HomeMy WebLinkAboutContract 63847CSC No. 63847
MEMORANDUM OF UNDERSTANDING
Tarrant Regional Water District and City of Fort Worth
Central City Flood Control and Panther island Redevelopment Projects
This Memorandum of Understanding ("MOU") is effective, as of the date of final
execution, ("Effective Date") by and between the TARRANT REGIONAL WATER DISTRICT
("TRWD"), a water control and improvement district a conservation and reclamation district, and
political subdivision of the State of Texas, created and functioning under Article 16, Section 59, of
the Texas Constitution and the general laws of the State of Texas, including Chapters 49, 50 and
51, Texas Water Code, and Chapter 268, Acts of the 55°i Texas Legislature, Regular Session, 1957,
as amended, and the CITY OF FORT WORTH ("City"), a Texas home rule municipal
corporation, each individually referred to as a "party" and collectively referred to as the "parties."
WHEREAS, the Central City Flood Control Project addresses the City of Fort Worth's
flood risks that are result of explosive population growth with the City having tripled in size since
the current levee system was constructed in the 1960s; and
WHEREAS, the Panther island redevelopment project is a once -in -a -lifetime placemaking
opportunity for the City of Fort Worth and the region, providing a road map for a market responsive
and well -planned urban waterfront district, and fostering sustainable development in the City's
core; and
WHEREAS, the Central City Flood Control Project and the Panther island redevelopment
project are separate but related, long-term initiatives that have been undertaken in partnership by
the City and TRWD, along with federal, state and local partners; and
WHEREAS, the Central City Flood Control Project's design was chosen as the
community's preferred alternative at the conclusion of a significant public process. The selection
was due to the many and varied community benefits it will provide at completion, including:
■ Flood protection for 2,400 acres of developed and developable areas along the
Clear Fork and West Fork of the Trinity River.
■ The creation of more than 5 miles of publicly accessible waterfront.
• A regional amenity in the form of 1.5 miles of upper and lower -level waterfront
promenade, direct access to levee trails, integral parks, and boat launches.
■ The restoration of more than 250 acres of ecosystem and riparian habitat,
including the planting of tens of thousands of trees within the project
boundaries.
■ The remediation of more than 150 acres of environmental contamination.
• The opportunity for a vibrant and sustainable forth -based zoning district on
roughly 400 acres of underutilized public and private land in the City's core,
the scale and location of which has the potential to capture and fuel the City's
long-term population and employment growth.
• The Panther Island for» -based district is projected to generate $1B in
additional ad valorem tax revenue to the City and public partners during
MOU - Central City Flood Control and Panther island Redevelopment Projects
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the term of the Trinity River Tax increment Financing District (TiF) No.
9.
• The Panther island form -based district is being designed and positioned
to be a regional and even national destination, attracting the type of
activity, density, and employment opportunity that can positively impact
the quality of life throughout the city and county.
WHEREAS, the Central City Flood Control Project and Panther Island Redevelopment
Projects have been conceived of, adopted [via Panther Island Strategic Vision 2.0 (2024), master
plans, and codes], funded, managed, and executed by TRWD, the City, and U.S. Army Corps of
Engineers and Texas Department of Transportation for nearly 20 years; and
WHEREAS, due to the long-term and complex nature of the program, in recognition of
established commitments and significant public investment, and to realize the mutual benefits of
program completion, it is the intent of the City and TRWD to adhere to various agreements that
have been established over the course of the project regarding the parties' cooperation in program
delivery; and
WHEREAS, some of the prior agreements are in writing and executed, while others are
being memorialized for the first time in this agreement; and
WHEREAS, this document is intended to memorialize and summarize those agreements
that are necessary to facilitate continued cooperation and partnership.
NOW, THEREFORE, in consideration of the mutual benefits and obligations set forth
herein, the receipt and sufficiency of which are hereby expressly acknowledged, the Parties agree
as follows:
1. Reimbursement process for City expenses under the inter Local Agreement (iLA)
(City Secretary's Office No. 43425, as amended) between City and TRWD related to the
Central City Flood Control Project:
o General:
■ Project costs are defined in the executed ILA and its Amendment No, 1, and as
further referenced in the Project and Financing Plan for TiF No. 9 (as amended),
which tie to project components identified in the Final Supplemental
Environmental Impact Statement (FSEiS) and generally include public works
and public improvements of the TIF District.
