HomeMy WebLinkAboutContract 43956 (2)CITY SECRETARY CONTRACT NO. �/� )c-P
DEVELOPER AGREEMENT
FOR
TWU STREETSCAPE SUSTAINABLE DEVELOPMENT PROJECT
THIS AGREEMENT is between the City of Fort Worth, a Texas home rule municipal
corporation acting by and through its duly authorized Assistant City Manager ("City") and Texas
Wesleyan University, a private educational institution situated in Tarrant County, Texas
("TWU') acting by and through its duly authorized President.
WITNE S SETH
That for and in consideration of the mutual covenants and agreements herein contained
the parties hereto do hereby covenant and agree as follows:
SECTION 1.
PRO GRAM
The North Central Texas Council of Governments ("NCTCOG") administers a regional
Sustainable Development Program ("Program"). The Program is an initiative of the Regional
Transportation Council ("RTC") (a regional policy -making body of NCTCOG) to improve
regional air quality, mitigate growing traffic congestion, and address long-term transportation
funding constraints. The Program provides funding for transportation projects that support
private mixed -use development within a pedestrian and/or rail transit environment.
SECTION 2.
PROJECT
Section 2.1 The RTC selected the TWU Streetscape Sustainable Development Project
("Streetscape Project") for funding through the Program in the amount of $1,500,000. The
Streetscape Project area is described as property south of the TWU campus and north of Avenue
G, between Nashville Avenue and Collard Street, the boundaries of which are more particularly
described in Exhibit "A" attached, incorporated and made a part of this Agreement
Section 2.2
The Streetscape Project will consist of the following components:
• Pedestrian improvements, including but not limited to: wide sidewalks, street
trees, pedestrian lights, benches, trash bins, bike racks, and wayfinding signs;
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• Pedestrian crosswalks, including but not limited to, crosswalks to be constructed
with brick paver accents or stamped colored concrete along Fast Rosedale Street
at the intersection of Nashville Avenue, Binkley Street, Wesleyan Drive, Vaughn
Blvd., and Collard Street;
• Traffic signal installation, particularly at Vaughn Blvd.
• Any other such work or construction meeting the requirements of the Program,
such as •
• Irrigation systems to support new landscaping; and
• Traffic and pedestrian signal controls, as necessary.
SECTION 3
FUNDING
Section 3.1 TWU acknowledges that Tarrant County has agreed to pay the $375,000 match,
as listed in Exhibit D attached, incorporated and made a part of this Agreement, as the 20 percent
local match contribution required by the Program
Section 3.2 TWU acknowledges that the $1,500,000 in Sustainable Development grant
funding originates from the NCTCOG/TxDOT Regional Toll Revenue (RTR) funds, which
requires compliance with certain NCTCOG rules, and that TWU will work with the City to
ensure that applicable program rules are complied with.
Section 3.3 . Identified or proposed changes to the Sustainable Development portion of the
Project shall be reviewed with TWU prior to incurring any additional costs. Contingency funds
may be considered for use once the base contract items are constructed. The City and TWU will
partner to resolve questions of funding unanticipated or additional Sustainable Development
work that was not originally contemplated.
SECTION 4.
SERVICES
Section 4 1 The services to be performed by TWU and the City shall include the scope of
services listed in Exhibit B, attached, incorporated and made a part of this Agreement.
Section 4.2 The work for the entire project shall be completed according to the schedule in
Exhibit D.
CFW-TWU Streetscape Sustainable Development Project 2
SECTION 5.
COORDINATION WITH CITY
The City of Fort Worth Planning and Development Department shall be the primary
contact and coordinator for the Project. City shall coordinate regular meetings with TWU. City
of Fort Worth shall make available to TWU for use in performing services hereunder all data in
City's possession relative to the Project.
SECTION 6.
PROGRESS REPORT
TWU shall provide any information necessary for City to prepare and submit required
progress reports to funding agencies. City shall provide a copy of such progress reports to TWU
if requested.
SECTION 7.
TRANSFER OF AGREEMENT
TWU shall not assign, sublet or transfer, in whole or in part, its interest in this agreement
without the prior written consent of City.
