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Home My WebLink AboutContract 51820-A312/7/2023 51820-A3 Date Received: City Secretary Contract No.: Time Received: 4:00 p.m. THIRD AMENDMENT TO CITY SECRETARY CONTRACT NUMBER 51820 AN ENHANCED COMMUNITY FACILITIES AGREEMENT BETWEEN THE CITY OF FORT WORTH AND AMERICAN AIRLINES, INC. This THIRD AMENDMENT TO CITY SECRETARY CONTRACT NUMBER 51820 ("Third Amendment") is made and entered into by and between the City of Fort Worth ("City"), a home -rule municipal corporation of the state of Texas, and American Airlines, Inc. ("Developer"), a Texas limited liability company. WHEREAS, City and Developer entered into an Enhanced Community Facilities Agreement, City Secretary Contract No. 51820 ("ECFA"), by which Developer is constructing certain public infrastructure Improvements; and WHEREAS, City and Developer executed the First Amendment to the ECFA, City Secretary Contract Number 51820-A1, to expand the scope of the ECFA to include the construction of additional public infrastructure; and WHEREAS, City and Developer executed the Second Amendment to the ECFA, City Secretary Contract Number 51820-A2, to extend the Completion Deadline to January 31, 2020; and WHEREAS, the public infrastructure improvements were substantially completed on October 22, 2020 and the final inspection was conducted on March 11, 2021; and WHEREAS, City has worked with Developer, the contractor, and the Texas Department of Transportation on the final accounting of the project in order to make the final payment to Developer and close out the project; and WHEREAS, City and Developer desire to amend the ECFA to extend the completion deadline to January 30, 2022 and to increase City Participation by $103,609.90, and to increase City Participation with Regional Toll Revenue by $191,990.40; NOW THEREFORE, City and Developer, acting herein by and through their duly authorized representatives, enter into the following agreement, which amends City Secretary Contract No. 51820: 1. Section L, subsection i of the ECFA is amended to be and read as follows: OFFICIAL RECORD City of Fort Worth, Texas CITY SECRETARY Third Amendment to City Secretary Contract No. 51820 FT. WORTH, TX Page 1 of 6 Notwithstanding anything to the contrary herein, the City's obligation to participate (exclusive of front foot charges) in this Agreement shall terminate if the Improvements are not completed by January 30, 2022, subject to extension due to events of force majeure in accordance with subsection vi below. If the Improvements are not complete by such time, Developer shall be in default under this Agreement and the City may terminate this Agreement by providing written notice to Developer, with no obligation by the City to pay any of the City Participation Amount. 2. Section L, subsection iv of the ECFA is amended to be and read as follows: iv. The City may utilize the Developer's financial guarantee submitted for this Agreement to cause the completion of the construction of the Improvements if the Improvements are not completed and accepted by the City by January 30, 2022, subject to extension due to events of force majeure in accordance with subsection vi below. 3 Section L, subsection v of the ECFA is amended to be and read as follows: V. The City may utilize the Developer's financial guarantee to cause the payment of costs for construction of the Improvements before January 30, 2022 if the Developer breaches this Agreement, becomes insolvent, or fails to pay costs of construction. 9 The Cost Summary Table in the ECFA is amended to be and read in its entirety as set forth in Exhibit A of this Third Amendment, which is attached hereto and incorporated herein by reference. The revised Cost Summary Table reflects revisions made by Change Order 2. 5. a. All other terms and conditions of the ECFA shall remain in full force and effect except as specifically set forth in this Third Amendment. b. All terms of this Third Amendment that are capitalized but not defined shall have the meanings assigned to them in the ECFA. [REMAINDER OF PAGE INTENTIONALLY BLANK] City of Fort Worth, Texas Third Amendment to City Secretary Contract No. 51820 Page 2 of 6 IN WITNESS WHEREOF, the parties hereto have executed this Third Amendment to be effective on the date signed by the City's Assistant City Manager. CITY OF FORT WORTH DEVELOPER American Airlines, Inc. A anda han ec7, 202308:25 CST) 15ana 8cuu�u%d Dana Burghdoff (Dec , 202315.48 CST) Name: Amanda Zhang Dana Burghdoff Title: Vice President Assistant City Manager Date: Dec 7, 2023 Date: Dec 7, 2023 ATTEST: Recommended by: American Airlines, Inc. Bichson &'chf oiien 7, 20i 8: CST) Mike L �=: 21 CST) Dwayne Hollars/Bichson Nguyen Name: Mike Long Contract Compliance Specialist Title: Project Manager Development Services Date: Dec 7, 2023 Approved as to Form & Legality: Richard A. McCracken (Dec 7, 2023 09:36 CST) Richard A. McCracken Sr. Assistant City Attorney M&C No. 22-0735 Date: 9/27/22 Form 1295: N/A 44UUU4�� Contract Compliance Manager: ATTEST: �.