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HomeMy WebLinkAboutContract 63724Docusign Envelope ID: ABAD3C62-587D-445B-8D95-65D913115104 CSC No. 63724 CONSTRUCTION REIMBURSEMENT AGREEMENT CITY OF FORT WORTH, TEXAS — Everman Parkway Extension THIS AGREEMENT is made and entered into by and between the CITY OF FORT WORTH, a Texas home -rule municipal corporation ("City"), by and through its duly authorized assistant city manager, and BKV MIDSTREAM, LLC, authorized to do business in Texas ("Company"). WITNESSETH: WHEREAS, Company owns and operates a PIPELINE (the "Facility") in Tarrant County, Texas; and WHEREAS, City is constructing Everman Parkway from Cameron Hill Point to Rosedale Springs Lane ("Project") as depicted on Attachment "A" and City has requested that Company reroute, adjust and/or take protective action on a portion of the Facility (the "Relocation"); and WHEREAS, Company has agreed to provide the Relocation services subject to payment for relocation costs as detailed herein as generally depicted on Attachment "B" attached hereto and made a part hereof; and WHEREAS, City has agreed to reimburse Company for the costs and expenses for the Construction of the Relocation, estimated at $510,000.00 as shown on Attachment "B"; NOW, THEREFORE, for and in consideration of the mutual covenants and agreements hereinafter set forth, it is hereby agreed by and between City and Company as follows: RECITALS: The recitals, above, are incorporated into this Agreement insofar as they contain material elements germane to the Parties. REIMBURSEMENT BY CITY: A. City agrees to pre -pay Company $510,000.00, the estimated cost for the Relocation, based on Attachment B; and if the actual costs exceed the estimated cost for the Relocation, City agrees to pay such difference to Company. B. The obligation of the City to make a cost reimbursement payment under this Agreement does not constitute a general obligation or indebtedness of City for which the City is obligated to levy, pledge or collect any form of taxation. INGRESS AND EGRESS: City hereby grants to Company the right of ingress and egress across all lands owned, leased or controlled by City as may be reasonable and/or necessary for Company to perform the Relocation. AUDIT: City shall have the right, upon reasonable notice and during normal business OFFICIAL RECORD APPROVED Reimbursement Agreement By Legal at 1:30 pm, Jul 11, 2025 g CITY SECRETARY City of Fort Worth & BKV Midstream FT. WORTH, TX CPN 10327 1 -Everman Parkway Project Page 1 of 6 Docusign Envelope ID: ABAD3C62-587D-445B-8D95-65D913l l5104 hours, to audit and obtain copies of the books, records, and accounts of Company relating to the Relocation for up to two years after the date Company completes the Relocation. COMPANY LIABILITY AND INDEMNIFICATION: Company shall be liable for and shall promptly and fully compensate City for liabilities, claims and costs resulting either from the negligent activities of Company employees, agents and/or contractors or from spillage or discharge of petroleum products or other hazardous substance from the Pipeline. Company agrees to indemnify and hold harmless the City, its officers, agents and employees, against and from any and all liability, loss and expense and shall defend all claims resulting from loss of life or damage or injury to persons or property directly or indirectly resulting from the work performed by Company to the extent such loss, damage or injury, is caused by the negligence or willful misconduct of Company or its agents or arises out of or in connection with the Relocation Services. As a necessary condition for such indemnity to be enforceable against Company: (i) Company shall be notified in writing promptly of any and all claims, liability, loss and expense for which City seeks indemnification from Company, and (ii) Company shall have sole control of the defense of any and all claims, liability, loss and expense and all negotiations for their settlement or compromise. NO THIRD PARTY: This Agreement is solely for the benefit of the City and Company, and neither the City nor Company intends by any provision of this Agreement to create any rights in any third -party beneficiaries or to confer any benefit or enforceable rights, under this Agreement or otherwise, upon anyone other than the City and Company. VENUE AND JURISDICTION: This Agreement shall be governed by the laws of the State of Texas. Venue