HomeMy WebLinkAboutContract 56035 CSC No. 56035
Execution Version
INFRASTRUCTURE CONSTRUCTION AGREEMENT
BETWEEN THE CITY OF FORT WORTH AND
GULFSTREAM AEROSPACE SERVICES CORPORATION
This INFRASTRUCTURE CONSTRUCTION AGREEMENT ("Agreement") is made and
entered into by and between the City of Fort Worth ("City"), a home-rule municipal corporation of the
State of Texas, acting by and through its duly authorized Assistant City Manager, and Gulfstream
Aerospace Services Corporation("Developer"),acting by and through its duly authorized representative.
City and Developer are referred to herein individually as a"parry"and collectively as the "parties."
WHEREAS,City owns the Fort Worth Alliance Airport("Airport");and
WHEREAS, Developer is constructing private improvements generally consisting of an
approximately 160,000 square-foot maintenance,repair and overhaul facility including hangar space,back
shops,and employee and customer offices on property adjacent to the Airport("Facility"); and
WHEREAS, Developer is required to design and construct an approximately 450-foot taxilane
extension on the Airport property to connect Taxiway H to the Facility ("Improvements"), as more
specifically depicted in Exhibit A which is attached hereto and incorporated herein by reference; and
WHEREAS, upon completion of construction of the Improvements and acceptance by the City,
the City will own and maintain the Improvements; and
WHEREAS, the City has agreed to participate in the cost of the design and construction of the
Improvements in an amount not to exceed$636,323.00; and
WHEREAS, the City and Developer desire to enter into this Agreement in connection with the
design and construction of the Improvements as described below and on the exhibits attached hereto and
incorporated herein; and
WHEREAS, Developer agrees to cause, the design, permitting and construction of the
Improvements for which the City will reimburse the Developer in accordance with the terms of this
Agreement;and
WHEREAS, Developer has determined that Peloton Land Solutions, Inc. ("Peloton" or"Design
Consultant") is the most highly qualified design consultant for the Improvements based on demonstrated
competence and qualifications and that Design Consultant's price is fair and reasonable;
NOW,THEREFORE,for and in consideration of the covenants and conditions contained herein,
the City and the Developer do hereby agree as follows:
1.
Scope
Developer agrees to cause the design and construction of an approximately 450-foot taxilane
extension on Airport property to connect Taxiway H to the property where the Facility will be located as
more specifically depicted in Exhibit A attached hereto and incorporated herein by reference and the
Engineering Plans as hereinafter defined.
OFFICIAL RECORD
INFRASTRUCTURE CONSTRUCTION AGREEMENT CITY SECRETARY
BETWEEN THE CITY OF FORT WORTH AND
GULFSTREAM AEROSPACE SERVICES CORPORATION FT. WORTH, TX
Execution Version
2.
Incorporation of Engineering Plans
The engineering plans for the Improvements that have been approved by the City ("Engineering
Plans")are incorporated into this Agreement by reference as if fully set out herein. Developer shall provide
to the City all engineering drawings and documents necessary to construct the Improvements required by
this Agreement.
3.
City Participation
Notwithstanding anything to the contrary herein, the City's total liability to Developer for design
and construction of the Improvements in this Agreement shall be in an amount not to exceed$636,323.00.00
("City Participation"). Should the cost of the Improvements exceed $636,323.00.00, Developer shall be
responsible and liable for paying the additional cost for the design and construction of the Improvements.
City agrees to reimburse Developer for the City Participation in two installments. The first installment
shall be in an amount of One Hundred Sixteen Thousand Five Hundred and 00/100 Dollars($116,500.00)
which will cover the engineering costs for the Improvements. City shall reimburse Developer after
completion of the design of the Improvements, acceptance of the design of the Improvements by the City,
and delivery of an invoice to the City with proof of the design costs. The second installment will include
the remainder amount permitted under this Agreement in an amount not to exceed Five Hundred Nineteen
Thousand Eight Hundred Twenty-Three and 00/100 Dollars($519,823.00). City shall reimburse Developer
after completion of construction of the Improvements, acceptance of the Improvements by the City, and
delivery of an invoice to the City with proof of the construction costs of the Improvements. Before
acceptance of the Improvements by the City,Developer must submit to the City affidavits of bills paid and
releases of liens signed by Developer's contractors and a consent of surety signed by surety providing the
payment and performance bonds for the Improvements to ensure that Developer's contractors have been
paid in full by Developer and that Developer's contractors have paid all subcontractors and suppliers in
full. City shall, within fourteen (14) days after receipt of invoices, review and approve all payment
applications submitted by Developer's contractor to Developer for payment.
4.
