HomeMy WebLinkAboutContract 43108 (2)C1TY ���i�i�1( ,-� � �
CaNTRACT N0. ` � � !t' .�' .�.
MASTER UTILITY ADJiJSTMENT AGREEMENT
THIS AGREEMENT, by and between the City of Foi�t Worth, Texasl hereinaftei• identified as the
"City", and Atmos Energy Corpoi•ation, hereinafter identified as "Utility", is as follows:
WITNESSETH
WHEREAS, the City, acting in conjunction with the United States Army Corp of Engineers ("COE") and
the Tai7�ant Regional Water District ("TRWD"), is undertaking a flood conh•ol, transpor-tation, and public
improvement project within the area depicted on E�libit 1, attaclled hereto, lalown as the Trinity River
Vision Project (the "Project"); and
WHEREAS, the City has notified Utility that certain of its facilities and appurtenances (the "Facilities")
ar•e in locational conflict with the Pi•oject, and the City has requested that Utility undertalce the adjustment
of the Facilities as necessaiy to accommodate the Project; and
WHER�AS, the specific Facilities and the specific proposed adjushnents thereto will be identified and
described in a ser•ies of Utility Adjustment Agreement Schedules to this Agreement ("Adjustment
Schedules"), each to be substantially in the form attached hereto as E�libit 4, to be prepared by Utility
after Plans therefor have been prepared in accordance with this Agreement and agreed to in writing by the
City, the Trinity River Vision Authority ("TRVA"), and Utility (each an "Adjustment"); and
WHEREAS, the City and Utility desire to implement the Adjustinents by entering into this Agreement
for all Facilities and a separate Adjustment Schedules for each Adjustment.
AGRE�MENT
NOW, THEREFORE, in consideration of these premises and of the mutual covenants and agreements of
the parties hereto and other good and valuable consideration, the receipt and sufficiency of which being
hei•eby aclrnowledged, the City and Utility agree as follows:
1. A�reement to Adiust Facilities. Utility hereby agrees to perform such Adjustments as are
necessary to accommodate the Project, as set forth in the Adjustment Schedules, and Utility and
the City hei•eby agree to participate in the costs of such Adjustments as set forth herein. For
purposes of this Agreement, an Adjustment shall be deemed necessary to accommodate the
Project if:
(a) Facilities to be adjusted are wholly or pai�tially within the area depicted on E�ibit 1, and
(b) either:
(i) the Facilities are deemed to be in conflict by Utility, based on specifications, standards
of practice, and constiliction methods which Utility customarily applies to facilities comparable
to the Facilities , or
(ii) the Adjustment worlc is requested by the City, COE or TRVA in order to
accommodate any of the conshuction or improvements described in E�chibit 2, attached hereto, or
any subsequent materials or documents produced or disseminated by the Tr•inity River Vision
Authority, the City, COE or TRVA in connection with the Trinity River Vision Project.
Without limiting the faregoing, the parties agree that the Adjustments set foi�th on E�ibit 3 are
necessaiy to accommodate the Project and are included within this �eement. However, a
plans for the Project are fully developed, additional or alternative �[i�t�� ����
CITY SECRETARY
FT. WORTH, 7X
necessaiy. In such event, the parties agree to cooperate with one anothel• fully in identifying
those additions or adjustments, which will be deemed to be a par�t of this E�ibit 3 for all
purposes once agreed upon in writing by both parties.
2. Preparation of Plans. For each Adjustment that is to be accomplished hereunder, Utility
will prepare an Adjustment Schedule that will identify the necessary adjustment and provide the
drawings, plans, required specifications, and cost estimates for the proposed Adjustment
(collectively, the "Plans"). The Plans will speci�cally identify any Betterments (as defined in
Section 9 hereo� to be undertaken as pat�t of such Adjustment. The City will review and approve
the Plans prior to commencement of such Adjustment. The city's approval shall be deemed
confirmation that Utility's Plans for design and construction are consistent and compatible with
(i) the cm•rent design and constrLiction of the Project and (ii) any other utilities being installed in
the same vicinity as acknowledged by City, TRVA and COE by review of plans.
3. Review bv COE and TRVA. The City will submit each Adjustment Schedule and all
corresponding Plans to COE and TRVA for their review and approvaL If mutually agreed to by
the City and Utility, the Plans will be modified as necessaly to address any comments made by
COE or TRVA thereon.
