HomeMy WebLinkAboutContract 40606COMMUNITY FACILITIES AGREEMENT
CITY PARTICIPATION
THE STATE OF TEXAS § City Secretary
COUNTY OF TARRANT § Contract No.
WHEREAS, the undersigned "Developer" desires to make certain improvements (refer to
the name of the project at the bottom of the page) an addition to the City of Fort Worth, Texas; and
WHEREAS, the said Developer has requested the City of Fort Worth, ahome-rule
municipal corporation situated in Tarrant, Denton, Parker, and Wise Counties, Texas, hereinafter
called "City", to do certain work in connection with said improvements.
Developer:
Name (Please print): L. Russell Laughlin
Title: Senior Vice President
Company: Hillwood Alliance Services, LLC
Project Name:
North Riverside Drive — Heritage Trace Parkway to Dalton Road
Project Location:
Streets: Heritage Trace Parkway and Old Denton Road
Mapsco: 21 Y Council District: 2
DOE: 6503, 6494 City Project No. 01550
OFFICIAL. REC®R®
SECRETARY
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NOW, THEREFORE, KNOW ALL BY THESE PRESENTS:
For and in consideration of the covenants and conditions contained herein, the City and the
Developer do hereby agree as follows:
General Requirements
A. The Policy for the Installation of Community Facilities ("Policy") dated
March 2001, approved by the City Council of the City of Fort Worth and
subsequently amended from time to time via a Mayor and Council
Communication adopted by the City Council of the City of Fort Worth, is
hereby incorporated into this Community Facilities Agreement ("CFA") as if
copied herein verbatim. Developer agrees to comply with all provisions of
said Policy in the performance of its duties and obligations hereunder and to
cause all contractors hired by Developer to comply with the Policy in
connection with the work performed by said contractors.
B. Developer shall provide financial security in conformance with paragraph 6,
Section II, of the Policy and recognizes that there shall be no reduction in the
collateral until the Project has been completed and the City has officially
accepted the infrastructure. Developer further acknowledges that said
process requires it to submit an Affidavit of Bills paid signed by its
contractor and Consent of Surety signed by its surety to ensure the
contractor has paid the sub -contractor and suppliers in full. Additionally,
the contractor will provide in writing that the contractor has been paid in
full for all the services provided under this contract.
C. Developer agrees to cause the construction of the improvements
contemplated by this Agreement and that said construction shall be
completed in a good and workmanlike manner and in accordance with all
City standards and the City -approved construction plans, specifications and
cost estimates provided for the Project and the exhibits attached hereto.
D. The following checked exhibits are made a part hereof: Water (A)
Sewer (A4) . ; Paving (B) . ; Storm Drain (B4)_. ; Street
Lights & Signs (C)
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F
The Developer shall award all contracts for the construction of community
facilities in accordance with Section II, paragraph 7 of the Policy and the
contracts for the construction of the public infrastructure shall be
administered in conformance with paragraph 8, Section Il, of the Policy.
For all infrastructure included in this Agreement for which the Developer
awards construction contract(s), Developer agrees to the following:
i. To employ a construction contractor who is approved by the director of the
department having jurisdiction over the infrastructure to be constructed,
said contractor to meet City's requirements for being insured, licensed and
bonded to do work in public streets and/or prequalified to perform
water/waste water construction as the case may be.
ii. To require its contractor to furnish to the City a payment and performance
bond in the names of the City and the Developer for one hundred percent
(100%) of the contract price of the infrastructure, and a maintenance bond
in the name of the City for one hundred percent (100%) of the contract
price of the infrastructure for a period of two (2) years insuring the
maintenance and repair of the constructed infrastructure during the term of
the maintenance bond. All bonds to be furnished before work is
commenced and to meet the requirements of Chapter 2253, Texas
Government Code.
To require the contractor(s) it hires to perform the construction work
contemplated herein to provide insurance equal to or in excess of the
amounts required by the City's standard specifications and contract
documents for developer -awarded infrastructure construction contracts.
The City shall be named as additional insured on all insurance required by
said documents and same will be evidenced on the ACORD Certificate of
Insurance supplied by the contractor's insurance provider and bound in the
construction contract book.