SECTION 8.
TERMINATION OF AGREEMENT
All terms, conditions and specifications of the contract shall be considered material, and
failure to perform any part of the Agreement shall be considered a breach of contract. Should
TWU fail to remedy any breach of contract within 14 days after written notification to TWU of
the violation, City may, at its option and in addition to any other remedies available to it under
law, terminate the Agreement. The Agreement shall not be terminated, however, if TWU has
commenced to cure the breach within said 14-day period, and thereafter pursues such cure with
reasonable diligence and in good faith. Upon receipt of such notice of termination and after said
14-day cure period, TWU shall immediately discontinue all services and work and the placing of
all orders or the entering into agreements for supplies, assistance, facilities, and materials, in
connection with the performance of this Agreement and shall proceed to cancel promptly all
existing agreements insofar as they are chargeable to this Agreement.
CFW-TWU Streetscape Sustainable Development Project
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SECTION 9.
INDEPENDENT CONTRACTOR
TWU covenants and agrees that it will perform the work hereunder as an independent
contractor, and not as an officer, agent, servant, or employee of City. TWU shall have exclusive
control of and the exclusive right to control the details of the work performed by it hereunder,
and all persons performing same, and shall be solely responsible for the acts and omissions of its
officers, agents, employees, contractors, subcontractors, and consultants; that the doctrine of
respondeat superior shall not apply as between City and TWU, its officers, agents, employees,
contractors, subcontractors, and consultants, and nothing herein shall be construed as creating a
partnership or joint enterprise between City and TWU.
SECTION 10.
INDEMNITY AND INSURANCE
Section 10.1 Approval by City of this Agreement shall not constitute or be deemed to be a
release of the responsibility and liability of TWU, its officers, agents, employees, and contractors
for the accuracy and competency of the services performed under this Agreement, including but
not limited to surveys, 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 City for any negligent act, error or omission in the performance of TWU's
professional services or in the conduct of the duties listed in the scope of services listed in
Exhibit B
Section 10.2 TWU AGREES TO DEFEND, INDEMNIFY AND HOLD THE
CITY, ITS OFFICERS, AGENTS SERVANTS AND EMPLOYEES, HARMLESS
AGAINST ANY AND ALL CLAIMS, LAWSUITS, ACTIONS, COSTS AND EXPENSES
OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, THOSE FOR PROPERTY
DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO TWU'S
BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL INJURY,
INCLUDING DEATH, THAT MAY RELATE TO, ARISE OUT OF OR BE
OCCASIONED BY (i) TWU'S BREACH OF ANY OF THE TERMS OR PROVISIONS
OF THIS AGREEMENT OR (ii) ANY NEGLIGENT ACT OR OMISSION OF TWU, ITS
OFFICERS, AGENTS, ASSOCIATES, EMPLOYEES, CONTRACTORS (OTHER THAN
THE CITY) OR SUBCONTRACTORS, RELATED TO THE PROJECT OR THE
PERFORMANCE OF THIS AGREEMENT; EXCEPT THAT THE INDEMNITY
PROVIDED FOR IN THIS PARAGRAPH SHALL NOT APPLY TO ANY LIABILITY
RESULTING FROM THE SOLE NEGLIGENCE OF THE CITY OR ITS RESPECTIVE
OFFICERS, AGENTS, EMPLOYEES OR SEPARATE CONTRACTORS, AND IN THE
EVENT OF JOINT AND CONCURRENT NEGLIGENCE OF BOTH TWU AND CITY,
CFW-TWU Streetscape Sustainable Development Project 4
RESPONSIBILITY, IF ANY, SHALL BE APPORTIONED COMPARATIVELY IN
ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS.
Section 10.3 TWU agrees that all consultants hired by TWU to perform any work under this
Agreement shall obtain Professional Liability Insurance in the minimum amount of $1,000,000
and shall include coverage of Contractually Assumed Liability. All insurance coverage shall be
maintained until completion of the work by the consultant and shall not be canceled without
prior written notice to City. A Certificate of Insurance shall be furnished to City prior to the
consultant beginning work and contain the provision that such insurance shall not be canceled or
modified without thirty (30) days prior written notice to City. TWU shall notify City within ten
(10) days of any modification or alteration to such Professional Liability Insurance.