4. DesiEn and Construction Standards. All design and construction performed for the Adjustment
worlc which is the subject of this Agreement shall comply with and conform to the following:
(a) All applicable local, state and federal laws, regulations, decrees, ordinances and policies;
(b) The terms of all governmental permits or other approvals, as well as any private
approvals of third pai�ties necessaty for such worlc; and
(c) The standard specifications, standards of practice, and construction methods (collectively,
"standards") which Utility customarily applies to facilities comparable to the Facilities
that are constructed by Utility or for Utility by its contractors at Utility's expense, which
standards are current at the time this Agreement is signed by Utility.
5. Construction bv Utility; Schedulin�.
(a) Utility shall perform the constiuction necessary to adjust the Facilities. All construction
worlc hereunder shall be pei�formed in a good and worlcmanlike manner, and in
accordance with the Plans. Utility agrees that during the Adjustment of any Facilities,
Utility and its contractors will coordinate their• worlc with the City so as not to interfere
with the performance of worlc on the Project by the City or by any other party.
"Interfere" means any action or inaction that interrupts, interferes, delays or damages
Project worlc.
(b) Utility may utilize its own employees or may retain such conn•actor or• contractors as are
necessary to unde��take an Adjustment. If an Adjustment of is undertalcen by Utility's
contractor under a competitive bidding process, all bidding and contracting shall be
conducted in accordance with all federal and state laws and regulations applicable to the
Utility and the Project. The City shall communicate any Project-specific requirements to
Utility in this regard prior to Utility commencing its bidding process.
(c) Utility shall obtain all permits necessaty for the construction to be performed by Utility
her•eunder, and the City shall cooperate in that process as needed.
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(d) Utility shall commence its consn�uction for Adjustment of any Facilities hereunder
promptly after (i) receiving written approval of the Plans from the City, COE and TRVA;
(ii) receiving written notice to proceed therewith fi•om the City, (iii) any right of way
necessaly for such Adjustment has been acquired either by the City (for Adjustments
located within the public right-of-way) or by Utility (for Adjustments located outside of
the right of way), or a right-of-entiy permitting Utility's construction has been obtained
fi•om the land owner by the City or by Utility with the City's prior approval, and (iv) all
physical and legal impediments to the commencement of construction shall have been
resolved (e.g., the relocation of other utilities).
(e) Utility shall use best efforts to complete each Adjustment within the construction
duration set forth in the applicable Adjustment Schedule.
(� Throughout the duration of the Project (and any extension or expansion thereo�, City
shall afford Utility reasonable notice and oppoz�tunity to i•eview aspects of worlc
undertalcen for the Project which have the potential to impact the Facilities. Without
limiting the foregoing, Utility shall be given the opportunity to review worlc on the river
channel above the Adjusted Facilities, particularly as it relates to the use of heavy
consh•uction equipment, significant movements of earth, and blasting. Utility and City
shall cooperate to ensure that such worlc shall not unreasonably interfere with Utility's
Facilities.
6. City Responsibility for Costs of Work.
(a) With the exception of any Betterment (hereinafter defined), the pai�ties shall equally share
the cost of any Adjustment between themselves, except to the extent that the Utility is located
outside of the public right-of-way on a compensable property intet•est, in which case City shall
bear all the costs of that portion of the Adjustment. All costs charged to the City by Utility shall
be reasonable and shall be computed using rates and schedules not exceeding those applicable to
the similar work performed by or for Utility at Utility's expense. The costs paid by the City
pursnant to this Agreeinent shall be full compensation to Utility fos• all costs incnrred by Utility in
undei�taking an Adjustment (including without limitation costs of relinquishing and/or acquiring
right-of-way).
(b) In the event that, in order to accommodate the Project, Utility is required by the City to
relocate facilities previously adjusted pur•suant to Plans approved by the City in accordance with
this Agreement, the City shall be responsible for one hundred percent (100%) of the costs of any
subsequent Adjustment.
7. Costs of the Work. Utility's costs for Adjustment of its Facilities shall be derived from (i) the
accumulated total of costs incurred by the Utility for design and construction of such Adjustment,
including without limitation the costs incurred by Utility prioz• to execution of this Agreement,
plus (ii) Utility's other related costs (including Utility's corporate overhead loadings and
franchise fee reimbursement), plus (iii) Utility's right of way acquisition costs, if any, which are
reimbm•sable pursuant to Paragraph 13. Expenses incurred by Utility prior to the execution of an
Adjustment Schedule may be billed to City on a periodic basis following execution of this Master
Utility Adjustment Agreement. Utility shall submit such expenses in substantially the same
manner, and on substantially the same terms, as it would under an Adjustment Schedule prepared
in accordance with this Agreement.
