Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
Home
My WebLink
About
Contract 44263 (2)
COMMUNITY FACILITIES AGREEMENT THE STATE OF TEXAS § COUNTY OF TARRANT § City Secretary Contract No. 447L-t ri) WHEREAS, the undersigned Developer ("Developer") desires to make certain improvements ("Improvements") related to a project as described below ("Project"), an addition to the City of Fort Worth, Texas ("City"); and WHEREAS, the Developer and the City desire to enter into this "Agreement" in connection with the Improvements. Developer Information: Developer Company Name: Sundance Plaza, LLC Address, State, Zip Code: 201 Main Street I Fort Worth, TX 76102 Phone, E-Mail: (817) 255-5700 Authorized Signatory/Title: Johnny Campbell, President & CEO Project Name: Paving Improvements to serve Sundance Square Project Location: Main Street from 3rd Street to 5th Street Plat Case No.: Plat Name: Council District: 9 City Project No: 02065 CFA: 2013-005 DOE: 6990 To be completed by staff: Received by: RECEIVED CFW-Sundance Plaza LLC CFA #2013-005, City Project #02065 Page 1 of 10 Date: eat ) ! I 3 1 OFFICIAL RECORD CITY SECRETARY Fir. WORTH, TX 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 the contractor 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 (A-1) Paving & Streetscape (B) X, Storm Drain (B-1) X , Street Lights & Signals (C) X . CFW-Sundance Plaza LLC CFA #2013-005, City Pioject 02065 Page 2 of 10 E 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 confoiniance with paragraph 8, Section II, of the Policy. F. For all infrastructure included m 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 perforiiiance 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. iii. 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 CFW-Sundance Plaza LLC CFA #2013-005, City Project 02065 Page 3 of 10 iv. To require its contractor to give 48 hours' 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 stoiiu 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 a Pre -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, at its expense, 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. City shall not be responsible for any costs that may be incurred by Developer in the relocation of any utilities that are or may be in conflict with any of the community facilities to be installed hereunder. CFW-Sundance Plaza LLC CFA #2013-005, City Pioject 02065 Page 4 of 10 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 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 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. 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 injuries, 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 CFW-Sundance Plaza LLC CFA #2013-005, City Pioject 02065 Page 5of10 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. 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 stoma 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 contract. iv. Developer shall pay in cash the total cost of street signs. 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 CFW-Sundance Plaza LLC CFA #2013-005, City Pioject 02065 Page 6 of 10 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. 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 utilize 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 hen upon the property which is the subject of the Completion Agreement. (REMAINDER OF PAGE INTENTIONALLY LEFT BLANK) CFW-Sundance Plaza LLC CFA #2013-005, City Pioject 02065 Page 7 of 10 Cost Summary Sheet Project Name: Paving Improvements to serve Sundance Square CFA No.: 2013-005 DOE No.: 6990 An Engineer's Estimate of Probable Cost is acceptable. However, the construction contract price will ultimately determine the amount of CFA fees and financial guarantee. The bid price and any additional CFA payments will be required prior to scheduling a pre -construction meeting. An itemized estimate corresponding to each project -specific exhibit is required to support the following information. Items A. Water and Sewer Construction 1. Water Construction 2. Sewer Construction Water and Sewer Construction Total B. TPW Construction 1. Street 2. Storm Drain 3. Streetscape 3. Street Lights 4. Traffic Signals TPW Construction Cost Total Total Construction Cost (excluding the fees): Construction Fees: C. Water/Sewer Inspection Fee (2%) D. Water/Sewer Material Testing Fee (2%) Sub -Total for Water Construction Fees E TRW Inspection Fee (4%) Items 1-3 F. TRW Material Testing (2%) Items 1-3 G. Street Light Inspsection Cost H. Traffic Signal Inspection Cost H. Street Signs Installation Cost Sub -Total for TPW Construction Fees Total Construction Fees: Financial Guarantee Options, choose one I Bond = 100% 'Completion Agreement = 100% / Holds Plat 1Cash Escrow Water/Sanitary Sewer= 125% ICash Escrow