Review of Construction Plans; Inspection and Testing
The City has retained Jacobs Engineering Group Inc. ("Jacobs")to serve as the City's engineer
for the Improvements at the Airport. Jacobs shall have a period of thirty(30)days after receipt to review
the Engineering Plans for the design of the Improvements and either approve such Engineering Plans or
provide written notice about any portion of the Engineering Plans that Jacobs disapproves and the
reasons therefor. If Jacobs disapproves any portion of the Engineering Plans, Developer or Design
Consultant shall revise the portion of the Engineering Plans in question and resubmit the Engineering
Plans to Jacobs for approval, which approval of redesign shall not be unreasonably withheld. Jacobs
shall also perform construction and field inspections on an as needed basis and material testing services
for the Improvements in a timely manner. Jacobs services are not incorporated into the costs under this
Agreement. The City will contract with Jacobs separately for their design review and any necessary
Resident Project Representative (RPR) services.
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5.
Design of Improvements
(a) Developer has retained Peloton to provide for the engineering design of the Improvements.
(b) Design Consultant shall submit plans for the Improvements to the City for review and approval by
Jacobs as set forth in Section 4 above. City shall have the ultimate right to approve or disapprove
the Engineering Plans and related construction documents after consultation with Developer, such
approval not to be unreasonably withheld if the Engineering Plans meet all City, state and federal
requirements and regulations. City shall own the Engineering Plans for the Project. In the event
this Agreement is terminated, City shall have the right to enter into an agreement with Design
Consultant to complete the Engineering Plans.
(c) Developer's agreement with the Design Consultant shall include a release and indemnity in favor
of City in substantially the following form:
"DESIGN CONSULTANT SHALL INDEMNIFY, HOLD HARMLESS AND
DEFEND THE CITY OF FORT WORTH AGAINST LIABILITY FOR ANY
DAMAGE CAUSED BY OR RESULTING FROM AN ACT OF NEGLIGENCE,
INTENTIONAL TORT,INTELLECTUAL PROPERTY INFRINGEMENT,OR
FAILURE TO PAY A SUBCONTRACTOR OR SUPPLIER COMMITTED BY
THE DESIGN CONSULTANT OR DESIGN CONSULTANT'S AGENT,
CONSULTANT UNDER CONTRACT, OR ANOTHER ENTITY OVER
WHICH THE DESIGN CONSULTANT EXERCISES CONTROL."
(d) Developer shall require that City is listed as an additional insured on Design Consultant's insurance
policy.
(e) Developer shall require in its contract with Design Consultant that if this Agreement is terminated,
the City shall have the right to own the Design Consultant's plans for the Improvements, and the
right to pay Design Consultant to complete the plans.
(f) The City's signing of the cover sheet for the plans and specifications shall not constitute or be
deemed to be a release of the responsibility and liability of the Developer,the Design Consultant,
or the Developer's or Design Consultant's officers,agents,employees, and subcontractors,for the
accuracy and competency of the plans and specifications, including but not limited to surveys,
location of subsurface investigations, design, working drawings and specifications, and other
engineering documents.
(g) The City's signing of the cover sheet for the plans and specifications shall not be deemed to be an
assumption of such responsibility and liability by the City for any negligent act, error or omission
in the conduct or preparation of the subsurface investigation, surveys, designs,working drawings
and specifications, and other engineering documents by the Developer,the Design Consultant, or
the Developer's or Design Consultant's officers, agents, employees, and subcontractors, it being
the intent of the Developer,Design Consultant and the City that acceptance by the City of the plans;
contracts between the Developer and the Developer's contractors; payment, performance, and
maintenance bonds;insurance certificates;and other documents signifies the City's acceptance only
of the format of the documents and the general design concept of the Improvements.
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6.
Construction of Improvements
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 specifications, the Engineering Plans, the Cost Estimates provided for the
Improvements,and this Agreement. Developer acknowledges that City will not accept the Improvements
until the City receives lien releases signed by Developer's contractors verifying that the contractors,and
all subcontractors and material suppliers,have been paid in full for constructing the Improvements,and
consent of the surety on payment and performance bonds provided for the Improvements.
7.
Completion Deadline; Extension Periods
This Agreement shall be effective on the date this Agreement is executed by the City's Assistant
City Manager ("Effective Date"). Developer shall complete construction of the Improvements and
obtain the City's acceptance of the Improvements within two (2)years of the Effective Date ("Term").
If construction of the Improvements has started during the Term, the Developer may request that this
Agreement be extended for an additional period of time ("Extension Period"). All Extension Periods shall
be agreed to in writing by the City and the Developer as set forth in a written amendment to this Agreement.
In no event shall the Term of this Agreement plus any Extension Periods be for more than three years.
8.
Failure to Construct the Improvements
(a) The City may cause the completion of the construction of the Improvements if at the end of the
Term,and any Extension Periods,the Improvements have not been completed and accepted by the
City. If the Improvements are not completed at the end of the Term, and any Extension Periods,
there will be no further obligation for City Participation to be paid to the Developer; provided
however, the City will be responsible to pay for Improvements that have been constructed or
materials for the Improvements delivered to the Airport prior to the end of the Term, and any
Extension Periods, out of the City Participation,to the extent the City Participation is adequate to
do so.
