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HomeMy WebLinkAboutContract 19305 LAND ACQUISITION SETTLEMENT AGREEMENT This LAND ACQUISITION SETTLEMENT AGREEMENT (the "Agreement" ) is between the City of Fort Worth, Texas (the "City" ) and the Atchison, Topeka, and Santa Fe Railway Company ( "Santa Fe" ) , with the concurrence of the U.S. Department of Transportation, Federal Aviation Administration (the "FAA" ) , to be effective the day of September, 1992 . WHEREAS, the City submitted to the FAA a Preliminary Application for Federal Assistance dated September 1991, as amended, to improve Fort Worth Alliance Airport, including an extension of the runway and taxiways (collectively, the "Airport Improvement Project" ) ; WHEREAS, completion of the Airport Improvement Project will require the release of easements and acquisition of improvements owned by Santa Fe and located within the boundaries of the proposed Airport Improvement Project, which portion is more particularly identified on Attachment A hereto as the "Main Line Segment" ; WHEREAS, acquisition of Santa Fe ' s interest in the Main Line Segment is for a public purpose; WHEREAS, Santa Fe must be compensated for the City' s acquisition of Santa Fe' s interest in the Main Line Segment; WHEREAS, the parties desire to avoid the uncertainty associated with determining the fair Market value of Santa. Fe' s interest in the Main Line Segment; WHEREAS, the parties desire to avoid the greater uncertainty of determining damages, if any, to the remainder of the land and improvements owned by Santa Fe; WHEREAS, the parties desire to avoid the costs and expenses of condemnation proceedings; WHEREAS, the parties acknowledge that Section 273 . 003 of the Local Government Code of Texas provides that if it is necessary for a municipality to relocate a railroad facility outside its corporate limits, the municipality, at its sole expense, shall pay for the actual cost of a comparable replacement facility without enhancement of the facility, after deducting the net salvage value derived from the old facility; WHEREAS, the parties believe that by proceeding with this Agreement at this time, Santa Fe ' s interest in the Main Line Segment will be acquired at the lowest cost to the City; and WHEREAS, pursuant to 14 CFR Section 151 .24(a) , this Agreement provides for the acquisition of an interest in land at a cost that is not the actual cost or the amount of an award in eminent domain proceedings . NOW THEREFORE, to avoid the uncertainties, costs, and expenses described above, to acquire Santa Fe ' s interest in the Main Line Segment on a timely basis and at the lowest cost to the City, and to comply with the provisions of the state law and federal regulations, and for and in consideration of the mutual covenants herein contained, the parties agree as follows : 2 SHUPE:730 SECTION 1 . LAND ACQUISITION COST The compensation to be paid to Santa Fe for the City' s acquisition of Santa Fe' s interest in the Main Line Segment (the "Land Acquisition Cost" ) shall equal the actual and reasonable costs (the amount approved and paid by the FAA as provided in this Agreement) paid or incurred by or on behalf of Santa Fe in relocating its main rail line to the "preferred alternative" identified in the Final Environmental Assessment for the Proposed Runway Extension and Related Airport Improvements at Alliance Airport, dated January 6, 1992, prepared for the City by Charles Willis Associates, Inc . (the "Relocation" ) . The Land Acquisition Cost is a customary, fair, and reasonable measure of the just compensation to which Santa Fe is entitled for the City' s acquisition of Santa Fe ' s interest in the Main Line Segment . Santa Fe knowingly and voluntarily agrees to look solely to this Agreement for compensation and waives all other compensation, including the right to compensation based on an appraisal , and waives any and all causes of action which it has or might have in the future. The scope of the work necessary to accomplish the Relocation includes, but is not necessarily limited to, those items described on Attachment B attached hereto. The cost estimates shown on At-tachment B are a reasonable estimate of the Land Acquisition Cost as of the date of this Agreement . The final Land Acquisition Cost shall equal the actual and 3 SHUPE:730 reasonable costs paid or incurred to accomplish the Relocation; provided, however, (i) in no event shall the final Land Acquisition Cost exceed the estimate shown on Attachment B by more than 15% and (ii) the final Land Acquisition Cost shall include only those elements of cost or expense that are allowable and allocable to the Relocation in