• Costs included in the City's original $26.6M contribution to the program
are ineligible for reimbursement.
■ Each contract shall have a reimbursement letter signed at the staff level in
advance of contract execution that stipulates eligible project components
(Central City Flood Control/Non-Central City Flood Control), project schedule,
contract amount, budgeted amount, reimbursement timing, and other standard
project information.
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• The purpose of the letter is to memorialize an inter -agency
understanding of eligible costs in advance of contract execution; and
• To facilitate cash flow planning on the part of TRWD; and
• To determine if the contract is within the available local project budget
and would be eligible for reimbursement.
• It is understood by both parties that the letter is not intended to be a legal
agreement or supersede the ILA or its Amendment No. 1.
■ Change orders and other contract amendments that affect reimbursement
amounts require a separate reimbursement letter to achieve the same purposes
as the original letter.
■ The parties agreed that, beginning in 2023, a single annual reimbursement
would be processed for City expenses incurred on eligible contracts, rather than
at project completion.
o Timing:
■ A consolidated City reimbursement packet shall be submitted to TRWD by
August l of each year for payment by TRWD to City before Fiscal Year close
(September 30) of that same year.
• Late requests will not be eligible for reimbursement until the next cycle.
o Required documentation:
■ A summary workbook that includes all projects and corresponding invoices
associated with the overall reimbursement request.
■ A signed reimbursement letter(s) between City and TRWD for each included
contract and associated amendments.
■ Copy of each included contract, including change orders and amendments, and
associated Mayor and Council Communications M&C(s).
■ Proof of Payment for each invoice provided.
■ If a contract is complete and final reimbursement is sought, additional required
documentation includes:
• Final as-builts and/or record drawings, according to standard City
practice.
• Summary spreadsheet that includes all invoices for all cost associated
with the contract [to be used for USACE Lands, Easements, Rights of
Ways, Relocations and Disposals (LERRDs) credit submittal].
• Summary spreadsheet that includes all invoices associated with the
amount of reimbursement request.
• City Green sheet documenting completion of the work by the contractor
and acceptance by City.
2. Budget considerations:
o The TRWD 2018 bond program provided $250M in debt authorization for the Central
City Flood Control Project. Some portions of the projects originally intended to be
funded with bond proceeds have instead been cash funded by TRWD, as the partners
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anticipated extension of the term of Tax Increment Reinvestment Zone Number Nine
(TiF 9). That cash funding, in turn, has led to bonding capacity in excess of the current
local budget.
■ As may be necessary, the additional bonding capacity will be allocated to the
local cash match requirement for federal funding to implement the Central City
Flood Control Project.
o The local project budget includes a contingency line item. Those contingency funds are
also expected to be required for the local cash match requirement for implementation
of the Central City Flood Control Project.
o Beyond the available local budget, each party will be responsible for funding their
shortfall for Project Costs (utility relocations, cash match, etc.).
■ These costs will be reimbursed by the TIF after its prior obligations are satisfied,
should sufficient revenues be available.
o in accordance with Section 3.4 of the Project Cost Financing Agreement, the priority
order of TiF payments is listed below. Reimbursements for funding shortfalls beyond
the local budgets would likely require modification to the current TIF finding
limitation.
■ Annual payment to TRWD for Loan Balance including all Advances and Debt
Service, will be applied at TRWD's discretion, in the following order:
• NCTCOG for bridge loan ($350k over 10 years starting in 2023)
• Bond debt (up to $250M plus —$250M in interest)
o TRWD's project expenditures (e.g. land acquisition,
environmental, demolition)
o Payments through TRWD to City for completed eligible
infrastructure relocations/modifications (invoices paid annually)
• TRWD cash -funded Capital Costs (—$190M)
■ Payment to TRWD for TRWD finding shortfall (cash match,
land/h•elocation/demolition/remediation/program management) after the TIF's
prior obligations are satisfied, should sufficient revenues be available.
■ Payment to City for City funding shortfall (water, sanitary sewer, and
stormwater relocations, franchise utility relocations, local street modifications)
after the TiF's prior obligations are satisfied, should sufficient revenues be
available.