SECTION 11
RIGHT TO AUDIT
Section 11.1 TWU agrees that City shall, until the expiration of three (3) years after final
payment under this Agreement, have access to and the right to examine and photocopy any
directly pertinent books documents, papers and records of TWU involving transactions relating
to this Agreement. TWU agrees that City shall have access during normal working hours to all
necessary TWU facilities and shall be provided adequate and appropriate workspace in order to
conduct audits in compliance with the provisions of this section.
Section 11.2 TWU further agrees to include in all its subcontracts hereunder a provision to the
effect that the subcontracting consultant agrees that City shall, until the expiration of three (3)
years after final payment under the subcontract, have access to and the right to examine any
directly pertinent books, documents, papers and records of such contractor, involving appropriate
work space, in order to conduct audits in compliance with the provisions of this section together
with subsection hereof. City shall give the contractor reasonable advance notice of intended
audits.
SECTION 12
NOTICES
All written notices called for or required by this Agreement shall be addressed to the
following, or such other party or address as either party designates in writing, by certified mail,
postage prepaid, or by hand delivery:
CFW-TWU Streetscape Sustainable Development Project 5
City:
Attn: Randle Harwood
Director of Planning and Development
City of Fort Worth
1000 Throckmorton
Fort Worth, TX 76102
with a copy to:
Attn: City Attorney
City Attorney's Office
1000 Throckmorton
Fort Worth, TX 76102
Texas Wesleyan University:
Attn: Frederick G. Slabach
President
Texas Wesleyan University
1201 Wesleyan St.
Fort Worth, TX 76105
SECTION 13.
RULES AND REGULATIONS
This Agreement will be subject to all applicable federal, state and local laws, ordinances
and rules and regulations, including, but not limited to, all provisions of the City's Charter and
ordinances, as amended and all federal, state and local provisions and procedures in accordance
with the Program.
SECTION 14.
SEVERABILITY
If any provision of this Agreement shall be held to be invalid, illegal or unenforceable,
the validity, legality and enforceability of the remaining provisions shall not in any way be
affected or impaired.
SECTION 15.
PARAGRAPH HEADINGS
Captions and headings used in this Agreement are for reference purposes only and shall
not be deemed a part of this Agreement.
SECTION 16.
SUCCESSORS AND ASSIGNS
City and TWU each bind themselves, their successors and assigns, to the other party to
this Agreement and to the successors and assigns of each other party in respect to all covenants
of this Agreement
CFW-TWU Streetscape Sustainable Development Project 6
SECTION 17.
VENUE -LAW
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
SECTION 18.
GOVERNMENTAL POWERS
It is understood that by execution of this Agreement, the City does not waive or
surrender any of its governmental immunities or powers.
IN TESTIMONY WHEREOF, City of Fort Worth has caused this instrument to be
signed in multiple counterparts in its name and on its behalf, by its duly authorized Assistant
City Manager and attested by its City Secretary and Texas Wesleyan University has properly
executed this instrument in equal multiple counterparts by its duly authorized President, each of
which counterpart is deemed an original.
EXECUTED in the City of Fort Worth, this day of frr, 2012.
CITY OF FORT WORTH
By: td ‘2--
Fernando Costa
Assistant City Manager
APPROVED AS TO FORM AND LEGALITY:
By:
Douglas W. Black
Assistant City Attorney
M&C: C-25857
Date: September 18, 2012
ATTE
By:
vat4.
ary J. Kayser
City Secretary
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TEXAS WESLEYAN UNIVERSI
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By:
Frederick G. Slabach, President
Texas Wesleyan University
Randle Harwood
Director of Planning and Development
OFFICIAL RECORD
CITY SECRETARY
LIFE WORTH' TX
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EXHIBIT B
SCOPE OF SERVICES
TWU will commit to the following tasks:
• Assign a representative to attend, and assist City as necessary in scheduling and
coordinating the Project meetings with stakeholders and funding partners. Meetings will
be held regularly for the duration of the project
• Assist the City in the successful completion of the City's tasks listed below.