accordance with OMB Circular No. A-87 . The final determination of allowability and allocability shall be made by the City. SECTION 2. RELOCATION WORK Santa Fe shall perform or cause to be performed all work necessary to complete the Relocation. The City and the FAA shall have the right to inspect the work at any time. As soon as possible, Santa Fe shall deliver to the City preliminary plans and specifications for the Relocation, together with a preliminary, itemized budget . The City will identify any category of cost or expense that it believes is not allowable or allocable to the Relocation. The City will then submit the preliminary, itemized budget to the FAA which will , in turn, identify any line item thereof which the FAA determines is unreasonable in amount . Prior to beginning construction on any phase of the Relocation, Santa Fe will deliver to the City final plans and specifications for such phase, together with a final , itemized budget for such phase. The City will again identify any 4 SHUPE-730 category of cost or expense that it believes is not allowable or allocable to the Relocation. The City will then submit the final, itemized budget to the FAA which will , in turn, again identify any line item thereof which the FAA determines is unreasonable in amount . If at any time Santa Fe anticipates ' it will be necessary to exceed the total amount previously identified for any category of cost or expense by more than 15%, it shall give prior written notice to the City and seek approval of the City before incurring costs in excess of such amount . The City shall then submit the approved amounts to the FAA which will, in turn, identify any part thereof which the FAA determines is unreasonable in amount . Santa Fe shall not use any procedure or standard to select or contract with any person that it would not otherwise use in the ordinary course of its business . Santa Fe' s procurement procedures and standards will be used to select and contract with professionals, consultants, contractors, and all other persons who will perform work on the Relocation. All right of way will be acquired in accordance with the Uniform Relocation Assistance and Real Property Acquisition Act of 1970 and 49 CFR Part 24, Uniform Relocation Assistance and Real Property for Federal and Federally Assisted Programs. As soon as the Relocation is complete and operational and Santa Fe has received final payment of the Land Acquisition Cost (the amount approved and paid by the FAA as provided in 5 SHUPE:730 this Agreement) , Santa Fe shall convey all of its right, title, and interest in and to the Main Line Segment to the City. SECTION 3 . PAYMENT OF LAND ACQUISITION COST Santa Fe shall record the Land Acquisition Cost through work orders or other written documentation approved by the City and the FAA. When and if FAA grant funds become available for the Airport Improvement Project, Santa Fe shall submit to the City a payment request for the Land Acquisition Cost incurred through such date. Thereafter , Santa Fe shall submit payment requests on a monthly basis . Santa Fe shall submit one final payment request at the earliest practicable date, and such final request shall be accompanied by a certification by Santa Fe that the Relocation has been completed in substantial compliance with the final plans and specifications and this Agreement . All payments of the Land Acquisition Cost shall be made exclusively from FAA grant funds actually received by the City for the Airport Improvement Project . No payment of the Land Acquisition Cost shall be made to Santa Fe until FAA grant funds have been delivered to the City in an amount sufficient to pay such Land Acquisition Cost . No payment shall be made from any monies from the treasury of the City, In the event FAA grant funds are delayed or denied or are insufficient to pay the Land Acquisition Cost, the City shall not be liable to 6 SHUPE.-730 Santa Fe for such payment . In addition, if the FAA determines (through an audit or otherwise) that any part of the Land Acquisition Cost already paid with FAA grant funds should be disallowed for any reason so as to require the City to repay such part to the FAA, then Santa Fe shall repay the City such part . Santa Fe shall have the right, at its expense, to represent its interests before the FAA with regard to any matter concerning the Relocation or the payment of the Land Acquisition Cost . SECTION 4 . ADDITIONAL PROVISIONS The parties acknowledge that this Agreement permits (but does not obligate) Santa Fe to immediately proceed with the Relocation. The parties further acknowledge that the Relocation constitutes a comparable replacement facility