(b) The City may cause the completion of the construction of the Improvements or to cause the payment
of costs for construction of the Improvements before the expiration of the Term,and any Extension
Period, if the Developer breaches this Agreement, becomes insolvent, or fails to pay costs of
construction.
(c) Notwithstanding any access permit executed by the Developer and the City, Developer may not
access Taxiway H from the Facility until Developer constructs the 450-foot taxilane extension
Improvements that is the subject of this Agreement.
9.
Termination
If Developer desires to terminate this Agreement before Developer's contractors begin
constructing the Improvements, Developer agrees to the following:
(a) that Developer and City must execute a termination of this Agreement in writing;
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(b) that Developer will pay to the City all costs incurred by the City in connection with this
Agreement, including time spent by the City's inspectors at preconstruction meetings.
10.
Award of Construction Contracts
(a) No City Participation will be paid for work performed prior to this Agreement being executed or
for work performed that was not procured in accordance with state law. Contractors hired by
Developer pursuant to this Agreement must be selected in accordance with state laws relating to
the expenditure of public funds and the procurement of contractors for public works projects. The
method of selection may include lowest responsive and responsible bid, or best value, as allowed
by state law. Developer must comply with the City's Business Diversity Enterprise Ordinance and
in accordance with the provision set forth in Exhibit B which is attached hereto and incorporated
herein by reference. The City agrees to facilitate the procurement of contractors for this public
works project by: (i)publishing the bid advertisement in the newspaper of proper jurisdiction,(ii)
securing a publisher's affidavit from the newspaper showing the public bid was properly advertised,
and (iii)establishing a bid evaluation team to evaluate the bids,with Gulfstream participating as a
member of the evaluation team. Developer, shall be responsible for preparing all bid documents
and making the construction plans available for potential bidders.
(b) Developer shall award all contracts for the construction of the Improvements. Developer shall
comply with all public bidding requirements under state and local laws,rules and regulations with
the assistance of the City and its engineer,Jacobs.All public bids will be opened by the City at the
Fort Worth City Hall or an alternative location designated by the City Manager. The City's project
manager, or City staff designated by the project manager,will attend the bid opening and conduct
the public bid process. Further,City shall have the right to review and obtain copies of all bids and
bid prices after bid opening.
(c) Before construction contracts related to this Agreement are awarded, the following items must be
delivered:
i. A bid tabulation showing the bid proposals of all prospective bidders, as prepared by the
City or Jacobs with the scoring completed by Gulfstream;
ii. A publisher's affidavit from the newspaper, obtained by the City, showing that the notice
of public bidding was properly advertised by the City;
iii. A letter of recommendation from the Developer for contract award; and
iv. A breakdown of the Developer's cost and the City Participation based upon the bid items
contained in the winning bid.
(d) Developer will employ construction contractors who meet the requirements of the City to construct
the Improvements including,but not limited,to being prequalified,insured,licensed and bonded to
construct the Improvements in the City.
(e) Developer will require Developer's contractors to provide the City with payment and performance
bonds naming the City and the Developer as dual obligees, in the amount of one hundred percent
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BETWEEN THE CITY OF FORT WORTH AND
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Execution Version
(100%) of the cost of the Improvements. The payment and performance bonds shall guarantee
construction of the Improvements and payment of all subcontractors and material suppliers.
Developer agrees to require Developer's contractors to provide the City with a maintenance bond
naming the City as an obligee, in the amount of one hundred percent (100%) of the cost of the
Improvements, that guarantees correction of defects in materials and workmanship for the
Improvements by the contractor and surety for a period of two(2)years after completion and final
acceptance of the Improvements by the City. All bonds must be provided to the City before
construction begins and must meet the requirements of the City's Standard Conditions, Chapter
2253 of the Texas Government Code,and the Texas Insurance Code.
(f) Developer will require Developer's contractors to provide the City with 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 must be named as an additional
insured on all insurance policies. The Developer must provide the City with a Certificate of
Insurance (ACORD or form approved by the State of Texas), supplied by each contractor's
insurance provider,which shall be made a part of the construction book.
(g) Developer will require the Developer's contractors to give forty-eight(48)hours' advance notice
of their intent to commence construction of the Improvements to the City so that City inspection
personnel will be available. Developer will require Developer's contractors to allow construction
of the Improvements to be subject to inspection at any and all times by the City's inspectors.
Developer will require Developer's contractors to not install or relocate any sanitary sewer, storm
drain, or water pipe unless a City inspector is present and gives consent to proceed, and to allow
such laboratory tests as may be required by the City.
(h) Developer will not allow Developer's contractors to begin construction of the Improvements until
a notice to proceed to construction is issued by the City in accordance with Section 11 hereof.
