Loading...
HomeMy WebLinkAboutContract 60148Received Date: 9/21/2023 Received Time: 1:19 P.M. Developer and Project Information Cover Sheet: Developer Company Name Address, State, Zip Code: Phone & Email: Authorized Signatory, Title: Project Name: Brief Description: Project Location: Plat Case Number: Mapsco: CFA Number: None Provided 746 23-0085 ).R. Horton — Texas, LTD i751 North Freeway, Fort Worth, TX 76131 ; 17-230-0805; ibosworth(a,drhorton.com ustin Bosworth, Assistant Secretary Rock Creek Phase 1 Offsite Sewer Sewer NW of Old Granbury Rd and Brewer Rd. Plat Name: I None Provided Council District: 16 City Project Number: CPN 104506 I IPRC22-0211 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX City of Fort Worth, Texas Page 1 of 17 Standard Community Facilities Agreement with City Participation Rev. 4/2/20 City Secretary Number: 60148 STANDARD COMMUNITY FACILITIES AGREEMENT WITH CITY PARTICIPATION This COMMUNITY FACILITIES 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 D.R. HORTON - TEXAS, LTD. ("Developer"), 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 constructing private improvements or subdividing land within the corporate limits of Fort Worth, Texas or its extraterritorial jurisdiction, for a project known as Rock Creek Phase 1— Offsite Sewer ("Project"); and WHEREAS, the City desires to ensure that all developments are adequately served by public infrastructure and that the public infrastructure is constructed according to City standards; and WHEREAS, as a condition of approval of the Project, Developer is required to bear a portion of the costs of municipal infrastructure by constructing the public infrastructure necessary for the Project as described in this Agreement ("Community Facilities" or "Improvements"); and WHEREAS, as a condition of approval of the Project, Developer is required to meet the additional obligations contained in this Agreement, and Developer may be required to make dedications of land, pay fees or construction costs, or meet other obligations that are not a part of this Agreement; and WHEREAS, the City desires to participate in this Agreement in an amount not to exceed $495,746.05 to enlarge the scope of the Improvements beyond what Developer is responsible for constructing to oversize the sanitary sewer mains to 18-inch and 24-inch inches as authorized by the City Council through approval of M&C 23-0533 on June 27, 2023 ("City Participation"); and WHEREAS, the City Participation includes reimbursement to Developer in amounts not to exceed $447,790.36 for construction costs, $8,955.81 for material testing costs, and $28,696.68 for design costs. The remaining City Participation in the amount of $10,303.20 shall not be paid to Developer, but will be used by City to pay for the City's portion of construction inspection service fees and administrative material testing fees; and WHEREAS, the Developer and the City desire to enter into this Agreement in connection with the collective Improvements for the Project; NOW, THEREFORE, for and in consideration of the covenants and conditions contained herein, the City and the Developer do hereby agree as follows: OFFICIAL RECORD City of Fort Worth, Texas CITY SECRETARY Page 2 of 17 Standard Community Facilities Agreement with City Participation FT. WORTH, TX Rev. 4/2/20 1. CFA Ordinance The Community Facilities Agreements Ordinance ("CFA Ordinance"), as amended, is incorporated into this Agreement by reference, as if it was fully set forth herein. Developer agrees to comply with all provisions of the CFA Ordinance in the performance of Developer's duties and obligations pursuant to this Agreement and to cause all contractors hired by Developer to comply with the CFA Ordinance in connection with the work performed by the contractors. If a conflict exist between the terms and conditions of this Agreement and the CFA Ordinance, the CFA Ordinance shall control. 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 at its expense, unless otherwise agreed to by City, all engineering drawings and documents necessary to construct the Improvements required by this Agreement. 