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HomeMy WebLinkAboutContract 57369 04/08/2022 CSC No.57369 11:05 AM FUTURE IMPROVEMENTS AGREEMENT FOR INFRASTRUCTUREIMPROVEMENTS STREET PAVING AND STORM DRAIN IMPROVEMENTS FOR STONEMONT HARMON This FUTURE IMPROVEMENTS 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 SFG FW Harmon, LLC ("Developer"), a Texas limited liability company, acting by and through its duly authorized representative. City and Developer are referred to herein individually as a "party" and collectively as the "parties." WHEREAS, Developer is the owner of a tract of land within the City of Fort Worth located at NW of Intersection of Harmon Rd and Golden Triangle Blvd ("Property"); and WHEREAS, Developer is developing the Property by constructing two shell warehouse buildings on the Property ("Project"); and WHEREAS, the City has entered into that certain Community Facilities Agreement (CFA21-0141 CSC # 57267) ("CFA") with Developer; and WHEREAS, the CFA includes Developer's proportionate share of the construction of water, wastewater, pavement and storm drain improvements, a portion of which is within Harmon Rd., as shown on Exhibit A; and WHEREAS, in lieu of the Developer, pursuant to the CFA, constructing those certain pavement improvements and storm drain improvements within Harmon Rd., as shown on Exhibit B & 131 (the "Improvement"), City will instead construct the Improvement(s) as part of future Harmon Road work ("Work"), with Developer contributing those funds it would have spent to construct the Improvement and the City performing the Work at a later time; and WHEREAS, Developer desires to provide to the City funds in the amount of $169,141.93 ("Developer Funds") for the City to construct the Improvement as part of the Work; and WHEREAS, The City agrees to accept the Developer Funds and to construct the Improvement; and WHEREAS, the City desires to ensure that all developments are adequately served by public infrastructure that is constructed according to City standards; and OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Future Improvements Agreement Paving and Storm Drain Stonemont Harmon Rd.for SFG FW Harmon,LLC Pagel of 8 WHEREAS, the determination of the amount of Developer Funds is not an assessment pursuant to Chapter 313 of the Texas Transportation Code; NOW THEREFORE, in consideration of the above recitals, incorporated herein for all purposes, City and Developer, acting by and through their duly authorized representatives, do hereby agree as follows: 1. Improvements The Improvements and the estimated cost to construct the Improvements are described in Exhibit "A" which is attached hereto and incorporated herein by reference. 2. Future Improvements Funds Concurrently with the execution of this Agreement, Developer has paid to the City Developer Funds in the amount of $169,141.93, which amount represents one hundred twenty five percent of the estimated cost of constructing the Improvements. The Developer Funds shall serve as the entire amount of Developer's contribution for the cost to construct the Improvements. 3. Construction of Improvements The City may construct (or cause to be constructed) the Improvement at a time convenient to the City provided that adequate public funds, including the Developer Funds, for construction of the Improvement are secured. 4. Use of Funds By accepting the Developer Funds and by execution of this Agreement, City agrees that the Developer will have no further obligation to pay any additional amounts or take any further action with regard to the construction of the Improvement, even if (a) the actual costs to construct the Improvement exceeds the costs expected by the City as of the date of this Agreement, (b) the specifications, composition, or other characteristics of the Improvement hereafter change for any reason, (c) a mistake has been made (mutual or unilateral) in computing the costs of the Improvement or otherwise, or (d) the costs or scope of the Improvement change for any reason. No refund of any balance shall be made. 5. This Agreement shall be binding upon and inure to the benefit of the City and Developer and their respective successors and assigns. This Agreement, together with Future Improvements Agreement Paving and Storm Drain Stonemont Harmon Rd.for SFG FW Harmon,LLC Page 2 of 8 any exhibits attached hereto, constitutes the entire agreement between the parties hereto, and may not be amended except by a writing signed by all parties and dated subsequent to the date hereof. 6. The City will use its best reasonable efforts to construct the Improvement without undue delay, but City's construction may be subject to City securing the additional funding which may be necessary to fully construct the Work. 7. 