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HomeMy WebLinkAboutContract 37684 (2)CITY SECRETARY CONTRACT NO, AMENDMENT NO. 2 TO ECONOMIC DEVELOPMENT PROGRAM AGREEMENT This AMENDMENT NO. 2 TO ECONOMIC DEVELOPMENT PROGRAM AGREEMENT ("Amendment") is made and entered into by and between the CITY OF FORT WORTH (the "City"), a home rule municipal corporation organized under the laws of the State of Texas, and TEXAS WESLEYAN UNIVERSITY (the "University"), a Texas non- profit corporation. RECITALS The City and the University hereby agree that the following statements are true and correct and constitute the basis upon which the City and the University have entered into this Amendment: A. The City and the University previously entered into that certain Economic Development Program Agreement dated as of March 3, 2008, as amended by that certain Amendment No. 1 to Economic Development Program Agreement dated as of August 22, 2008 (collectively, the "Agreement") pursuant to which the City agreed to pay certain economic development Program Grants authorized by Chapter 380 of the Texas Local Government Code to the University in return for the renovation by the University of specific buildings in the 3000 and 3100 block of East Rosedale, plus related spending commitments and employment goals of the University. The Agreement is a public document on file in the City Secretary's Office as City Secretary Contract Nos. 36694 and 37473. B. The Agreement provides that the University will facilitate the completion of fagade and storefront improvements to the buildings located at 3100, 3104, and 3116 East Rosedale by September 9, 2008. Because of various delays to the project, the City and the University wish to amend the Agreement to extend the time to complete such improvements. C. The City and the University wish to amend the Agreement to increase the amount of the Program Grant associated with the renovation of certain facades and storefronts for those portions of the Land identified in Exhibit "A" of the Agreement as Parcels B, C, D, F, G, and H, d to elimi annate the Program Grant associated with the completion of the building located on that portion of the Land identified in Exhibit "A" of the Agreement as Parcel B, and to further clarify the scope of EDI Grant Improvements associated with each Program Grant. D. The City and the University wish to amend the Agreement by revising the scope of the EDI Grant Improvements, as defined in the Agreement, by replacing Hxliibit `B-2" of the Agreement with Exhibit `B-2-1 attached hereto. OFFICIAL RECORD Page 1 Amendment No. 2 to Economic Development Program Agreement between City of Fort Worth and Texas Wesleyan University CITY SECRETARY FT.INORTH, TX a AGREEMENT NOW, THEREFORE, in consideration of the mutual benefits and promises contained herein and in the Agreement, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the City and University agree as follows: 1. Exhibit of the Agreement is hereby replaced and superseded by Exhibit , attached hereto, which Exhibit "A4" shall be made a part of this Agreement for all purposes. The Agreement is hereby amended to replace all references in the Agreement to Exhibit "A" with references to Exhibit "A-1 ". 2. Exhibit "B-2" of the Agreement is hereby replaced and superseded by Exhibit "B-2-1", attached hereto, which Exhibit "B-24" shall be made a part of the Agreement for all purposes. The Agreement is hereby amended to replace all references in the Agreement to Exhibit "B-2" with references to Exhibit "B-2- I". 3. Section 2 of the Agreement (Definitions) is hereby amended to delete the definition of "Completion Deadline" and replace it with the following: Completion Deadline means September 23, 2008. Notwithstanding anything to the contrary herein, the Completion Deadline may not be extended beyond September 23, 2008, whether or not on account of any event or events of Force Majeure, unless HUD provides written authorization for the City to use funds from the Grants after September 30, 2008, in which case the Completion Deadline may be extended by the aggregate number of days comprising the event or events of Force Majeure up to a date not later than thirty (30) calendar days prior to the deadline established by HUD in such written authorization. 4. Section 5.2 of the Agreement is hereby amended to read as follows: 5.2. Program Grant Payable for Completion of Demolition, Environmental RemediationI and Roof FM and Improvements for Parcels B, C, D, F, G, and I. Provided that on or before the Completion Deadline the University submits to the Director Complete Documentation with respect to all EDI Grant Improvements specified in Exhibit "B-2" that are associated with demolition, environmental remediation, and roof repairs and improvements for those portions of the Land identified in Exhibit "A" as Parcels B, C, D, F, G, and I within fifteen (15) calendar days following the date of receipt of such Complete Documentation the City will pay the University a Program Grant equal to the lesser of (i) fifty percent (50%) of the Construction Costs expended for such EDI Grant Improvements, as verified by the City in its review of the Complete Page 2 Amendment No. 2 to Economic Development Program Agreement between City of Fort Worth and Texas Wesleyan University Documentation submitted, or (ii) $220,000.00 of such Construction Costs, The University will use reasonable efforts to submit such Complete Documentation on or before April 1, 2008. 