3. Description of Improvements; Exhibits and Attachments The following exhibits describe the general location, nature and extent of the Improvements that are the subject of this Agreement and are attached hereto and incorporated herein by reference: ❑ Exhibit A: Water ❑X Exhibit A-1: Sewer ❑ Exhibit B: Paving ❑ Exhibit B-1: Storm Drain ❑ Exhibit C: Street Lights & Signs The Location Map and Cost Estimates are also attached hereto and incorporated herein by reference. To the extent that Exhibits A, A-1, B, B-1, C, the Location Map, or the Cost Estimates conflict with the Engineering Plans, the Engineering Plans shall control. If applicable, Attachment 1 — Changes to Standard Community Facilities Agreement, Attachment 2 — Phased CFA Provisions, and Attachment 3 — Concurrent CFA Provisions, are attached hereto and incorporated herein for all purposes. 4. 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 Standard City Conditions of the Construction Contract for Developer Awarded Projects, the Project Manual, the Cost Estimates provided for the Improvements, and this Agreement. Developer acknowledges that City will not accept the Improvements until the City receives affidavits and 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. If the Developer's contractors: (a) are not constructing the Improvements in City of Fort Worth, Texas Page 3 of 17 Standard Community Facilities Agreement with City Participation Rev. 4/2/20 accordance with the Engineering Plans; (b) the contractors violate federal law, state law or local law, policies, rules or regulations in connection with the construction of the Improvements; or (c) coordination of the timing of the construction of adjacent utilities is necessary to avoid having to remove and replace Improvements that Developer's contractors are about to install, the City may temporarily suspend the construction of the Improvements by delivering a written notice to Developer and Developer's contractors. The temporary suspension of the construction of the Improvements shall only occur for the amount of time necessary for Developer's contractors to correct the violation or for the coordination of the utilities to be completed, and upon any such suspension, City agrees to reimburse Developer for the City's share of construction costs for work properly completed through the date City suspended construction in accordance with the reimbursement procedures set forth in this Agreement. 5. Financial Guarantee Developer has provided the City with a financial guarantee in the form and amounts set forth in this Agreement which guarantees the construction of the Improvements and payment by Developer of all contractors, subcontractors, and material suppliers for the Improvements ("Financial Guarantee"). Developer shall keep the Financial Guarantee in full force and effect until released by the City and shall not reduce the amount of the Financial Guarantee unless authorized by the City in accordance with the CFA Ordinance. 6. 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. 7. Failure to Construct the Improvements (a) The City may utilize the Developer's Financial Guarantee to 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. (b) The City may utilize the Developer's Financial Guarantee to 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) If the Financial Guarantee is a Completion Agreement and the Developer's contractors or suppliers are not paid for construction costs or materials supplied for the Improvements the contractors and suppliers may place a lien upon any property which the City does not have an ownership interest that is the subject of the Completion Agreement. City of Fort Worth, Texas Page 4 of 17 Standard Community Facilities Agreement with City Participation Rev. 4/2/20 (d) Nothing contained herein is intended to limit the Developer's obligations under the CFA Ordinance, this Agreement, the Financial Guarantee, Developer's agreements with Developer's contractors, or other related agreements. 8. 