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HomeMy WebLinkAboutContract 61964CSC No. 61964 FUNDING AGREEMENT This Funding Agreement ("Agreement") is entered into by and between the Fort Worth Local Development Corporation ("LDC") and the City of Fort Worth ("City"). The LDC and City hereby agree that the following statements are true and correct and constitute the basis upon which the LDC and City have entered into this Agreement: A. On August 6, 2024, the LDC adopted a resolution to approve an agreement with City to provide certain funds to help complete road work and beautification for the section of Camp Bowie between Montgomery and University Drive ("Project") in the amount not to exceed $1.6 million dollars. NOW, THEREFORE, the LDC and City, for and in consideration of the terms and conditions set forth herein, do hereby contract, covenant and agree as follows: 1. Citv's Obligations. City shall: a. Complete road work and beautification for the section of Camp Bowie between Montgomery and University Drive. b. Return the Funds to the LDC if the Project is cancelled for any reason. 2. The LDC's Obligations. a. Funding of Project. The LDC will provide funding for the Project in an amount up to One Million Six Hundred Thousand Dollars and No Cents ($1,600,000.00) ("Funds") in accordance with this Agreement. b. LDC Contributions. The LDC acknowledges and consents to the transfer from the LDC of up to the total amount of the Funds, in whole or in part, to the funds or accounts of the City that will be used to pay for the costs of the Project. 3. Term. The term of this Agreement is effective as of the date signed below by the Assistant City Manager ("Effective Date") and expires upon the earlier of (i) the complete performance of all obligations and conditions precedent by the LDC and City; or (ii) termination by either the LDC or City as permitted by this Agreement. 4. Successors and Assigns. City may not assign its rights or obligations under this Agreement to any other party without the advance written approval of the LDC, which may be withheld at the LDC's discretion. This Agreement is binding on and inures to the benefit of the parties, their respective successors and assigns. 5. Notices. All written notices called for or required by this Agreement shall be addressed to the following, or such other party or address as either party designates in writing, by certified mail, postage prepaid, or by hand delivery: OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Funding Agreement between LDC and City of Fort Worth Page 1 of 4 LDC: City: City of Fort Worth City of Fort Worth Attn: Director, Economic Development Attn: Assistant City Manager 100 Fort Worth Trail 100 Fort Worth Trail Fort Worth, Texas 76102 Fort Worth, Texas 76102 6. Venue and Choice of Law. This Agreement will be construed in accordance with the laws of the State of Texas and applicable ordinances, rules, regulations or policies of the City. Venue for any action under this Agreement lies in the State District Court of Tarrant County, Texas or the United States District Court for the Northern District of Texas, Fort Worth Division. This Agreement is performable in Tarrant County, Texas. 7. Compliance with Legal Requirements. This Agreement is subject to all applicable federal, state and local laws, ordinances, rules and regulations, including, but not limited to, all provisions of the City's Charter and ordinances, as amended, and violation of the same shall constitute a default under this Agreement. In undertaking any work in accordance with this Agreement, City, its officers, agents, servants, employees, contractors and subcontractors shall comply with all federal, state and local laws and all ordinances, rules and regulations of the City, as such laws, ordinances, rules and regulations exist or may hereafter be amended or adopted (collectively, "Legal Requirements"). 8. Severability. If any provision of this Agreement is held to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired. 9. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and constitute one and the same instrument. 10. Captions. The captions to the various clauses of this Agreement are for informational purposes only and shall not alter the substance of the terms and conditions of this Agreement. 11. No Waiver. The failure of either party to insist upon the performance of any term or provision of this Agreement or to exercise any right granted hereunder shall not constitute a waiver of that party's right to insist upon appropriate performance or to assert any such right on any future occasion. 12. Governmental Powers. It is understood that by execution of this Agreement, neither the LDC nor the City waives or surrenders any of their governmental powers or immunities. 13. Force Maieure. It is expressly understood and agreed by the parties to this Agreement that if the performance of any obligations hereunder is delayed by reason of war, civil commotion, acts of God, inclement weather, governmental restrictions, regulations, or interferences, unreasonable delays by the City in issuing any permits or certificates of occupancy or conducting any inspections of or with respect to the Project (based on the amount of time that Funding Agreement between LDC and City of Fort Worth Page 2 of 4 the City customarily requires in undertaking such activities and based on the then -current workload of the City department(s) responsible for undertaking such activities), or delays caused by unforeseen construction or site issues, fire or other casualty, court injunction, necessary condemnation proceedings, acts of the other party, its affiliates/related entities and/or their contractors, or any actions or inactions of third parties or other circumstances which are reasonably beyond the control of the party obligated or permitted under the terms of this Agreement to do or perform the same, regardless of whether any such circumstance is similar to any of those enumerated or not, the party so obligated or permitted shall be excused from doing or performing the same during such period of delay, so that the time period applicable to such design or construction requirement shall be extended for a period of time equal to the period such party was delayed. 14. No Third -Party Rights. This Agreement is solely for the benefit of the parties hereto and is not intended to create or grant any rights, contractual or otherwise, to any other person or entity. 15. Entirety of Agreement. This Agreement, including any exhibits attached hereto and any documents incorporated herein by reference, contains the entire understanding and agreement between the LDC and the City, their assigns and successors in interest, as to the matters contained herein. Any prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with any provision of this Agreement. This Agreement shall not be amended unless executed in writing by both parties and approved by the LDC in an open meeting held in accordance with Chapter 551 of the Texas Government Code. Signature page follows Funding Agreement between LDC and City of Fort Worth Page 3 of 4 FWLDC: By: Name: Gyna Bivens Title: FWLDC Chair Approved as to Form and Legality: M By: (Ak- Name: Denis C. McElroy Title: Sr. Asst City Attorney Sect Chief LDC Resolution No. City: City of Fort Worth JI- be nAW By: Dana Bu ff (Sep'9, 2e1 CDT) Name: Dana Burghdoff Title: Assistant City Manager Attest: 4foRr°aaa 4� f vAQ*a�.d By: V a°nnaEx4s4' Name: Jannette S. Goodall Title: City Secretary Contract Compliance Manager: By signing, I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. By: Name: Tyson Thompson Title: Assistant Director Development Services OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Funding Agreement between LDC and City of Fort Worth Page 4 of 4