(i) Developer will not allow Developer's contractors to connect buildings to service lines of sewer and
water mains constructed pursuant to this Agreement, if any, until said sewer, water mains and
service lines have been completed to the satisfaction of the City.
0) Developer shall pay its contractors the City established wage rates for construction of the
Improvements.
11.
Notice to Proceed to Construction
The following items are required before the City will issue a notice to proceed to construction for
the Improvements:
(a) A complete set of Engineering Plans approved by the City through its contractor,Jacobs;
(b) Proof that all easements,temporary construction easements, and permits required to construct the
Improvements have been obtained;
(c) Complete construction books that have been accepted by the City; and
(d) Payment,performance and maintenance bonds approved by the City.
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12.
Change Orders
All change orders must be approved in writing by the Developer and the contractor and then
submitted to the City for approval. If a change order increases City participation by more than the current
amount authorized by the City Council for administrative approval,the change order must be submitted to
the City Council for approval.Any additional City Participation is contingent upon compliance with public
procurement laws,the approval of the City Council, and the availability of funds.
13.
Final Inspection
(a) A final inspection of the Improvements will not be scheduled until:
i. The Improvements are fully constructed as determined by the City by Jacobs;
ii. All required material testing has been completed with a passing result;and
iii. Redline engineering sheets completed by the contractors showing differences between the
Engineering Plans and the Improvements that have been constructed have been delivered
to the City's construction inspector.
(b) Any deficiencies in or adjustments needed to the Improvements that are found by the City's
construction inspector during a final inspection shall be listed on a punch list.Once all of the items
on the punch list have been addressed and closed, a follow-up final inspection may be scheduled
with the City's construction inspector.
(c) Once the construction passes final inspection, an acceptance letter will be initiated by the City.
14.
Project Closeout
(a) The following items must be delivered to the City before the project can be closed out:
i. An affidavit of bills paid and final lien waiver executed by the Developer's contractors on
forms provided by the City;
ii. Consent of surety forms for the payment and performance bonds executed by the surety
company issuing the bonds;and
iii. Record drawings completed by the Design Consultant.
(b) Developer,Developer's contractors, and the Design Consultant must ensure that all changes to the
record drawings have been made by making adequate and proper entries on each page of the
specifications,each sheet of Engineering Plans, and on any other documents where such notations
are required to reflect the change properly.
(c) All changes to the record drawings shall be made in a manner that all information contained in the
record drawings may be reasonably relied upon.
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(d) In order to ensure the accuracy of records, all redline changes or entries shall be included in the
final record set provided to the City.
(e) The Developer, the Developer's contractors, and the Design Consultant must provide factual
information regarding all aspects of the community facilities that were constructed to enable future
modifications of the community facilities to be made without extensive site measurement,
investigation,or examination.
15.
Utilities
Developer shall cause the installation or adjustment of utilities required to construct the
Improvements required herein.
16.
Easements and Rights-of-Way
Developer agrees to provide all necessary rights-of-way and easements required for the
construction and dedication to the City of the Improvements provided for by this Agreement.
17.
Liability and Indemnification
(a) DEVELOPER HEREBY RELEASES AND AGREES TO INDEMNIFY, DEFEND AND
HOLD THE CITY HARMLESS FOR ANY INADEQUACIES IN THE PRELIMINARY
PLANS, SPECIFICATIONS, ENGINEERING PLANS, AND COST ESTIMATES
SUPPLIED BY THE DEVELOPER FOR THIS AGREEMENT.
(b) THE DEVELOPER 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 ONACCOUNT
OFANYINJURIES OR DAMAGES SUSTAINED B YANY PERSONS,INCL UDING DEATH,
OR TO ANY PROPERTY, TO THE EXTENT ARISING OUT OF THE CONSTRUCTION,
DESIGN, PERFORMANCE OR COMPLETION OF THE IMPROVEMENTS TO BE
CONSTRUCTED BY SAID DEVELOPER, ITS CONTRACTORS, SUBCONTRACTORS,
OFFICERS, AGENTS OR EMPLOYEES, OR IN CONSEQUENCE OF ANY FAILURE TO
PROPERL Y SAFEGUARD THE WORK, OR ONACCOUNT OF ANY ACT,INTENTIONAL
OR OTHERWISE, NEGLECT OR MISCONDUCT OF SAID DEVELOPER, ITS
CONTRACTORS, SUB CONTRACTORS, OFFICERS, AGENTS OR EMPLOYEES, BUT
ONLY TO THE EXTENT THAT ANY SUCH CLAIM, DAMAGE, LOSS OR EXPENSE IS
CAUSED BY DEVELOPER, ITS CONTRACTORS, SUBCONTRACTORS, OFFICERS,
AGENTS OR EMPLOYEES.