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; (b) that Developer will vacate any final plats that have been filed with the county where the Project is located; and (c) to 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. 9. Award of Construction Contracts (a) Developer will award all contracts for the construction of the Improvements and cause the Improvements to be constructed in accordance with the CFA Ordinance. (b) 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. (c) 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 (100%) of the cost of the Improvements as required by the CFA Ordinance. 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. (d) 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 Project Manual. (e) 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's Construction Services City of Fort Worth, Texas Page 5 of 17 Standard Community Facilities Agreement with City Participation Rev. 4/2/20 Division 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. (f) 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. (g) 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. (h) Developer shall ensure the contractors are paid the City's wage rates in effect during construction of the Improvements. 10. Utilities Developer shall cause the installation or adjustment of utilities required to: (1) serve the Project; and (2) to construct the Improvements required herein. City shall not be responsible for payment of any costs that may be incurred by Developer in the relocation of any utilities that are or may be in conflict with any of the Improvements to be constructed pursuant to this Agreement. 11. Easements and Rights -of -Way Developer agrees to provide, at its expense, all necessary rights -of -way and easements required for the construction and dedication to the City of the Improvements provided for by this Agreement. 12. 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 BYANYPERSONS, INCLUDING DEATH, OR TO ANY PROPERTY, RESULTING FROM OR IN CONNECTION WITH THE CONSTRUCTION, DESIGN, PERFORMANCE OR COMPLETION OF ANY WORK TO BE PERFORMED BY SAID DEVELOPER, ITS CONTRACTORS, SUBCONTRACTORS, OFFICERS, AGENTS OR EMPLOYEES, OR IN CONSEQUENCE OF ANY FAILURE TO PROPERLY SAFEGUARD THE WORK, OR ONACCOUNT OFANYACT, INTENTIONAL OR OTHERWISE, NEGLECT OR MISCONDUCT OF SAID DEVELOPER, ITS CONTRACTORS, SUB -CONTRACTORS, OFFICERS, AGENTS OR EMPLOYEES, City of Fort Worth, Texas Page 6 of 17 Standard Community Facilities Agreement with City Participation Rev. 4/2/20 WHETHER OR NOT SUCHINJURIES, DEATH OR DAMAGESARE CAUSED, IN WHOLE OR IN PART, BY THE ALLEGED NEGLIGENCE OF THE CITY OF FORT WORTH, ITS OFFICERS, SERVANTS, 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, RESULTING FROM, OR INANY WAY CONNECTED WITH, THE CONSTRUCTION OF THE IMPROVEMENTS CONTEMPLATED HEREIN, WHETHER OR NOT SUCH INJURIES, DEATH OR DAMAGES ARE CAUSED, IN WHOLE OR IN PART, BY THE ALLEGED NEGLIGENCE OF THE CITY OF FORT WORTH, ITS OFFICERS, SERVANTS, 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 WORK AND CONSTRUCT THE IMPROVEMENTS IN A GOOD AND WORKMANLIKE MANNER, FREE FROM DEFECTS, IN CONFORMANCE WITH THE CFA ORDINANCE, AND INACCORDANCE WITH ALL PLANS AND SPECIFICATIONS. 13. 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. 14. Estimated Fees Paid by Developer; Reconciliation Prior to execution of this Agreement, Developer has paid to the City the estimated cost of administrative material testing service fees, construction inspection service fees, and water testing lab fees in the amounts set forth in the Cost Summary section of this Agreement. Upon completion of the construction of the Improvements, the City will reconcile the actual cost of administrative material testing service fees, construction inspection service fees, and water testing lab fees with the estimated fees paid by Developer. If the actual costs of the fees are more than the estimated payments made by the Developer, the Developer must pay the difference to the City before the Improvements will be accepted by the City. If the actual costs of the fees are less than the estimated payments made by the Developer, the City will refund the difference to the Developer. If the difference between the actual costs and the estimated payments made by the Developer is less than fifty dollars ($50.00), the City will not issue a refund and the Developer will not be responsible for paying the difference. The financial guarantee will not be released by the City or returned to the Developer until reconciliation has been completed by the City and any fees owed to the City have been paid by the Developer. 