3. Required properties
o TRWD and City will support the dedication to and/or use of properties from one party
to the other for Central City Flood Control and Panther island project purposes, subject
to respective governing body approvals, as may be necessary. This may include, but is
not limited to, utility and public open space easements; canal, street, and pedestrian
rights -of -way; rights -of -entry; and land swaps.
4. Canals:
o Canals satisfy stormwater detention and conveyance requirements in current and
ultimate conditions; they satisfy flood protection requirements that allow the levees to
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be removed; and they will be an important component of the open space and pedestrian
network of the island.
o it is understood by the parties that the Canal System (defined as all segments and
TRWD improvements within the Canal ROW which includes the Canal and Paseos)
will be owned and operated by TRWD. Routine maintenance and operation of the
Canal System infrastructure, as described in the Canal System Manual, will be
performed by TRWD; once established, a public improvement district (PID) will
perform enhanced maintenance such as landscaping, litter control, and power washing,
as described in the Public Improvement District Service Plan and the Management and
improvement Services Agreement.
■ The canal system is the adopted Panther Island stormwater plan, by means of
appropriate references in city code.
■ TRWD plan review, approval, construction inspection, and acceptance of canals
constricted by others will be incorporated into the appropriate City
development processes, as described in an Interlocal Agreement for Canal
System Development Processes to be entered into by the parties.
o It is understood that the long-term capital maintenance of the Paseos may be a shared
responsibility to be negotiated in good faith between TRWD and the City which
receives sales and hotel -occupancy taxes associated with the economic and tourism
success of Panther Island. This acknowledgment of future good faith negotiation will
be incorporated into the Interlocal Agreement for Canal System Funding and
Maintenance.
o In accordance with Texas Government Code Chapter 2267 or other applicable law, City
will dedicate to TRWD in fee, at no cost, the City -owned property needed for future
stormwater canal segments on Panther Island.
o City staff will recommend that the City Council allow the use of park fees collected on
Panther island (Central City Unit Number 4.13-6) by TRWD for the purpose of
constructing the Paseos as agreed to by the parties at the time each segment is
constructed by TRWD or a developer.
5. Park improvements:
o City staff will recommend that the City Council allow the use of park fees collected on
Panther Island (Central City Unit Number 4.13-6) for improvements to TRWD- or
City -owned open spaces, plazas, and walkways, including those adjacent to the bypass
channel, to meet this purpose so long as they serve a recreational function and are open
to the public.
o Use of park fees for open spaces or Paseos, as noted in section 4, shall be negotiated in
good faith by both parties to determine the best use of available funds to achieve the
infrastructure and activation objectives with the intent to provide a shared
recommendation to the City Council.
o For City Park and Recreation Department improvements on TRWD property such as
traillieads within the FWCC:
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■ Platting: if replatting is required, the City Manager and staff shall recommend
a waiver of the requirement to the City Plan Commission, as applicable.
■ The Zoning Administrator will review the applicability of Section 6.300 of the
Zoning Ordinance, Appendix A of the City Code to areas open to the public
within parkland or open space. TRWD and the City agree that the absence of
incompatible uses or the existence of negative visual, noise, or other by-
products of non-residential land uses shall be considered favorably in the
determination by the Zoning Administrator that Sections 6.300 and 6.301 is not
applicable to parkland or open space for the purposes of landscaping, screening,
setback and buffer yard requirements.
o For USACE Central City improvements within City parkland and outside of the limits
of the federal floodway:
■ TRWD will seek to obtain a temporary work area easement with the City for
USACE construction activities within the park.
■ TRWD will prepare the information/documents for any required conversion of
parkland for the construction of improvements. Park and Recreation staff will
use the information provided by TRWD to process the park conversion.
o Regarding USACE Central City improvements within City parkland inside the limits
of the federal floodway:
■ City acknowledges TRWD has the right to perform work within the Fort Worth
Federal Floodway; and as such a temporary work area easement is not necessary
to be executed.
■ TRWD will, at least 10 days prior to the commencement of USACE Central
City work within the Fort Worth Federal floodway, provide notice to the City
of the date and duration of the work to be performed.
