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HomeMy WebLinkAbout064188 - Construction-Related - Contract - Gyant Marine, LLCCITY OF FORT WORTH FA<;ADE IMPROVEMENT PROGRAM REIMBURSEMENT AGREEMENT CSC No. 64188 This FA(;ADE IMPROVEMENT PROGRAM REIMBURSEMENT AGREEMENT ("Agreement") is entered into by and between the CITY OF FORT WORTH ("City"), a home rule municipality, and Gyant Marine, LLC ("Developer"). City and Developer may be referred to individually as a "Party" and jointly as the "Parties". RECITALS City and Developer hereby agree that the following statements are true and correct and constitute the basis upon which City and Developer have entered into this Agreement: A.On or about September 7, 1979 the City entered into Urban Development Action Grant Agreement with the United States Department of Housing and Urban Development Grant ("UDAG") No. B-79-AA-48-0013 for use in acquiring land and constructing a parking garage located under General Worth Park in downtown Fort Worth (City Secretary Contract No. 10610) (the "UDAG Grant Agreement"), as more specifically set forth in the UDAG Grant Agreement. The City has leased this parking garage under a Lease Agreement ("Parking Garage Lease") dated on or about May 22, 1980 by and between City and Hunt Hotel/Fort Worth, Ltd. (City Secretary Contract No. 11085, as amended and assigned). Rental revenues from this lease are deemed "Grant Revenues" under the UDAG Grant Agreement (the "UDAG Grant Fund Proceeds"). The UDAG Grant Agreement allows the City to use the UDAG Grant Fund Proceeds for community or economic development activities eligible for assistance under Title I of the Housing and Community Development Act of 1974, Pub. L. No. 93-383, as amended (the "Act"). B.The purpose of the Urban Village Storefront/Fa9ade Improvement Program ("Fa�ade Improvement Program") is to encourage local businesses to improve storefronts/fa9ades in eligible areas, and to promote commercial revitalization and economic development. The Fa9ade Improvement Program is funded with revenues generated from the City-owned parking garage located under General Worth Square originally funded with Urban Development Action Grant ("UDAG") funds. The Fa9ade Improvement Program provides $1.00 for every $3.00 spent up to $30,000.00. Developer owns or is authorized to unde1take the fa9ade improvements to a building located on certain real property in the City commonly described as 1360 & 1364 N. Main Street and 150 Central Avenue, Fort W01th TX 76164 (collectively the "Property"). The Prope1ty and the proposed fa9ade improvements, along with other improvements, are described on the attached Exhibit "A", attached hereto and hereby made a pmt of this Agreement for all purposes ( collectively the "Project"). A rendering that identifies the proposed fa9ade improvements to the building and the estimated cost of the improvements is set forth in Exhibit "B", attached hereto and hereby made a pmt of this Agreement for all purposes (the "Improvements"). C.The 2023 Comprehensive Plan, adopted by the City Council under Ordinance No. 26050-03-2023 (the "Comprehensive Plan"), recommends that the City focus on revitalization of the Central City, as defined in the Comprehensive Plan. The Comprehensive Plan specifies that one Page I of 11 Fa9ade Improvement Reimbursement Agreement Between City of Fort Worth and Gyant Marine, LLC of the principal means of revitalization of the Central City will be the redevelopment of distressed commercial corridors, especially in the vicinity of urban villages, which are highly urbanized places that have a concentration of jobs, housing units, commercial uses, public spaces, public transpo1tation and pedestrian activity, and are typically located along priority commercial corridors. The project is located in the Historic Marine Urban Village, or along the commercial corridor within one half mile of the Urban Village which, in accordance with the Comprehensive Plan, the City Council has been selected as one of 10 areas in the City where revitalization efforts are most