Paving/Storm Drain = 125% 'Letter of Credit = 125% w/2yr expiration period Developer's Cost $ $ $ $ $ $ 379,151.75 30,130.00 178,473.88 134,220.00 450,540.00 $ $ $ $ $ $ 1,172,515.63 1,172,515.63 23,510.23 11,755.11 5,368.80 18,021.60 58,655.74 58,655.74 &ci {S 'tip 1W14' -Amount $ 1,172,515.63 1,172,515.63 1,465,644.54 1,465,644.54 Choice (ck one) CFW-Sundance Plaza LLC CFA #2013-005, City Project #02065 Page 8of10 By: Sundance its managin Recommended by: Water Department IN TESTIMONY WHEREOF, the City of Fort Worth has caused this instrument to be executed in quadruplicate in its name and on its behalf by its Assistant City Manager and said Developer has executed this instrument in quadruplicate, at Fort Worth, Texas, effective as of the date subscribed by the Assistant City Manager. SUNDANCE PLAZA, LLC, a Texas limited liability company uar anagement, L.P., 61440/94814 Fernando Costa KszTs-610er ki/A_ Wendy Chi-Babulal, EMBA, P.E. Development Engineering Manager Approved as to Form & Legality: Douglas W. Black Assistant City Attorney M&C No. 4vi/ Date: CITY OF FORT WORTH Assistant City Manager Date: 3/7A3 ATTEST: a J. Kays City Secretary Q�� O O°� d -�Q� 'K,d �Q00000°° �' et �4 �tr Transportation & Public Works Department Dougla Director i � Y0000poo '��\ 00 dicing 10 6,1 0L-M7 W. Wiersig, P.E. OFFICIAL RECORD ©ITY SECRETARY d;, WORTH, T,t? CFW-Sundance Plaza LLC CFA #2013-005, City Project #02065 Page 9of10 Check items associated with the project being undertaken; checked items must be included as Attachments to this Agreement Included Attachment Location Map Exhibit A: Water Improvements Water Estimate Exhibit A-1: Sewer Improvements Sewer Estimate Exhibit B: Paving Improvements Paving Estimate Exhibit B-1: Storm Drain Improvements Storm Drain Estimate Exhibit C: Street Lights and Signal Improvements Street Lights and Signal Estimate AL n n ►1 ►1 /a ►1 ►1 (Remainder of Page Intentionally Left Blank) CFW-Sundance Plaza LLC CFA #2013-005, City Project #02065 Page 10 of 10 Ricci cloak him oninuu l 111111 J a CV 17 � LL 15 : u�1 rn CC co co CD O c m 0 0 0 0 0 CD O 3 l7 J LL I Q { N O co a 0 a LOCATI �� PROJECT ce f—z W m O� P 2ESI AVO I *AO044 • ���� , AR S DALFORD BIRD LILIAN VICINITY MAP NOT TO SCALE MURPHY..Z 0 )AcLEMORE DAMON S Y DALFC IRE Y z 0 m RACE az ETT ct K U SUNDANCE SQUARE THROCKMORTON STREET TO COMMERCE STREET DOE # 6952 CITY PROJECT NO. TPW-2012-000329 U AWN 550 Bailey Avenue • Suite 400 • Fort Worth, Texas 76107 Tel: 817.335.1121 • Fax: 817.335.7437 (Tx REG. F-1114) 1 j 1114iiIIYIIIIIYIIIIIIJUIIIIIIIIIIIIIIIIIIIIWu IIIIIIIIIIIIIII I IIIIIIIIIIIII1111111IIIIIIIIIIIIIIIIIIIIIIIIIIu1111111111IIIII IIIIu111111111111111I IIIIIIIIIIIIIIIII 11111 I IIIIIIIII IIIIIIII I I IIIIIIIIIIII I 1 II 11 1111111111 1111 LEGEND 6" CONCRETE SIDEWALK PAVEMENT W/PA VERS 7" CONCRETE PA VEMEN T 0 _-- c9 w 0 vitof o 050 1 1 SCALE: 1"= 50 ft. u IIIYJIIIIIIIIIIIIJIIIIiIIIIIIIUIIIJIIIIIiIdXffilikLutldllJiJWluYlll I i�ul� �I IJu IIIIIJIYYIJIIII JOIIJYIIIIYIIu�lllllu11141�1114�III1I IIIJIIIIuiIiI llLuul�ll II I III I III IJI111IIIIIIIIIIIIIIII I IIIIII I I I I II III IIIIIIIII II IIIIII IY,II,IJllllllldllld111141111111111111111iIIII1111111111111JII11111111JI1JI111101111111111111dYY�luYUJIIIIIumIJYIIl YIY1W111WW111'IYIIIMYIYI uW I I L I I I lit PROPOSED TREE GRATE — (TYP.) E: 3-RD STREE-T-L (60' WIDE RIGHT-OF-WAY) PAVING REPAIR,;,w//9//// .77\ 100 FF 617.46 FF 617.96 PAVING REPAIR FOR U TILI TIES (REF. CASSIDY BUILDING PLANS) DUNAWAy 550 Bailey Avenue • Suite 400 • Fort Worth, Texas 76107 Tel: 817.335.1121 • Fax: 817.335.7437 (1X REG. F-1114) SANGER BUILDING PRO DOSED CASSIDY BUILDING FF 617.96 FAKES BUILDING 77 7; ,/: W. 4TH STREET (60' WIDE RIGHT-OF-WAY) EXHIBIT 'B' PAVING EXHIBIT 1 OF 3 SUNDANCE SQUARE H E (f) 1 11111111111111111111 1 III 111111111114 II 11111111 11u 1 1 IiIIJIIIIIIIJIIYIJIItlIIIIIYIIIIIIIIIJIIIIIIIIIIJYIiIIIIIIIIIIIIIIIIIYIIIIIIIIIIIIIIIII IIII111111111w IIIIIIIIIIIIIIIIJIII III IIIIII III IIIIIII IIIII IIIIIIIIIIIIIII IIIIIIIIIIIII I IIII Will I I lt YT c0 z a 0 6 c a x w L) 0 a w 0 3 0 c 0 0 Co CO Ca 0 0 0 0 0 0 c 0 1 a t CO O (V ro tri z ter CO 0 f1 1 1 LEGEND CONCRETE // SIDEWALK PAVEMENT W/PA VERS • ,416" CONCRETE PAVEMENT W/PA VERS A - 0 A"" Sri :!/Ii,4% 0 50 100 SCALE: 1"= 50 ft. U N AWAy 550 Bailey Avenue • Suite 400 • Fort Worth, Texas 76107 Tel: 817.335.1121 • Fax: 817.335.7437 (TX REG. F-1114) -E.