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HomeMy WebLinkAboutContract 57531 DocuSign Envelope ID:OCF5BF00-EEA6-4768-A306-A63ED390288E CSC No. 57531 CONSTRUCTION REIMBURSEMENT AGREEMENT CITY OF FORT WORTH, TEXAS— CLEAR FORK LIFT STATION PROJECT THIS AGREEMENT is made and entered into by and between the CITY OF FORT WORTH, a Texas home-rule municipal corporation ("City"), by and through its duly authorized assistant city manager, and TOTALENERGIES E&P USA BARNETT 1, LLC, a Delaware limited liability company, f/k/a Total E&P USA Barnett, LLC, authorized to do business in Texas ("Company"). WITNESSETH: WHEREAS, Company owns and operates a gas well padsite facility (the "Facility") in Tarrant County, Texas; and WHEREAS, City is installing a lift station at 3633 Mopac Drive ("Clear Fork Lift Station") as depicted on Attachment "A" and City has requested that Company reroute, adjust and/or take protective action on a portion of the Facility (the "Relocation"); and WHEREAS, Company has agreed to provide the Relocation services subject to payment for relocation costs as detailed herein as generally depicted on Attachment "B" attached hereto and made a part hereof; and WHEREAS, City has agreed to reimburse Company for the costs and expenses for the Construction of the Relocation, estimated at$10,000 as shown on Attachment "B"; NOW, THEREFORE, for and in consideration of the mutual covenants and agreements hereinafter set forth, it is hereby agreed by and between City and Company as follows: RECITALS: The recitals, above, are incorporated into this Agreement insofar as they contain material elements germane to the Parties. REIMBURSEMENT BY CITY: A. City agrees to pre-pay Company $10,000, the estimated cost for the Relocation, based on Attachment B; and if the actual costs exceed the estimated cost for the Relocation, City agrees to pay such difference to Company. B. The obligation of the City to make a cost reimbursement payment under this Agreement does not constitute a general obligation or indebtedness of City for which the City is obligated to levy, pledge or collect any form of taxation. ADDITIONAL WORK BY CITY: City agrees to complete the following at no cost to Company: (1) Provide a drainage swale across City's proposed access road to accept the drainage weir water from the Facility; and (2) install bollards around the electric pole to remain that services to the Facility. Reimbursement Agreement OFFICIAL RECORD City of Fort Worth&Total Energy CITY SECRETARY Clear Fork Lift Station FT.WORTH, TX Page 1 of 5 31197967v.2 DocuSign Envelope ID:OCF5BF00-EEA6-4768-A306-A63ED39028SE INGRESS AND EGRESS: City hereby grants to Company the right of ingress and egress across all lands owned, leased or controlled by City as may be reasonable and/or necessary for Company to perform the Relocation. AUDIT: City shall have the right, upon reasonable notice and during normal business hours; to audit and obtain copies of the books, records, and accounts of Company relating to the Relocation for up to two years after the date Company completes the Relocation. COMPANY LIABILITY AND INDEMNIFICATION: Company shall be liable for and shall promptly and fully compensate City for liabilities, claims and costs resulting either from the negligent activities of Company employees, agents and/or contractors or from spillage or discharge of petroleum products or other hazardous substance from the Pipeline. Company agrees to indemnify and hold harmless the City, its officers, agents and employees, against and from any and all liability, loss and expense and shall defend all claims resulting from loss of life or damage or injury to persons or property directly or indirectly resulting from the work performed by Company to the extent such loss, damage or injury, is caused by the negligence or willful misconduct of Company or its agents or arises out of or in connection with the Relocation Services. As a necessary condition for such indemnity to be enforceable against Company: (i) Company shall be notified in writing promptly of any and all claims, liability, loss and expense for which City seeks indemnification from Company, and (ii) Company shall have sole control of the defense of any and all claims, liability, loss and expense and all negotiations for their settlement or compromise. NO THIRD PARTY: This Agreement is solely for the benefit of the City and Company, and neither the City nor Company intends by any provision of this Agreement to create any rights in any third-party beneficiaries or to confer any benefit or enforceable rights, under this Agreement or otherwise, upon anyone other than the City and Company. VENUE AND JURISDICTION: This Agreement shall be governed by the laws of the State of Texas. Venue for any action brought to interpret or enforce, or arising out of or incident to, the terms of this Agreement shall be in Tarrant County, Texas or the United States District Court for the Northern District of Texas, Fort Worth Division. ENTIRETY OF AGREEMENT: This Agreement constitutes the entire agreement between the parties hereto relating to the subject matter hereof, and no alterations of the terms and conditions of this Agreement shall be valid unless in writing and signed by both of the parties hereto. This Agreement shall be binding upon and inure to the benefit of the parties hereto, their successors and assigns. SIGNATURE PAGE TO FOLLOW Reimbursement Agreement City of Fort Worth&Total Energy Clear Fork Lift Station Page 2 of 5 31197967v.2 DocuSign Envelope ID:OCF5BF00-EEA6-4768-A306-A63ED390288E IN WITNESS WHEREOF, this Agreement shall become effective as of the date it becomes fully executed by the parties. CITY OF FORT WORTH TOTAL ENERGIES E&P USA BARNETT 1, LLC, a Delaware limited liability company ignd by. Dc�nc� Bu�cih�%ff Fv:: By:Dana Burghdoff ay 9,202217:48 CDT) By: wyg� Dana Burghdoff Dave LeoFd'`ir ` ident, Assistant City Manager and CEO Date: May 9, 2022 Date: 3/28/2022 Recommended by: CGI�/f�D,dGIG�fI��G�G� Christopher H rder(May 6,2022 17:07 CDT) Chris Harder Director, Water Department Approved as to Form and Legality: 0.4 DBlack(M5y 9,202215:31 CDT) Douglas W. Black Assistant City Attorney M&C: �d44�� Attest: dp on oF°°°°°°°°°� a Date: �a�.o° 0.0 q�p. Jannette S. Goodall P v o °_� Jannette S. Goodall °o � City Secretary a�>Z TEXAS-oAp OFFICIAL RECORD Reimbursement Agreement CITY SECRETARY City of Fort Worth&Total Energy FT.WORTH, TX Clear Fork Lift Station Page 3 of 5 31197967v.2 DocuSign Envelope ID:OCF5BF00-EEA6-4768-A306-A63ED390288E ATTACHMENT A W 0 Z ' � o LU oroa saaOoa _ �5 \ 9�7 �O_ �V N a \ \\ .. L) \ 1 LL Off()I a 1 c:> OF LL J� U W Z_ 02 +r ,, o ' � 5's tY W tiQ I rac fr/r 2¢ \1 LL~ I a FZ co I �z o o r oz r 0 r i I! \ ro \ 1 Reimbursement Agreement City of Fort Worth&Total Energy Clear Fork Lift Station Page 4 of 5 31197967v.2 DocuSign Envelope ID:OCF5BF00-EEA6-4768-A306-A63ED390288E ATTACHMENT 8 Estimated costs and expenses for the Construction of the Relocation: $2,500—relocation of solar panel $3,000—relocation of the production pump and piping $3,500—relocation of the drainage weir valve,berm, a portion of the chain link fencing 1 000—relocation of the ESD (emergency shut down) Total: $10,000 Signature: �79eedt g dall(May16XW911 JanneEmail: jannette.goodaii@fortworthtexas.gov Reimbursement Agreement City of Fort Worth&Total Energy Clear Fork Lift Station Page 5 of 5 31197967v.2