needed and where the use of public incentives can most sensibly be focused. D.The Improvements qualify as community or economic development activity eligible for assistance under Title I of the Act. The City Council has determined that activities such as the Improvements will meet a vital public purpose and constitute a positive step in revitalization of the Central City and the designated Urban Village, in particular. The City Council has also determined that, by entering into this Agreement, the potential economic benefits that will accrue to City under the terms and conditions of this Agreement are consistent with City's economic development objectives as set forth in the Comprehensive Plan. NOW, THEREFORE, in consideration of the mutual benefits and promises contained herein and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Pmties agree as follows: AGREEMENT 1.INCORPORTION OF RECITALS. City and Developer hereby agree that the recitals set forth above are true and correct and form the basis upon which City and Developer have entered into this Agreement. 2.DEFINITIONS. In addition to terms defined in the body of this Agreement, the following terms have the definitions ascribed to them herein: Act has the meaning ascribed to it in Recital A. Building means, for funding purposes, a contiguous structure with shared walls, not including firewalls on which the Improvements will be made. Complete Documentation means a rep01t or reports in a form reasonably acceptable to City that contains a summary of the costs expended for the Improvements covered by the report, with the following supporting documentation: (i) copies of invoices for all completed work and other documents necessary to demonstrate that the amounts represented were actually paid, including, without limitation, final lien waivers signed by the general contractors or appropriate subcontractors; (ii)copies of all City permits issued for this work and City-issued "pass" inspections for this work; and (iii) any other documents or records reasonably necessary to verify costs spent for the Improvements or to otherwise comply with UDAG Regulations. Completion Deadline means December 30, 2027. Comprehensive Plan has the meaning ascribed to it in Recital C. Page 2 of 11 Fa9ade Improvement Reimbursement Agreement Between City of Fort Worth and Gyant Marine, LLC Developer means a legal entity/party that enters into a Farade Improvement Program Reimbursement Agreement with City to receive funds from the Fa�ade Improvement Program. Director means the Director of the City's Neighborhood Services Department or authorized designee. Effective Date means the date City issues a building permit for the project. Eligible Improvements means any construction or aesthetic alteration made to the side of the Building parallel to the primaiy right-of-way and improvements to the interior wall of the Farade caused as a result of improvements to the Fa�ade, as approved by City. Eligible improvements are limited to the following: signage attached to the Farade, painting, siding, brick/stone/masonry, glass, windows, doors, trim, awnings, and structural improvements to the Farade or exterior lighting attached to the Fa�ade. Facade means the portion of the Building parallel to the primary right-of-way as determined by City. Faeade Improvement Program has the meaning ascribed to it in Recital B. Force Maieure means an event beyond a Party's control, including, without limitation, acts of God, iires, strikes, national disasters, wars, terrorism, riots, epidemics, pandemics, material or labor restrictions, and, with respect to Developer, unreasonable delays by City in issuing any permits with respect to the Improvements or inspection of any of the Improvements (taking into account City's then-current workload with respect to the issuance of permits or the conducting of inspections), but does not include construction delays caused due to purely financial matters involving any entity, including, but not limited to, Developer, such as, without limitation, delays in the obtaining