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: Development Coordination Office SFG FW Harmon, LLC City of Fort Worth 3280 Peachtree Rd. NE 200 Texas Street Atlanta, GA 2770 Fort Worth, Texas 76102 With copies to: City Attorney's Office City of Fort Worth 200 Texas Street Fort Worth, Texas 76102 and City Manager's Office City of Fort Worth 200 Texas Street Fort Worth, Texas 76102 Or to such other address one party may hereafter designate by notice in writing addressed and mailed or delivered to the other party hereto. 8. Applicable Law; Venue Future Improvements Agreement Paving and Storm Drain Stonemont Harmon Rd.for SFG FW Harmon, LLC Page 3 of 8 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. 9. 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. 10. 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. 11. 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. 12. 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. 13. 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. 14. Prohibition on Boycotting Israel Future Improvements Agreement Paving and Storm Drain Stonemont Harmon Rd.for SFG FW Harmon, LLC Page 4 of 8 Developer, unless a sole proprietor, acknowledges that in accordance with Chapter 2271 of the Texas Government Code, if Contractor has 10 or more full time- employees and the contract value is $100,000 or more, the City is prohibited from entering into a contract with a company for 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 terms "boycott Israel" and "company" shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this contract, Developer certifies that Developer's signature provides written verification to the City that if Chapter 2271, Texas Government Code applies, Developer: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. 15. Prohibition on Boycotting Energy Companies. Developer acknowledges that in accordance with Chapter 2274 of the Texas Government Code-(as added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2), the City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more, which will be paid wholly or partly from public funds of the City, with a company (with 10 or more full-time employees) unless the contract contains a written verification from the company that it: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of the contract. The terms "boycott energy company" and "company" have the meaning ascribed to those terms by Chapter 2274 of the Texas Government Code (as added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2). To the extent that Chapter 2274 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 energy companies; and (2) will not boycott energy companies during the term of this Agreement. 16. Prohibition on Discrimination Against Firearm and Ammunition Industries. Developer acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code (as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1), the City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more which will be paid wholly or partly from public funds of the City, with a company (with 10 or more full-time employees) unless the contract contains a written verification from the company that it: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate during the term of the contract against a firearm entity or firearm trade association. The terms "discriminate," "firearm entity" and "firearm trade association" have the meaning ascribed to those terms by Chapter 2274 of the Texas Future Improvements Agreement Paving and Storm Drain Stonemont Harmon Rd.for SFG FW Harmon,LLC Page 5 of 8 Government Code (as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1). To the extent that Chapter 2274 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 have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate against a firearm entity or firearm trade association during the term of this Agreement. 17. Signature Authority The person signing this Agreement on behalf of Developer warrants that he or she has the legal authority to execute this Agreement on behalf of the Developer, and that such binding authority has been granted by proper order, resolution, ordinance or other authorization of the entity. The City is fully entitled to rely on this warranty and representation in entering into this Agreement. 18. Counterparts This Agreement may be executed in multiple counterparts, each of which will be deemed an original, but which together will constitute one instrument. 