15. Material Testing City of Fort Worth, Texas Page 7 of 17 Standard Community Facilities Agreement with City Participation Rev. 4/2/20 The City maintains a list of pre -approved material testing laboratories. The Developer must contract with material testing laboratories on the City's list. Material testing laboratories will provide copies of all test results directly to the City and the Developer. If the Improvements being constructed fail a test, the Developer must correct or replace the Improvements until the Improvements pass all retests. The Developer must pay the material testing laboratories directly for all material testing and retesting. The City will obtain proof from the material testing laboratories that the material testing laboratories have been paid in full by the Developer before the City will accept the Improvements. 16. 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: D.R. Horton — Texas, LTD 6751 North Freeway Fort Worth, TX 76131 Or to such other address one party may hereafter designate by notice in writing addressed and mailed or delivered to the other party hereto. 17. 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 have access during normal working hours to all necessary Developer facilities and shall be provided adequate and appropriate City of Fort Worth, Texas Page 8 of 17 Standard Community Facilities Agreement with City Participation Rev. 4/2/20 workspace 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. 18. 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. 19. 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. 20. 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. City of Fort Worth, Texas Page 9 of 17 Standard Community Facilities Agreement with City Participation Rev. 4/2/20 21. 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. 22. 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. 23. 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. 24. Review of Counsel City and Developer, and if they so choose, their attorneys, have had the opportunity to review and comment on this document; 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. 25. Prohibition on Boycotting Israel 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" has 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. 26. 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 that is to 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 City of Fort Worth, Texas Page 10 of 17 Standard Community Facilities Agreement with City Participation Rev. 4/2/20 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. 27. 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 that is to 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. 28. Compliance with Public Information Act Requests The requirements of Subchapter J, Chapter 552, Government Code, may apply to this Agreement and Developer agrees that the Agreement can be terminated if Developer knowingly or intentionally fails to comply with a requirement of that subchapter. Developer acknowledges that section 552.371 of the Texas Government Code applies to this Agreement if: (1) this Agreement has a stated expenditure of at least $1 million in public funds for the purchase of good or services by the City; or (2) this Agreement results in the expenditure of at least $1 million in public funds for the purchase of goods or services by the City in a fiscal year of the City. To the extent that section 552.371 of the Texas Government Code applies to this Agreement, Developer shall comply with section 552.372 of the Texas Government Code by: (1) preserving all contracting information relating to this Agreement as provided by the records retention requirements applicable