for any action brought to interpret or enforce, or arising out of or incident to, the terms of this Agreement shall be in Tarrant County, Texas or the United States District Court for the Northern District of Texas, Fort Worth Division. ENTIRETY OF AGREEMENT: This Agreement constitutes the entire agreement between the parties hereto relating to the subject matter hereof, and no alterations of the terms and conditions of this Agreement shall be valid unless in writing and signed by both of the parties hereto. This Agreement shall be binding upon and inure to the benefit of the parties hereto, their successors and assigns. SIGNATURE PAGE TO FOLLOW Reimbursement Agreement City of Fort Worth & BKV Midstream CPNI 03271-Everman Parkway Project Page 2 of 6 Docusign Envelope ID: ABAD3C62-587D-445B-8D95-65D913115104 IN WITNESS WHEREOF, this Agreement shall become effective as of the date it becomes fully executed by the parties. CITY OF FORT WORTH BKV Midstream, LLC � FSigned by: Vtt; ,�aLb�St,In, Jesica McEachern -moo wi:tleJBi.i.D'4'4 r... Assistant City Manager Eric S. Jacobsen 07/25/2025 President, upstream Date: Date: 7/11/2025 1 3:24 PM MDT Recommended by: X.F"'� Lauren Prieur (Jul18, 2025 08:47 CDT) Lauren Prieur Director, Transportation & Public Works Department Approved as to Form and Legality: Douglas Black (Jul 18, 2025 15:16 CDT) Douglas W. Black Assistant City Attorney p Qo9oouu ua °O Attest: o~0 9-+da M&C: 25-0599 OOo 0=0 '°� nezA544 Date: 06/24/2025 Jannette Goodall City Secretary Reimbursement Agreement OFFICIAL RECORD City of Fort Worth & BKV Midstream CITY SECRETARY CPN 10327 1 -Everman Parkway Project FT. WORTH, Tx Page 3 of 6 Docusign Envelope ID: ABAD3C62-587D-445B-8D95-65D913115104 ATTACHMENT A Project Location Map CPN103271-Everman Parkway Project FORT WORTH.. W4 Council Districts AM 8-Chris Nettles Ik. Project Extent iWLN OAKS IZ SlICNGS COVE �2 AHILL SIR NGS WFLSI'LKJrIC- W:LLO'.V H',LUALL SHWICS 4 Yk Lj EvERMAJ4 .0 .8 -Chris 71, Nettles] K-7 13 Data Soume CFW GIS, Near Map I Map generated May 2025 TFW Business Support Services CDpyrWO 2025 W[?Far K" Is a vbWar; or Jam ThV; dat3 % M to fly T?w t — appkabk use gwpW&W ippwser"M aW awawq U-S Feet rs r" ro be nwwllRiSPtl a a3ts prwaocrur ffoweaV pwp� aelya mqwm�d pmMmW.V " surRW. Tle C.-Ly affal MM as=** no mpm&MRy farVe 3aLraGy OrSad d�Fa Reimbursement Agreement City of Fort Worth & BKV Midstream CPN103271-Evennan Parkway Project Page 4 of 6 Docusign Envelope ID: ABAD3C62-587D-445B-8D95-65D913115104 ATTACHMENT A (Cont.) Proposed BKV Midstream Pipeline Relocation Alignment � pt ¢r grp ! ¢ gS . ae i§ , e lei I- • i F Ir 41 h ! ! P! i s I f k E 1 [ I� FQ Pk f Y fE iY E E 3LY !! Y i 3 : 1 Y f :! E ;� « ! •! � ff!! Ef ex _ - w.M. M•~�.'~� •ILL=R YlT E•IRLE ' OR awlO EIVIEIG• ' _.��E I� •x�11IlC0ET EE�f11_ um+r w r �l RGx lROx OBKV rEw�RRxr rxsr Reimbursement Agreement City of Fort Worth & BKV Midstream CPN103271-Evennan Parkway Project Page 5 of 6 Docusign Envelope ID: ABAD3C62-587D-445B-8D95-65D913115104 ATTACHMENT B BKV Midstream Estimates BKV MIDSTREAM 4800 BLUE MOUND RD FORT FORTH, TEXAS 76106 P roj act: Moritz A 6 in Relocation Work Scope; Relocakin 1, 0O0ft of bin Gathering Line tQ R isi n ger Station flue 10 new Roadway development_ na.5clriptibrl: RovVisurwayr Maid Labor Testing TOTAL Esllmalas ar-a -good For 30 d ys. Sub Total 1 Q6,3W `Rtirding Lftn&n Mm ft-6gifflidti `3381-2150 Reimbursement Agreement City of Fort Worth & BKV Midstream CPN103271-Evennan Parkway Project Page 6 of 6 City of Fort Worth, Texas Mayor and Council Communication DATE: 06/24/25 M&C FILE NUMBER: M&C 25-0599 LOG NAME: 20EVERMAN PARKWAY BKV MIDSTREAM RELOCATION AGREEMENT SUBJECT (CD 8) Authorize Execution of a Reimbursement Agreement with BKV Midstream, LLC, in the Amount of $510,000.00 for a Gas Pipeline Relocation to Accommodate the Everman Parkway Project (2022 Bond Program) RECOMMENDATION: It is recommended that the City Council authorize execution of a Reimbursement Agreement with BKV Midstream, LLC, in the amount of $510,000.00 for a gas pipeline relocation to accommodate the Everman Parkway project (City Project No. 103271). DISCUSSION: The Everman Parkway project will connect the two roadway dead ends near Cameron Hill Point and Rosedale Springs Lane. It will extend the four - lane divided roadway and include drainage, streetlights, shared -use paths, and a bridge at the Union Pacific Railroad crossing. The proposed