(c) DEVELOPER WILL 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, TO THE EXTENT ARISING OUT OF THE CONSTRUCTION OF
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BETWEEN THE CITY OF FORT WORTH AND
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THE IMPROVEMENTS CONTEMPLATED HEREIN, BUT ONLY TO THE EXTENT
THAT ANY SUCH CLAIM,DAMAGE,LOSS OR EXPENSE IS CAUSED B Y DE VEL OPER'S
CONTRACTORS, THEIR SUBCONTRACTORS, OFFICERS, AGENTS OR EMPLOYEES.
FURTHER, DEVELOPER WILL REQUIRE ITS CONTRACTORS TO INDEMNIFY,
DEFEND, AND HOLD HARMLESS THE CITY FOR ANY LOSSES, DAMAGES, COSTS
OR EXPENSES SUFFERED BY THE CITY OR CAUSED AS A RESULT OF SAID
CONTRACTORS' FAILURE TO COMPLETE THE IMPROVEMENTS AND CONSTRUCT
THE IMPROVEMENTS IN A GOOD AND WORKMANLIKE MANNER, FREE FROM
DEFECTS, AND IN ACCORDANCE WITH ALL ENGINEERING PLANS AND
SPECIFICATIONS.
18.
Right to Enforce Contracts
Upon completion of all work associated with the construction of the Improvements,Developer will
assign to the City a non-exclusive right to enforce the contracts entered into by Developer with its
contractors,along with an assignment of all warranties given by the contractors,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.
19.
Notices
All notices required or permitted under this Agreement may be given to a party by hand-
delivery or by mail, addressed to such party at the address stated below. Any notice so given shall be
deemed to have been received when deposited in the United States mail so addressed with postage
prepaid:
CITY: DEVELOPER:
City Attorney's Office Gulfstream Aerospace Services Corporation
City of Fort Worth 500 Gulfstream Road, M/S E-02
200 Texas Street Savannah, GA 31408
Fort Worth, Texas 76102 Attention: James Whalen
With copies to: With copies to:
City Manager's Office Gulfstream Aerospace Services Corporation
City of Fort Worth 500 Gulfstream Road, M/S E-02
200 Texas Street Savannah, GA 31408
Fort Worth, Texas 76102 Attention: Kandice Harvey
Or to such other address one party may hereafter designate by notice in writing addressed and
mailed or delivered to the other party hereto.
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20.
Right to Audit
Developer agrees that, until the expiration of three (3) years after acceptance by the City of the
Improvements constructed pursuant to this Agreement, that the City shall have access to and the right to
examine any directly pertinent books, documents, papers and records of the Developer involving
transactions relating to this Agreement. Developer agrees that the City shall be provided adequate and
appropriate workspace in the Facility during normal working hours in order to conduct audits in compliance
with the provisions of this section. The City shall give Developer reasonable advance notice of intended
audits.
Developer further agrees to include in all contracts with Developer's contractors for the
Improvements a provision to the effect that the contractor agrees that the City shall,until the expiration of
three (3)years after final payment under the contract,have access to and the right to examine any directly
pertinent books, documents,papers and records of such contractor, involving transactions to the contract,
and further,that City shall have access during normal working hours to all of the contractor's facilities,and
shall be provided adequate and appropriate work space in order to conduct audits in compliance with the
provisions of this section. City shall give Developer's contractors reasonable advance notice of intended
audits.
21.
Independent Contractor
It is expressly understood and agreed that Developer and its employees, representative, agents,
servants,officers,contractors,subcontractors,and volunteers shall operate as independent contractors as to
all rights and privileges and work performed under this Agreement, and not as agents, representatives or
employees of the City. Subject to and in accordance with the conditions and provisions of this Agreement,
Developer shall have the exclusive right to control the details of its operations and activities and be solely
responsible for the acts and omissions of its employees, representatives, agents, servants, officers,
contractors, subcontractors, and volunteers. Developer acknowledges that the doctrine of respondeat
superior shall not apply as between the City and its officers, representatives, agents, servants and
employees, and Developer and its employees, representatives, agents, servants, officers, contractors,
subcontractors, and volunteers. Developer further agrees that nothing herein shall be construed as the
creation of a partnership or joint enterprise between City and Developer. It is further understood that the
City shall in no way be considered a co-employer or a joint employer of Developer or any employees,
representatives, agents, servants, officers, contractors, subcontractors, and volunteers of Developer.
Neither Developer,nor any officers,agents, servants,employees or subcontractors of Developer shall be
entitled to any employment benefits from the City. Developer shall be responsible and liable for any and
all payment and reporting of taxes on behalf of itself, and any of employees, representatives, agents,
servants,officers,contractors, subcontractors,and volunteers.
The City,through its authorized representatives and employees, shall have the sole and exclusive
right to exercise jurisdiction and control over City employees.
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22.
Applicable Law; Venue
This Agreement shall be construed under and in accordance with Texas law. Venue shall be in
the state courts located in Tarrant County, Texas or the United States District Court for the Northern
District of Texas,Fort Worth Division.