of adequate financing. HUD means the United States Department of Housing and Urban Development. «A». Improvements has the meaning ascribed to it in Recital B and as further described in Exhibit Owner means the owner of the real property on which the Building is located. Records means all financial and business records of Developer or provided to Developer that relate to the Improvements or that contain information necessary for the City to calculate or verify Developer's compliance with this Agreement. UDAG means Urban Development Action Grant and the grant program of the same name administered by HUD. UDAG Grant Agreement has the meaning ascribed to it in Recital A. UDAG Grant Fund Proceeds has the meaning ascribed to it in Recital A. UDAG Regulations means the Act and all other laws, rules, regulations, and contractual obligations pertaining to UDAG and the use of the UDAG Grant Fund Proceeds. Page 3 of 1 1 Fa�ade Improvement Reimbursement Agreement Between City of Fort Worth and Gyant Marine, LLC 3. TERM. 3.1 This Agreement will commence on the Effective Date and terminate on March 30, 2028, unless terminated earlier as provided herein. 3.2 This Agreement may be extended by the City in its sole discretion upon written request from the Developer. 4. DEVELOPER'S OBLIGATIONS. 4.1. Completion of Improvements. Developer must expend at least an aggregate total of $205,731.16 for the Fa�ade Improvements for the Property, which amount is subject to written verification by the Director based on Complete Documentation submitted to City by Developer in accordance with this Agreement. 4.2. Reports. Developer must supply any additional information requested by City that is necessary to assist City in demonstrating compliance with UDAG Regulations and conditions of this Agreement. 4.3. Inspection of Improvements. Following reasonable advance notice to Developer, City will have, and Developer will provide or cause to be provided, access to the project, in order for City to inspect the project and evaluate the Improvements to ensure compliance with the terms and conditions of this Agreement. Developer will cooperate fully with City during any such inspection and/or evaluation. 4.4. Audits. Developer agrees that City shall, until the expiration of 3 years after final payment under this Agreement, or the final conclusion of any audit commenced during the said 3 years, have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records, including, but not limited to, all electronic records, of Developer involving transactions relating to this Agreement at no additional cost to City. Developer agrees that City shall have access during normal working hours to all necessary Developer facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. City shall give Developer reasonable advance notice of intended audits. This provision shall survive the expiration or termination of this Agreement. 4.5 Approvals. Prior to commencement of construction of the Improvements, all Federal, state, and/or local approvals necessary to complete the Improvements must be provided. Necessary approvals may include: 1. City's Historic and Cultural Landmarks Commission; 2. City's Zoning Commission; 3. City's Urban Design Commission; 4. City's Downtown Design Review Board; 5. City's Plan Commission; 6. City's Building Standards Commission; and 7. Permitting. Page 4 of I 1 Far,ade Improvement Reimbursement Agreement Between City of Fort Worth and Gyant Marine, LLC 5. REIMBURSEMENT BY CITY Subject to all terms and conditions of this Agreement, City will reimburse Developer upon completion of the Improvements as follows: 5.1. Program Reimbursement. City will pay Developer up to $30,000.00 on a reimbursement basis for eligible expenses for the Improvements to the Property provided that Developer: (i) completes the Improvements by the Completion Deadline; (ii) submits Complete Documentation to City with respect to the Improvements; and (iii) City has verified that Developer spent at least $205,731.16 on the Improvements based on inspection and Complete Documentation. The amount City shall reimburse Developer will be based on the amount spent by Developer on the Improvements. City shall reimburse $1.00 for every $3.00 spent by Developer. For example, if Developer spends $30,000.00 on Eligible Improvements, City will reimburse $10,000.00. Developer shall only be reimbursed for Eligible Improvements. 