to the City for the duration of the Agreement; (2) promptly providing the City any contracting information related to this Agreement that is in the custody or possession of Developer on request of the City; and (3) on completion of the Agreement, either (a) providing at no cost to the City all contracting information related to the Agreement that is in the custody or possession of Developer; or (b) preserving the contracting information relating to the Agreement as provided by the retention requirements application to the City. 29. Immigration and Nationality Act City of Fort Worth, Texas Page 11 of 17 Standard Community Facilities Agreement with City Participation Rev. 4/2/20 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. 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. 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 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. City of Fort Worth, Texas Page 12 of 17 Standard Community Facilities Agreement with City Participation Rev. 4/2/20 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 16.2% of the cost of the 18-inch and 24-inch sanitary sewer mains in amounts not to exceed $447,790.36 for construction costs, $8,955.81 for material testing costs, and $28,696.68 for design costs. The remaining City Participation in the amount of $10,303.20 shall not be paid to Developer, but will be used by City to pay for the City's portion of construction inspection service fees, administrative material testing fees, and water lab testing fees. City and Developer must agree to the cost -sharing percentage of any change orders to the Agreement. Developer must register as a vendor of the City in order for the City Participation to be paid to Developer. The City Participation will be paid to Developer after presentation of proper documentation by Developer to the City that the Improvements have been constructed and accepted by the City and all contractors and material suppliers have been paid. (b) In the event no funds or insufficient funds are appropriated and budgeted or are otherwise unavailable by any means whatsoever in any fiscal period for payments due under this Agreement, then the City will immediately notify Developer of such occurrence and this Agreement shall be terminated on the last day of the fiscal period for which appropriations were received without penalty or expense to the City of any kind whatsoever, except to the portions of annual payments herein agreed upon for which funds shall have been appropriated. (c) Substantial completion of the Improvements shall occur after Developer's Contractors notify the City that the Improvements are constructed and ready for their intended use, the City and Developer's Contractor inspect the Improvements, and the City concurs that the Improvements are substantially complete. This Agreement does not provide for any retainage to be withheld from the City Participation. 38. Minority Business Enterprise Compliance The City's Business Equity Division has not set a goal for this Project because the City Participation is less than $1,000,000.00. City of Fort Worth, Texas Page 13 of 17 Standard Community Facilities Agreement with City Participation Rev. 4/2/20 39. Cost Summary Sheet Project Name: Rock Creek Phase 1— Offsite Sewer CFA No. IPRC No. 22-0211 Items A. Water and Sewer Construction 1. Water Construction 2. Sewer Construction Water and Sewer Construction Total B. TPW 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 F. Material Testing Cost G. Design Cost Total Estimated Construction Fees: TOTAL PROJECT COST Financial Guarantee Options, choose one Bond = 100% Completion Aqreement = 100% / Holds Plat Cash Escrow Water/Sanitary Sewer= 125% Cash Escrow Pavinq/Storm Drain = 125% Letter of Credit = 125% City Project No.: 104506 Developer's Cost City's Cost Total Cost 83.8% 16.2% $ 2,316,347.64 $ 447,790.36 $ 2,764,138.00 $ 2,316,347.64 $ 447,790.36 $ 2,764,138.00 $ 2,316,347.64 $ 447,790.36 $ 2,764,138.00 $ 47,137.50 $ 9,112.50 $ 56,250.00 $ 6,159.30 $ 1,190.70 $ 7,350.00 $ $ 8,955.81 $ 8,955.81 $ $ 28,696.68 $ 28,696.68 $ 53,296.80 $ 47,955.69 $ 63,600.00 $ 2,369,644.44 $ 495,746.05 $ 2,827,738.00 Choice Amount (Mark one $ 2,316,347.64 I X City of Fort Worth, Texas Page 14 of 17 Standard Community Facilities Agreement with City Participation Rev. 4/2/20 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 Dana �Gfa' Di0 Dana Burghdoff (Sep , 202310:1 CDT) Dana Burghdoff Assistant City Manager Date: Sep 21, 2023 Recommended by: � Bichson Nguyen (Sep a08:57 CDT) Dwayne Hollars/Bichson Nguyen Contract Compliance Specialist Development Services Department Approved as to Form & Legality: Richard A. McCracken (Sep 21, 2023 09:53 CDT) Richard A. McCracken Sr. Assistant City Attorney M&C No. 23-0533 DEVELOPER D.R. Horton — Texas, LTD A Texas limited partnership By: D.R. Horton, Inc. A Delaware corporation Its authorized agent Name: Justin Bosworth Title: Assistant Secretary Date: Sep 21, 2023 Date: 6/27/23 Contract Compliance Manager: Form 1295: 2023-1030473 p—fa*ROo,000Rr�aa By signing, I acknowledge that I am the person , c��� responsible for the monitoring and o ATTEST: v—°ssi� administration of this contract, including P� o oeo A, ensuring all performance and reporting �aQa� nEXpSaq'y requirements. Jannette Goodall Rebecca Diane Owen (Sep 21, 2023 09:13 CDT) City Secretary Rebecca Diane Owen Development Manager OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX City of Fort Worth, Texas Page 15 of 17 Standard Community Facilities Agreement with City Participation Rev. 4/2/20 The following attachments are incorporated into this Agreement. To the extent a conflict exists between the main body of this Agreement and the following attachments, the language in the main body of this Agreement shall be controlling. Included Attachment © Attachment 1 - Changes to Standard Community Facilities Agreement ❑ Attachment 2 — Phased CFA Provisions ❑ Attachment 3 — Concurrent CFA Provisions © Location Map ❑ Exhibit A: Water Improvements ® Exhibit A-1: Sewer Improvements ❑ Exhibit B: Paving Improvements ❑ Exhibit B-1: Storm Drain Improvements ❑ Exhibit C: Street Lights and Signs Improvements ® Cost Estimates (Remainder of Page Intentionally Left Blank) City of Fort Worth, Texas Page 16 of 17 Standard Community Facilities Agreement with City Participation Rev. 4/2/20 ATTACHMENT "I" Changes to Standard Community Facilities Agreement City Project No. 104506 None City of Fort Worth, Texas Page 17 of 17 Standard Community Facilities Agreement with City Participation Rev. 4/2/20 MAPSO PAGE 746 COUNCIL DISTRICT NO. 6 NORTH NOT TO SCALE LOCATION OWNER: D.R.HORTON 6751 NORTH FREEWAY FORT WORTH, TX 76131 CONTACT: JUSTIN BOSWORTH PHONE #: 817.230.0805 LOCATION MAP ROCK CREEK PHASE 1 OFFSITE SEWER DATE: 4/24/2023 I PRC22-0211 CPN 104506 III P E LOTO N II LAND SOLUTIONS 9800 HILLWOOD PARKWAY SUITE 250 FORT WORTH, TX 76177 CONTACT: RAYMON GERGES PHONE: 817-562-3350 5' MANHOLE EXISTING LIFT STATION V1 H w z_ J 2 C) I- 75 G 8" PVC 5' MANHOLE / 5' MANHOLE EXISTING - 18" SANITARY SEWER X-24440 ` \ --Y 1-11 \ INST bR T C IF18]) DRT22 18" PV( l 18"-'VC llL1-1-11 IJ-u FUTURE M7Tj=RORC�K CREEK L7� FEJ�j] f:= LEGEND PROPOSED SANITARY SEWER LINE EX SS EXISTING SANITARY SEWER LINE NOTES: 1. ALL PROPOSED SANITARY SEWER LINES ARE 18" OR 24" UNLESS OTHERWISE NOTED. 2. ALL SANITARY SEWER MANHOLES ARE 4' DIA. UNLESS OTHERWISE NOTED. EXHIBIT Al -SEWER ll�"D OWNER: 0 NORTH 500' D.R.HORTON 6751 NORTH FREEWAY FORT WORTH, TX 76131 GRAPHIC SCALE CONTACT: JUSTIN BOSWORTH PHONE #: 817.230.0805 SEWER IMPROVEMENTS ROCK CREEK PHASE 1 OFFSITE SEWER DATE: 4/24/2023 18" PVC I PRC22-0211 CPN 104506 101' P E LOTO N II LAND SOLUTIONS 9800 HILLWOOD PARKWAY SUITE 250 FORT WORTH, TX 76177 CONTACT: RAYMON GERGES PHONE: 817-562-3350 UNIT PRICE BID Bidlist Item No. SECTION 00 42 43 Developer Awarded Projects - PROPOSAL FORM Project Item Information Description 00 42 43 DAP - BID PROPOSAL Page 1 of 2 Bidder's Application Specification Unit of I Bid Section No. Measure I Quantity UNIT I: SEWER IMPROVEMENTS 1 _ 0170.0100 Mobilization 01 7000 LS 1 2 0241.2021 Remove 24" Sewer Line 0241 14 LF 40 3 0241.2202 Remove 5' Sewer Manhole 0241 14 EA 1 4 3136.0104 Twisted