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8. Billin�, Pavment, Records and Audits.
(a) Each Adjustment Schedule shall include an estimate of the costs to be incurred by Utility
in accomplishing the Adjustment covered by the Adjustment Schedule. The estimated
cost shall be a good faith estimate of approximate costs, and the actual costs incurred by
Utility in accomplishing the Adjustment may be higher. The estimated cost is subject to
change due to any number of factors including, but not limited to, changing conditions in
the field, weather delays, changes in Utility's labor, materials or contractor costs, or
changes in the scope of the worlc. The form of the estimate to be provided by Utility is
attached hereto as E�ibit 5.
(b) Upon execution of each Adjustment Schedule and deliveiy of an invoice from Utility,
City shall pay to Utility its share of the estimated costs of the Adjustment covered by the
Adjustment Schedule. Upon completion of the Adjustment covered by the Adjustment
Schedule, Utility shall calculate its actual costs of the Adjustment. In the event that the
actual costs of the Adjustment exceed the estimated cost, the City shall pay its share of
the excess within forty-five (45) days of receipt of an invoice for such excess. In the
event that the actual costs of the Adjustment are less than the estimated cost, Utility shall
refund to the City the City's share of the difference within forty-�ve (45) days of the
calculation.
(c) Utility shall maintain complete and accur•ate cost records for all worlc performed pursuant
to this Agreement and each Adjustment Schedule. Utility shall maintain such records for
four (4) years after receipt of final payment hereunder. The City and its representatives
shall be allowed to audit such records during Utility's regular business hours. The pai�ties
shall mutually agree upon (and shall promptly implement by payment or refund, as
applicable) any financial adjustment found necessaiy by the City's audit.
(d) If, after approval by the City of Utility's Plans for an Adjustment, including the cost
estimate for the Adjustment, Utility determines that the actual costs may exceed the
estimated cost by more than five percent (5%), Utility will notify the City of the
increased costs, and request the City's approval for the increased costs. In the event the
City refiises to approve the increased costs, Utility may cease worlc on the project until an
agreement is reached.
9. Betterment.
(a) For purposes of this Agreement, the term `Betterment" means any upgrading of a Facility
being Adjusted that is not attributable to the construction of the Project and is made
solely for the benefit of and at the election of Utility, including but not limited to an
increase in the capacity, capability, efficiency or function of the Adjusted Utility over
that provided by the existing Utility facility or an expansion of the existing Utility
facility; provided, however, that the following are not considered Betterments:
(i) any upgrading which is required for accommodation of the Facility;
(ii) replacement devices or materials that a��e of equivalent standards although not
identical;
(iii) replacement of devices or materials no longer regularly manufactured with the
next highest grade or size;
(iv) any upgrading required by applicable laws, regulations or ordinances;
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(v) replacement devices or materials which are used for reasons of economy (e.g.,
non-stociced items may be uneconomical to purchase);
(vi) any upgrading required by Utility's "standards" meeting the requirements of
Paragraph 4(c); or
(vii) any discretionary decision by Utility that is contemplated within a particular
standard described in clause (vi) above.
(b) It is undeistood and agreed that the City will not pay for any Betterments and that Utility
shall not be entitled to payment therefore. No Betterment may be performed in
connection with the Adjushnent of any Facilities which is incompatible with the Project
or which cannot be performed within the other constraints of applicable law, any
applicable governmental approvals, inchiding without limitation the scheduling
1•equirements there under. Accordingly, Utility will certify to one of the following
statements regarding betterments on any Adjustment Schedule made hereunder:
1. The Adjustment of the Facilities pursuant to the Plans does not inchide any
Betterment.
2. The Adjustment of the Facilities pursuant to the Plans inchides Betterment to
the Facilities by reason of [insert explanatio��, e.g. "replacii�g 12 " pipe with
24" pipeJ: '. Utility has provided to the City compar•ative estimates for
(i) all costs for work to be perfoi7ned by Utility pursuant to this Agreement,
including worlc attributable to the Betterment, and (ii) the cost to perform
such worlc without the Betterment, which estimates are hereby approved by
the City. The estimated amount of Utility's costs for worlc hereunder which
is attributable to Betterment is $ ', calculated by subtracting (ii) from (i).