5.2. Source of Funds; Allocation Limitations. Notwithstanding anything to the contrary herein, it is understood and agreed that funding under this Agreement will come from currently available UDAG Grant Proceeds and will be paid only in accordance with and subject to UDAG Regulations and any other applicable HUD requirements. It is specifically agreed by Developer that no other City funds or bond proceeds shall be paid in connection with this Agreement. 6. DEFAULT AND TERMINATION. 6.1. Failure to Complete Improvements. If Developer fails to spend $205,731.16, to complete the improvements by the Completion Date and submit Complete Documentation, City will have the right to terminate this Agreement effective immediately upon written notice to Developer. 6.2. Failure to Submit Reports. If Developer fails to submit any documentation required by Section 4.2, City will notify Developer in writing and Developer will have 10 calendar days from the date of receipt of the notice to submit the requested documentation to City. If Developer fails to submit the requested documentation within that time, City will have the right to terminate this Agreement effective immediately upon written notice to Developer. 6.3. In General. Subject to Sections 6.1 and 6.2 and unless specifically provided otherwise in this Agreement, Developer will be in default if Developer breaches any term or condition of this Agreement. In the event that the breach remains uncured after 10 calendar days following receipt of written notice by City referencing this Agreement (or, if Developer has diligently and continuously attempted cure following receipt of written notice but reasonably requires more than 10 calendar days to cure, then an additional amount of time as is reasonably necessary to effect cure, as determined by the Parties mutually and in good faith), the City will have the right to terminate this Agreement effective immediately upon provision of written notice to Developer. 6.4. By Mutual Agreement. The Parties may terminate this Agreement by mutual written agreement. Page 5 of 11 Fa�ade Improvement Reimbursement Agreement Between City of Fort Worth and Gyant Marine, LLC 6.5. IMMIGRATION NATIONALITY ACT. Developer shall verify the identity and employment eligibility of its employees who perform work under this Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon request by City, Developer shall provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Developer shall adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any Vendor employee who is not legally eligible to perform such services. DEVELOPER SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY DEVELOPER, DEVELOPER'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. City, upon written notice to Developer, shall have the right to immediately terminate this Agreement for violations of this provision by Developer. 7. INDEPENDENT CONTRACTOR. It is expressly understood and agreed that Developer will operate as an independent contractor in each and eveiy respect hereunder and not as an agent, representative or employee of City. Developer will have the exclusive right to control all details and day-to-day operations relative to the project and the Improvements and will be solely responsible for the acts and omissions of its offcers, agents, servants, employees, contractors, subcontractors, licensees and invitees. Developer acknowledges that the doctrine of respondeat supe�•io�• will not apply as between City and Developer, its officers, agents, servants, employees, contractors, subcontractors, licensees and invitees. Developer further agrees that nothing in this Agreement will be construed as the creation of a _ partnership or joint enterprise between City and Developer. 