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HomeMy WebLinkAboutContract 59786Date Received: Jul 20, 2023 Time Received: 2:25 p.m. City Secretary Contract No.: 59786 FUTURE IMPROVEMENTS AGREEMENT FOR INFRASTRUCTURE IMPROVEMENTS FOR WILLOW SPRINGS ROAD, BONDS RANCH ROAD, AND THE INTERSECTION OF WILLOW SPRINGS ROAD AND BONDS RANCH ROAD 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 HPC Wellington Nance Development Corporation ("Developer"), a Texas Corporation, 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 11295 Willow Springs Road, Fort Worth, Texas, more generally located at the northwest quadrant of the intersection of Willow Springs Road and Bonds Ranch Road ("Property"); and WHEREAS, Developer is developing the Property by constructing a residential subdivision on the Property ("Project"); and WHEREAS, in connection with the Project, the City approved a preliminary plat for the Project PP-21-007; and WHEREAS, the City desires to ensure that all developments are adequately served by public infrastructure that is constructed according to City standards; and WHEREAS, in review of PP-21-007, the City determined that due to the increased traffic demands created by the Project, Developer is responsible for constructing roadway improvements for Willow Springs Road and Bonds Ranch Road, and intersection improvements at the intersection of Bonds Ranch Road and Willow Springs Road as more specifically described herein ("Improvements"); and WHEREAS, City staff determined that Developer's rough proportional share is not sufficient to cover all improvements necessary for Bonds Ranch Road, Willow Springs Road, and intersection improvements at Bonds Ranch Road and Willow Springs Road; and WHEREAS, in lieu of the Developer constructing the Improvements pursuant to a community facilities agreement, the City has agreed to Developer contributing the funds necessary to construct the Improvements and the City using the funds from Developer to support an existing Fort Worth bond project for Bonds Ranch Road; and WHEREAS, the determination of the amount Developer pays to the City pursuant to this Agreement for construction of the Improvements is not an assessment pursuant to Chapter 313 of the Texas Transportation Code; Future Improvements Agreement Page 1 of 8 Infrastructure Improvement for Bonds Ranch Road, and the Intersection of Willow Springs Road and Bonds Ranch Road OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX NOW THEREFORE, in consideration of the above recitals, City and Developer, acting by and through their duly authorized representatives, do hereby agree as follows: 1. Incorporation of Recitals The City and Developer agree that the foregoing recitals are true and correct, form the basis upon which the City and Developer have entered into this Agreement and are incorporated into this Agreement by reference. 2. Improvements The Improvements shall consist of two lanes of Bonds Ranch Road from Willow Springs Road to approximately 2,617 linear feet west of Bond Ranch Road, and intersection improvements at Willow Springs Road and Bonds Ranch Road, and two lanes of Willow Springs Road from 400 linear feet south of Eagle to 510 feet south of Twisting Star, as more specifically described in Exhibit "A" which is attached hereto and incorporated herein by reference. 3. Future Improvement Funds Concurrently with the execution of this Agreement, Developer has paid to the City $2,999,015.98 which amount represents one hundred twenty-five percent of the estimated cost of constructing the Improvements ("Future Improvement Funds"). The Future Improvement Funds shall serve as the entire amount of Developer's contribution for the cost to construct the Improvements. The calculation of the Future Improvement Funds was made as indicated in the following table: PROJECT DOLLAR ALLOCATION Br24- 2,112 LF WILLOWS PRINGS RD. $ 1,150,735.2-5 INTERSECTION-WILLOWSPRINGSIBONDS RANCH RD. 400,000.00 E-3 - 2,617 LF BONDS RANCH RD. 1,439,279.73 TOTAL 2,999,015.99 4. Construction of Improvements The City may construct, or cause to be constructed, the Improvements at a time convenient to the City provided that adequate public funds, including the Future Improvement Funds, for construction of the Improvements are secured. 5. Use of Future Improvement Funds; Impact Fee Credit By accepting the Future Improvement Funds and by execution of this Agreement, City agrees that the Developer will have no further obligation to pay any amounts in addition to the Future Improvement Future Improvements Agreement Page 2 of 8 Infrastructure Improvement for Bonds Ranch Road, and the Intersection of Willow Springs Road and Bonds Ranch Road Funds or take any further action with regard to the construction of the Improvements, even if. (a) the actual costs to construct the Improvements exceeds the costs expected by the City as of the date of this Agreement; (b) the specifications, composition, or other characteristics of the Improvements hereafter change for any reason; (c) a mistake has been made (mutual or unilateral) in