The percentage of the total cost of Utility's worlc hereunder which is
attributable to Betterment is %, calculated by subtracting (ii) fi•om (i),
which remainder shall be divided by (i).
(c) If any Adjustment includes a Betterment, then Utility is responsible for the actual cost of
the identified Betterment, determined by multiplying (a) the Betterment percentage stated
in Paragraph 9(b), by (b) the actual cost of all worlc performed by Utility pm•suant to the
applicable Adjustment Schedule (including worlc attributable to the Betterment). The
final invoice submitted pursuant to Paragraph 8(b) shall deduct the actual cost of the
identified Betterment.
10. Salvage. For any Adjustment from which Utility recovers any materials and/or parts and retains
or sells the same, after application of any applicable Betterment credit, the City is entitled to a
credit for the salvage value of such materials and/or pai�ts. The final invoice submitted pursuant
to Pat•agraph 8(b) shall deduct the full salvage value.
11. Utilitv Investi�ations. In performing the Adjustment, Utility shall comply with the notification
and locate process established under the Underground Facility Damage Prevention and Safety
Act, Ch. 251, Texas Utilities Code (the "One-Call Statute"). If the horizontal markings provided
in response to Utility's compliance with the One-Call Statute indicate a potential conflict, Utility
shall talce all additional actions that may be necessary to physically locate the conflicting facilities
and may be impacted by the Project. In performing any excavation activities in connection with
the Project, the City shall comply with the notification and locate process established under the
Underground Facility Damage Prevention and Safety Act, Ch. 251, Texas Utilities Code (the
"One-Call Statute"). If the horizontal markings provided in response to the City's compliance
with the One-Call Statute indicate a potential conflict, the City shall take all additional actions
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that may be necessary to physically locate the conflicting facilities and may be impacted by the
Proj ect.
12. Inspection and O�vnership of Facilities.
(a) The City shall have the right, at its own expense, to inspect the Adjustment worlc
performed by Utility or its contractors, during and upon completion of construction to
ensure that such worlc is being under�talcen in accordance the Plans and all applicable legal
requirements. All inspections of worlc shall be completed and any comment provided
within five (5) business days after request for inspection is received. Each Adjustment
shall be deemed completed once the City has certified in writing that the Adjustment has
been completed in accordance with the Plans and all applicable legal requirements, which
certification shall not um•easonably be delayed or withheld.
(b) Utility shall accept full responsibility for all fi�ture repau•s and maintenance of its
Facilities. In no event shall the City become responsible for malcing any repairs or
maintenance, or for discharging the cost of same. The provisions of this Paragraph 12(b)
shall not limit any rights which Utility may have against the City if the City damages any
Facility as a result of its Project activities.
13. Real Property Interests.
(a) Upon execution of any Adjustment Schedule, Utility shall promptly provide to the City
documentation acceptable to the City indicating any right, title or interest in real property
claimed by Utility (excluding any legal right to use the public rights-of-way) with respect
to the Facilities covered by the Adjustment Schedule in their existing location(s)
(`Bxisting Interests").
(b) If acquisition of any new easement or other interest in real property ("New Interest") is
necessary for the Adjustment of any Facilities, then the Utility shall be responsible for
undei�taking such acquisition. The Utility shall implement each acquisition hereunder
expeditiously so that related Adjustment consh�uction can proceed in accordance with the
Project schedules. The City shall be responsible for the actual and reasonable acquisition
costs of any such New Interest (including without limitation Utility's reasonable
overhead charges and legal costs as well as compensation paid to the landowner),
excluding any costs attributable to Betterment as described in Paragraph 9.
(c) The City shall be responsible only for replacement in Icind of an Existing Interest (e.g., as
to width and type), unless a New Interest exceeding such standard (i) is required in order
to accommodate the Project or by compliance with applicable law, or (ii) is called for by
the City in the interest of overall Project economy. Any New Interest which is not City's
cost responsibility pursuant to the preceding sentence shall be considet�ed a Betteiment to
the extent that it upgrades the Existing Interest which it replaces, or in its entirety if the
related Facility was not installed pursuant to an Existing Interest. Betterment costs shall
be solely Utility's responsibility.