5. Section 5.3 of the Agreement is hereby amended to read as follows: 5.3. P1 UYram Grant Payable for Facade "Ald Storefront Renovations Associated with Parcels B, C, D, F, G, and I. Provided that on or before the Completion Deadline the University submits to the Director Complete Documentation with respect to all EDI Grant Improvements specified in Exhibit "13-2" that are associated with the renovation of all facades and storefronts for those portions of the Land identified in Exhibit "A" as Parcels B, C, D, F, G, and 1, within fifteen (15) calendar days following the date of receipt of such Complete Documentation, the City will pay the University a Program Grant equal to the lesser of (i) fifty percent (50%) of the Construction Costs expended for such EDI Grant Improvements, as verified by the City in its review of the Complete Documentation submitted, or (ii) $222,357.00 of such Construction Costs. Notwithstanding anything to the contrary herein, if by the Completion Deadline, (i) a temporary certificate of occupancy for at least 2,500 square feet of space for use as the University's bookstore (or another use that the Director has approved in writing in accordance with Section 4.1.1) within the building located on Parcel B has not been issued, or (ii) Complete Documentation with respect to all EDI Grant Improvements specified in Exhibit "13-24" that are associated with that portion of the Land identified in Exhibit "A" as Parcel B has not been submitted to the Director, or (iii) a written statement signed by an authorized representative of the University that the tenant finish -outs in the building located on Parcel B are acceptable to the University, then contemporaneously upon receipt of the Program Grant payable by the City in accordance with this Section 5.3, the University shall deposit $15,000.00 into an escrow account of the City pursuant to and in accordance with an Escrow/Pledge Agreement substantially in the same form as that attached hereto as Exhibit "F", which Escrow/Pledge Agreement shall provide that the escrow agent shall release all escrowed funds to (a) the University, if the University provides copies of a final (and not temporary) certificate or certificates of occupancy for at least 2,500 square feet of space for use as the University's bookstore (or another use that the Director has approved in writing in accordance with Section 4.1.1) within the building located on Parcel B to both the Director and the escrow agent on or before January 15, 2009, or (b) the City, if the University fails to provide copies of such final certificate(s) of occupancy to the Director and the escrow agent by January 15, 2009, in which case the University shall waive any claim to such funds. 6. Section 5.4 of the Agreement is hereby amended to read as follows: Page 3 Amendment No. 2 to Economic Development Program Agreement between City of Fort Worth and Texas Wesleyan University 5.4. Program Grant Payable for Fagade and Storefront Renovations Associated with Parcel E. Provided that on or before the Completion Deadline the University submits to the Director Complete Documentation with respect to all those EDI Grant Improvements specified in Exhibit `13-2" that are associated with the renovation of facades and storefronts for that portion of the Land identified in Exhibit "A" as Parcel E, within fifteen (15) calendar days following the date of receipt of such Complete Documentation, the City will pay the University a Program Grant equal to the lesser of (i) one hundred percent (100%) of the Construction Costs expended for such EDI Grant Improvements, as verified by the City in its review of the Complete Documentation submitted, or (ii) $35,163.00 of such Construction Costs. If the University fails to submit such Complete Documentation on or before the Completion Deadline, the University will not be entitled to receive any portion of the Program Grant payable pursuant to this Section 5.4. 7. Section 5.5 of the Agreement is hereby amended to read as follows: 5.5. Program Grant Payable for Facade and Storefront Renovations Associated with Parcel H. Provided that on or before the Completion Deadline the University submits to the Director Complete Documentation with respect to all those EDI Grant Improvements specified in Exhibit `B-2" that are associated with the renovation of facades and storefronts for that portion of the Land identified in Exhibit "A" as Parcel H, within fifteen (15) calendar days following the date of receipt of such Complete Documentation, the City will pay the University a Program Grant equal to the lesser of (1) one hundred percent (100%) of the Construction Costs expended for such EDI Grant Improvements, as verified by the City in its review of the Complete Documentation submitted, or (ii) $12,698.00 of such Construction Costs. If the University fails to submit such Complete Documentation on or before the Completion Deadline, the University will not be entitled to receive any portion of the Program Grant payable pursuant to this Section 5.5. 