8. INDEMNIFICATION AND RELEASE. DEVELOPER COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND, AT ITS OWN EXPENSE, CITYAND ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES FROM AND AGAINST ANY AND ALL CLAIMS OR SUITS FOR PROPERTY LOSS OR DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF WHATSOEVER KIND OR CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN CONNECTION WITH THE EXECUTION, PERFORMANCE, ATTEMPTED PERFORMANCE OR NONPERFORMANCE OF THIS CONTRACT.AND/OR THE OPERATIONS, ACTIVITIESAND SERVICES OF THE PROJECT DESCRIBED HEREIN, WHETHER OR NOT CAUSED IN WHOLE OR IN PART, BY ALLEGED NEGLIGENCE OF OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS OR SUBCONTRACTORS OF CITY, AND DEVELOPER HEREBYASSUMES ALL LIABILITY AND RESPONSIBILITY OF CITY AND ITS OFFICERS, AGENTS, SER VANTS, AND EMPLOYEES FOR ANY AND ALL CLAIMS OR SUITS FOR PROPERTY LOSS OR DAMAGEAND/OR PERSON�4L INJURY, INCLUDING DEATH, TOANYAND ALL PERSONS, OF WHATSOEVER K�1VDS OR CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN CONNECTION WITH THE EXECUTION, PERFORMANCE, ATTEMPTED PERFORMANCE OR NONPERFORMANCE OF THIS CONTRACT AND AGREEMENT AND/OR THE OPERATIONS, ACTIVITIES AND SERVICES OF THE PROJECT DESCRIBED HEREIN, WHETHER OR NOT CAUSED IN WHOLE OR IN PART BY ALLEGED NEGLIGENCE OF OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS OR SUBCONTRACTORS OF CITY. DEVELOPER LIKEWISE COVENANTS AND AGREES TOAND DOES HEREBYINDEMNIFYAND HOLD HARMLESS CITYFROM AND AGAINST ANYAND ALL INJURY, DAMAGE OR DESTRUCTION OF PROPERTY OF CITY, ARISING OUT OF OR IN CONNECTION WITH ALL ACTS OR OMISSIONS OF DEVELOPER, ITS OFFICERS, MEMBERS, AGENTS, EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, INi�ITEES, LICENSEES, OR PROJECT PARTICIPANTS, OR Page 6 of 11 Fa�ade Improvement Reimbursement Agreement Between City of Fort Worth and Gyant Marine, LLC CALISED, IN WHOLE OR INPART, BYALLEGED NEGLIGENCE OF OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS OR SUBCONTRACTORS OF CITY. IT IS THE EXPRESS INTENTION OF THE PARTIES, BOTH DEVELOPER AND CITY, THAT THE INDEMNITYPROVIDED FOR THIS SECTION INCLUDES INDEMNITY BYDEVELOPER TO INDEMNIFYAND PROTECT CITYFROM THE CONSEQUENCES OF CITY'S OWN NEGLIGENCE, WHETHER THAT NEGLIGENCE IS ALLEGED TO BE THE SOLE OR CONCURRING CAUSE OF THE INJURY, DAMAGE OR DEATH. DEVELOPER AGREES TO AND SHALL RELEASE CITY, ITS AGENTS, EMPLOYEES, OFFICERS AND LEGAL REPRESENTATIVES FROM ALL LIABILITY FOR INJURY, DEATH, DAMAGE OR LOSS TO PERSONS OR PROPERTY SUSTAINED IN CONNECTION WITH OR INCIDENTAL TO PERFORMANCE UNDER THIS CONTRACT, EVEN IF THE INJURY, DEATH, DAMAGE OR LOSS IS CAUSED BY CITY'S SOLE OR CONCURRENT NEGLIGENCE. DEVELOPER SHALL REQUIRE ALL OF ITS CONTRACTORS AND SUBCONTRACTORS TO INCLUDE IN THEIR CONTRACTS AND SUBCONTRACTS A RELEASE AND INDEMNITY IN FA VOR OF CITY IN SUBSTANTIALL Y THE SAME FORM AS ABOVE. 9. NOTICES. All written notices called for or required by this Agreement must be addressed to the following, or another party or address as either party designates in writing, by certified mail, postage prepaid, or by hand delivery: City: Attn: Director Neighborhood Services Department 100 Fort Worth Trail Fort Worth, TX 76102 Developer: Attn: Gyant Marine, LLC 777 Main Street, Suite 1500 Fort Worth, Texas 76102 with a copy to: Attn: Sophie Mathews City Attorney's Office 100 Fort Worth Trail (previously 100 Energy Way) Fort Worth, TX 76102 10. ASSIGNMENT AND SUCCESSORS. Developer may not assign, transfer or otherwise convey any of its rights and obligations under this Agreement to another party without the written consent of the City, which consent will not unreasonably be withheld or delayed, conditioned on prior execution by the proposed assignee or successor of a written agreement with the City under which the proposed assignee or successor agrees to assume all covenants and obligations of Developer under this Agreement. Any lawful assignee or successor in interest of Developer under this Agreement will be deemed the "Developer" for all purposes under this Agreement. The City may assign this agreement to any party provided that the assignee agrees to assume the rights and obligations of the City under this Agreement. Page 7 of 11 Fa�ade Improvement Reimbursement Agreement Between City of Fort Worth and Gyant Marine, LLC 11. COMPLIANCE WITH LAWS, ORDINANCES, RULES AND REGULATIONS. This Agreement will be subject to, and the Pa��ties must comply with, 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. 