improvements conflict with the existing BKV Midstream pipeline. Due to space constraints, the gas line must be relocated outside the City Right -of -Way (ROW). The City is responsible for the relocation costs. BKV Midstream LLC has agreed to relocate the pipeline for the cost of $510,000.00. The City will be responsible for paying overages that exceed the estimated cost. The work involves relocating the six-inch gas main for nine hundred and twenty (920) linear feet (LF). Construction is anticipated to commence two months after the agreement is executed. The following table summarizes the available funding for the project: Fund Existing Additional Project Total Funding Funding I34027 - 2022 Bond Program $29,783,123.46, $0.001$29,783,123.46 I30104 - Developer Contribution $3,066,876.54I $0.001 $3,066,876.54 I130106 - Intergovernmental Contribution $15,350,000.00' $0.0011$15,350,000.00 30108 - Transportation Impact Fee Cap $792,623.53 $0.00 $792,623.53 1139008 -Trans Impact Fee Cap Legacy $1,007,376.47I $0.001 $1,007,376.47 TOTALII $50,000,000.00$0.00I $50,000,000.00 Funding is budgeted in the Transportation Impact Fee Cap and 2022 Bond Program Funds for the Transportation and Public Works Department for the purpose of funding the extension of the Everman Parkway project, as appropriated. This Project is included in the 2022 Bond Program. The City's Extendable Commercial Paper (ECP) (M&C 22-0607; Ordinance 25675-08-2022) provided liquidity to support the appropriation. Available resources will be used to make any interim progress payments until the debt is issued. Once debt associated with a project is sold, debt proceeds will reimburse the interim financing source per the statement expressing official Intent to reimburse that was adopted as part of the ordinance canvassing the bond election (Ordinance 25515-05-2022). DVIN/Business Equity — This solicitation was reviewed by The Business Equity Division for available business equity prospects according to the City's Business Equity Ordinance. There were limited business equity opportunities available for the services/goods requested, therefore, no business equity goal was established. The Project is located in COUNCIL DISTRICT 8. A Form 1295 is not required because: This contract will be with a publicly -traded business entity or a wholly -owned subsidiary of a publicly -traded business entity: BKV Midstream, LLC FISCAL INFORMATION / CERTIFICATION: The Director of Finance certifies that funds are available in the current capital budget, as previously appropriated, in the Transportation Impact Fee Cap and 2022 Bond Program Funds for the Everman Pkwy (Rosedale Springs project to support the above recommendation and execution of the agreement. Prior to any expenditure being incurred, the Transportation & Public Works Department has the responsibility to validate the availability of funds. Submitted for Citv Manaaer's Office bv: Jesica McEachern 5804 Oriainatina Business Unit Head: Lauren Prieur 6035 Additional Information Contact: Monty Hall 8662 FORT WORTH. Routing and Transmittal Slip Transportation & Public Works Department DOCUMENT TITLE: Construction Reimbursement Agreement- BKV MIDSTREAM, LLC— Everman Parkway Extension Project M&C: 25-0599 CPN: 103271 CSO: TBD DOC#: 1 Date: 06/27/2025 To: Name Department Initials Date Out 1. Alexandra Ripley TPW - review 07/16/2025 2. Iskal Shrestha TPW - review 07/17/2025 IS 3. Raul Lopez TPW - review 07/17/2025 4. Lissette Acevedo TPW - review 07/17/2025 5. Patricia Wadsack TPW - review 07/17/2025 6. Lauren Prieur TPW - signature 07/18/2025 7. Doug Black Legal - signature 07/18/2025 Douelas Black lJul 18 20M 1516 CDTI 8. Jesica McEachern CMO - signature Cm 07/25/2025 9. Jannette Goodall CSO - signature dye—„ 07/25/2025 10. TPW Contracts TPW DOCUMENTS FOR CITY MANAGER'S SIGNATURE: All documents received from any and all City Departments requesting City Manager's signature for approval MUST BE ROUTED TO THE APPROPRIATE ACM for approval first. Once the ACM has signed the routing slip, David will review and take the next steps. NEEDS TO BE NOTARIZED: []YES ®No RUSH: [—]YES ®No SAME DAY: ❑YES ®No NEXT DAY: [—]YES [—]No ROUTING TO CSO: ®YES ❑No Action Required: ❑ As Requested ❑ For Your Information ® Signature/Routing and or Recording ❑ Comment ❑ File ❑ Attach Signature, Initial and Notary Tabs Return To: TPWContracts(a_�FortWorthTexas.2_ov at ext. 7254 for pick up when completed. Thank you!