23.
Non-Waiver
The failure of the City to insist upon the performance of any term or provision of this Agreement
or to exercise any right herein conferred shall not be construed as a waiver or relinquishment to any extent
of City's right to assert or rely on any such term or right on any future occasion.
24.
Governmental Powers and Immunities.
It is understood that by execution of this Agreement, the City does not waive or surrender
any of its governmental powers or immunities.
25.
Headings
The paragraph headings contained herein are for the convenience in reference and are not intended
to define or limit the scope of any provision of this Agreement.
26.
Severability
In the event that any clause or provision of this Agreement shall be held to be invalid by any
court of competent jurisdiction, the invalidity of such clause or provision shall not affect any of the
remaining provisions hereof.
27.
Review of Counsel
City and Developer, and if they so choose,their attorneys, have had the opportunity to review
and comment on this Agreement; therefore any rule of contract construction or interpretation that
would normally call for the document to be interpreted as against the drafting party shall not apply
in interpretation of this Agreement, and each section, portion, and provision of this Agreement shall
be construed solely on the basis of the language contained therein, regardless of who authored such
language.
28.
Prohibition on Boycotting Israel
Developer acknowledges that in accordance with Chapter 2270 of the Texas Government Code,
the City is prohibited from entering into a contract with a company with 10 or more full-time employees
that has a value of$100,000 or more that is to be paid wholly or partly from public funds of the City for
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goods or services unless the contract contains a written verification from the company that it: (1) does not
boycott Israel;and(2)will not boycott Israel during the term of the contract. The term"boycott Israel"has
the meaning ascribed to it by Section 808.001 of the Texas Government Code. The term "company" has
the meaning ascribed to it by Section 2270.001 of the Texas Government Code. To the extent that Chapter
2270 of the Government Code is applicable to this Agreement, by signing this Agreement, Developer
certifies that Developer's signature provides written verification to the City that Developer: (1) does not
boycott Israel; and(2)will not boycott Israel during the term of this Agreement.
29.
Immigration and Nationality Act
Developer shall verify the identity and employment eligibility of its employees who perform work
under this Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon
request by City, Developer shall provide City with copies of all I-9 forms and supporting eligibility
documentation for each employee who performs work under this Agreement. Developer shall adhere to all
Federal and State laws as well as establish appropriate procedures and controls so that no services will be
performed by any Developer employee who is not legally eligible to perform such services.DEVELOPER
SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES,
LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY DEVELOPER,
DEVELOPER'SEMPLOYEES,SUBCONTRACTORS,AGENTS,OR LICENSEES. City,upon written
notice to Developer, shall have the right to immediately terminate this Agreement for violations of this
provision by Developer.
30.
Amendment
No amendment,modification, or alteration of the terms of this Agreement shall be binding unless
the same is in writing,dated subsequent to the date hereof, and duly executed by the City and Developer.
31.
Assignment and Successors
Developer shall not assign or subcontract all or any part of its rights,privileges,or duties under this
Agreement without the prior written consent of City. Any attempted assignment or subcontract without the
City's prior written approval shall be void and constitute a breach of this Agreement. For avoidance of
doubt, the City acknowledges and agrees that the Developer may engage Orr Partners, LLC, and Peloton
Land Solutions, Inc., as third party consultants to help manage the construction of the Improvements,
including,without limitation, any obligations of Developer set forth herein.
32.
No Third-Party Beneficiaries
The provisions and conditions of this Agreement are solely for the benefit of the City and
Developer, and any lawful assign or successor of Developer, and are not intended to create any rights,
contractual or otherwise,to any other person or entity.
INFRASTRUCTURE CONSTRUCTION AGREEMENT Page 12 of 17
BETWEEN THE CITY OF FORT WORTH AND
GULFSTREAM AEROSPACE SERVICES CORPORATION
Execution Version
33.
Compliance with Laws,Ordinances,Rules and Regulations
Developer, its officers, agents, servants, employees, and contractors, shall abide by and comply
with all laws, federal, state and local, including all ordinances, rules and regulations of City. It is agreed
and understood that,if City calls to the attention of Developer any such violation on the part of Developer
or any of its officers, agents, servants, employees, or subcontractors, then Developer shall immediately
desist from and correct such violation.
34.
Signature Authority
The person signing this Agreement on behalf of Developer and the City warrant that he or she has
the legal authority to execute this Agreement on behalf of the Developer and City, as applicable, and that
such binding authority has been granted by proper order,resolution,ordinance or other authorization of the
entity. The parties are fully entitled to rely on this warranty and representation in entering into this
Agreement.
35.
Counterparts
This Agreement may be executed in multiple counterparts, each of which will be deemed an
original, but which together will constitute one instrument.
36.
