. Page 4 Interlocal Agreement between City of Fort Worth and Tarrant Regional Water District HUD EDI Grant/FY 06 for Trinity Uptown Property Acquisition 4. MUTUAL COOPERATION. The City and TRWD shall cooperate with one another in good faith and comply with all requests of the other party as reasonably necessary to achieve full compliance with the Grant Agreement. 5. INDEPENDENT CONTRACTOR. Nothing contained in this Agreement is intended by the parties to create a partnership or joint venture between the parties, and any implication to the contrary is hereby expressly disavowed. It is understood and agreed that this Agreement does not create a joint enterprise, nor does it appoint any party as an agent of any other party, for any purpose whatsoever. 6. LIABILITY. TRWD HEREBY RELEASES THE CITY AND HOLDS THE CITY HARMLESS (AND TO THE EXTENT PERMITTED BY LAW, HEREBY AGREES TO INDEMNIFY THE CITY) FROM AND AGAINST ANY AND ALL CLAIMS, LAWSUITS, ACTIONS, COSTS, AND EXPENSES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, THOSE FOR PROPERTY DAMAGE OR LOSS, THAT MAYRELATE TO, ARISE OUT OF OR BE OCCASIONED BY THE ACQUISITION OF THE PURCHASED PROPERTY, EXCEPT TO THE EXTENT CAUSED BY THE NEGLIGENCE OR INTENTIONAL MISCONDUCT OF THE CITY. IN THE EVENT THAT HUD REFUSES TO RELEASE GRANT FUNDS FOR THE PURPOSES ANTICIPATED BY THE CITY AND TRWD HEREUNDER, TRWD HEREB Y RELEASES THE CITY AND HOLDS THE CITY HARMLESS FOR ANY COSTS THAT MAY BE EXPENDED, INCURRED, OR OBLIGATED BY TR WD ON ACCOUNT OF SUCH REFUSAL, EXCEPT TO THE EXTENT THAT SUCH REFUSAL IS DUE TO AN ACT OR OMISSION OF THE CITY UNDER THE GRANT AGREEMENT OR THIS AGREEMENT. IN ADDITION TO THE PRECEDING SENTENCE AND NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, IN THE EVENT THAT THE CITY ELECTS TO RELEASE TO TRWD CERTAIN CITY FUNDS THAT HAVE BEEN APPROPRIATED IN EXPECTATION OF THE CITY'S RECEIPT OF THE GRANT FUNDS AND HUD SUBSEQUENTLY REFUSES TO RELEASE GRANT FUNDS FOR THE PURPOSES ANTICIPATED BY THE CITY AND TRWD HEREUNDER, THE CITY SHALL HA VE NO OBLIGATION TO PAY TRWD ANY ADDITIONAL SUMS UNDER Tf tS A GREEMENT UNTIL TR WO HAS REIMB URSED THE CITY IN FUELI' 'S OBLIGATIONS HEREUNDER SHALL IN NO EVENT EXTEND TO OR INCLUDE RESPONSBILITY OR LIABILITY FOR CONSEQUENTIAL OR SPE4 IAA DAMAGES, INCL UDING SUCH MATTERS AS LOST PROFITS, Page 5 Interlocal Agreement between City of Fort Worth and Tan•ant Regional Water District I -IUD EDI Grant/FY 06 for Trinity Uptown Property Acquisition 7. NOTICES. All written notices called for or required by this Agreement shall be addressed to the following, or such other parry or address as either parry designates in writing, by certified mail, postage prepaid, or by hand delivery: City: Attn: Trinity River Vision Director City Manager's Office 1000 Throckmorton Fort Worth, TX 76102 with a copy to: Attn: City Attorney City Attorney's Office 1000 Throelmor ton Fort Worth, TX 76102 TRWD0 Attn: General Manager Tarrant Regional Water District 800 E. Northside Dr. Fort Worth, TX 76102 8. COMPLIANCE WITH LAWS, ORDINANCES, RULES AND REGULATIONS. This Agreement will be subject to all applicable federal, state and local laws, ordinances, rules and regulations, and the City's Charter, 9. NO WAIVER. The failure of either parry to insist upon the performance of any term or provision of this Agreement or to exercise any right granted hereunder shall not constitute a waiver of that ' partys right to insist upon appropriate performance or to assert any such right on any future occasion. 10. VENUE AND JURISDICTION. If any action, whether real or asserted, at law or in equity, arises on the basis of any provision of this Agreement, venue for such action shall lie in state courts located in Tarrant County, Texas. This Agreement shall be construed in accordance with the laws of the State af;Te as. 10 Page 6 Interlocal Agreement between City of Fort Worth and Tan•ant Regional Water District IlUD EDI Grant/FY 06 for Trinity Uptown Property Acquisition 11. NO THIRD PARTY RIGHTS. The provisions and conditions of this Agreement are solely for the benefit of the City and TRWD and are not intended to create any rights, contractual or otherwise, to any other person or entity. 12. FORCE MAJEURE. Except as to the Expiration Date, as set forth in Section 2, and the Property Acquisition Deadline, as set forth in Section 3.5, it is expressly understood and agreed by the parties to this Agreement that if the performance of any obligations hereunder is delayed by reason of war, civil commotion, acts of God, inclement weather, governmental restrictions, regulations, or interferences, or delays caused by unforeseen construction or site issues, fire or other casualty, court injunction, necessary condemnation proceedings, acts of the other party, its affiliates/related entities and/or their contractors, or any actions or inactions of third parties or other circumstances which are reasonably beyond the control of the party obligated or permitted under the terms of this Agreement to do or perform the same, regardless of whether any such circumstance is similar to any of those enumerated or not ("Force Majeure"), the party so obligated or permitted shall be excused from doing or performing the same during such period of Force Majeure, so that the time period applicable to such performance shall be extended for a period of time equal to the period such party was delayed due to the event of Force Majeure. 