• As required by the NCTCOG Sustainable Development Grant Rules, TWU shall
construct a qualifying mixed -use vertical construction project within the timeframe
determined by NCTCOG under its grant rules. Failure to construct a qualifying vertical
construction project as required by the NCTCOG grant rules may result in
disqualification of the Project from receiving Sustainable Development Grant funds,
which shall result in TWU being responsible for reimbursement to City of any City funds
expended on the Project.
City will commit to the following tasks:
Prepare and issue RFQ to hire consultant to design a streetscape project within the project
area with the following components, as determined by City with stakeholder involvement:
o Pedestrian improvements, including but not limited to: wide sidewalks, street
trees, pedestrian lights, benches, trash bins, bike racks, and wayfinding signs;
o Pedestrian crosswalks, including but not limited to, crosswalks to be constructed
with brick paver accents or stamped colored concrete along East Rosedale Street
at the intersection of Nashville Avenue, Binkley Street, Wesleyan Drive, Vaughn
Blvd., and Collard Street;
o Traffic signal installation, particularly at Vaughn Blvd.
o Any other such work or construction meeting the requirements of the Program,
such as:
o Irrigation systems to support new landscaping; and
o Traffic and pedestrian signal controls, as necessary.
CFW-TWU Streetscape Sustainable Development Project
9
• Prepare RFQ
• Obtain NCTCOG review and approval of RFQ
• Issue RFP and form consultant selection committee
• Conduct pre -submittal conference
• Receive proposals
Award design contract
• Review proposals and select finalists
• Conduct interviews as necessary and select preferred design consultant
• Negotiate contract
• Secure NCTCOG approval of contract
• Obtain City Council approval to execute contract
Develop conceptual design
• Develop conceptual design (15%)
• Secure Stakeholders' and City Departments' review and general approval
Preliminary engineering (PE)
• Develop preliminary design (30%)
• Environmental Review (categorical exclusion)
• Ensure NCTCOG and Texas Historical Commission review as needed
• Historic and Cultural Landmarks Commission review as needed
• Obtain NCTCOG review and approval
• Develop preliminary design (60%)
• Secure NCTCOG review and approval
Develop final design and construction documents
• Develop final design (90%)
• Secure City Departments' review and approval
• Develop final design (100%) and construction documents
• Obtain NCTCOG review and approval
Prepare and issue RFP to hire construction contractor
• Prepare and issue RFP
• Conduct pre -bid conference
• Receive bids
Award construction contract
• Review bids and prepare bid tabulations
• Negotiate contract
• Obtain City Council approval to execute contract
Manage construction contract
• Manage project construction schedule and expenditures
• Pay construction invoices and seek grant and match reimbursements
• Provide for City inspections of construction project
CFW-TWU Streetscape Sustainable Development Project
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EXHIBIT C
PROJECT SCHEDULE
(SEE ATTACHED FREESE AND NICHOLS EAST ROSEDALE PHASE ONE PROJECT
SCHEDULE DATED 10-5-2012, WHICH INCLUDES TWU STREETSCAPE SUSTAINABLE
DEVELOPMENT PROJECT)
CFW-TWU Streetscape Sustainable Development Project
11
Project Funding Sources
NCTCOG Sustainable
Development Grant
Tarrant County (local match)
TOTAL FUNDS
EXHIBIT D
FUNDING CONTRIBUTIONS
Cash
$1,500,000
$ 375,000
$1,875,000
In -Kind
$0
$0
$0
Total
$1,500,000
$ 375,000
$1,875,000
CFW-TWU Streetscape Sustainable Development Project
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REFERENCE 05TWU STREETSCAPE
DATE: 9/18/2012 NO.: C-25857 LOG NAME: SUSTAINABLE DEV PROJECT
FUNDING AGREEMENT
CODE: C TYPE: NOW PUBLIC NO
CONSENT HEARING:
SUBJECT: Adopt Resolution Authorizing Execution of a Funding Agreement with the North Central
Texas council of Governments and the Texas Department of Transportation with Local
Participation by Tarrant County for the Texas Wesleyan University Streetscape
Sustainable Development Project, Accept Sustainable Development Grant in the Amount
of$1,500,000.00, Authorize Execution of a Sustainable Development Agreement with
Texas Wesleyan University and Adopt Appropriation Ordinance (COUNCIL DISTRICT 8)
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RECOMMENDATION:
It is recommended that the City council:
1. Adopt the attached resolution authorizing the execution of a funding Agreement with the North
Central Texas council of Governments and the Texas Department of Transportation in the amount of
$1,875,000.00 which includes Tarrant county participation in the amount of$375,000.00 for the Texas
Wesleyan University Streetscape Sustainable Development Project between Nashville Avenue and
Collard Street, which is part of a larger East Rosedale Phase 1 Improvements Project that extends
from Highway 287 to just west of Miller Avenue;
2. Authorize the acceptance of a reimbursement grant in the amount of$1,500,000.00 from the North
Central Texas Council of Governments and the Texas Department of Transportation to the Grants
Fund;
3. Authorize the execution of a sustainable development Agreement with Texas Wesleyan University
for the vertical construction component of the Sustainable Development project; and
4. Adopt the attached appropriation ordinance increasing estimated receipts and appropriations in the
Grant capital Projects Fund in the amount of$1,500,000.00.