8. Section 5.6 of the Agreement (Program Grant Payable Upon Completion of Building on Parcel B) is hereby deleted in its entirety, with a notation at such Section 5.6 that the Section has been left blank intentionally. ) . This Amendment shall be effective as of September 8, 2008. 10. All terms in this Amendment that are capitalized but not defined shall have the meanings Page 4 Amendment No. 2 to Economic Development Program Agreement between City of Fort Worth and Texas Wesleyan University assigned to them in the Agreement. 11. All terms and conditions of the Agreement that are not expressly amended pursuant to this Amendment are hereby ratified and shall remain in full force and effect. EXECUTED as of the last date indicated below, to be effective as of September 8, 2008: CITY OF FORT WORTH: By: Tom Higgins Assistant City Manager Date:/Zb�O 8 ATTEST: TEXAS By: AN Blei APPROVED AS TO FORM AND LEGALITY: By: Peter Vaky Assistant City Attorney M&C: C-2307D~ 9-23-y�' Senior Vice President Finance &Administration Date: ATTEST: By: Page 5 Amendment No. 2 to Economic Development Program Agreement between City of Fort Worth and Texas Wesleyan University OFFICfAL ;RECaR® CITY �ECIZETi4RY FT WORTH, TX TSC Poly Retail Project Description Exhibit "B=2=1" Work to be completed by address: 3008 & 3010 (Building B) ■ Remove existing signage • Repair/replace black and white veneer over existing brick ■ Remove metal bars from windows and doors ■ Clean, repair and, tuck -point brick ■ Clean, repair, and seal parapet capstone ■ Clean existing cornice and replace complimentary piece at right side of building ■ Repair and/or replace window/door frames and sashes, remove old paint and chemical residue, and repaint ■ Repair damaged portions of interior flooring system and re -finish ■ Repair/replace damaged structural members and underlayment at roof ■ Repair damaged waterproof membrane, flashing, counter -flashing at roof, roof edge, and roof penetrations. ■ Repair damaged roof by patching and replacing missing parts with new pieces similar in strength, composition, texture, and color ■ Sufficiently size slippers, install new conductor heads and downspouts to replace existing or missing fixtures 3012 & 3014 (Building C) ■ Clean, repair and secure existing attached signage ■ Clean, repair and tuck -point brick ■ Clean, repair, and paint existing eave, eave support, and gutter ■ Repair and/or replace window/ transom door frames and sashes, remove old paint and chemical residue, and repaint ■ Replace broken or missing glass with temporary painted MDF infill panels ■ Install appropriate doors to match window system ■ Clean, seal, and replace broken or missing roof tiles. Match material, composition, strength, texture, and color of existing ■ Repair/replace damaged structural members and underlayment at roof ■ Repair damaged waterproof membrane, flashing, counter -flashing at roof, roof edge, and roof penetrations. ■ Repair damaged roof by patching and replacing missing parts with new pieces similar in strength, composition, texture, and color ■ Sufficiently size slippers, install new conductor heads and downspouts to replace existing or missing fixtures ■ Remove existing shed at rear of building ■ Repair/restore existing sign stored on roof and maintain above frontage 3016 & 3018 & 3020 (Building D) ■ Remove metal bars from front windows and doors ■ Remove existing awning ■ Clean, repair, and seal grade beam ■ Clean, repair and, tuck -point brick ■ Clean, repair, and seal parapet capstone ■ Repair and/or replace window/door frames and sashes, remove old paint and chemical residue, and repaint ■ Replace broken or missing glass with temporary painted MDF infill panels ■ Remove panel from bulkhead and replace with brick to match rest of building Page 6 Amendment No. 2 to Economic Development Program Agreement between City of Fort Worth and Texas Wesleyan University ■ Repair/replace damaged structural members and underlayment at roof ■ Repair damaged waterproof membrane, flashing, counter -flashing at roof, roof edge, and roof penetrations. ■ Repair damaged roof by patching and replacing missing parts with new pieces similar in strength, composition, texture, and color 3100 & 3104 (Building E) ■ Remove and/or replace windows, clerestory, door frames and sashes with aluminum framing system; remove old paint and chemical residue and repaint ■ Replace existing glass with laminated, tempered, glass panels; Adjust glass stops to fit new panel depth ■ Install aluminum frame windows and doors ■ Add steel door to side entrance ■ Update electrical service with weather head, meter base and breaker box ■ Minor roof repair 3106 & 3108 (Building F) ■ Remove existing signage ■ Clean, repair and, tuck -point brick ■ Repair and/or replace window/door clerestory frames and sashes, remove old paint and chemical residue, and repaint ■ Replace broken or missing glass with temporary painted MDF infill panels ■ Remove paint and chemical residue from bulkheads, and repaint ■ Repair/replace damaged structural members and underlayment at roof ■ Repair damaged waterproof membrane, flashing, counter -flashing at roof, roof edge, and roof penetrations. ■ Repair damaged roof by patching and replacing missing parts with new pieces similar in strength, composition, texture, and color 3110 & 3112 (Building G) ■ Remove existing signage ■ Clean, repair, tuck -point, and paint brick ■ Remove metal bars from windows at building front ■ Remove mail boxes ■ Remove window a/c units ■ Clean, repair, and seal parapet capstone ■ Repair and/or replace window/door clerestory frames and sashes, remove old paint and chemical residue, and repaint ■ Replace broken or missing glass with temporary painted MDF infill panels ■ Repair/replace damaged structural members and underlayment at roof ■ Repair damaged waterproof membrane, flashing, counter -flashing at roof, roof edge, and roof penetrations. ■ Repair damaged roof by patching and replacing missing parts with new pieces similar in strength, composition, texture, and color ■ Install new conductor heads and downspouts at existing location 3114 (Building H) ■ Remove existing signage ■ Clean, repair, tuck -point, and paint brick ■ Remove metal bars from windows at building front ■ Remove mail box ■ Clean, repair, and seal parapet capstone Page 7 Amendment No. 2 to Economic Development Program Agreement between City of Fort Worth and Texas Wesleyan University ■ Repair and/or replace window/ transom door frames and sashes, remove old paint and chemical residue, and repaint ■ Replace broken or missing glass with temporary painted MDF infill panels ■ Install new conductor heads and downspouts at existing locations ■ Repair/replace damaged structural members and underlayment at roof ■ Repair damaged waterproof membrane, flashing, counter -flashing at roof, roof edge, and roof penetrations. ■ Repair damaged roof by patching and replacing missing parts with new pieces similar in strength, composition, texture, and color 3116 (Buildingl) ■ Remove existing signage ■ Clean, repair, tuck -point, and paint brick ■ Remove metal bars from windows at building front ■ Remove mail box ■ Clean, repair, and seal parapet capstone ■ Repair and/or replace window/ transom door frames and sashes, remove old paint and chemical residue, and repaint ■ Replace damaged existing window panels with new panels of similar or same material Page 8 Amendment No. 2 to Economic Development Program Agreement between City of Fort Worth and Texas Wesleyan University Page 1 of 2 DATE: Tuesday, September 23, 2008 LOG NAME: 17POLY AMEND SUBJECT: Authorize Execution of Amendment to Economic Wesleyan University to Revise the Schedule and Redevelopment of Individual Buildings within the Polytechnic/V1/esleyan Urban Village RECOMMENDATION: REFERENCE NO.: C-23070 Development Program Agreement with Texas Scope of Work for the Facade Renovation and 3000 and 3100 Blocks of East Rosedale in the It is recommended that the City Council authorize the execution of an amendment of the Economic Development Program Agreement with Texas Wesleyan University to revise the schedule and scope of work for the facade renovation and redevelopment of individual buildings located within the 3000 and 3100 blocks of East Rosedale. DISCUSSION: On December 18, 2007, the City Council authorized the execution of an Economic Development Program Agreement with Texas Wesleyan University (TWU) for facade renovation and redevelopment of buildings located in the 3000 and 3100 blocks of East Rosedale (M&C C-22593; City Secretary Contract No. 36694). The Agreement provides that TWU will cause the renovation of the TWU Scene Shop located at 3021 East Rosedale and repair the facades of the buildings located in the 3000 and 3100 blocks of East Rosedale. In addition, the Agreement provides that TWU will lease one of the buildings in the 3000 block of Rosedale for its bookstore and provide a meeting room in the Scene Shop for community meetings. In exchange for the $1,500,000.00 of private investment, the City offered a $961,212.00 HUD Economic Development Initiative (EDI) -Special Projects Grant for the improvements. In order to perform the facade renovation and redevelopments, TWU entered into a partnership with TSC Poly Retail, LLC, ("Poly Retail"). Due to unforeseen delays, the improvements will not be completed by the date specified in the Agreement, September 9, 2008. Therefore, staff recommends that the Agreement be amended to extend the completion deadline to September 23, 2008. In addition, staff recommends that the Agreement be amended to allow the $46,680.00 in EDI funds that were to be used for the bookstore tenant improvements to be moved to facade improvements because the entity that operates TWU's bookstore is still designing the floor plan. Lastly, staff recommends amending the Agreement to provide that $15,000.00 of the EDI funds that are earned for the facade improvements be placed in escrow until January 15, 2009 and cannot be released to TWU unless a Certificate of Occupancy is issued for the TWU bookstore. If such a Certificate of Occupancy is not issued by January 15, 2009, TWU will not be entitled to the $15,000.00 portion of the grant. http://apps.cfwnet.org/council�acket/Reports/mc�rint.asp 9/29/2008 Page 2 of 2 FISCAL INFORMATION/CERTIFICATION: The Finance Director certifies that this action will have no material effect on city funds. TO Fund/Account/Centers Submitted for City Manager's Office bv: Originating Department Head: Additional Information Contact: FROM Fund/Account/Centers Tom Higgins (6140) Jay Chapa (6192) Cynthia Garcia (8187) http://apps.cfwnet.org/council�acket/Reports/mc�rint.asp 9/29/2008