±3RD STREET:,, \(60' WIDE RIGHT-OF-WAY) • T EE (60' WIDE RIGHT-OF-WAY) wv L�__.. soy EXHIBIT'B' PAVING EXHIBIT 20F3 n r m SUNDANCE SQUARE Elul IIIIIIIIIIIIIIIYIIIIIIIIIIIIIIIIIIIIIIIIIII Illuulllulllullluullplllll011101111111IIIIIIIIIIpIIIYIIIIJIJIII111'IIIIIIIII IIIIII III IIIIIII IIIIIIIIIIIIII II IIIIII IIIIIII IIIIII II IIIIIIIII II 111111111111111111111111111111111111111111 1111 'III IIII IIIIIIIII IIIIIIIIII I milli IIIIII IIIIII IIil ''IIIIIII III IIIII III IIIIIIIIII' IIIIIII nom owl IIIIIIIIII14II hill IIIIIi IIIplIIiIIIIIIlYII111YIYl IIIIIYIIIIIIIIIIIIIIIIIIIIi IIJIIIIIIJIIUIpIII IIIiIiYllnlillillllllllllllllllllllllllllllllllllllllllllllllYlllllll IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIi IIIIIIIILIIIIIIII dIUIIIIIIIiIIIIIIIIIJII,IIIpIIllulud IIIIII Iu0IIi IiIIl IIIIIIIII 11111111111111111111 III 1.9 1 0 n 0 n IL 0 U 0 N ti xx lL 3 to o, O rn 0 CO 0 0 0 03 0 0 0 c 0 _o J LL O 1-1 In O ro CU f- 0 ird rn m 0 a 1 Els 50 100 I I SCALE: 1"= 50 ft. r 3R6 5 I REEF' (60' WIDE RIGHT-OF-WAY) LEGEND 6" CONCRETE SIDEWALK PA VEMENT W/PA VERS .l 6" CONCRETE PA SEMEN T W/PA VERS D + ti rC " AI CAC- Are er ;I/I + i2a-K I( + I( + (60' WIDE RIGHT,OF-WAY) '- DUNAWAy 550 Bailey Avenue • Suite 400 • Fort Worth, Texas 76107 Tel: 817.335.1121 • Fax: 817.335.7437 (Ix REG. F-1114) 111111111111111111II11111 I EXHIBIT'B' PAVING EXHIBIT 3 OF 3 SUNDANCE SQUARE co s 1LIW1YY01u0111111Y1011111J11111111n11Y1011J11110111111J4111111111111111110111111111111111111111111111111111111111111111111J111111111111111111111111111 I1111111141111111111114141111 111111111111111111111111111 111111111111111111111111111111111111111111111111111 III 11111 11'1 1 II o11!Iil 1 1 i� I. 11 1� �I� it 1111 11 1 1 111c111 11111111111111111111111111111111J1111111Y01YI1111111111111111Y1111111Wud111111J11uuIJtlIW1111u �III II I JId111111Ju'illild JlilYd JII IY'WWi1lWllii1111111dJ111111JIJIiIIIJllilui iIi1111JYI111ilYl IIIIIIIIIBYI WJIIYIIIdullul VIIIIIIIIIIIJIIIJYII111�IIIIILue1iWWY1J WY Y'IlIJJ1Y Y41WYl'YY111'I'L 1114111111111 YI YI 111 II 111111 III I III m 0 0 0. 0. CO axx lL LL 0 3 3 a ' an IL 0 dMM 3 1 o 0 0 0 co 0 co CC 0 i3 x J LL 11-1 • .4 O 01 CO ro tO .V CO 0 0 LEGEND PROPOSED STORM DRAIN PROPOSED CURB INLET ii LJ ti 0 ILL 1- i; _ iY W 0 „sae `" 0 F- FF 617.96 r 1 FF 617.46 PROPOSED 10" CURB INLET E.?RDSTREET= L -5 0 50 100 SCALE: 1"= 50 ft. 'DUNAWAy 550 Bailey Avenue • Suite 400 • Fort Worth, Texas 76107 Tel:817.335.1121 • Fax:817.335.7437 (1XREG. F-1114) FF (60' WIDE RIGHT-OF-WAY) 616.13 n n PRO QOSED CASSIDY BUILDING 0 FF 617.96 18" STORM LAT. J EX 18" STORM DRAIN /1 1 W. 4TH STREET (60' WIDE RIGHT-OF-WAY) EXHIBIT'B1' STORM DRAIN EXHIBIT 1 OF 3 SUNDANCE SQUARE • • -+W`WUYWW•" ""' ' 1111IA 111111111111111111111111111111111111111111 11111111111 11 11111 1 111111111111111111111111 11 1 111111111111111111111111111111111111111111111111111JJJUJL1111111111111111111111111 III 11111111111111111111111111JA11111111111111111W11JUJ111111WW1111111111111101L11111111111111111iW1101h ni•••WY1111i11•1111•111WWJY111•E16111111IIII411JI111A1111pJ111flYuu14J111111111011111•11u1111101uIIJ11i1L111•11mJu111111111111111111u111Y111u1111uu11mplipdJ11111u11il011••• Ji iA1111p111 uulu1JOu 11 1 11 a 1u11 1 1 61_ n\Drawings\Exhibits\12-1204 CFA Exhibits and Application\SD EXHIBIT.dwg 0 0 CO 1-4 CO CD CO O 0 0 0 0 tp W U. M O N to to rn to 0) v 0 0 tti CIJ CO • 0 1 • • LEGEND PROPOSED STORM DRAIN PROPOSED CURB INLET ett • es e n n 3 (60' WIDE RIGHTrOF-WPY ";. PROPOSED 10" CURB INLET y I • 21 " STROM LAT. EX 24" STORM DRAIN (K-867) 0 50 100 I 1 I SCALE: 1"= 50 ft. DUNAWAy 550 Bailey Avenue • Suite 400 • Fort Worth, Texas 76107 Tel: 817.335.1121 • Fax: 817.335.7437 (TX REG. F-1114) • 11011111010111111 �.11 11 11 S___,) jgrang►arshS= a ► all ,•1. • L J • • l (1 , W. 4TH STR ET (6Of..WIDE -RIGHT-OE AY n 2 r m EXHIBIT 'Br STORM DRAIN EXHIBIT 2 OF 3 SUNDANCE SQUARE 1 1111111111111111111 111111 II IIIIIIIIIIIIIIIIu11lIIlII IIOIJIII llllull IIIII 11 1 11111111111111111111111 11111111111111111111111 111111 1 1 11111 III 1 11 IIIIIIII 1 1 1 1 1 I I III I J I III IIII IIIIIII IIIIIII IiilllillllJllllll IIIIIIIIIIIIII IIIIIIIIIIIIIIIII I I IIIIIIIIIIuu IIIIIIIIIIIIIUIIIW JLIIIIJIBiIIIIIIIIIIIIIIIIJLII1111liJiIIIIIIIIIIIIIIIIIIiIIIIIIIIIIIIIIIIJIYIIIIIIJIIIIIIIIIIIIII IIIIiIIIIIIIBIIIIIIIIlY011III101111IIIIIIJIIillllllllllll Illlllllllllpllll IIIJOIIpllllllllllllllll IIIIiI1IJWIiIIJi110iuJUJIWIiIIIiIJIIIIIOtlIIYIILIIWIYIIIIIIIIIIIIOIIIIBIIIIUIIIIIIIYIIIIIuulll Illlulll IIIIIII IIIII IIIII Illli illliJllllll I I Illlull II011LIlullllllllllliull li IIUIIIIIIIIIIiIWI IIIIIIII I II I I I c X W 0 0 t. ro 04 YLI 0 v 0 a In rn 0 c 0 O AR O co a 0 CO 0 0 0 a LU 2-4 id 1-1 O ro ro r m a) 0 0 m wFO 3 50 2 V H .222 • • SCALE: 1"= 50 ft. E. RD STREET (6,iA[I)E : HT-0 • I LEGEND PROPOSED STORM DRAIN PROPOSED CURB INLET A a a_ a sel-ler LW. Moweira PROPOSED 10" 4II CURB INLET 18 STORM LA T. Q' ,I W i IW 7 -1 EX 18" STORM DRAIN — '� I F-- ii �� _ PROPOSED 10" 1 L1_) CURB INLET C-) — i 7N 7 ' ry LL.I ' I Q d 8" STORM LAT 1 PROPOSED 10" CURB INLET I RE EX 18" STORM DRAIN 060' WIDE RIGHT-OF�1(VAY) / f. 100 -kar DUNAWAy 550 Bailey Avenue • Suite 400 • Fort Worth, Texas 76107 Tel: 817.335.1121 • Fax: 