19. Entire Agreement This written instrument (together with any attachments, exhibits, and appendices) constitutes the entire understanding between the City and Developer, and any prior or contemporaneous, oral or written agreement that purports to vary from the terms hereof shall be void. [REMAINDER OF PAGE INTENTIONALLY BLANK] Future Improvements Agreement Paving and Storm Drain Stonemont Harmon Rd.for SFG FW Harmon, LLC Page 6 of 8 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: SFG FW Harmon, LLC By: SFG IP INDUSTRIAL JV, LLC, It's Managing Member b B (A 6rk, a� G(�&a��z, Dana Burghdoff( r6,202 5:35 CDT) J :ua wheeler(Mar 28,202208:34 CDT) Dana Burghdoff Name: Josh Wheeler Assistant City Manager Title: Senior Vice President Apr6,2022 Mar28,2022 Date Date Recommended by: ?2 e/ /v&W& Evelyn Ru erts(Mar2&,202203:39 CDT) Evelyn Roberts/Jennifer Ezernack Contract Compliance Specialist Planning and Development APPROVED AS TO FORM AND LEGALITY a a� F OR T� �� Mack(htzr 28,202222:42 CDT) bO*� O"' o°°DpOoDouglas W. Black �►o0 Sr. Assistant City Attorney P�oo° 0 A0000000°0 �� Contract Compliance Manager: ATTEST: d����EXpSoaQ By signing, I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. etteS.Goodall(Apr6,202216:3 DT) Jannette S. Goodall City Secretary �iu2ie-Sc,�Ce ft Mu��Ce� Janie Scarlett ttorale5(tdar 2S,2022 09:41 CDT) Name: Janie S. Morales Title: Development Manager OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Future Improvements Agreement Paving and Storm Drain Stonemont Harmon Rd.for SFG FW Harmon, LLC Page 7 of 8 EXHIBIT A Future Improvements Agreement Paving and Storm Drain Stonemont Harmon Rd.for SFG FW Harmon, LLC Page 8 of 8 i 00 N O LL O L O Z ® C N ,Zr (n ® O O (0 SON UI '^ C U) , a)X M N (7 U) (A I- M N f- O O - U ■ cm 0 o �. 00 U d U) Z W ) Z ''^^ z V O O1N3O O10 N Z W W W � M4£-I w Q O y z M5£I ^ w I..L J z 0 Q N U O W 0 NONHVHIR LL 75; w N F- Ll.l J _ O m E f ~ z d Q �� Z z0J O o Ads U 0- � U N a H Q O W z „3MX'dw O 31A Vr O O N ONZ 0 �� F J 3iIHM o 1.i m w w O oU �m U m � V) Q ly O :7:AIIIINI,,n, Na3Hl ON OO rzy 75 Q (6 C0C N ♦d G O W � � O z C O O 0 CO = LL wdg4:l IZOZ/OZ/5 [Uno6o�� 6�ep63!upiA I!q!q-3—Vd0\lu9w-6y luaw—Aw ain n sawwl 6Mp�—llSBX Sla�X l !\�21d1\s7aaysuold\po0\uowioH luowauol5 — 006116190\I!MJ MIA;>' �al!d i 00 (N z Y O f (LUMOL20'ON'iSNI) w w iSDM ASS 13NAS o Z Q o L),100-18'Z iOl t"' '-3 o a <n ® cnNo � W W ` cc - (0 N U) Of wU U o OHO2�NOTN�It7 ^ � U) aa)i ,...... a) M Co U '� — fn i- ti X o) It ammmm m o o 1 UV- 0 o I C) C o - w ailz _.._ z o�oLiatln J MIR I - Corr^^ _ VJ mz — W cw 1 I FEE —_ W N Q w >M c O o�aa m_o ' _ ( _ CL Lo W ct < CL v °-u o CO co H z 1 z0� 1 ZL0 fn �o O(j f- _ wo V z v I z 'IL M~ N z z Qti hmOm .. : _.._ Q O -i - ( I I IE i ICD — _ oz J G i o { W W W + — �m LL 1 _ 3 a wo Z W D. o t- W .—...... o w Q CDO L....._ - - -- - I O W �~ � N f _I ow ozn 0 v-r CD1 l G 1L1.i1_!.1i.1.. .!_L 1_L Q1L11..1.1.1.1..Li L_C1.1.1.LIJI -t! 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OPCC-Fee Estimate Client: SFG FW HARMON,LLC Date: 11/29/2021 Project: Stonemont Harmon Industrial-Harmon Road Icco-Lt-To-TWAT-Po-eoa IaoII Prepared By: GJD KHA No.061311900 Title: Harmon Road Adjacent to Site -548 LF Sheet: 1 of 1 Bidlist Specification Section Unit of Bid Item No. Description Unit Price Bid Value No. Measure Quantity EXHIBIT B:PAVING IMPROVEMENTS 1 3110.0102 6"-12"Tree Removal 31 1000 EA 10 $557.06 $5,570.60 2 0241.0500 Remove Fence 0241 13 LF 548 $6.83 $3,742.84 3 0241.1300 Remove Cone Curb&Gutter 0241 13 LF 548 $6.40 $3,507.20 4 3211.0400 Hydrated Lime 36 Ibs/SY 3211 29 TN 15 $154.15 $2,306.15 5 3211.0502 8"Lime Treatment 3211 29 SY 831 $3.63 $3,017.01 6 3213.0104 9"Conc Pvmt 32 13 13 SY 792 $84.39 $66,799.37 7 3213.0301 4"Cone Sidewalk 32 13 20 SF 4,880 $5.41 $26,400.80 8 3217.0002 4"SLID Pvmt Markin HAS Y 32 17 23 LF 548 $1.81 $991.88 9 3217.0004 4"BRK Pvmt Markin HAS Y 32 17 23 LF 548 $1.43 $783.64 10 3291.0100 Topsoil 3291 19 CY 203 $22.66 $4,599.14 11 3292.0400 Seeding,H dromulch 32 92 13 SY 1,218 $1.18 $1,436.98 12 3471.0001 Traffic Control 13471 13 1 MO 2 $3,768.26 $7,536.52 PAVING IMPROVEMENTS SUBTOTAL: $126,692.13 EXHIBIT B-1:STORM DRAIN IMPROVEMENTS 1 3305.0109 Trench Safetv 33 05 10 1 LF 1 10 $1.12 $11.20 2 3341.0205 24"RCP,Class III 3341 10 LF 1 10 $77.70 $777.00 3 3349.6002 15'Recessed Inlet 33 49 20 EA 1 $4,833,21 $4,833.21 4 3125.0101 SWPPP z 1 acre 31 2500 LS 1 $3,000.00 $3,000.00 STORM DRAIN IMPROVEMENTS SUBTOTAL: $8,621.41 PAVING IMPROVEMENTS SUBTOTAL: $126,692.13 STORM DRAIN IMPROVEMENTS SUBTOTAL: $8 621.41 CONTINGENCY(25%): $33,828.39 HARMON ROAD TOTAL COST: $169,141.93 This Engineer's opinion of probable construction cost is made on the basis of the Engineers experience and best judgement as a design professional It must be recognized that any evaluation t. of work to be performed to constrcut this project must by necessity be speculative in nature until completion ofits actual detailed design. In addition,the Engineer has not control overthe cost of labor material or services to be fumished by others or over market conditions.