12. GOVERNMENTAL POWERS. It is understood that by execution of this Agreement, City does not waive or surrender any of it governmental powers. 13. 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 will not constitute a waiver of that Party's right to insist upon appropriate performance or to assert any such right on any future occasion. 14. SEVERABILITY. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be affected or impaired. 15. VENUE AND JURISDICTION. If any action, whether real or asserted, at law or in equity, arises on the basis of any provision of this Agreement, venue for such action will lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas — Fort Worth Division. This Agreement will be governed by the laws of the State of Texas. 16. NO THIRD PARTY RIGHTS. THE PROVISIONS AND CONDITIONS OF THIS AGREEMENT ARE SOLELY FOR THE BENEFIT OF CITYAND DEVELOPER, AND ANY LA WFUL ASSIGN OR SUCCESSOR OF DEVELOPER, AND ARE NOT INTENDED TO CREATE ANY RIGHTS, CONTRACTUAL OR OTHER WISE, TO ANY OTHER PERSON OR ENTITY, INCL UDING TO ANY PERSONS OR ENTITIES CONTRACTING OR PARTNERING WITH DEVELOPER TO CONSTRUCT THE IMPROVEMENTS. 17. FORCE MAJEURE. Subject to any UDAG Regulations and any other applicable rules and regulations of HUD, it is expressly understood and agreed by the Parties that if the performance of any obligations hereunder is delayed on account of an event of Force Majeure, the Party so obligated will be excused from doing the same for an amount of time equal to the duration of the event of Force Majeure. 18. INTERPRETATION. In the event of any dispute over the meaning or application of any provision of this Agreement, this Agreement must be interpreted fairly and reasonably, and neither more strongly for or against either Party, regardless of the actual drafter of this Agreement. 19. CAPTIONS. Captions and headings used in this Agreement are for reference purposes only and will not be deemed a part of this Agreement. 20. 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 City and Developer Page 8 of 11 Fa�ade Improvement Reimbursement Agreement Between City of Fort Worth and Gyant Marine, LLC 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 may not be amended unless executed in writing by the Parties. 21. COUNTERPARTS. This Agreement may be executed in multiple counterparts, each of which will be considered an original, but all of which constitute one instrument. 22. PROHIBITION ON BOYCOTTING ENERGY COMPANIES. Developer acknowledges that in accordance with Chapter 2276 of the Texas Government Code, City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10 or more full-time employees unless the contract contains a written verification from the company that it: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of the contract. To the extent that Chapter 2276 of the Government Code is applicable to this Agreement, by signing this Agreement, Developer certifies that Developer's signature provides written verification to City that Developer: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of this Agreement. 23. PROHIBITION ON DISCRIMINATION AGAINST FIREARM AND AMMUNITION INDUSTRIES. Developer acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code, City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10 or more full-time employees unless the contract contains a written verification from the company that it: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate during the term of the contract against a firearm entity or firearm trade association. To the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement, Developer certifies that Developer's signature provides written verification to City that Developer: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate against a firearm entity or firearm trade association during the term of this Agreement. 24. PROHIBITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT ISRAEL. Developer acknowledges that in accordance with Chapter 2271 of the Texas Government Code, the City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. By signing this Agreement, Developer certifies that Developer's signature provides written verification to the City that Developer: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the Agreement. Page 9 of 11 Fa�ade Improvement Reimbursement Agreement Between City of Fort Worth and Gyant Marine, LLC EXECUTED by the Parties to be effective as of the Effective Date. CITY OF FORT WORTH: By: D£��2.10�2�;,6;�.��ff Dana Burghdoff Assistant City Manager ATTEST: � 1 � DEVELO �- Theron Bryant, Manager By:_U ____________ _ City Secretary M&C G-17804 Date: Feb. 12, 2013 M&C G-17892 Date: May 14, 2013 M&C G-19052 Date: August I, 2017 APPROVED AS TO FORM AND LEGALITY: <YJphie MathewsBy: _____________ _ Sophie Mathews Assistant City Attorney APPROVAL RECOMMENDED: By: Km�•�38•58CDT) Kacey Thomas Director Page 10 of 11 Fa�ade Improvement Reimbursement Agreement Between City of Fort Worth and Gyant Marine, LLC EXHIBITS Exhibit "A" — Description of Proposed Fa�ade Improvements and other Project Improvements Exhibit "B" — Renderings and Estimated Cost of Improvements Page 11 of 11 Fa�ade Improvement Reimbursement Agreement Between City of Fort Worth and Gyant Marine, LLC Exhibit A Description of Improvements Attached FORTWORTH CI'fY OF FOR'T WORTH FA�AD� IMPROVEMCNT GRANT PROGRAM (FIP) FOR URBAN VILLAGES PROGRAM APPLICATION I. APPLICAN7' INFORMATION: Developer/Tenant Name: Gyant Marine LLC/Jeff Givens Address: 77� Main St Suite 1500 Fort Worth, TX 76102 Telephone Number: 817-259-3536 Agent (if any): Address Telephone Number: E-mail: Jeff.Givens@Transwestern.com E-mail: PROPERTY OWNER INrORMATION (may be same as above): Owner Name:�ant Marine LLC _ Address: 777 Main St Suite 1500 Fort Worth, TX 76102 Telephone Number: 817-259-3536 E-mail: Jeff.Givens@Transwestern.com Property Owner's or Agent's Signature: If signed by agent, attach written authorization from owner to act on owner's behalf PROPERTY INFORMATION: Property Address: 1344 N Main St Fort Worth, TX 76164 (150 Central Ave, 1364 N Main & 1360 N Main) Building or Business Name and Use: MULHOLLAND/Commercial Property Legal Description: NORTH FORT WORTH Biock 51 Lot 11 (Lot, Block, Subdivision or Abstract NaTne and Number) Tarrant Appraisal District Account Number (8-Digit): 01899376 INCOMPLETE APPLICATIONS WILL NOT BE PROCESSED FOR CERTIFICATION UNTIL ALL REQUIRED DOCUMENTS SHOWN IN THE CHECKLIST BELOW ARE SUBMITTED. IF ALL REQUIRED DOCUMENTS ARE NOT SUBMITTED WITHIN 30 DAYS AFTER THE APPLICATION IS RECEIVED, THE APPLICATION WILL BE AUTOMATICALLY DENIED. YOU MUST APPLY FOR THE FA�ADE IMPROVEMENT PROGRAM (FIP) BEFORE ANY BUILDING PERMITS ARE ISSUED FOR THE PROPERTY AND BEFORE ANY IMPROVEMENTS ARE MADE TO THE PROPERTY. FUNDING FOR PROJECT WILL ONLY BE SET ASIDE AS LONG AS CONSTRUCTION PERMITS ARE PULLED OR WORK HAS COMMENCED ON THE FACADE WITHIN 180 DAYS OF PROJECT APPROVAL. Revised 07/2015 1. Total development cost of projeet 'rmprovements: _�, , $2�471,881 2. Total development cost of eligible improvements*: � �C( ,(Q j��j' � J vl Please pY•ovide project detaiIs and amount of capital investment in the foalowing cliart: Ttems Amount Notes Total: *"Eligible improvements" under the r'lY means any construction or aestnetic atteration znaae to tne siae or tne building parallel to the primary right-of-way, and improvements to the interior wall of the farade caused as a result of improvements to the fa�ade, as approved by City staff through the application process. II. APPLICATION CHECKLIST - Please submit the following documentation: ❑ A completed application form ❑ Nonrefundable application fee ($50} ❑ A list of all