817.335.7437 (TX REG. F-1114) EXHIBIT'B1' STORM DRAIN EXHIBIT 30F3 SUNDANCE SQUARE it .ulllllolllll IIOAlllltllullllllllllllllllllllll uuuuu 11111 III II I I 111111III 1111111 IIIIIIIIII II 11111I lllllll 1111 11111 IIIII II III 1111111111111111 uliuuiu l II 111111111111111111111111111111111111 II lllllllll1HI lllloll 11111 Il ulllu3llllllllllllll le'IJol lllllollllutl lllppullllul llluluullll0lluIIIIIJIuIn llllullllllldlluld nlulJluIIIlWlluueu llllllllllothol1II (loll Ito UIIIIIIIOpIIII II3 IIIIIIuu IUII HOIIII I III IIIIIIIIIIIII Illlli uWOW3uuuwivaieuuoWuuoLuomomouuuuuum IIJ JLL n\Drawings\Exhibi a 0 0 W 0 0 00 0 0 0 0 B i7 F N 1-1 O z v LL 10 0 to to m 0 LL ■ • EcliE LEGEND CFW STANDARD STREET LIGHT/SIGNAL MAST CFW STANDARD SIGNAL PEDESTAL PEDESTRIAN LIGHTING FF 617.46 FF 617.96 0 50 100 SCALE: 1"= 50 ft. LJ FF 616.13 DUNAWAy 550 Bailey Avenue • Suite 400 • Fort Worth, Texas 76107 Tel: 817.335.1121 • Fax: 817.335.7437 (TX REG. F-1114) n E: --3 RD STREET (60' WIDERIGHT-OF-WAY) LA PROPJOSED CASSIDY BUILDING n FF 617.96 • W. 4TH STREET (60' WIDE RIGHT-OF-WAY) n 1 r m EXHIBIT 'CI & 'C2' STREET LIGHTS & SIGNALS EXHIBIT 1 OF 3 SUNDANCE SQUARE II II I 1 IIIIIu 11111111111111 l II 11111111111111111i11111111 IIIIII 1111111111111111 II I II 1111111I II 111111111111 I 1111111111 IIII 111111111111 1111111111111111111 11111111 I (IIIIIIII IIIIIIIIIIIII IIIIIIIIIi11111111111IIIIIIII 11 11111 I II IJIIi11Ji1i111IIIIii1i H1111111111 111111111m llllllll l IIIIIII lu1111111JIIIl111111111111111111 i1i11111111Y11111IliWY111111111lliI1ii1111111111i11111111111111i111LIiJYl1.illilIulil111111e11illlig1IlYIIli111111YW11111111i1Yii1111iiIilllilllllllli.1111II!Y1l 11111111i 1111111111111111111 (IIIIIIII IIIIIIIIIIIIIIIII IIIIIIIiI IIIIIIIIIIIIIIIIIIIIIIII 11111 IIII' 73 3 Coti 6 O. O. ji CV N 3-1 1-4 a w VI 01 "3 0 ' 0 ad w 0 m 0 0 0 o ct vl N 3-1 3-1 0 z CV LL 0 z L I0 N E m 0 0 • LEGEND CFW STANDARD STREET LIGHT/SIGNAL MAST CFW STANDARD SIGNAL PEDESTAL PEDESTRIAN LIGHTING 50 1 SCALE: 1"= 50 ft. 100 '"DUNAWAy 550 Bailey Avenue • Suite 400 • Fort Worth, Texas 76107 Tel: 817.335.1121 • Fax: 817.335.7437 (TX REG. F-1114) 111111111111111111 1 I - (60' WIDE RIGHT; OF -WAY) + I_J + J. P • i1 L • 7 • I + 1 1 + 1 + 1 + W. 4TH STREET (6O1=WIDE=RIG.HTOC • • • • • Cr • r m EXHIBIT 'C' & 'C2' STREET LIGHTS & SIGNALS EXHIBIT 2 0F3 SUNDANCE SQUARE • I II 11 3 uY11111JI1uuulllluluuuluu111111111111J11111411111111111111111J111111111110J111111111111111111111 111111111111111111111111111111111111111 IIIIIIII141111u111111111114111111 IIIIIIIIII 11II 1I IIIIII II III 1 11u1 1111 �i11u 1 u I. 1 1I1i 11 iJ11i111111I11111111111111111111111111111111111111111111 IIIIIIIIIIIIIIIJJ11111W111111LII II111111JIIu111111eWWJYJ111W14W1 IJ ', jlY JIII11 �111111141iW 1uu14111i 411J1 IIIIYI II1u1 ullil'JIIIYIIYJYIIY1111111111111uII111111111u1.111111111111Ji1W1111�1�uJ111111uuJ11111111111114111JIJYI11JI1111111JJ11J1ieuWJL�w111YlIW JJ11111iuJ11441WuulY4uYWYluJ1YIJJJIWIJ I1Y J11Y11111u1111111Y1J 11Y V m rn ots 5 6 c 113 IL 0 u g 1-1 w e 0 a, 0 0 0 ref co 0 0 0 m a 0 0 0 0 e Yi • Cl. -J N Q M O YV 0 CO LL 0 • z 0 73 ea m 2 m 0 a t • LEGEND O FO d«�K OT SORT WORTH CFW STANDARD STREET LIGHT/SIGNAL MAST CFW STANDARD SIGNAL PEDESTAL PEDESTRIAN LIGHTING RD STREET (66eA/IDE HT-O AYE_ 9-11 Tr E • • N " u x x 11- {?3 < \/ . x X • I. I R (b0' WIDE RIGHT-OI`\WAY) 7 • 50 I 100 SCALE: 1"= 50 ft. DUNAWAV 550 Bailey Avenue • Suite 400 • Fort Worth, Texas 76107 Tel: 817.335.1121 • Fax: 817.335.7437 (Tx REG. F-1114) %i! N ;oo EXHIBIT & 'C2' STREET LIGHTS & SIGNALS EXHIBIT 30F3 SUNDANCE SQUARE III II III II II 1 II ITEM NO. 1 2 3 CFA PAVING, STREET LIGHTING & SIGNAL IMPROVEMENTS QUANTITY MATRIX PAVING IMPROVEMENTS BID ITEM REMOVE SIDEWALK REMOVE ADA RAMP EA 1 REMOVE ASPHALT DRIVE ISY UNIT SY 1 1 4 REMOVE ASPHALT PAVEMENT ISY I L I 5 7" CONC CURB & GUTTER REMOVAL 1 1 6 REMOVE BRICK PAVEMENT SY ITEM NO. BID ITEM UNIT 7 6" CONC SIDEWALK I SY I 8 DECORATIVE PAVERS SY I 1 9 6" CONC DRIVEWAY SY J 10 BRICK PAVEMENT SY I 11 7" CONC CURB & GUTTER LF L 12 SUBGRADE 6" LIME STABILIZATIONSY L 13 ASPHALT REPAIR LF 1 ITEM NO. BID ITEM UNIT 14 12" SDL PVMT MARK NG HAE (W) LF 1 15 24" SW PVMT MARK NG PAINT (WILE L 16 LANE LEGEND ARROW IEA L 17 LANE LEGEND ONLY EA 1 18 REMOVE 4" PVMT MARKINGS LF 19 20 21 1 1 REMOVE RAISED MARKERES 'EA 1 1 REMOVE 18" PVMT MARKINGS ILF 1 1 1 REMOVE 12" PVMT MARKINGS ILF 4" BRICK PVMT MARKING 22 PAINT(W) WTTY II-CR MARKERS P3 4" BUTTONS (W) (SLD) 1 1 P4 4" PARKING TICKS (W) 1 1 25 4" DOT PVMT MARKING PAINT 1 1 4" DBL SLD PVMT MARKING 26 PAINT(Y) W/TY II -A MARKERS 1 J 8" SLD PVMT MARKING PAINT (W) 27 MTV I.r hi A pion( Ci 28 PVMT MARKINGS 4" LANE SKIP 1. 1 29 METRO STREET NAME SIGN 1 1 30 ONE WAY (RIGHT) MAST ARM 1 1 31 ONE WAY (RIGHT) POLE J 1 32 ONE WAY (LEFT) MAST ARM 5 33 ONE WAY (LEFT) POLE 1 34 LEFT ONLY (TWO LANES) 1 35 LEFT/THRU AND THRU ONLY I 1. 