(d) For each Existing Interest located within the final Project limits, upon completion of the
related Adjustment worlc, Utility agrees to execute a quitclaim deed or other appropriate
documentation relinquishing such Existing Interest to the City, unless the affected
Facility is remaining in its original location or is being reinstalled in a new location
within the area subject to such Existing Interest. For each such Existing Interest
relinquished by Utility, the City shall do one of the following to compensate Utility for
such Existing Interest, as appropriate:
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(i) City shall be responsible for the acquisition costs in accordance with Paragraph
13(b) and 13(c) ofthis section; or
(ii) If Utility does not require a New Interest for the affected Facility, the City shall
compensate Utility for the fair marlcet value of slich relinquished Existing
Interest, as mutually agreed between Utility and the City.
The compensation provided to Utility pursuant to either subparagraph (i) or subparagraph (ii)
above shall constitute complete compensation to Utility for the relinquished Existing Interest, and
no further compensation shall be due to Utility fi•om the City on account of such Existing Interest.
14. Amendments and Modifications. This Agreement cannot be amended, modified or revised
unless done in writing and signed by City and Utility. No provision may be waived except in
writing signed by both parties. The failure by a party to enforce any provision of this Agreement
or to require performance by the other party will not be constr•ued to be a waiver, or in any way
affect the right of either party to enforce such provision thereafter.
15. Relationship of the Parties. This Agreement does not in any way, and shall not be construed to,
create a principal/agent or joint venture relationship between the parties hereto and under no
circumstances shall Utility or the City be considered as or represent itself to be an agent of the
other.
16. Entire A�reement. This Ag►•eement, including any Adjustment Schedule s to be executed
pursuant to this Agreement, embodies the entire agreement between the parties and there are no
oral or written agreements between the parties or any representations made which are not
expressly set forth herein.
17. Assi�nment; Binding Effect. Neither Utility nor the City may assign any of its rights or
delegate any of its duties under this Agreement without the prior written consent of the other
party, which consent may not be unreasonably withheld or delayed.
This Agreement shall bind Utility, the City, and their successors and permitted assigns, and
nothing in this Agreement nor in any approval subsequently provided by either party hereto shall
be construed as giving any benefits, rights, remedies, or claims to any other person, firm,
corporation or other entity, including, without limitation, any contractor or other party retained
for the Adjustment worlc or the public in general.
18. Traffic Control. Before undertalcing any worlc on an Adjustment in a public right-of-way,
Utility must obtain a permit from the City fot• such work. In order to receive the permit, Utility
shall submit a traffic control plan acceptable to the City's Tt•a�c Engineer and in compliance
with the requirements of the Texas Manual on Uniform Traffic Control Devices that outlines how
the general public as well as Utility's worlcers and subcontractors will be protected while work on
the Adjustment is being undertaken. Betterment percentages calculated in Paragraph 9 shall also
apply to traffic control costs.
19. Notices. Except as othertivise expressly provided in this Agreement, all notices or
communications pursuant to this Agreement shall be sent or delivered to the following:
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Utility: Mai•lc Patterson
Atmos Energy Corporation
PO Boa 650205
Dallas, TX 75265-0205
Phone: 469-261-2288
EmaiL• Mark.Patterson@atmosenergy.com
The City: Marlc Rauscher, Program Manager
Program Manageinent Office
1000 Throckmorton, City Hall
Fort Worth, TX 76102
Phone: 817-392-2446
Fax: 817-392-2330
Email: mark.rauscher(c�fortworthtexas.qov
Any notice or demand i•equired herein shall be given (a) personally, (b) by certified or r•egistered mail,
postage pi•epaid, ret��rn receipt requested, (c) by confu•med faY or when sent by email, or (d) by reliable
messenger or overnight courier to the appropriate address set forth above. Any notice served peisonally
shall be deemed delivered upon receipt, served by facsimile transmission or email shall be deem delivered
on the date of receipt as shown on the received facsimile, and seived by certified or registered mail or by
reliable �nessenger or overniglrt courier shall be deemed delivered on the date of i•eceipt as shown on the
addressee's i•egistiy or certification of receipt or on the date receipt is i•efiised as shown on the records or
manifest of the U.S. Postal Service or such courier. Either party may fi•om time to time designate any
other person or address for this puipose by written notice to the other party.
20. Approvals. Any acceptance, approval, or any other like action (collectively "Approval")
required or permitted to be given by either the City or Utility pursuant to this Agreement:
(a) Must be in writing to be effective (except if deemed granted pursuant hereto), and
(b) Shall not be um•easonably withheld or delayed; and if Approval is withheld, such
withholding shall be in writing and shall state with specificity the reason foi• withholding
such Appi•oval, and eveiy effort shall be made to identify with as much detail as possible
what changes are required for Approval.
