HomeMy WebLinkAboutContract 60393-A3CSC No. 60393-A3
THIRD AMENDMENT TO PRE -DEVELOPMENT AGREEMENT
This Third Amendment to tile. Pre -Development Agreement ("Third Amendment") is
hereby made and entered into this day of August, 2024 ("Third Amendment Effective Date"),
by and between AFWP, LLC ("Developer") and the Research and Innovation Local Government
Corporation ("RILGC"). Collectively, Developer and RILGC hereinafter may be referred to as
"Parties." Reference is made to that certain Pre -Development Agreement by and between the
Parties, dated November 1, 2023 as amended (tile "Agreement"). All capitalized terms used but
not defined herein, shall have the meanings ascribed to them in the Agreement.
RECITALS:
WHEREAS, on or about November 1, 2023, the RILGC and Developer entered into City
Secretary Contract No. 60393, for the develop a concept plan for the Research Development
facilities associated with the Texas A&M Fort Worth Campus ("Project");
WHEREAS, on or about February 22, 2024, the RILGC and Developer entered into the
First Amendment to the Agreement ("First Amendment") for the further refinement of a concept
plan, including an updated program of requirements for the academically occupied spaces, for the
Research Development facilities associated with the Project;
WHEREAS, on or about June 26, 2024, the RILGC and Developer entered into the Second
Amendment to the Agreement (Second Amendment") for the further refinement of a concept plan,
including an updated program of requirements for the academically occupied spaces, for the
Research Development facilities associated with the Project; and
WHEREAS, the RILGC and Developer now desire to (i) further extend the term of the
Agreement to coincide with the anticipated date of receipt of bond proceeds, (ii) add development
services, as described below, (iii) increase the total compensation in the Agreement, (iv) revise the
scope of services to provide further updating of Texas A&M's program of requirements and a new
Concept Design Package, and (v) otherwise modify the Agreement, all as more particularly set
forth in this Third Amendment.
NOW, THEREFORE, in consideration of the mutual promises contained herein and for
other good and valuable consideration, the receipt and adequacy of which are hereby
acknowledged, the Parties hereby agree as follows:
1. The Agreement is hereby amended by deleting the current Attachment "D" in its
entirety and replacing it with Exhibit ',A" —attached to this Third Amendment as Attachment
"D" — Texas A&M Fort Worth Pre -Development Agreement Schedule of Fees.
2. Paragraph 3.a. of the Agreement is hereby replaced in its entirety with the
following:
RILGC shall pay Developer for the services rendered pursuant to this
OFFICIAL RECORD
Third Amendment to Pre -Development Agreement CITY SECRETARY Page 1 of 6
FT. WORTH, TX
following:
Agreement an amount of One Million, Nine Hundred Thousand and 00/100
Dollars ($1,900,000.00), including a portion of Developer's direct costs in
the amount of Seven Hundred and Twenty Thousand 00/100 Dollars
($720,000.00), in accordance with the provisions of this Agreement and
Attachment "D," Payment Schedule, which is attached hereto and
incorporated herein for all purposes. Developer shall not perform any
additional services for the RILGC not specified by this Agreement unless
the RILGC requests and approves in writing the additional costs for such
services. RILGC shall not be liable for any additional expenses of
Developer not specified by this Agreement unless RILGC first approves
such expenses in writing. RILGC agrees all invoices of Developer are due
and payable within thirty (30) days of receipt. The RILGC will endeavor to
pay all invoices to Developer within fifteen (15) days of receipt. Should a
portion of an invoice be contested by RILGC, payment of such contested
amount, upon resolution, will be made within thirty (30) days after
RILGC's receipt of the revised invoice. Amounts not contested shall be paid
within thirty (30) days after RILGC's receipt of the revised invoice.
Paragraph 3.d. of the Agreement is hereby replaced in its entirety with the
Term. Unless terminated pursuant to the terms herein, this Agreement shall
end October 31, 2024.
4. Section 4 of the First Amendment and Section 6 of the Second Amendment are
hereby deleted and replaced with the following: Attachment "A" of the Agreement is hereby
amended by adding the following additional services before the section entitled "Concept Design
Work Product Utilization":
Program of Requirements Validation and Concept Design Refinement
(120-210 days)
Continuing Program of'Requirements and Concept Design Refinement
(May 30, 2024 — October 31, 2024)
1. Update the project Development Budget, supported br
market research and Pre -Construction services and report to the RILGC
appropriate recornnienclations to adjust the project parameters, if needed,
to advance the next stages of'the work.
?. Update the project Development Schedule, incorporating all
the lief components of the 11'orli, identifying critical paths and milestones,
and integrating RILGC and Developer Team responsibilities and approvals
into the timeline.
3. Support 14`h Street and, if'necessai:v 17`h Street, Right -of-
War' and easement abandonments tlu'ough the City of Fort 1'Voi-th 's
easement vacation program, as requirecl.
Third Amendment to Pre -Development Agreement Page 2 of 6 t
4. Develop in consultation frith the RILGC and TAMUS, an
entitlement and permitting, strategy ,for' the Research and Innovation
Building ("RIB") site and Per -bl-ma ice, Visualization and Fine Arts
Building ("PVFA ") Lancaster Avenue (-PVFA Lancaster ") site to assure
timell• procurement of necessary permits and licenses to construct and
operate the Project.
S. Develop, in consultation with the RILGC and TAMUS, a
utihti, and public services procurement strategy for the RIB site and PVFA
Lancaster site to assure tirnell, acquisition Of necessary, irtditi, design,
equipment procurement and connection to such utilities.
6. Ongoing engagement frith the Authorities Haling
Jurisdiction (AHJ) over all Or a pOr'tiOrl Of the project to hiforin permitting
and entitlement cost estimates and expectations.