36 LEFT TURN ON GREEN 1 37 NO LEFT TURN I LF EA EA EA EA EA EA EA EA EA SHEET NO. C-201.1 C 202.1 C-203.1 558 475 577 2 26 315 437 438 C-201.2 T9 937 26 305 366 937 315 2 45 294 450 441 C 202.2 T10 971 45 350 375 971 294 131 13 1 721 118 4051 358 2 22 306 399 508 -203.2 T11 930 22 320 366 930 306 280 66 324 C204.1 IC701.1 5741 621 297 450 504 C 204.2 T12 987 346 375 987 297 387 72 2 2 115 25 14 14 100 3 1 2 1 3 1 2 39 320 397 701.2 T13 852 39 397 852 320 368 122 2 2 1 251 1 141 1 141 100 3 1 2 3 1 1 T14 332 127 405 230 6 2 4 2 4 2 2 ITEM TOTAL 2806 10 132 1537 2133 1892 852 3825 132 1321 1879 3825 1537 1087 321 4 4 717 26 360 1717 2301 50 28 28 4051 1 2001 $0.50 230 $0.50 UNIT PRICE $6.00 $60.00 $6.00 $6.00 $22.00 $7.00 $10.00 $36.00 $5.00 $20.00 $22.00 $3.00 $24.00 $2.75 $3.25 I $100.00 $100.00 I $0.50 12 4 8 4 10 2 2 2 2 $0.50 $3.25 $3.25 $0.50 $5.00 $5.00 $0.50 50.50 $340.00 5340.00 $340.00 $340.00 $340.00 $340.00 $340.00 $340.00 $340.00 TOTAL i ITEM TOTAL COST $16,836.00 $600.00 $792.00 $9,222.00 $46,926.00 $13,244.00 58,520.00 $137,700.00 $660.00 $26,420.00 $41,338.00 $11,475.00 $36,888.00 $2,989.25 $1,043.25 $400.00 $400.00 $358.50 $13.00 $1,170.00 $5,580.25 $115.00 $250.00 $140.00 $14.00 $202.50 $100.00 $115.00 $4,080.00 $1,360.00 $2,720.00 $1,360.00 $3,400.00 $680.00 $680.00 5680.00 $680.00 $379,151.75 44 ITEM NO. 45 ITEM NO. 46 ITEM NO. 47 75 ITEM NO. 76 72 ITEM NO. 73 39 ITEM NO. 40 ITEM NO. STORM DRAIN IMPROVEMENTS BID ITEM 38 REMOVE 18" STORM LINE 1 1 REMOVE 5' CURB INLET BID ITEM 18" RCP, CLASS III 41 21" RCP, CLASS III 42 4" PIPE UNDERDRAIN (HDPE) 43 8" PIPE UNDERDRAIN 10' CURB INLET I BID ITEM EROSION CONTROL MEASURES PARKWAY AMENITY IMPROVEMENTS BID ITEM 6"-12" TREE REMOVAL BID ITEM FILL 1 48 (TOPSOIL ITEM NO. 1 BID ITEM 49 (PLANT 6" TREE 1 50 PLANT 3" TREE 1 51 PLANT 5" TREE ITEM NO. BID ITEM 52 1" TYPE K COPPER TUBING L I. 53 1" SCH 80 PVC CONDUIT I I 1 54 I1" SCH 40 PVC MAINLINE 1 L 1 55 11" SCH 40 PVC LATERAL 1 1 56 (DRIP TUBING AT SILVA CELL IN 3" 1 l l 57 112" POP-UP SPRAY HEAD 1 1 58 RCV DRIP ASSEMBLY l 1 59 QUICK -COUPLING VALVE 1 I 60 ISOLATION BALL VALVE I 1 61 MANUAL DRAIN VALVE I62 RAIN SENSORS 1 63 CONTROLLERS 1 UNIT LF EA UNIT LF LF LF LF LF UNIT LS UNIT EA UNIT CY CY UNIT EA EA EA UNIT LF LF LF IF LF IEA 1 IEA IEA IEA IEA 1 IEA IEA 1 64 14" SCH 40 PVC IRRIGATION SLEEVILF I 65 (IRRIGATION BOX IL IEA I I 66 (IRRIGATION BUBBLER HEAD IEA t 67 11" WATER METER IEA 1 1 - 68 DOUBLE CHEC VALVE EA 69 1" REMOTE CONTROL VALVE EA 70 2" THK PEA GRAVEL MULCH 71 PLANT BACKFILL 1 CLASS B METER BOX BID ITEM BENCHES 8' X 2' TIMBER BENCH J J 74 TRASH RECEPTICLES BIKE RACKS BID ITEM TREE GRATES CY CY EA UNIT EA EA EA UNIT EA C-20 C-201.2 -6 35 1 33 244 28 1 C-201.1 4 C-1 L-201 P L-101C 1 21 1 2.23 40 2 L-101C 8 -101C 9 202.1 37 202.2 267 52 1 -7 C 202.1 5 C-2 -202P L-202P L-201P L-101C 2 4 3 SHEET NO. C-203.1 C 204.1 IC 701.1 23 24 40 1 C-203.2 28 194 10 1 -8 2 C 204.2 19 C-9 285 47 2 SHEET NO. C-203.1 C 204.1 3 3 C-3 C-4 20 L-203P L-203P L-202P 2 4 L-204P L-204P L-203P 31 -102C IL-103C 2 3 3 C 701.2 1 32 C 701.1 6 C-5 L-601P -601P L-204P L-601P 18 41 2 3 3 -606P -6 4.814 L-101C L-606P L-606P 9 156 146 837 1430 854 62'. 20 4 2 2 2 2 44 I ITEM TOTAL 159 5 47 35 990 137 5 UNIT PRICE $15.00 $100.00 $40.00 $45.00 $8.00 $10.00 $2,500.00 11 $2,000.00 TOTAL ITEM TOTAL 21 20 4.814 18 9 41 156 146 837 1430 854 62 20 4 2 2 3 3 4111 1 21 21 11 11 1 2.23 40 2 8 141 26 53 ITEM TOTAL COST $2,385.00 $500.00 1 $1.880.00 $1,575.00 $7,920.00 $1,370.00 $12,500.00 $2,000.00 $30,130.00 UNIT PRICE I ITEM TOTAL COST $150.00 $10.00 $15.00 $600.00 $400.00 $550.00 $18.00 $18.00 $18.00 $18.00 $30.00 $100.00 1 $150.00 $500.00 $500.00 $500.00 1 $500.00 I $500.00 1 $18.00 I $1,000.00 1 $10.00 1 $600.00 1 $1,200.00 1 $1,000.00 $0.75 $3.00 $250.00 $500.00 5300.00 5300.00 $400.00 I TOTAL 53,150.00 5200.00 $72.21 $10,800.00 $3,600.00 522,550.00 $2,808.00 $2,628.00 $15,066.00 525,740.00 525,620.00 $6,200.00 $31000.00 52,000.00 $1,000.00 I $1,000.00 51,500.00 $1.500.00 57,398.00 $2,000.00 $20.00 $600.00 $1,200.00 $1,000.00 $1.67 $120.00 I $500.00 $4,000.00 $4,200.00 $7,800.00 $21,200.00 $178,473.88 TRAFFIC SIGNAL IMPROVEMENTS ITEM NO. BID ITEM UNIT 77 ELECT SERV I EA 78 2" CONDT PVC SCH 40 (T) LF L 79 2" CONDT PVC SCH 40 (B) LE L 80 3" CONDT PVC SCH 40 (T) ILF I_ ( I 81 3" CONDT PVC SCH 40 (8) ILF 82 4" CONDT PVC SCH 40 (T) ILF 83 3-SECT SIGNAL HEAD ASSEMBLY IEA 1 1 84 PED SIGNAL HEAD ASSEMBLY EA I, 1. 85 INSTALL EMER VEHICLE PRE SYS LS 86 20/C 14 AWG MULTI -CONDUCTOR 1 1 87 NO 6 INSULATED ELEC CONDR 1 88 NO 8 INSULATED ELEC CONDR 1 1 89 NO 8 BARE ELEC CONDR 90 12 PR/19 AWG 91 25 PR/19 AWG 1 92 GROUND BOX, LARGE 93 94 95 96 97 98 99 LF LF LF LF LF F EA INSTALL TYPE 10'-14 PED POLE Al EA 1 INSTALL TYPE 41 SIGNAL POLE EA INSTALL TYPE 43 SIGNAL POLE EA MAST ARM 16'-36' EA MAST ARM 40'-48' EA 1 CONTROLLER & CABINET I_ 1. TY 1 SIGNAL FOUNDATION EA EA T3 T4 IT5 1 1I 350 125 170 230 245 20 6 8 2 335 1800 1440 295 520 175 4 2 2 1 1 1 1 2 1 1. 