21. Time; Force Maieure.
(a) Time is of the essence in the performance of this Agreement.
(b) All references to "days" herein sliall be consh�ued to i•efer to calendar days, unless
otherwise stated.
(c) Neifller Utility nor the City shall be liable to the other for any delay in perfoi•mance under
this Agreement fi•om any cause beyond its conh�ol and without its fault or negligence
("Force Majeure"), such as acts of God, acts of civil or militaiy authority, fire,
eai�thqualce, strilce, unusually severe weather, floods or power blacicouts. If any such event
of Force Majeure occuis, Utility agrees, if requested by the City, to accelerate its efforts
hereunder if reasonably feasible in oi•der to regain lost time, so long as the City agrees to
i•eimburse Utility for• sLich reasonable and actual costs of such efforts.
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22. Governmental Powers Not Waived bv City. By entering into this Agreement, the City does not
waive any of its governmental powers or immunities; provided, however, that the City
acicnowledges that, pursuant to §271.151 et seq. of the Texas Local Government Code, the City
has waived sovereign immunity to suit for the purpose of adjudicating a claim for breach of this
Agreement, subj ect to the terms and conditions of that subchapter.
23. No Third Party Ri�hts. This Agreement is solely for the benefit of the pal�ties hereto and is not
intended to create or grant any rights, contrachial or otherwise, to any other person or entity.
24. Venue. Venue for any action under this Agreement shall lie in state courts located in Tarrant
County, Texas or the United States Court for the Northern District of Texas — Foi�t Worth
Division.
25. Continuin� Performance. In the event of a dispute, Utility and the City agree to continue their
respective performance hereunder to the extent feasible in light of the dispute, including paying
billings, and such continuation of efforts and payment of billings shall not be construed as a
waiver of any legal right.
26. Authoritv. Utility and the City each represents and warrants to the other party that the
warranting party possesses the legal authority to enter into this Agreement and that it has talcen all
actions necessaiy to exercise that authority and to lawfully authorize its undersigned signatoiy to
execute this Agreement and to bind such party to its terms. Each person executing this
Agreement on behalf of a party warrants that he or she is duly authorized to enter into this
Agreement on behalf of such party and to bind it to the terms hereof.
27. Cooperation. The parties acicnowledge that the timely completion of the Project will be
influenced by the ability of Utility (and its contractors) and the City to coordinate their activities,
communicate with each other, and respond promptly to reasonable requests. Subject to the terms
and conditions of this Agreement, Utility and the City agree to take all steps reasonably required
to coordinate their respective duties hereunder in a manner consistent with the City's cun•ent and
firture construction schedules for the Project. Utility further agrees to require its contractors to
coordinate their respective worlc hereunder with the City.
28. Termination. If the Project is canceled or modified so as to eliminate the necessity of the
Adjustment worlc described herein, then the City shall notify Utility in writing and the City may
terminate this Agreement. Upon such termination, the parties shall negotiate in good faith an
amendment that shall provide mutually acceptable terms and conditions for handling the
respective rights and liabilities of the parties relating to such termination.
29. Captions. The captions and headings of the various paragraphs of this Agreement are for
convenience and identification only, and shall not be deemed to limit or define the contest of their
respective paragraphs.
30. Counterparts. This Agreement may be executed in any number of counterpat�ts. Each such
counterpart hereof shall be deemed to be an original instrument but all such counter•parts together•
shall constihrte one and the same insh•ument.
31. Effective Date. This Agreement shall become effective upon the date of signing by the last party
(either Utility or the City) signing this Agreement.
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32. Limitation of Liability. NOTWITHSTANDING ANY PROVISION OF THIS
AGREEMENT TO THE CONTRARY, NEITHER PARTY SIIALL BE LIABLE TO THE
OTHER PARTY FOR ANY SPECIAL, 1NCIDENTAL, INDIRECT, PUNITIVE, RELIANCE
OR CONSEQUENTIAL DAMI�GES, WI�THER FORESEEABLE OR NOT, INCLUDING,
BUT NOT LIMITED TO, LOSS OF PROFITS OR REVENiJE, COST OF CAPITAL, COST OF
REPLACEMENT SERVICES, OR CLAIMS OF CUSTOMERS OR OF ANY OTHER TIIIRD
PARTIES, OCCASIONED BY ANY CAUSE WHATSOEVER, INCLUDING, WITHOUT
LIMITATION BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE OR
STRICT LIABII,ITY.