computing the costs of the Improvements; or (d) the costs or scope of the Improvements change for any reason. No refund of any balance of the Future Improvement Funds shall be made by City to Developer. Notwithstanding anything to the contrary herein, City may use the Future Improvement Funds to construct improvements that are located in the vicinity of the Project that address transportation demands caused by the Project. If some or all of the Future Improvement Funds are used to construct such adjacent improvements, City shall be responsible for constructing or causing the construction of the Improvements contemplated by this Agreement at a time convenient to the City. Developer shall be entitled to impact fee credit for the portion of the Future Improvement Funds that are for areas located with the corporate limits of the City of Fort Worth, identified on the Transportation Improvements Plan at the time of payment and are otherwise eligible to receive credit pursuant to state law and the City Code and regulations. 6. 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: Development Coordination Office City of Fort Worth 200 Texas Street 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 DEVELOPER: HPC Wellington Nance Development Corporation 3001 Knox St, Suite 405 Dallas, Texas 75205 Or to such other address one party may hereafter designate by notice in writing addressed Future Improvements Agreement Page 3 of 8 Infrastructure Improvement for Bonds Ranch Road, and the Intersection of Willow Springs Road and Bonds Ranch Road and mailed or delivered to the other party hereto. 7. 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. 8. 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. 9. 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. 10. 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. 11. 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. 12. 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. 13. Prohibition on Boycotting Israel Future Improvements Agreement Page 4 of 8 Infrastructure Improvement for Bonds Ranch Road, and the Intersection of Willow Springs Road and Bonds Ranch Road Developer acknowledges that in accordance with Chapter 2271 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 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" have the meanings ascribed to those terms by Chapter 2271 of the Texas Government Code. To the extent that Chapter 2271 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. 14. 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. 15. 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 against a firearm entity or firearm trade association," "firearm entity" and "firearm trade association" 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. 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. 16. Signature Authority Future Improvements Agreement Page 5 of 8 Infrastructure Improvement for Bonds Ranch Road, and the Intersection of Willow Springs Road and Bonds Ranch Road 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. 17. Counterparts This Agreement may be executed in multiple counterparts, each of which will be deemed an original, but which together will constitute one instrument. 18. 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. [Signatures on Following Page] Future Improvements Agreement Page 6 of 8 Infrastructure Improvement for Bonds Ranch Road, and the Intersection of Willow Springs Road and Bonds Ranch Road 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: Qanq BUi'6lhdoAc a", Dana Burghdoff (Ju 7, 202313:26 CDT) Dana Burghdoff Ben Luedtke Assistant City Manager Executive Vice President Jut 17, 2023 J u 117, 2023 Date Date Recommended by: Dwayne Hollars Jul 17, 202312:40 CDT) Dwayne Hollars Contract Compliance Specialist Development Services APPROVED AS TO FORM AND LEGALITY Richard A. McCracken (Jul 17, 202313:09 CDT) Richard McCracken Sr. Assistant City Attorney b4.auvpp�n qp fonr 4a Contract Compliance Manager: ATTEST: 9.% q"'000000°�y%0 By signing, I acknowledge that I am the person pro o. IffiP. responsible for monitoring and administration °o * ,,o of this contract, including ensuring all A s �aan� nFaASgap performance and reporting requirements. Jannette S. Goodall City Secretary Name: Tyson Thompson, PE Title: Assistant Director OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Future Improvements Agreement Page 7 of 8 Infrastructure Improvement for Bonds Ranch Road, and the Intersection of Willow Springs Road and Bonds Ranch Road EXHIBIT A The Improvements consist of the section of Willow Springs Road identified as B-24, the intersection of Willow Springs Road and Bonds Ranch Road identified by the blue square and a portion of Bond Ranch Road, identified as E-3, from the intersection of Willow Springs Road and Bonds Ranch Road to a point approximately 2,617 feet west of the intersection. - BONDS RANCH h rt Future Improvements Agreement Page 8 of 8 Infrastructure Improvement for Bonds Ranch Road, and the Intersection of Willow Springs Road and Bonds Ranch Road