100 TY 3 SIGNAL FOUNDATION EA 2 I 1. 101 TY 4 SIGNAL FOUNDATION EA 1 1 I. 102 INSTALL TYP A1120 LUMINAIRE P EA 1 1 _ 103 INSTALL TYP A1420 LUMINAIRE P EA 2 I 1 104 TY 7 LUMINAIRE FOUNDATION EA 1 2 I 1 105 TxDOT TY36-A SIGNAL FOUNDATIUEA ITEM NO. BID ITEM 1UNIT C-201.1 106 SALVAGE TRAFFIC SIGNAL IEA 1 ITEM NO. BID ITEM IUNIT _ 1C-7 107 TRAFFIC CONTROL DETAILS IMO 6 STREET LIGHT IMPROVEMENTS ITEM NO. BID ITEM UNIT 108 NO 8 INSULATED ELEC CONDUIT LF 1 L 109 NO 4 INSULATED ELEC CONDUIT LF 1 1 1 110 200 W HPS PC LIGHTING FIXTURE IEA .1 1 I 111 LIGHT-ILLUMIN ASSEMBLY IEA 1 (_ I 112 LIGHT CONCRETE FOUNDATION IEA ITEM NO. BID ITEM (UNIT 113 SALVAGE STREET LIGHT POLE IEA ITEM NO. BID ITEM IUNIT 114 ELECTRICAL PULL BOX IEA UNIT TOTAL E-1 1020 6 6 6 -201.1 3 E-1 1 -202.1 T5 E-2 115 260 155 15 4 6 2 330 720 770 300 610 4 3 1 1 1 1 3 1 1 1 1 670 2010 12 12 12 C-202.1 4 E-2 SHEET NO. 1 IT6 177 230 235 125 1351 2501 101 1 61 8 2 360 1410 1150 290 585 4 1 2 1 3 1 1 2 1 3 3 C-203.1 1 T6 1 160 1 2451 2401 1 151 61 1 81 21 320 1185 1150 290 500 4 2 2 1 1 1 2 2 2 2 C-204.1 2 n SHEET NO. E-3 E-4 680 2040 12 12 12 C-203.1 1 E-3 1 C-204.1 3 E-4 130 45 260 170 20 4 6 2 460 525 950 340 435 4 2 1 C-701.1 T8 C-701.1 1 1 2 1 1 1 5 T8 T13 130 55 150 275 10 6 1 8 2 340 555 830 320 440 4 2 2 ITEM TOTAL 3 1200 670 1280 1335 901 321 1 441 121 1 21451 61951 63101 18351 1130I 2135 24 13 7 3 8 3 1 6 2 3 3 13 7 3 9 4 13 1 7 11 6 ITEM TOTAL 2370 4050 30 30 30 17 2 1 i 1 1 1 1 1 1 1 1 I UNIT PRICE $340.00 $15.00 $15.00 $15.00 $15.00 $15.00 $1,200.00 $1,200.00 $500.00 1 $2.00 1 $1.00 $1.00 $1.00 $1.00 $1.00 $650.00 $1,500.00 $5,000.00 1 $5,000.00 $5,000.00 $5,000.00 $4,000,00 $2,000.00 I $2,000.00 $2,000.00 $2,000.00 $2,000.00 $400.00 $1,500.00 $1,000.00 $2,000.00 ITEM TOTAL COST $1,020.00 $18,000.00 $10,050.00 $191200.00 $20,025.00 $1,350.00 $38,400.00 1 $52,800.00 $6,000.00 $4,290.00 $6,195.00 $6,310.00 $1,835.00 $1,130.00 $2,135.00 $15,600.00 $191500.00 $35,000.00 $15,000.00 $40,000.00 $15,000,00 $24,000.00 $26,000.00 $14,000.00 $6,000.00 $18,000.00 S8,000.00 $5.200.00 $1,500.00 $7,000.00 $12,000,00 TOTAL $450,540.00 UNIT PRICE I ITEM TOTAL COST $1.00 1 $2,370.00 $1.001 $4,050.00 $1,000.00 1 $30,000.00 $2,000.00 1 $60,000.00 $650.00 $19,500.00 $1,000.00 $17,000.00 $650.00 $1,300.00 TOTAL $134,220,001 $1,172,515.631 TIF #3 Board Meeting March 22, 2012 245PM Development Conference Room Fort Worth City Hall Board members in attendance were Chairman W.B. "Zim" Zimmerman, Charles Boswell representing State Senate District 10 County Commissioner Roy Brooks, City Council Member Joel Burns, State Representative Lon Burnam, Mark McClendon representing the Tarrant County College District and Scott Rule representing the JPS Health Network. City of Fort Worth staff members in attendance were Marguerite Allen, Jay Chapa, Fernando Costa, Henry Day, Robert Sturns and Peter Vaky. Other attendees included Lisa McMillan, Tarrant County Economic Development Coordinator, Michael Bennett of Bennett Benner Pettit, Johnny Campbell, President and CEO of Sundance Square, Matt Carter of Fine Line Diversified Realty, Ramon Guajardo representing the Fort Worth Housing Authority, Barbara Holston, President and CEO of the Fort Worth Housing Authority, Bill Thornton of the Fort Worth Chamber of Commerce and Patricia Ward, Tarrant County Community Development & Housing Downtown Fort Worth, Inc staff members attending were Andy Taft, Jim Johnson and Carole Robinson. A quorum being present, Chairman Zimmerman called the meeting to order. Approval of Minutes of November 28. 2011 Meeting:, Chair Zimmerman drew the Board members' attention to minutes of the November 28, 2011 meeting, previously distributed for review. U pon a motion duly made by Roy Brooks, seconded by Charles Boswell, the minutes of the November 28, 2011 meeting were unanimously approved as distributed. Authorize Amendment to the Development Agreement with Sundance Sauare Partners for 415 Throckmorton Street: The March, 2011 TIF Development Agreement for streetscape improvements at Oliver's Fine Foods contained a stipulation that the City issue a Certificate of Completion by December 31, 2011. Construction was complete, a temporary certificate of occupancy was obtained and the store was open for business before December 31st, but the City was unable to issue a Certificate of Completion until the City's Auditing Department reviewed and approved expenditures. The City's Certificate of Completion was issued on March 7, 2012. The delay in obtaining the Certificate