Gabion Mattresses _ 31 3600 CY _ 300 5 3110.0101 Site Clearing 31 1006 LS 1 6 3331.4115 8" Sewer Pipe 3311 10,33 LF 60 7 9999.0001 8" Sewer Pipe w/ Concrete Encasement 3311 10, 33 LF 60 8 3331.4215 15" Sewer Pipe 3311 10,33 LF 75 9 9999.0002 15" Sewer Pipe w/ Concrete Encasement 3311 10,33 LF 40 10 3331.4225 18" Sewer Pipe 33 11 10, 33 LF 2785 11 3331.4226 18" Sewer Pipe,_CSS Backfill 33 11 10, 33 LF 50 12 9999.0003 18" Sewer Pipe, Deep Trench 3311 10, 33 LF 820 13 9999.0004 18" Sewer Pipe, Deep Trench w/ Concrete 3311 10,33 LF 145 14 _ 3331.4317 24" Sewer Pipe 3311 10, 33 LF 760 15 3331.4318 24" Sewer Pipe, CSS Backfill 3311 10,33 LF 350 16 9999.0005 24" Sewer Pipe, Deep Trench 33 11 10, 33 LF 1815 17- 3339.1002 4' Drop Manhole 33 39 10, 33 EA 11 18 9999.0006 4' Drop Manhole, Flat Top 33 39 10, 33 EA 21 19 9999.0007 4' Manhole, Flat Top 33 39 10, 33 EA 51 20 9999.0008 4' Manhole, Flat Top, Watertight Cover 33 39 10, 33 EA 2 21 3339.1003 4' Extra Depth Manhole 33 39 10, 33 VF 125 22 9999.0009 5Manhole, Flat Top 33 39 10, 33 EA 5 23 9999.0010 5' Drop Manhole, Flat Top 33 39 10, 33 EA 41 24 3339.1163 5' Extra Depth Manhole 33 39 10, 33 VF 1451 25 3339.0003 Liner - 4' Sewer MH 33 39 60 VF 185 26 3339.0004 Liner - 5' Sewer MH _ 33 39 60 VF 199 27 9999.0011 Connect to existing Influent Manhole _ LS 1 28 3303.0001 Bypass Pumping _ 33 03 10 LS 1 29 9999.0012 Aboveground crossing for bypass pipe LS 1 30 3305.0109 Trench Safety 33 05 10 LF 6955 31 3301.6002 Post -CCTV Inspection 3301 31 LF 6955 32 3301.0101 Manhole Vacuum Testing 3301 30 EA 19 33 i 3305.0110 Utility Markers 33 05 26 LS 1 34 _ 3201.0616 Conc Pvmt Repair, Arterial/Industrial _ 32 01 29 SY 74 35 3201.0202 Asphalt Pvmt Repair Beyond Defined Width, _ 33 01 17 _ SY 92 36 3217.0102 6" SLD Pvmt Marking HAS (Y) 32 1723 LF 581 37 9999.0013 Repair Conc Sidewalk 32 13 20 SY 341 38 - 9999.0014 12' wide Gravel access Repair LF 401 39 - . P ( Types) _ 9999.0015 Restore / Replace Fence All T es LS 1 40 --- 9999.0016 Restore / Replace Gate - EA 21 41 9999.0017 Restore / Replace Fire Hyrdant EA 1 42 3471.0001 Traffic Control 3471 13 MO 1 TOTAL UNIT I: SEWER IMPROVEMENTSI CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS - DEVELOPER AWARDED PROJECTS Form Version May 22, 2019 Bidders Proposal Unit Price I Bid Value $13,514.00 $180.00 $4,204.00 $479.00 $27,028.00 $127.00 $172.00 $215.00 $298.00 $181.00 $298.00 $232.00 $492.00 $279.00 $525.00 $426.00 $7,434.001 $7,434.001 $5,505.001 $5,870.001 $333.001 $7,193.00 1 $8,672.001 $422.001 $404.001 $504.001 $8,349.001 $45,027.001 $17,851.001 $1.001 $2.001 $165.001 $699.001 $330.001 $165.001 $33.001 $39.001 $21.00 1 $3,300.001 $3,850.001 $6,785.001 $5,500.00 $13,514.00 $7,200.00 $4,204.00 $143, 700.00 $27,028.00 $7,620.00 $10,320.00 $16,125.00 $11,920.00 $504,085.00 $14,900.00 $190,240.00 $71, 340.00 $212,040.00 $183,750.00 $773,190.00 $7,434.00 $14,868.00 $27,525.00 $11,740.00 $41,625.00 $35,965.00 $34,688.00 $61,190.00 $74,740.00 $100,296.00 $8,349.00 $45,027.00 $17, 851.00 $6,955.00 $13,910.00 $3,135.00 $699.00 $24,420.00 $15,180.00 $1,914.00 $1,326.00 $840.00 $3,300.00 $7,700.00 $6, 785.00 $5,500.00 $2,764,138.00 00 42 43 DAP - BID PROPOSAL Page 2 of 2 UNIT PRICE BID Bidlist Item) No. SECTION 00 42 43 Developer Awarded Projects - PROPOSAL FORM Bidder's Application Project Item Information Bidder's Proposal Description I Specification I Unit of Bid Unit Price Bid Value Section No. Measure Quantity Bid Summary UNIT I: SEWER IMPROVEMENTS :, 764, /38,rz1 Total Construction Bid 2, 76 4, 136 , oo I This Bid is submitted by the entity named below: BIDDER: W,, jv o o leiA //V &11 S1 �7 ra-p e 1//r1 e, O Contractor agrees to complete WORK for FINAL ACCEPTANCE within CONTRACT commences to run as provided in the General Conditions. d BY: TITLElf Pr O/eh -,l' DATE: 4- r 7 _ Z o Z3 180 working days after the date when the END OF SECTION CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS - DEVELOPER AWARDED PROJECTS Fom Version May 22, 2019 00 42 43_Bid Proposal_DAP.xis City of Fort Worth, Texas Mayor and Council Communication DATE: 06/27/23 M&C FILE NUMBER: M&C 23-0533 LOG