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iv. To require its contractor to give 46 liours notice to the City's Construction
Services Division of intent to commence construction so that City
inspection personnel will be available; and to require the contractor to
allow the construction to be subject to inspection at any and all times by
City inspection forces, and not to install or relocate any sanitary sewer,
storm drain, or water pipe unless a responsible City inspector is present
and gives his consent to proceed, and to make such laboratory tests of
materials being used as may be required by the City.
v. To require its contractor to have fully executed contract documents
submitted to the City to schedule aPre-Construction Meeting. The
submittal should occur no less than 10 working days prior to the desired
date of the meeting. No construction will commence without a City -issued
Notice to Proceed to the Developer's contractor.
vi. To delay connections of buildings to service lines of sewer and water
mains constructed under this Agreement until said sewer and water mains
and service lines have been completed to the satisfaction of the Water
Department.
G. Developer agrees to provide, per the Cost Summary Table attached, all
engineering drawings and documents necessary to construct the
improvements required by this Agreement.
H. Developer shall cause the installation or adjustment of the required utilities to
serve the development or to construct the improvements required herein.
I. Developer will execute all necessary agreements with the overhead utilities for
the City -requested underground relocation of the overhead utilities. The City
will reimburse the Developer for the costs of underground relocation of said
overhead utilities.
J. Developer hereby releases and agrees to indemnify, defend and hold the City
harmless for any inadequacies in the preliminary plans, specifications and cost
estimates supplied by the Developer for this Agreement.
K. Notwithstanding Rights of Way credits applied toward future transportation
impact fees in accordance with Ordinance No. 18083, Developer agrees to
provide, at its expense, all necessary rights of way and easements across
property owned by Developer and required for the construction of the current
and future improvements provided for by this Agreement,
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L. The Developer further covenants and agrees to, and by these presents does
hereby, fully indemnify, hold harmless and defend the City, its officers,
agents and employees from all suits, actions or claims of any character,
whether real or asserted, brought for or on account of any injuries or
damages sustained by any persons (including death) or to any property,
resulting from or in connection with the construction, design, performance or
completion of any work to be performed by said Developer, his contractors,
subcontractors, officers, agents or employees, or in consequence of any
failure to properly safeguard the work, or on account of any act, intentional
or otherwise, neglect or misconduct of said DEVELOPER, his contractors,
sub -contractors, officers, agents or employees, whether or not such
iniuries, death or damages are caused, in whole or in part, by the
alleged negligence of the City of Fort Worth, its officers, servants, or
employees.
M. Developer will further require its contractors to indemnify, defend and hold
harmless the City, its officers, agents and employees from and against any
and all claims, suits or causes of action of any nature whatsoever, whether
real or asserted, brought for or on account of any injuries or damages to
persons or property, including death, resulting from, or in any way connected
with, the construction of the infrastructure contemplated herein, whether or
not such iniuries, death or damages are caused, in whole or in part,
by the alleged negligence of the City of Fort Worth, its officers,
servants, or employees. Further, Developer will require its contractors to
indemnify, and hold harmless the City for any losses, damages, costs or
expenses suffered by the City or caused as a result of said contractor's failure
to complete the work and construct the improvements in a good and
workmanlike manner, free from defects, in conformance with the Policy, and
in accordance with all plans and specifications and shall cause to be executed
and delivered to the City an indemnity agreement from such contractors on a
form to be promulgated by the City.
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N. Upon completion of all work associated with the construction of the
infrastructure and improvements, Developer will assign to the City a non-
exclusive right to enforce the contracts entered into by the Developer with its
contractor along with an assignment of all warranties given by the contractor,
whether express or implied. Further, Developer agrees that all contracts with
any contractor shall include provisions granting to the City the right to enforce
such contracts as an express intended third party beneficiary of such contracts.