was beyond the control of the developer. U pon a motion by Roy Brooks, duly seconded by Lon Burnam, the Board unanimously approved amending the TIF Development Agreement to extend the project completion date to March 31, 2012. Authorize Amendment to the TIF Proiect & Financing Plan to Include Affordable Housing; Mr Johnson drew the Board s attention to a proposed TIF Project & Financing Plan text amendment and draft resolution to add affordable housing to the TIF's Project Plan. Commissioner Roy Brooks stated that he was a longtime proponent of affordable housing and this was a much needed step toward that goal. TIF # 3 Board of Directors Page 1 March 22, 2012 U pon a motion by Roy Brooks, duly seconded by Joel Burns, the Board unanimously approved an amendment to the TIF Project & Financing Plan to include Affordable Housing, and adoption of Resolution 2012-01 as presented. Authorize a Development Agreement with the Fort Worth Housing Authority for Construction of Affordable Housing at Hunter Plaza: The Fort Worth Housing Authority's application for 9% tax credits for the redevelopment of Hunter Plaza was unsuccessful. The next plan is to apply for so-called "4% tax credits,' which are less competitive but offer less equity. The preferred scenario of a 60% affordable / 40% market -rate project leaves a financial gap of $3.35M. The Housing Authority, in working toward closing this gap by multiple methods, is requesting a grant from the Downtown TIF Board of $1 M which along with other sources would reduce the gap to $763 000. Ramon Guajardo, representing the Housing Authority, explained that closing the remaining gap may include getting a higher price for the tax credit equity and refining the construction budget. Mr Guajardo admitted there were few viable options to go forward with the project without the requested grant from the TIF. U pon a motion by Lon Burnam, duly seconded by Roy Brooks, the Board unanimously authorized a Development Agreement with the Fort Worth Housing Authority for construction of Affordable Housing at Hunter Plaza as presented, subject to the Fort Worth City Council's approval of the TIF Project and Financing Plan amendment on affordable housing. Chair Zimmerman asked the Housing Authority to return to the Board with an update on the final closure of the financial gap; Mr Guajardo committed to do so. Authorize a Development Agreement with the Sundance Square. Inc. for Construction of the Central Plaza in the Vicinity of 3'd. 4"' and Main Streets: Mr. Johnson reported to the Board that Sundance Square intends to build three new structures, a central plaza and preserve two historic structures in the central business district. Johnny Campbell President and CEO of Sundance Square, presented the proposed project. The project is designed to work with the urban fabric and focus on pedestrian scale. -The three buildings will be built simultaneously in order to benefit from economies of scale, defray land expense for the plaza land and lessen disruption. The three buildings will include approximately 278K square feet of Class A mixed -use space including 50K square feet of retail, 203K square feet of office and 16K square feet of apartments Mr. Campbell displayed renderings of the buildings, describing the facades, materials and features of each. -Two historic building facades, the Jett Building and the Land Title Building, will be retained. Lon Burnam asked if a National Register historic designation would be pursued; Mr. Campbell will research. -The Plaza will contain many features for public/private events, including a stage, specialty sound and lighting, tables and chairs, water features and public rest rooms. S chematic drawings have not released pending public input S undance Square is requesting TIF funding of the public right-of-way improvements and other eligible TIF expenses. Charles Boswell inquired about the effects on parking demand. Mr. Campbell explained that the parking garage behind PF Chang uses 300 to 320 of the available 766 spaces The remaining spaces are available for public parking The garage was purposely over -built in anticipation of this project. Mr. Campbell also pointed out that the actual parking use in the S undance area is 1.64 spaces per 1,000 SF of space rather than the generally accepted 2 spaces resulting in available space in both the Sundance Garage 1 and Garage 2 for the parkers currently using the two surface lots who need to be relocated TIF # 3 Board of Directors Page 2 March 22, 2012 Jim Johnson reviewed development plans for the Board. The total development cost is $110M with expected completion by September, 2013. For the purposes of TIF participation, $90 M will be used for construction costs with a completion date of December 31, 2014. The Agreement