DISCUSSION:
The project will construct streetscape improvements along East Rosedale Street within the
PolytechnicNVesleyan Urban Village adjacent to Texas Wesleyan University (TWU). Streetscape
improvements to be constructed include wide sidewalks, street trees, pedestrian lighting, bulb-outs to
protect crossing pedestrians and on-street parking, and other pedestrian facility improvements within
the East Rosedale corridor From Nashville Avenue to Collard Street. The TWU Streetscape
Sustainable Development Project was nominated for grant award (M&C G-15700) as part of the
2009/2010 NCTCOG Sustainable Development call for projects and was subsequently selected by the
Regional Transportation council to receive a grant of$1,500,000.00.
The attached resolution authorizes a funding Agreement with the North Central Texas Council of
Governments (NCTCOG) and the Texas Department of Transportation (TxDOT) in the amount of
$1,875,000.00 which includes $1,500,000.00 in Regional Toll Revenue grant funds and $375,000.00
in local match funds from Tarrant County, which will be presented in a separate Mayor and Council
Communication (M&C). In accordance with the rules of the NCTCOG Sustainable Development
Program and the Sustainable Development Agreement with TWU authorized by this M&C, TWU will
construct the required vertical construction component (generally consisting of a new office building on
East Rosedale Street opposite the TWU campus and the renovation and adaptive reuse of the old
Polytechnic Fire Station) of the Sustainable Development Project.
The TWU Streetscape Sustainable Development Project is a component of and embedded within a
larger East Rosedale Phase One Improvements Project which will design and construct roadway
improvements along East Rosedale Street between State Highway 287 and a point just west of Miller
Avenue. Staff is responsible for overall project management including design and construction of the
project.
As part of the larger East Rosedale Phase One Improvements Project, Freese and Nichols, Inc., was
selected for the design of this project for an amount of $1,598,450.00 (M&C C-25508, March 20,
2012).
This project is located in COUNCIL DISTRICT 8, Mapsco 78K.
FISCAL INFORMATION/CERTIFICATION.
The Financial Management Services Director certifies that upon approval of the above
recommendations, execution of the Funding Agreement with NCTCOG and TxDOT, and adoption of
the appropriation ordinance, funds will be available in the current budget, as appropriated, of the
Grants Capital Fund
TO Fund/Account/Centers FROM Fund/Account/Centers
All)
GR74 451942 006302597000
All $1,500.000.00
GR74 5XXXXX 006302597XXX
$1,500.000.00
Submitted for Citv Manager's Office bv:
Originating Department Head:
Additional Information Contact:
rr-
Fernando Costa (6122)
Randle Harwood (6101)
Eric Fladager (8011)
ATTACHMENTS
06 TWU Streetscape Sustainable Development Proiect Resolution 9-5-2012.doc
TWU Streetscape Map for Resolution.pdf
TWU Streetscape Sustainable Development Proiect Appropriations Ordinance 8-31-