without enhancement and that the salvage value of Santa Fe' s interest in the Main Line Segment is negligible. The City agrees that it will exercise reasonable discretion in determining allowable and allocable costs, that the Land Acquisition Cost will be payable in installments, if such is the manner FAA grant funds become available to the City, and that it will use reasonable efforts to pay the Land Acquisition Cost to Santa Fe or any installment thereof) promptly. Santa Fe hereby certifies to City that Santa Fe has reviewed the scope of the work and cost estimates listed on Attachment B hereto and that same reflect the standard and 7 SHUPE:730 reasonable work items and costs which Santa Fe would normally require for the Relocation, APPROVED AS TO THE CITY OF FORT WORTH, FORM AND SUBSTANCE TEAS B By: Y� Title. 08Pur-t �0, A - Ns 7 Title: 7 . Date: C' - -q,� Date: ATTEST: ATCHISON, TOPEKA, and SANTA FE RAILWAY COMPANY Alice Church City Secretary B ,r Title: �f Date: - UR CONC : FEDERAL AVIATION ADMINISTRATION tl anager rAirpor 'vision, Date Southwest Regions Director, Office of Airport Date Planning and Programing, FAA Headquarters ' r:Lza Wn r D ate- 8 3E:73 g ATTACHMENT A a t it k l r r 1p anr4+4 4Aitxvx3 it rrr L'd ear j € NT ! t « 3 0 1 i j FYI( i��'E - ��•. x a 7 � 4 t t J Y j AltrfW 40IN130 I .. 3- AltY5CY3 1MYMH(l t" t L ATTACECALNT B THE AT& SF RAILWAY COMPANY MAINLINE RELOCA17ION BUDGET WORK DESCRIPTION E, I3 Mainline South Track $ 1,714,810 Thru,Yard 1,658,856 North Track 41398,138 Signalization 1,000,000 Siding Track 909,238 Storage Tracks 2,094,351 Connecting Track 1,079,369 Structures South Track 470,050 North Track 833,350 Connecting Track 191,250 FM 156 Grade Separation(North) 4,940,632 SH 114 Grade Separation 2,844,153 CR 4029 Grade Separation 638,580 Materials Testing 302,500 Sub-Total 239075,277 Engineering& Administration(20%) 4,615,055 Sub-Total 2716",332 Connector Track& FM 156 Grade Separation& Roadway Reconnection 3,736,667 Engineering&Administration(20%) 747,333 Sub-Total 32,1741.332 Mainline Land 2,505,000 CR 4029 Land 25,000 FM 156 Land 145,000 TO';,ALL $ 34,849,332 *Estimate Ma v vary-Environmental Assessment Process is still underway " , C- Qf Fort Woitk Texas Mayor and Council Communication DATE 09/08/92 1 REFERENCE NUMBER C-135291 'OG NAME 02SETTLE I PAGE 1 of I SUBJECT LAND ACQUISITION SETTLEMENT AGREEMENT WITH THE ATCHISON, TOPEKA AND SANTA FE I RAILWAY COMPANY It is recommended that the City Council approve and authorize the City Manager to execute the attached Land Acquisition Settlement Agreement with the Atchison, Topeka and Santa Fe Railway Company ("Santa Fe") . The City of Fort Worth submitted to the Federal Aviation Administration (FAA) a preliminary application, (dated September 1991) , for federal assistance to improve Fort Worth Alliance Airport, including an extension of the runway and taxiway. The completion of the runway and taxiway extension will require the City to acquire Santa Fe' s interest in certain land and improvements. To obtain the required portion of the existing main rail line, Santa Fe must be compensated. Santa Fe has agreed to accept, as compensation, the cost to relocate the main rail line to the "preferred alternative" , as identified in the Final Environmental Assessment for the Alliance Airport Improvement Project. The cost of main rail line relocation is included in the City' s grant application to the FAA. As a result of the proposed relocation of the main rail line and the sale of a rail facility in Dallas County, Santa Fe began developing plans to construct a new rail facility on the proposed relocated main rail line. Although the funding of the City's grant application from FAA has been delaved', Santa Fe desires to continue developing the plans and begin construction of the new facility. In order for Santa Fe to be able to continue with its plans, the main rail line must be relocated. The proposed Land Acquisition Settlement Agreement would authorize Santa Fe to proceed with the design and construction of the relocation of the main rail line and be eligible to have its expenses reimbursed from FAA funds. Reimbursement would occur only if the grant application is approved and Santa Fe complies with all FAA regulations. The City will acquire and Santa Fe will release its interest in the land and improvements only when Santa Fe has been paid its relocation costs. The proposed agreement does not, under any circumstances, Commit -'the City to reimburse Santa Fe from any funds other than grant funds from FAA. The FAA has reviewed the proposed agreement, concurs with its intent, and will be a signatory of the agreement. Ptintea or,recvdea paper