would be for reimbursement of qualified expenses not to exceed $11 M including: • Re -grading of the adjacent public ROWs • Street and sidewalk improvements • Streetscape improvements • Costs associated with the preservation of the Chisholm Trail mural and other facade elements of the Jett Building and the Land Title Building • The appraised value of facade easements or leases on the historic buildings • Construction and operation of public restrooms • Interest on TIF eligible improvements • Street closure fees on TIF eligible improvements • Other items as may be agreed upon by both parties Mr. Johnson detailed the proposed reimbursement schedule: $6.0 M at project completion with a target percentage of 55% $1.25 M on June 1, 2014 with a target percentage of 65.9% $2.0 M on June 1, 2015 with a target percentage of 84.1% $1.75 M on June 1 2016 with a target percentage of 100% The proposed payment schedule matches estimated TIF revenues and expenses while maintaining a projected balance of $3 M at all times in the TIF s cash account. The TIF could take on new projects up to the TIF lifetime cap of approximately $2.78M capacity taking into account the $1 M approval for Hunter Plaza earlier today, with the caveat of keeping reasonable reserves of $1 M until closer to the end of existing TIF Board obligations. Due to the annual funding cap of $5 M tax increment from these improvements will flow directly to the taxing entities. The land is currently on the tax rolls; value of the plaza land is likely to decline, however, due to the new buildings a conservative estimate of the tax increment is between $1 M and $1.5 M in the 2014 tax year with revenues arriving in 2015. The payback period for investing $11 M in TIF funds to generate new general fund revenues is estimated at 8 to 11 years Mr Chapa opined that these general fund revenue estimates would not include those going to the Fort Worth ISD, which is no longer part of the TIF in 2013-2014. Councilmember Burns expressed his pleasure at the opportunity to finance the planned preservation of the historic facades and the culmination of a goal envisioned at the inception of the TIF district County Commissioner Roy Brooks noted the estimated increase in ad valorem tax. State Representative Lon Burnam voiced his approval of the central plaza, but his intention to vote `no" on the motion due to long term concerns regarding the lack of public input in the TIF funding process and additionally his reservations in putting such a large percentage of the available TIF funds into one project which will preclude addressing other issues Upon a motion by Joel Burns, duly seconded by Roy Brooks, the Board by a vote of 6 to 1 authorized a Development Agreement with the Sundance Square, Inc. for reimbursement of up to $11 M in TIF project costs for construction of the Central Plaza in the Vicinity of 3`1, 4th and Main Streets with the stipulation that there will be $90 M in total building and plaza construction costs as presented. Amend Fiscal Year 2012 TIF Budget Mr. Johnson referred the Board to Section 6 of the board packet. Slight over -runs in three contractual items (the City Place Garage, City Place Garage Additional Rent and SFFH TIF # 3 Board of Directors Page 3 March 22, 2012 Insurance) require an amendment to the TIF 2011-2012 Budget The total budget amendment requested is about $15 K higher in expenses than the previously approved budget Upon a motion by Joel Burns, duly seconded by Scott Rule, the Board unanimously approved the 2011-2012 Budget Amendment as presented. Mr. Johnson drew the Board's attention to three additional financial reports: • Summary of Downtown TIF Projected Cash Flows - updated to include the payments for the Central Plaza and Hunter Plaza projects approved at today's meeting, which reflects an ending cash balance of at least $3M each year from 2013 forward. • Santa Fe Freight House Forecast - includes adjusted insurance expense and reflects a small annual net profit until 2016-2017 when the UTA lease ends • Increment Returned to Local Governments — these projections do not yet include added value after the Central Plaza and buildings. In 2013, the TIF will reach the $50M original cap, at which time the School District will drop out and the Tarrant County College District s participation rate will drop to 50% Citizen Presentations: Chairman Zimmerman called for Citizen Presentations; there were none. Executive Session: Chairman Zimmerman noted that there is no need for an Executive Session at this meeting. Reauest for Future Agenda Items/Other Matters: There being no other items to bring before the Board, Chairman Zimmerman adjourned the meeting. Respec Ily submi d, Gt t_ 4 i Cha an W. B. im" immerman TIF # 3 Board of Directors Page 4 March 22, 2012