NAME: 60ROCK CREEK PHASE 1 OFFSITE GRAVITY SEWER SUBJECT (CD 6) Authorize Execution of a Community Facilities Agreement with D.R. HORTON - TEXAS, LTD., with City Participation in an Amount Not to Exceed $495,746.05 for Oversizing for the 18-Inch and 24-Inch Extension of Rock Creek Phase 1 Offsite Sewer Main Located in South West Fort Worth and Anticipated Future Growth in South Fort Worth RECOMMENDATION: It is recommended that the City Council authorize the execution of a Community Facilities Agreement with D.R. HORTON - TEXAS, LTD., with City participation in an amount not to exceed $495,746.05 for oversizing the 18-inch and 24-inch extension of Rock Creek Phase 1 Offsite sewer main located in south west Fort Worth and anticipated future growth in south Fort Worth. DISCUSSION: D.R. HORTON - TEXAS, LTD. (Developer) is constructing the Rock Creek Phase 1 offsite sanitary sewer project. The project will serve Rock Creek Phase 1. The Water Department is seeking to participate in the project to oversize 6,955 linear feet of 18-inch and 24-inch sewer main to provide additional capacity for future growth within the basin. The construction cost for the project is estimated to be allocated at 83.8% for the Developer and 16.2% for the City. The Rock Creek Phase 1 offsite sewer project is assigned City Project No. 104506 and Accela System Record IPRC22-0211. The Developer has publicly bid the project. The City's cost participation in the oversizing of the sewer main is estimated to be in an amount not to exceed $495,746.05 as shown in the table below. Payments to the Developer are estimated to be $447,790.36 for construction costs, $28,696.68 for design fees, and $8,955.81 for material testing costs. The City's cost participation also includes $10,303.20 for construction inspection service fees and administrative material testing service fees. An additional $67,168.55 in contingency funds will cover the City's portion of any change orders. Developer City Cost A. Construction Cost 83.8% 16.2% Total Cost Sewer $2,316,347.64 $447,790.36 $2,764,138.00 Contingency 15% $0.00 $67,168.55 $67,168.55 Construction Fees A. Construction Inspection Fee $47,137.50 $9,112.50 $56,250.00 B. Admin Material Testing Fee $6,159.30 $1,190.70 $7,350.00 C. Water Testing Lab Fee $0.00 $0.00 $0.00 D. Material Testing Cost $0.00 $8,955.81 $8,955.81 E. Design $148,443.32 $28,696.68 $177,140.00 Total Project Cost $2,369,644.44 $562,914.60 $3,081,002.36 'Numbers will be rounded up for accounting purposes. The reimbursement of the City participation, excluding inspection and material testing fees, is not a lump -sum amount and may be less than the stated amount depending upon the actual quantities and unit prices from the Notice of Final Completion package, commonly referred to as the Green Sheet package. Funding for the Community Facility Agreement (CFA) — Rock Creek Phase 1 Offsite Sanitary Sewer (City Project No. 104506) is as depicted in the table below: Existing Additional Fund Appropriations Appropriations Project Total* W& S Rev Bonds Series 2021 - Fund 56019 $563,000.00 $0.00 $563,000.00 Total Project $563,000.00 $0.00 $563,000.00 Funding is budgeted in the W&S Rev Bonds Series 2021 Fund for the purpose of funding the CFA-Rock Creek Ph 1 Offsite SS project, as appropriated. BUSINESS EQUITY — A goal is not required under Business Equity Ordinance 25165-10-2021 when City spending participation on Community Facilities Agreements are less than $1,000,000.00 dollars. This project is located in COUNCIL DISTRICT 6 FISCAL INFORMATION / CERTIFICATION: The Director of Finance certifies that upon approval of the above recommendation and execution of the contract, funds are available in the current capital budget, as appropriated, in the W&S Rev Bonds Series 2021 Fund CFA-Rock Creek Ph 1 Offsite SS project. Prior to any expenditure being incurred, the Water Department has the responsibility to validate the availability of funds. Submitted for Citv Manaaer's Office bv: Dana Burghdoff 8018 Oriainatina Business Unit Head Additional Information Contact: Expedited Chris Harder 5020 Taylor Gunderman 8369