properties owned by all owners, including principals and partners 0 Tf applicant is owner, copy of the recorded warranty deed, and copy of corporate, partnership or other entity organizational documents showing all principals and partners if property is not owned by an individual 0 If applicant is a tenant, copy of the lease o Signed letter from property owner authorizing applicant to make proposed improvements ❑ Photographs of existing conditions � Detailed explanation oi proposed impXovexnents, includang renderings, elevations, drawings, etc. ❑ Construction cost breakdown including total estimated costs of all proposed improvexnents, and an indication of which costs you anticipate being reimbwsed for by the grant ❑ Proposed timeline for completion of improvements, including commencezr►ent date and completion date II. APPLICANT'S CERTIFICATION: The Applicant certifies that•all information in this application and all infornnation furnished in support of this application is true and complete to the best of the applicant's �cnowledge and belief. . � Signature; � Date: S �-5 NOTE: Pleas, be advised thai application submitted is subject to disclosure under the Open Records Act, and as a result, may became public information within the limits of the law. 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" � ti. �i :ry �`� �'`T!� " 'P�:I �} ��� I' -'!�'.\` �; � :r ' r1> i � ` `� �:,;_.��"� _ ' - , ' �� Northwest Oblique - camera facing southeast �— -- .� . —.� �.:. _ �_ , 7 � . �, ^� � ; , �� „ �, • � ,�,, r y i_ I L.Z. �� � '� '� �� � �1 ; � � ��� � � _.�.._.�.._. � 1 � �,,= �i :;� , �� - , ��-._ ��IT;��,���� _ � V�������� �� a�` 1�j �' � � - � � �� � �� - - - �1. • � 1 `. ., ! 5 ' �� : �. _:.ya��,; . . � Maps & Pl�otos I � I,i ;r_a ,; � � i , � ��p F�ARK!:; , 0 oiNc: z���� � �� I �i,���� �i���i"' AIRBUi,� , �,.i •I .'� ���T- P.: ,� i VII_I .ri�V V1/11G��' . ~°� III - mo �� � i No rAfIK L e,w•cw `;� � ' j y �� ;.: i ; ��i�I�i ,_ ; •�> � J � � � � 1 i � �,� z� C�i ., f I �YI��:� .�,�.{i.��y. � �..r,``\ 4 , I' �.L �. (+'�j 1, �%7 F'.` i. j �. \e .. . . � - F - Y t�' ` � � � 1 � * �.: 1 .. w� K • , � � i I. ` �'} � ? .' l 3 ..1.., i , � y,� Y t i. � � �` _ _ �1 ' �� . , `�t'Y .r,�' : -:''�f'yr��.'.,_.,_y _ -- ..- -' �_ __ -- North Elevation and Site - camera facing southwest Exhibit B Proiect Renderin� and Budget • Attached RCG Builders, LLC 1107 E. lst Street, Fort Worth, TX 76102 Phone: (817) 839-7090 I Fax: (817) 945-3078 Grady LeDoux I Cell: (817) 709-1773 Project: Location: Description GrossSqft: Duration: oject Total: Mulholland Building A- Facade Renovation 1344 North Main Street, Fort Worth, TX 76164 Facade Proposal 7841 30 Days {,�p�,�— 205,731.16 SECTION DESCRIPTION PROPOSAL COMMENTS 10000 General Conditions $ 14,087.36 Administration, Supervision, Fuel, General Labor, Misc. Materials 40000 Masonry $ 7,500.00 Brick In-fill around new windows & doors 61100 Rough Framing Package $ 11,442.00 Framing around new windows and doors 62000 Finish Carpentry Labor $ 4,500.00 Doors/Frames/Hardware, Trim, Base Installation 62000 Finish Carpentry Material $ 1,500.00 Wall Base, Door Casing, Metal Shelving 72100 Insulation $ 1,500.00 R19 Batt at exterior wall under windows 73000 Roofing $ 19,500.00 Metal architectural clay shingles - No work on flat roof 84000 Storefront Entrances $ 39,000.00 Install tempered plate glass at all restored storefront windows 85000 Windows $ 58,215.22 Replace existing transom windows with new to match existing 92900 Drywall, Tape/Bed, Texture $ 500.00 Sheetrock patch in-fill existing openings, TB&T wall repair 99100 Paint: Interior $ 10,312.50 Secure, Prime, Paint Walls, Trim, Casing 99100 Paint: Exterior $ 4,500.00 Caulk / Paint all Soffit, Fascia, HM Doors & Trim 260000 Electrical $ 10,750.00 Install new circuitry and lighting as shown on exterior elevations NOTES: ESTIMATE TOTAL $ �i� 183,307.08 14120 Building Permits TBD - By Owner 10020 General Liability $ 3,369.23 SUB TOTAL $ iGG�6�8r54 186,676.31 14200 Tax $ - Exempt 14123 Contractor Fee $ 19,054.85 GRAND TOTAL $ , . 205,731.16 � �:