*�-Pl F....o By signing, I acknowledge that I am the v°:o�?'.,d person responsible for the monitoring and City Secretary v� oo s, * administration of this contract, including all Q° ° ' A aan� rEza544a performance and reporting requirements. �Raaaaa Jannette S. Goodall Rebecca Diane Owen (Dec 7, 2023 08:50 CST) City Secretary Rebecca Owen Development Manager City of Fort Worth, Texas Third Amendment to City Secretary Contract No. 51820 Page 3 of 6 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Exhibit A Cost Summary Sheet Project Name: American Airlines Headquarters Trinity Blvd., SH 360 Frontage, American Blvd. & American Blvd/Transformation Way Improvements American Airlines Trinity Complex CFA No.: 2017-192 City Project Nos.: 101314 and 101828 CITY PROJECT NUMBER 101314 Items Developer's Impact Fee RTR Cost Cost funds 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): $ Construction Fees: C. Water/Sewer Inspection Fee (2%) $ D. Water/Sewer Material Testing Fee (2%) $ Sub-Totalfor Water Construction Fees $ E. TPW Inspection Fee (4%) $ F. TPW Material Testing (2%) $ G. Street Light Inspsection Cost $ H. Signals Inspection Cost $ J.Civil/Geotechnical Engineering & Survey( $ TPW Construction Fees Subtotal $ Total Construction Fees $ TOTAL COST CPN 101314 $ $ 128,154.00 $ 1, 654, 524.80 $ $ 123, 947.20 $ $ 582,984.80 $ $ 128,154.00 $ 2,361,456.80 $ $ 128,154.00 $ 2,361,456.80 $ $ 66,130.90 $ $ 33,065.46 $ $ 20, 647.73 $ $ $ 119, 844.09 $ $ 119,844.09 $ $ 128,154.00 $ 2,481,300.89 $ City of Fort Worth, Texas Third Amendment to City Secretary Contract No. 51820 Page 4 of 6 City's Cost Total Cost 413, 631.20 $ 2,196, 310.00 30, 986.80 $ 154, 934.00 145, 746.20 $ 728, 731.00 590,364.20 $ 3,079,975.00 590,364.20 $ 3,079,975.00 16,532.73 $ 82,663.66 8,266.37 $ 41, 331.83 5,161.93 $ 25, 809.66 219,177.00 $ 219,177.00 249,138.03 $ 368,982.15 249,138.03 $ 368,982.15 839,502.23 $ 3,448,957.15 Items CITY PROJECT NUMBER 101828 Developer's Impact Fee RTR Cost Cost funds 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): $ Construction Fees C. Water/Sewer Inspection Fee (2%) $ D. Water/Sewer Material Testing Fee (2%) $ Sub -Total for Water Construction Fees $ E. TPW Inspection Fee (4%) $ F. TPW Material Testing (2%) $ G. Street Light Inspection Cost $ H. Signal Inspection Cost $ J. Civil/Geotechnical Engineering & Survey $ TPW Construction Fees Subtotal $ Total Construction Fees $ TOTAL PROJECT COST $ City's Cost Total Cost $ 163,493.85 $ 163,493.85 $ 57,367.00 $ 57,367.00 $ 243,835.25 $ 243,835.25 $ 464,696.10 $ 464,696.10 - $ 464,696.10 $ 464,696.10 $ $ - $ 7,814.00 $ 7,814.00 $ $ - $ 3,907.05 $ 3,907.05 $ $ - $ 8,549.25 $ 8,549.25 $ $ $ 20,270.30 $ 20,270.30 $ $ $ 20,270.30 $ 20,270.30 - $ - $ - $ 484,966.40 $ 484,966.40 City of Fort Worth, Texas Third Amendment to City Secretary Contract No. 51820 Page 5 of 6 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) Construction Fees C. Water/Sewer Inspection Fee (2%) D. Water/Sewer Material Testing Fee (2%) Sub -Total for Water Construction Fees E. TPW Inspection Fee (4%) F. TPW Material Testing (2%) G. Street Light Inspection Cost H. Signal Inspection Cost J. Civil/Geotechnical Engineering & Survey TPWConstruction Fees Subtotal Total Construction Fees TOTAL PROJECT COST COMBINED CITY PROJECT NUMBERS 101314 & 101828 Developer's Impact Fee RTR Cost City's Cost Total Cost Cost Funds $ $ 128,154.00 $ 1,654,524.80 $ 577,125.05 $ 2,359,803.85 $ $ - $ 123,947.20 $ 88,353.80 $ 212,301.00 $ $ - $ 582,984.80 $ 389,581.45 $ 972,566.25 $ $ 128,154.00 $ 2,361,456.80 $ 1,055,060.30 $ 3,544,671.10 $ $ 128,154.00 $ 2,361,456.80 $ 1,055,060.30 $ 3,544,671.10 $ $ $ 66,130.93 $ 24,346.73 $ 90,477.66 $ $ $ 33,065.46 $ 12,173.42 $ 45,238.88 $ $ $ 20,647.73 $ 13,711.18 $ 34,358.91 $ $ $ - $ 219,177.00 $ 219,177.00 $ $ $ 119,844.12 $ 269,408.33 $ 389,252.45 $ $ - $ 119,844.12 $ 269,408.33 $ 389,252.45 $ $ 128,154.00 $ 2,481,300.92 $ 1,324,468.63 $ 3,933,923.55 City of Fort Worth, Texas Third Amendment to City Secretary Contract No. 51820 Page 6 of 6