Entire Agreement
This written instrument, together with any attachments, exhibits, and appendices, constitutes the
entire understanding between the City and Developer concerning the work to be performed hereunder, and
any prior or contemporaneous, oral or written agreement that purports to vary from the terms hereof shall
be void.
37.
City Participation; Fiscal Funding Limitation
(a) The City shall reimburse Developer for the City Participation in accordance with Section 3 hereof.
INFRASTRUCTURE CONSTRUCTION AGREEMENT Page 13 of 17
BETWEEN THE CITY OF FORT WORTH AND
GULFSTREAM AEROSPACE SERVICES CORPORATION
Execution Version
38.
Cost Summary Sheet
(Intentionally Left Blank)
Pro]ect Name:
City Proj ect No.:
Items Developer's Cost City's Cost Total Cost
A. Water and Sewer Construction
1. Water Construction $ $ $
2. Sewer Construction $ $ $
Water and Sewer Construction Total $ $ $
B. TPW/Airport Construction
1. Street $ $ $
2. Storm Drain $ $ $
3. Street Lights Installed by Developer $ $ $
4. Signals $ $ $
TPW Construction Cost Total $ $ $
Total Construction Cost(excluding the fees): $ $ $
Estimated Construction Fees:
C. Construction Inspection Service Fee
D. Administrative Material Testing Service Fee
E. Water Testing Lab Fee
Total Estimated Construction Fees: $ $ $
TOTAL PROJECT COST $ $ -
INFRASTRUCTURE CONSTRUCTION AGREEMENT Page 14 of 17
BETWEEN THE CITY OF FORT WORTH AND
GULFSTREAM AEROSPACE SERVICES CORPORATION
Execution Version
IN WITNESS WHEREOF,the City and Developer have each executed this Agreement by their
duly authorized signatories to be effective on the date executed by the City's Assistant City Manager.
CITY OF FORT WORTH DEVELOPER
Gulfstream Ae s ervices Corporation
C,L-
Fernando Costa(Jul 19,202110:22 CDT)
Fernando Costa Nme: ames P. Whalen
Assistant City Manager Title: Assistant Secretary
Date: Jul 19,2021 Date: l 121 z 1
Recommended by.-
-4—
Roger Venables
Director,Aviation
Approved as to Form &Legality:
Thomas Royce Hansen
Assistant City Attorney
Contract Compliance Manager:
M&C No. 2 1 - 0096
2/2/2021 By signing, I acknowledge that I am the person
Date: responsible for the monitoring and
Form 1295: N/A administration of this contract, including
ensuring all performance and reporting
ATTEST: oo� �� requirements.
a'41o�oFORr�aa
OO OO Tvler Dale lJu 19,202108:0]CDT)
O 0��
Ronald P. Gonzales v S=d Tyler Dale
0 o d y
�� o o� Airport Project Coordinator
Acting City Secretary oo o F,
aaa�SEX AS-o�.d
OFFICIAL RECORD
INFRASTRUCTURE CONSTRUCTION AGREEMENT CITY SECRETARY
BETWEEN THE CITY OF FORT WORTH AND
GULFSTREAM AEROSPACE SERVICES CORPORATION FT. WORTH, TX
Execution Version
EXHIBIT A
IMPROVEMENTS
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INFRASTRUCTURE CONSTRUCTION AGREEMENT Page 16 of 17
BETWEEN THE CITY OF FORT WORTH AND
GULFSTREAM AEROSPACE SERVICES CORPORATION
Execution Version
EXHIBIT B
MBE/SBE PARTICIPATION
A minority business enterprise (MBE) or small business enterprise (SBE) subcontracting goal of
25% is required for the construction of the Improvements which is estimated to be $467,490.00.
STATEMENT
It is the desire of the City of Fort Worth to ensure the full and equitable participation by MBEs or
SBEs in the procurement of all goods and services.
Developer must comply with the City's Business Diversity Enterprise Ordinance.
MBE or SBEs listed toward meeting the project goal must be located in the six (6) county
marketplace at the time of bid or the business has a Significant Business Presence in the
Marketplace.Marketplace is the geographic area of Tarrant, Dallas, Denton, Johnson,Parker, and
Wise counties.
Prime contractors must identify by tier level of all subcontractors/suppliers. Tier: means the level
of subcontracting below the prime contractor/consultant i.e. a direct payment from the prime
contractor to a subcontractor is considered 1st tier, a payment by a subcontractor to its supplier is
considered 2nd tier. The prime contractor is responsible to provide proof of payment of all tiered
subcontractors identified as an MBE or SBE and counting those dollars towards meeting the
contract goal.
ALL MBEs or SBEs MUST BE CERTIFIED BEFORE CONTRACT AWARD. Certification
means those firms, located within the Marketplace, that have been determined to be a bonafide
minority business enterprises or small business enterprises by the North Central Texas Regional
Certification Agency (NCTRCA) and the Dallas/Fort Worth Minority Supplier Development
Council (D/FW MSDC).