13. INTERPRETATION. In the event of any dispute over the meaning or application of any provision of this Agreement, this Agreement shall be interpreted fairly and reasonably, and neither more strongly for or against any party, regardless of the actual drafter of this Agreement. 14. CAPTIONS. Captions and headings used in this Agreement are for reference purposes only and shall not be deemed a part of this Agreement. 15. ENTIRETY OF AGREEMENT. ft reement including anexhibits attached hereto and an documents aa mcot�� d herein by reference, contains the entire understanding and agreement .' a.. betwOe .. e City and TRWD as to the matters contained herein. Any prior or Page 7 Interlocal Agreement between City of Fort Worth and Tarrant Regional Water District HUD EDI Grant/FY 06 for Trinity Uptown Property Acquisition contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with any provision of this Agreement. 16. COUNTERPARTS. This Agreement may be executed in multiple counterparts, each of which shall be considered an original, but all of which shall constitute one instrument. EXECUTED as of the last date indicated below, but to be effective as of August 8, 2007: CITY OF FORT WORTH: By: Tom Higgins Assistant City Manager Date: APPROVED AS TO FORMILEGALITY: By: Peter Vaky Assistant City Attorney M&C: C- 2 I 8�9D /Z-/ 9- 0 6 TARRANT REGIONAL WATER DISTRICT: James M. Oliver General Manager Date: S Attested By: C;Ity 5ecrec�ry V� Page 8 Interlocal Agreement between City of Fort Worth and Tarrant Regional Water District HUD EDI Grant/FY 06 for Trinity Uptown Property Acquisition City of Fort Worth, Texas Mayor and Council Communication COUNCIL ACTION: Approved on 12/19/2006 -Ordinance No. 17319-12-2006 DATE: Tuesday, December 19, 2006 LOG NAME: 03TRV EDI FY06 REFERENCE NO.: **C-21890 SUBJECT: Authorization to Apply for and Accept an Economic Development Initiative Special Project Grant from the U.S. Department of Housing and Urban Development for the Trinity River Vision Urban Waterfront Project; Execute Related Grant Agreement with HUD; Authorize Execution of Related Interlocal Agreement with the Tarrant Regional Water District and Adopt Appropriation Ordinance RECOMMENDATION: It is recommended that the City Council: 1. Authorize the City Manager to apply for and accept an Economic Development Initiative (EDI) Special Project grant in the amount of $643,500 from the U.S. Department of Housing and Urban Development (HUD) for the Trinity River Vision Urban Waterfront project; 2. Authorize the City Manager to execute a Grant Agreement with HUD, upon award of the grant; 3. Adopt the attached appropriation ordinance increasing the estimated receipts and appropriations in the Grants Fund by $643,500, upon receipt of the grant; and 4. Authorize the City Manager to execute an Interlocal Agreement with the Tarrant Regional Water District (TRWD), as the subgrantee, in an amount not to exceed $643,500, contingent upon the award and receipt of the grant. DISCUSSION: During the FY 2006 federal appropriations process, the City was awarded an EDI Special Projects grant from HUD in the amount of $643,500. The grant (B-06-SP-TX-0985), referenced in the Congressional Record of November 18, 2005, and accompanying the Transportation, Treasury, Housing and Urban Development, the Judiciary, the District of Columbia, and Independent Agencies Act of 2006 (PL 109-115), specifies $643,500 for construction of the Trinity River Vision project. The funding is proposed for land acquisition to facilitate the development of the Trinity River Vision Urban Waterfront project. On June 3, 2003, the City Council adopted the Trinity River Vision Master Plan as a guide for future development along the Trinity River and its major tributaries. TRWD, in cooperation with Streams and Valleys, Inc., the U.S. Army Corps of Engineers, and the City of Fort Worth, led the effort to prepare the master plan. The master plan recommends altering the flow of the Trinity River at the confluence of the Clear and West Forks near Downtown. The purpose of this project is to reduce central city flooding threats, especially in the "sump areas" that still remain in the 100-year floodplain. The proposed improvements will also control the flow of the Trinity River so as to allow greater public access to the river and to create an urban waterfront. The City Council, The Tarrant County Commissioners Court, the TRWD Board and Streams Logname: 03TRV EDI FY06 Page 1 of 2 and Valleys, Inc., have endorsed the urban waterfront concept. The FY 2006 HUD EDI grant does not have a matching requirement. The City of Fort Worth will administer the grant on apass-through basis with the TRWD as the subgrantee. Under the proposed Interlocal Agreement, TRWD will expend the funds as authorized by and in accordance with the HUD Grant Agreement. This project is located in COUNCIL DISTRICTS 2 and 9. FISCAL INFORMATION/CERTIFICATION: The Finance Director certifies that upon approval of the above recommendations, receipt of the grant and adoption of the attached appropriation ordinance, funds will be available in the current operating budget, as appropriated, of the Grants Fund. TO Fund/Account/Centers FROM Fund/Account/Centers GR76 451727 003206160000 $643,500.00 GR76 539120 003206160010 $643 500.00 GR76 539120 003206160010 $643 500.00 Submitted for City Manager's Office by: Originating Department Head: Additional Information Contact: Karen Montgomery (2689) Bridgette Garrett (8500) Sandy Oliver (7371) Logname: 03TRV EDI FY06 Page 2 of 2