O. Inspection and material testing fees are required as follows:
i. Developer shall pay in cash water and wastewater inspection fees and
material testing fees equal to two percent (2%) for a total of 4% of the
developer's share of the total construction cost as stated in the construction
contract.
ii. Developer shall pay in cash paving and storm drain inspection fees equal to
four percent (4%) and material testing fees equal to two percent (2%) for a
total of 6% of the developer's share of the total construction cost as stated
in the construction contract.
iii. Developer shall pay in cash the total cost of streetlights or if the city is not
installing the streetlights, inspection fees equal to four percent (4%) of the
developer's share of the streetlight construction cost as stated in the
construction contact.
P. COMPLETION WITHIN 2 YEARS
i. The City's obligation to participate (exclusive of front foot charges) in the
cost of the community facilities shall terminate if the facilities are not
completed within two (2) years; provided, however, if construction of the
community facilities has started within the two year period, the developer
may request that the CFA be extended for one year. If the community
facilities are not completed within such extension period, there will be no
further obligation of the City to participate. City participation in a CFA
shall be subject to the availability of City funds and approval by the Fort
Worth City Council.
ii. Nothing contained herein is intended to limit the Developer's
obligations under the Policy, this Agreement, its financial guarantee,
its agreement with its contractor or other related agreements.
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iii. The City may utilize the Developer's financial guarantee submitted for this
Agreement to cause the completion of the construction of the community
facilities if at the end of two (2) years from the date of this Agreement the
community facilities have not been completed and accepted.
iv. The City may uze the Developer's financial guarantee to cause the
completion of the construction of the community facilities or to cause the
payment of costs for construction of same before the expiration of two (2)
years if the Developer breaches this Agreement, becomes insolvent or fails
to pay costs of construction and the financial guarantee is not a
Completion Agreement. If the financial guarantee is a Completion
Agreement and the Developer's contractors and/or suppliers are not paid
for the costs of supplies and/or construction, the contractors and/or
suppliers may put a lien upon the property which is the subject of the
Completion Agreement.
Q. REIMBURSEMENT
Once every thirty (30) days, Developer may submit a written request for
partial payments accompanied by copies of the invoices from Developer's
contractors to the Director of the Department of Transportation and Public
Works ("Director"). The Director or his/her designee shall have ten (10)
business days to review each partial pay request submitted by Developer and
to contest any disputed amount in writing. If no contest is made within ten
(10) business days of receipt of a partial pay request, the request shall be
deemed approved. If the Director or his/her designee timely and reasonably
objects to any portion of the partial payment request, then a written objection
shall be delivered to Developer during the review period. The written notice
shall set forth objections in reasonable detail. The undisputed portion of the
partial payment request shall be paid within thirty (30) days of receipt of the
partialpayment request. Developer shall. exercise good faith. efforts to cure
.
the objectionable items to the City's reasonable satisfaction, and the process
set forth above shall be repeated until the payment request is completely
approved and fully paid. In no event shall the City's participation under this
Agreement exceed $2,179,862.35.
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COST SUMMARY TABLE
Item
Developer Cost
City
Cost
Total Cost
A. Construction
1. Paving
$
373,200.78
$
6961062017
$
1,0695262.95
2. Storm Drainage
$
580,113.49
$
2045698055
$
784,812.04
3. Street Lights
$
505284000
$
935785042
$
144,069.42
4. Street Signs
$
11000000
$
1,000.00
$
25000400
Inspection (4%)
$
405183093
$
39,821.85
$
80,005.78
Materials Testing (2%)
$
205091.97
$
19,910.92
$
40,002.89
5. Water
$
31,390.67
$
-
$
31,390.67
6. Sanitary Sewer
$
105542961
$
-
$
10,542.61
Inspection (2%)
$
838.67
$
-
$
838.67
Materials Testing (2%)
$
838.67
$
-
$
838.67
Mitigation
$
15008.00
$
-
$
150,888.00
Landscaping
$
611353058
$
378,504.01
$
4395857658
Signals
$
-
$
296020.25
$
296,120.25
Utility Relocation
$
-
$
2233962063
$
223,962.63
Engineering
$
121690,45
$
225,996055
$
347,687.00
Total
$
1,442,416.79
$
251795862.35
$
356225279.14
Right of Way
$
113095815000
$
-
$
1,309,815.00
Grand Total
$
2,7529231,79
$
2917991I62,35
$
49932,094.14
Note:
1. City's total cost is capped at $2,179,862.35 on a cumulative basis. Individual line items
may vary provided that the Grand Total does not exceed the $2,179,862.35.