CITY
CITY OF FORT WORTH, TEXAS
By:
Duly Authorized Representative
Printed
Name: �—� f�1 U h� u��S �^-`
Title: � S S��5 � Ca ►'1 `�' C I'I"�/ M
Date:
UTILITY
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By:
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Patti Richards
Vice-President
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Technical Services
Mid-Tex Division
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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Duly Authorized Rep�t'esentative
EXHIBIT 1
Area of the Project
See Attached Exhibit 1
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Exhibit 2
Accommodate any of the construction or improvements described as part of the Central City Projects
generally described as listed below:
1. US Army Corps of Engineers Bypass Channel — a 1.5-mile-long bypass channel that will be
constructed to redirect flood waters around the low lying area near downtown. This project will
include: removal of the current levee systems, construction of a new channel with related levees,
construction of flood gates and construction of a dam and lock at Samueis Avenue,
2. City of Fort Worth Bridge and Roadway projects located on Henderson Street, White Settlement
Road and Main Street. Improvements at each of street locations include but are not limited to the
following construction:
a. New bridge construction at the US Army Corps of Engineers bypass channel
b. Roadway construction at each end of the bridges with transition back to existing road
c. Related retaining wall construction
d. Access road construction where needed
e. Temporary paving for detours
f. Intersection and signalization improvements
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EXHIBIT 3
Adjustments Necessary to Accommodate the Project
• Phase I— Henderson Street and necessary Atmos Energy facilities in the vicinity
• Phase II — North Main Street and necessary Atmos Energy facilities in the vicinity
• Phase III — White Settlement Road and necessary Atmos Energy facilities in the
vicinity
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EXHIBIT 4
Form of Adjustment Schedule
FWCC Project Location:
Project Limits
From:
To:
Estimated Costs:
Note: Plans, Specifications and Estimate must be attached to support the Estimated Costs. The
supporting documentation must show items, quantities, units and unit costs.
The purpose of this form is to inform the City of the anticipated dates by which Utility's facilities that are
in conflict with the above project limits will be adjusted. The dates below assume that the City has
acquired all necessary right-of-way for the project, that sufficient plans indicating the proposed
improvements have been submitted to Utility, and that design changes necessitating material utility
facility redesign do not occur.
Utility Company:
Anticipated Construction Start Date:
Anticipated Duration of Construction:
Anticipated Construction Completion
Date:
The information provided above is strictly an estimate and is provided to City solely for City's planning purposes.
This form is not intended to create any legally binding commitments on either Utility or City, nar to waive any
rights Utility or City might otherwise possess.
If there is a conflict between prior submitted dates and those shown in this form, the dates set forth above
should be used for City's planning purposes.
Authorized Utility Representative
Date
14
I D►:�:I I.i Y 1��
Form of Cost Estimate
See Attached Exhibit 5
15
EXHIBIT 5
ATMOS ENERGY / TRV RELOCATION AGREEMENT
PROJECT COST ESTIMATE
TRV
Tarrant County, Texas
Atmos Config Number:
MATERIAL
TOTAL ESTIMATED MATERIAL COSTS
�
ATMOS COMPANY LABOR
RIGHT-OF-WAY
CONSTRUCTION
CONTRACT EXPENSE
MISCELLANEOUS
ATMOS OVERHEADS
TOTAL ESTIMATED COMPANY LABOR COSTS
TOTAL ESTIMATED R-O-W COSTS
TOTAL ESTIMATED CONSTRUCTION COSTS
TOTAL ESTIMATED CONTRACTOR EXPENSE COSTS
",'���
�
�
;�
TOTAL ESTIMATED MISCELLANEOUS COSTS $0
— — — _ _- -- _—
TOTAL Qt1�,��T C��`GS ---- ---- ----- --- J$U�
TOTAL ESTIMATED OVERHEADS
�
,,_
OTHER
INCOME TAX ADJUSTMENT
CITY FRANCHISE FEE
�
m
TOTAL ESTIMATE COST OF PROJECT $0
Assumptions/Comments
1)
2)
3)
4)
5)
6)
7)
8)
9)
M&C Review
CITY COUNCIL AGENDA
DATE:
CODE:
2/21/2012
�
Page 1 of 2
Official site of the City of Fort Worth, Texas
FORT ��'UR7'N
-�,�"�-
COUNCIL ACTION: Approved on 2/21/2012
REFERENCE NO.: **C-25437 LOG NAME: 06ATMOS TRV
AGREEMENT
TYPE:
CONSENT PUBLIC NO
HEARING:
SUBJECT: Authorize Execution of a Master Utility Agreement with Atmos Energy Outlining Cost-
Sharing Responsibilities and Processes for Utility Relocations Required by Trinity River
Vision — Central City Project (COUNCIL DISTRICT 2)
� - - __ _
RECOMMENDATION:
It is recommended that the City Council authorize the execution of a Master Utility Agreement with
Atmos Energy outlining cost-sharing responsibilities and processes for utility relocations required by
the Trinity River Vision — Central City Project.