Design Management
(May 30, 2024 — October 31, 2024)
1. Utilize the partially developed Concept Design Package and
the revised Program of Requirements developed in the First Amendment
and Second Amendments to the Pre-Developmciit Agreement to provide
ongoing design refinement services for the Project, including:
a. Re -master plan the site to account , for future
development at the north end of Bloek 2 to preserve land area.for
future development, preserving available FAR, for, future use.
b. Meet ivith building user groups Chid assist TAMUS in
the evaluation and adjustment of the Program of'Requircments to
correlate it cost objectives.
C. Update the Program of Requirements after
conclusion of meetings ivith user groups and evaluation Of costs for'
compliance it-ith stated budget values.
d. Concept Design refinement of the RIB frith
associated parking and the PVFA Lancaster site with associated
parking based on space reduction requests and cost feedback.
e. All planning and design to comply with TAMUS
Facility Design Guidelines and Developer Project Guidelines, City
of Fort Worth planning arrd .zoning, if applicable, the FAA, and
codes and standards Of design established by the AHJ..
f. Updated and refined Concept Design deliverables
,for the RIB and PVFA Lancaster Core and Shell and the interior, fit -
out of the Academic Space that include the.follolving:
i. Updated conceptual architectural site and landscape
plan;
ii. Updated conceptual architectural floor plans;
iii. Updated conceptual exterior architectural
elevations and building cross Sections;
iv. All updated it ritten and graphic conceptual building
program;
Third Amendment to Pre -Development Agreement Page 3 of 6 t
11. Other- illustrative I Ater als—rerlderlllgS, or
drawings —needed to adeguatelr prescllt the
concept.
?. Facilitate stakeholder reviews, connnent collection,
comment reconciliation and RILGC (and TAMUS) approvals at
appropriate stages of design Progress.
3. Review, inspect and comment on all phlsical, structlu•al,
scrSrmc, environmental, topogl'aphlcal, sllbslll f ice conditions, geological
and ally existing condition Studies.
4. On behal f of * TAMUS and pursuant to the requirements of
TAMUS, obtain site survey and geotechnical investigations to define
developme11t pal'ar71ete1's on the project site(s) including the f011oll-ing
a. Engage Tcrracoll to pel.fOrn1 nett, geotechnical
Investigations on the PVFA Lancaster parcels and its associated
parking
b. Assist the Cite of Fort Worth In the preparation of a
title investigation and corresponding ALTA survw plat ofthe PVFA
Lancaster parcels.
Pre-Coirstrtiction Activities Dining Concept Design Refinement
(Mcty 30, 2024 — October 31, 2024)
1. Review alld rccoI1177end , facilitl• design, SrstenlS, and
Material choices ill Support of tine design teats based 011 revised Pr'Ogl-C1171 Of
requirements.
2. Update the project CO11St1-11Cti011 budget with cost estimates
based on the final approved Progl•anl of RegUircl7ents and the updated
concept design package.
3. Provide market research and cost anal sis to guide project
Palle declsiO17S.
4. Update the construction and devcloprrlellt schedule based on
the updated Concept Design.
5. The Agreement, as amended, and this Third Amendment shall be read together and
shall have the same effect as if the provisions of the Agreement and this Third Amendment were
contained in one agreement. Each and all other provisions of the Agreement not amended by this
Third Amendment shall remain unchanged and shall continue in full force and effect as provided
in the Agreement immediately prior to the Third Amendment Effective Date. In the event of any
inconsistency between the terms of this Third Amendment and the terms of the Agreement, the
terms of this Third Amendment shall control.
6. This Third Amendment may be executed in one or more counterparts and delivered
by facsimile or other similar electronic means. Any single counterpart or a set of counterparts
executed, in either case, by all the Parties shall constitute a full, original, and binding Third
Amendment for all purposes.
7. The Parties hereby signify their agreement to the foregoing terms by executing this
Third Amendment to Pre -Development Agreement Page 4 of 6
Third Amendment where indicated below.
IN WITNESS WHEREOF, the Parties hereto have caused this Third Amendment to be
exocuted by their duly authorized representatives on the day and Third Amendment Effective Date
above written-
RILGC:
By: Elizabeth Beck (Aug 30,202420:39 MDT)
Name: Elizabeth Beck
Title: President
Date Aug 30, 2024 , 2024
Approved as to Form and Legality:
By:
Name: John B. Strong
Title: Assistant City Attorney
Approval Recommended:
By:
Name:
Roger Venables
Title:
Aviation System Director
ATTEST:
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By:
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Name:
Janette Goodall
Title:
City Secretary
AFWP, LLC
By: Edgemoor Infrastructure & Real Estate
LLC
By: �.
Name: J es R. Martin
Title: Managing Director / Chief Development
Officer
Date: l�uG.ySf �� , 2024
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By: KDC Development LLC
By: C]��
Name: SC-.,0-7r C) Z%Mv
Title: i.<< /Od'-C�zo�4
Date: f.3_, 2024
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Third Amendment to Pre -Development Agreement Page 5 of 6
Exhibit A to the Third Amendment to the Pre -Development Agreement
ATTACHMENT "D"
Texas A&M Fort Worth Pre -Development Agreement Schedule of Fees
Uses of Funds
Architecture & Engineering (Design + Consultants) $815,000
Contractor Pre Construction Services $200,000
Site Investigation Consultants $91,950
Development Services Fee @ $60K per month (12 months Nov. 2023 - Oct. 2024) $720,000
Miscellaneous and Contingency $73,050
Total Uses of Funds from Pre -Development Agreement & Amendments $1,900,000
Third Amendment to Pre -Development Agreement Page 6 of 6