2. Right of Way value is to be credited to developer to the extent allowed by Ordinance No.
180830
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The Checked Must be Included as Attachments to this Agreement
Included Attaclunent
❑ Location Map
❑ Exhibit A: Water Improvements
❑ Water Estimate
❑ Exhibit A.1: Sewer Improvements
❑ Sewer Estimate
❑ Exhibit B: Paving Improvements
❑ Paving Estimate
❑ Exhibit 13-1: Storm Drain Improvements
❑ Storm Drain Estimate
❑ Exhibit C: Street Lights and Signs Improvements
❑ Street Lights and Signs Estimate
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IN TESTIMONY WHEREOF, the City of Fort Worth has caused this instrument to be executed
in quadruplicate in its naive and on its behalf by its Assistant City Manager, attested by its City
Secretary, with the corporate seal of the City affixed, and said Developer has executed this instrument in
quadruplicate, at Fort Worth, Texas this C11`1i1 day of , 2010.
CITY OF FORT WORTH
Fernando Costa
Assistant City Manager
Recommended by:
Transportation &Public Works Department
William A. Vevicest, P.E.
Director
Water Deparhnent
Wendy Chi-B lal, EMBA, P.E.
Water Development Engineering Manager
Approved as to Fonn
Amy J. Ramsey
Assistant City Attorney
ATTEST:
Marty Hendrix
City Secretary
DEVELOPER
Hillwood Alliance Services, LLC
A Texas limited liability company
By: Hillwood Development Company, LLC
a Texas limited liability company,
'its manaainR member
By:
Naine: L. Aussell
Title: Senior Vice
Contract t1oll
Dates
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
nrd cfa fina12010 06 28.doc
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Printed: 6/28/2010 10:29 AM
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777 IMIN STREET, P.O. BOX R01058
FORT WORTH, TEXAS 76101-2058
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Page 1 of 3
• • •
• . • • • •
�� w. T . - .� � � _ � .r � - - - � ��
COUNCIL ACTION: Approved on 6/22/2010 -Ord. No. 19203-06-2010
��� � a .�W. - - � _. _
v ._ .. , _ _
DATE: Tuesday, June 22, 2010
LOG NAME: 06NORTHRIVERSIDEDRIVE
REFERENCE NO.: C-24299
SUBJECT:
Authorize the Execution of a Community Facilities Agreement with Hillwood Alliance Services, LLC with
City Participation Not to Exceed $2,200,000.00 for the Construction of North Riverside Drive from South of
Heritage Trace Parkway to Just South of Dalton Road and Authorize an Inter -Fund Loan and Adopt
Appropriation Ordinance
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize anon -interest bearing inter -fund loan from the General Fund to the Specially Funded
Capital Projects Fund in the amount of $2,200,000.00 for interim financing for the construction of North
Riverside Drive from south of Heritage Trace Parkway to just south of Dalton Road, to be reimbursed over
a two-year period from proceeds collected from the Tax Increment Financing District Number 7;
2. Adopt the attached appropriation ordinance increasing estimated receipts and appropriations in
the Specially Funded Capital Projects Fund by $2,200,000.00 from available funds; and
3. Authorize the City Manager to execute a Community Facilities Agreement with Hillwood
Alliance Services, LLC, with City participation in an amount not to exceed $2,200,000; and
4. Waive the limitation of Section II, Paragraph 11 of the Policy for the Installation of Community
Facilities that limits City participation and recommend City participation in accordance with Local
Government Code 212.072 and the Unit Price Ordinance No. 14552 and No. 17967-002-2008, as
amended.
DISCUSSION:
North Riverside Drive is classified as a major arterial per the City of Fort Worth Master Thoroughfare Plan.
The Developer Hillwood Alliance Services, LLC and the City of Fort Worth will share the cost of this
project as reflected by the table below. The estimated total cost of the improvements and related support
services, including construction, engineering, surveying and inspection is estimated to be $3,622,279.14.