DISCUSSION:
On June 3, 2003, (M&C G-13989) the City Council adopted the Trinity River Vision Master Plan as a
guide for future development along the Trinity River and its major tributaries. The Tarrant Regional
Water District (TRWD), in cooperation with Streams and Valleys, Inc., the United States Army Corps
of Engineers and the City of Fort Worth led the effort to prepare the Master Plan.
The Trinity River Vision — Central City Project will alter the flow of the Trinity River at the confluence
of the Clear and West Forks near powntown with a primary purpose of reducing Central City flooding
threats. The Project will also better control the flow of the Trinity River so as to allow greater public
access to the river, increased recreational opportunities, ecosystem enhancements and an urban
watertront that will enable economic redevelopment efforts. The City Council, the Tarrant County
Commissioners Court, the TRWD Board and Streams and Valleys, Inc., have all endorsed the Trinity
River Vision — Central City Project.
Over the past year, Atmos and the City have had multiple discussions with respect to who ultimately
bears the financial responsibility for an estimated $9 million worth of Atmos utility relocations that are
required as a result of the Trinity River Vision — Central City Project. The relocations involve facilities
located in public rights-of-way and are necessary for construction of both the bypass channel and
related street and bridge work. Due to the difficulty in pinpointing which party has legal responsibility
to pay for the relocation of a specific facility and disagreements befinreen the parties over those legal
requirements, these discussions have culminated in an Agreement to equally split the cost of all
necessary relocations on a 50/50 basis. This settlement has been reached with the primary purpose
and intent of completing the project in a timely and successful manner without the need for either
party to pursue legal action.
Atmos is expected to invoice the City as work under the Agreement is completed. Invoices will be
paid for with funds advanced by TRWD. TRWD will be reimbursed for these expenses under its
Agreement with the board of directors of Tax Increment Reinvestment Zone Number Nine, City of
Fort Worth, Texas (TRV TIF). As a result, this Agreement will have no financial impact on the City's
general fund or capital improvement funds.
This project is located in COUNCIL DISTRICT 2 and will benefit ALL COUNCIL DISTRICTS.
http://apps.cfwnet.org/council�acket/mc_review.asp?ID=16473&councildate=2/21/2012 4/4/2012
M&C Review
FISCAL INFORMATION/CERTIFICATION:
Page 2 of 2
The Financial Management Services Director certifies that this action will have no material effect on
City funds.
TO Fund/AccountlCenters
Submitted for City Manager's Office �:
Originatinq Department Head:
Additional Information Contact:
ATTACHMENTS
FROM Fund/Account/Centers
Fernando Costa (6122)
Randle Harwood (6101)
Mark Rauscher (2446)
http://apps.cfwnet.org/council�acket/mc_review.asp?ID=16473&councildate=2/21/2012 4/4/2012
-
�.TMOS
energy
March 28, 2012
Trinity River Vision Authority
Attn: Mark Rauscher
1000 Throckmorton, City Hall
Suite 800
Fort Worth, TX 76102
Re; Master Utility Adjustment Agreement
Trinity River Vision Project
Tarrant County
Dear Mr. Rauscher:
Enclosed are four original copies of the MUAA concerning the Trinity River Vision Project. They have been
signed and executed by Atmos Energy, Please sign and execute all four copies and return one original �
copy to my attention.
Please do not hesitate to call me at 214.206.2939 should you have any questions or concerns.
Sincerely,
���-��
Evan Stevenson
Right of Way Agent
214.206.2939
Atmos Energy Corporation
Suite 1700
5420 LBJ FRWY, Dallas TX 75240