6. Platting:
o Street vacations: Applications to vacate street rights -of -way required for the Central
City Flood Control Project or TRWD-led Canal System should include a request to the
City Plan Commission to waive the subdivision ordinance requirement to incorporate
the area to be vacated into a replat. The area vacated will be incorporated into a replat
upon the development of adjacent parcels.
o Platting will not be required for construction of the Canal System by TRWD within
TRWD property or right-of-way. Platting of canals will occur in conjunction with the
development of adjacent parcels.
o The Fort Worth Floodway shall not generally require platting. Should a compelling
need to plat the Floodway arise, plat notes shall be subordinate to the TRWD's ability
to operate and maintain the Floodway.
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7. Other
o A future Public improvement District (PiD) is contemplated by both TRWD and City
for purpose of operating and maintaining various district functions and amenities,
including but not limited to the canals, public open spaces, signature bridges, water
quality devices and landscaping.
o it is understood by both parties that open space on Panther island will be dedicated as
such and is not intended to be dedicated as parkland.
■ City and TRWD have committed through a separate MOU to work together in
furthering greenspace preservation efforts. This commitment is applicable to
Panther Island in working cooperatively to preserve properties on Panther
island that are envisioned as future public open space, and to ensuring perpetual
public access to open spaces and waterfronts.
o In accordance with Ordinance No. 27615-04-2025 amending the Urban Forestry
Ordinance, Panther island and work associated with the Central City Flood Control
Project or TRWD-led Canal System, including but not limited to, valley storage
projects are exempt from urban forestry requirements. The intent of the Urban Forestry
Ordinance is met by the overall Ecosystem Restoration aspect of the Central City Flood
Control program.
■ Tree removal will be coordinated with the City Forester and minimized to the
degree possible.
o TRWD and City will not charge staff expenses to the program, except for positions that
are fully dedicated to interagency support of the Central City Flood Control Project,
including:
■ Programmatic scheduling and cost control for the Central City Flood Control
project.
■ Documents and records management.
■ Advisory services related to USACE protocol and operations.
■ Programmatic administrative support (TRVA Board, inter -agency
administrative).
o The applicability of fees related to the implementation of the Project, including utility
service kills, dedication or vacation of required rights -of -way, easements will be
incorporated into the interlocal Agreement between the TRWD and the City for
development processes.
o TRWD and City will designate staff to notify and closely coordinate with each other
on public information requests and media releases.
o Presentation materials for public meetings will be reviewed by TRWD and City in
advance in order to ensure consistent and coordinated messaging.
o Haul routes required for construction of the project are evaluated during design.
Anticipated damage to City roadways can be addressed either via payment of an upfront
fee by the contractor prior to beginning construction, or by pre- and post -construction
inspection and repair to pre -construction conditions by the contractor.
o Due to the various unique requirements and processes associated with development of
Panther Island, City and TRWD will endeavor to ensure a consistent and coordinated
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team of reviewers be assigned to review and process development applications on
Panther Island.
o Pending the establishment of a formal governance structure for Panther Island, City
and TRWD will continue to coordinate closely on the consideration and review of any
development proposals in the district.
o Through meetings with the USACE, FEMA, City, and TRWD, the partners have agreed
on the following with regard to modification of FEMA FIRM maps related to the
Central City Flood Control and Panther Island projects:
■ Conditional Letters of Map Revision (CLOMRs) and Letters of Map Revision
(LOMRs) will be handled on a feature -by -feature basis but will be required by
FEMA to address revisions to the Special Flood Hazard Area extents and water
surface elevations.
• For each feature, if a No -Rise Analysis can be certified, then a CLOMR
will not be required.
■ The USACE will perform (or cause to be performed) and provide the required
modeling and other requirements for inclusion in an application for a CLOMR
(if required) and LOMR, as appropriate. TRWD and the City will work
cooperatively on submission and processing of the application for FEMA
review and approval.
o To the extent possible, when an inter -agency process, format, or agreement has been
established and utilized successfully, it shall be utilized for future such inter -agency
actions (i.e., easement language, reporting templates, rights of entry, haul route repair,
etc.)
o Proceeds from the future sale of properties that were purchased with Central City
project funds (including initial cash contributions by the public partners, as well as
expenditures later reimbursed with TIF revenues) will be allocated to the repayment of
outstanding local Central City project costs (demolitions and relocations, land
acquisition, cash match, utility relocations, etc.).