Developer should contact the City's Business Equity Division at
DVIN_BEOfficekfortworthtexas.gov or call (817) 392-2674 to assist with information on
tracking and reporting MBE/SBE participation, and to obtain a certified MBE or SBE listing.
INFRASTRUCTURE CONSTRUCTION AGREEMENT Page 17 of 17
BETWEEN THE CITY OF FORT WORTH AND
GULFSTREAM AEROSPACE SERVICES CORPORATION
Official
CITY COUNCIL AGENDA F'o�
DATE: 2/2/2021 REFERENCE **M&C 21- LOG NAME: 55AFW GULFSTREAM
NO.: 0096 TAXILANE DEVELOPMENT
CODE: G TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: (CD 7) Authorize the Acceptance of Funds in the Amount of$727,873.89 from the Alliance
Airport Authority, Authorize the Execution of an Infrastructure Construction Agreement
with Gulfstream Aerospace Services Corporation in the Amount of$636,323.00 for the
Development of a Taxilane at Fort Worth Alliance Airport, Adopt Appropriation Ordinance
and Amend the FY2021-2025 Capital Improvement Program
RECOMMENDATION:
It is recommended the City Council:
1. Authorize the acceptance of funds in the amount of $727,873.89 from the Alliance Airport
Authority;
2. Authorize the execution of an infrastructure construction agreement with Gulfstream
Aerospace Services Corporation in the amount of $636,323.00 for the development of a
taxilane;
3. Adopt the attached appropriation ordinance increasing receipts and appropriations in the
Municipal Airport Capital Projects Fund in the amount up to $658,451.00 for the
development of a taxilane (City Project No.103136); and
4. Amend the FY2021-2025 Capital Improvement Program.
DISCUSSION:
The purpose of this Mayor and Council Communication (M&C) is to accept funding from the Alliance
Airport Authority, authorize the execution of an infrastructure construction agreement and to distribute
and appropriate funds for the development of a new taxilane at Fort Worth Alliance Airport (Airport).
In February of 2020, Gulfstream Aerospace Services Corporation (Gulfstream) announced the
development of a new Maintenance, Repair and Operations (MRO) facility at the Airport. This MRO
facility is expected to cost approximately $35,000,000.00 and will relocate 200 jobs from the current
facility at Dallas Love Field Airport and create up to 50 additional jobs. In order to facilitate this
development, a new taxilane will have to be constructed to connect the MRO facility to the existing
Taxiway Hotel (see attached map).
On December 15, 2020, the Alliance Airport Authority approved a resolution authorizing a transfer to
the City of Fort Worth (City) the remaining balance of$727,873.89 from excess funds for general use
of the City to include the taxiway extension. The remaining $69,422.89 will be transferred into
the Municipal Airport Fund.
Gulfstream will design and construct the taxilane and then be reimbursed by the City through the
funds transferred by the Alliance Airport Authority. The breakdown of expenses is below:
iTaxilane Design $75,335.00
axilane Design Review $22,128.00
axilane Construction $560,988.00
Taxilane Total $658,451.00
The infrastructure construction agreement with Gulfstream will be in the amount of$636,323.00, which
includes the design and construction of the taxilane. Design review of the taxilane will be completed
for quality assurance by Jacobs Engineering Group Inc (Jacobs), the Engineer of Record for the
Airport. Jacobs was selected as the Engineer of Record in May of 2020 after a Request for
Qualifications (RFQ) for General Airport Engineering Services was completed and advertised.
Funding for this project was not included in the FY2021-2025 Capital Improvement Program due to
the notification of the additional funding was not until after the new fiscal year began. The action in this
M&C will amend the FY2021-2025 Capital Improvement Program as approved in connection with
Ordinance 24446-09-2020.
Since no City salaries will be charged to this project, indirect cost recovery does not apply.
This project is located in COUNCIL DISTRICT 7.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that upon approval of the above recommendations, execution of the
agreement, and adoption of the attached appropriation ordinances, funds will be deposited into the
Municipal Airport Operating Fund and Municipal Airport Capital Proj Fund for the 55AFW Gulfstream
Taxilane project. The Aviation Department (and Financial Management Services) is responsible for
the collection and deposit of funds due to the City. Prior to any expense being incurred, the Aviation
Department also has the responsibility to validate the availability of funds.
TO
Fund Department Account Project program Activity Budget Reference # Amount
ID ID Year (Chartfield 2)
FROM
Fund Department Account Project program Activity Budget Reference # Amount
ID ID Year (Chartfield 2)
Submitted for City Manager's Office by: Fernando Costa (6122)
Originating Department Head: Roger Venables (6334)
Additional Information Contact: Tyler Dale (5416)
ATTACHMENTS
55AFW Gulfstream Taxilane Appropriation Map.pdf
55AFW GULFSTREAM TAXILANE DEVELOPMENT 55002 AO(r2).docx