The Developer desires to make certain street, storm drainage, street sign and street light improvements to
North Riverside Drive from south of Heritage Trace Parkway to just south of Dalton Road. The Developer
also desires to help fund construction of the project by donating the right-of-way for Old Denton Road in
exchange for Transportation Impact Fee credits, as permitted under the Transportation Impact Fee
Ordinance No. 18083 adopted May 13, 2008, effective July 1, 2008.
Staff recommends participation with the Developer to build the roadway from south of Heritage Trace
Parkway to just south of Dalton Road, including the oversizing of the community facilities. Staff requests a
waiver of the Policy for the Installation of Community Facilities which states that City participation may not
exceed 30 percent in a Community Facilities Agreement (CFA). In accordance with state law, the City will
participate at a level of 25 percent for the required facilities and 100 percent for the oversizing.
The City of Fort Worth would like to have this portion of North Riverside completed as soon as possible
because of the significant need in this area. Based on unit prices from Ordinance No. 14552 and No.
17967, as amended and the project estimate of quantities, it has been determined that the City's
participation shall not exceed $2,200,000.00.
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The summary of costs associated with North Riverside Drive are as follows:
Item
A. Construction
1. Paving
2. Storm Drainage
3. Street Lights
4. Street Signs
Inspection (4 percent)
Materials Testing (2
percent)
5. Water
6. Sanitary Sewer
Inspection (2 percent)
Materials Testing (2
percent)
Mitigation
Landscaping
Signals
Utility Relocation
Engineering
Total
Right of Way
Grand Total
Developer Cost City Cost Total Cost
$ 373,200.78 $ 696,062.17 $ 1,069,262.95
$ 580,113.49 $ 204,698.55 $ 784,812.04
$ 50,284.00 $ 93,785.42 $ 144,069.42
$ 1,000.00 $ 1,000.00 $ 2,000.00
$ 40,183.93 $ 39,821.85 $ 80,005.78
$ 20,091.97 $ 19,910.92 $ 40,002.89
$ 31,390.67 $ - $ 31,390.67
$ 10,542.61 $ - $ 10,542.61
$ 838.67 $ - $ 838.67
$ 838.67 $ - $ 838.67
$ 150,888.00 $ - $ 150,888.00
$ 61,353.58 $ 378,504.01 $ 439,857.58
$ - $ 296,120.25 $ 296,120.25
$ - $ 223,962.63 $ 223,962.63
$ 121,690.45 $ 225,996.55 $ 347,687.00
$ 1,442,416.79 $ 2,179,862.35 $ 3,622,279.14
$ 1,309,815.00 $ - _ $ 1,309,815.00
$ 2,752,231.79 $ 2,179,862.35 $ 3,622,279.14
Construction plans have been prepared by Jacobs Engineering, Inc., and are being reviewed by the City
of Fort Worth, Department of Transportation and Public Works. The developer will obtain construction bids
for the proposed work and the work will be authorized to begin with the approval of this CFA.
This project is located in COUNCIL DISTRICT 2, Mapsco 21Y.
FISCAL INFORMATION /CERTIFICATION:
The Financial Management Services Director certifies upon approval of the above recommendations and
adoption of the attached appropriation ordinance, funds will be available in the current capital budget, as
appropriated, of the Specially Funded Capital Projects Fund. Upon receipt of funds from the TIF, the
interim inter -fund loan will be returned to the General Fund.
FUND CENTERS:
TO Fund/Account/Centers
C291 220001 002230155000
C291 488087 202230155080
C291 541600 202230155080
FROM Fund/Account/Centers
$2,200.000.00 GG01 136291 0000000
$2,200,000.00 C291 541600 202230155080
$2,200,000.00
CERTIFICATIONS:
Submitted for City Manager's Office bv•
Originating Department Head•
Fernando Costa (6122)
Susan Alanis (8180)
$2,200,000.00
$2,200,000.00
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Page 3 of 3
Additional Information Contact: Jana Knight (2025)
ATTACHMENTS
1. 06NORTHRIVERSIDEDRIVE AO.doc (Public)
2. Hillwood TIF7 Resolution and Agreement.pdf (Public)
3. Location Map - 06NORTHRIVERSIDEDRIVE.pdf (Public)
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