■ Should all project costs be met, proceeds would be allocated to mutually
beneficial improvements or operations on Panther Island, prioritizing the
installation of canals and other critical public infrastructure above other
potential improvements.
7. Notices. All written notices required under this MOU must be hand delivered or sent by
certified mail, return receipt requested, addressed to the proper party at the following
address:
To Citv: To TRWD:
City of Fort Worth Tarrant Regional Water District
Attn: City Manager's Office Attn: General Manager
100 Fort Worth Trail 800 E. Northside Drive
Fort Worth, TX 76102 Fort Worth, TX 76102-1016
With copy to Fort Worth City Attorney's
Office at same address
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8. Governing Law. The Parties agree that this MOU shall in all respects be governed by, and
construed in accordance with, the laws of the State of Texas, (without regard to principles
of conflict of laws that would require the application of a law of other jurisdiction), and
exclusive venue shall lie in the courts of competent jurisdiction in Tarrant County, Texas.
9. Captions and Headings. Captions and headings used in this MOU are for reference
purposes only and shall not be deemed a part of this MOU.
10. Counteru<u•ts. This MOU may be executed in any number of counterparts, each of which
shall be deemed to be an original and all of which taken together shall be deemed to
constitute one and the same instrument, and it shall not be necessary in making proof of
this MOU to produce or account for more than one such counterpart.
11. Entire Agreement. This MOU represents the entire understanding of the Parties in relation
to the subject matter hereof, and supersedes any and all previous agreements, arrangements,
or discussions between them (whether written or oral) in respect of the subject matter
hereof.
12. Governmental Powers. By execution of this MOU, neither TRWD nor the City waives their
sovereign or governmental powers, or immunities, all of which are expressly reserved.
13. Severability. If any provision of this MOU shall be determined to be unenforceable, void,
or otherwise contrary to law, such condition shall in no manner operate to render any other
provision of this MOU unenforceable, void or contrary to law, and this MOU shall continue
in force in accordance with the remaining terms, and provisions hereof, unless such
condition invalidates, the purpose or intent of this MOU.
14. Amendment. No amendment, modification, or alteration of the terms of this MOU shall be
binding, unless it is in writing, dated subsequent to this MOU, and duly executed by the
Parties hereto.
15. "Third Party Rights. The provisions and conditions of this MOU are solely for the benefit
of TRWD and City and are not intended to create any rights, contractual or otherwise, for
any person or entity.
16. Conflicts. in the event of any dispute over the meaning or application of and provision of
this MOU, this MOU shall be interpreted fairly and reasonably, and neither more strongly
fair or against any Party, regardless of the actual drafter of this MOU.
17. No Partnershin. Nothing in this MOU shall be deemed to create a partnership, agency,
joint venture, or joint enterprise between the Parties.
[signature page follows]
MOU - Central City Flood Control and Panther island Redevelopment Projects
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ACCEPTED AND AGREED:
CITY OF FORT WORTH:
Naha Nwk
By. Dana 6wghd off (Jut 28, d21, 17:I' ff.T)
Name: Dana Burghdoff
Title: Assistant City Manager
Date: 2025
APPROVAL RECOMMENDED:
By: ?, P C,,�,
Name: Ronald Gonzales
Title: Asst City Secretary
ATTEST.
By: U
Name: Jannette S. Goodall
Title: City Secretary
TARRANT REGIONAL WATER DISTRICT:
Tarrant Regional Water D'strict
By: I
Name: D: Ruhman
Title: General Manager
Date: 05 .S'ut>l. 2025
1
CONTRACT COMPLIANCE
MANAGER:
By signing T acknowledge that I am the
person responsible for the monitoring and
administration of this contract, including
ensuring all performance and reporting
requirements.
Name: Clair Davis
Title: Sr. Capital Projects Officer
APPROVED AS TO FORM AND
LEGALITY:
By:
Name: Melinda Ramos
Title: Deputy City Attorney
CONTRACT AUTHORIZATION:
M&C:
Form 1295:
APPROVED AS TO FORM AND
LEGALITY:
Name: Stephen Tatiim
Title: General Counsel
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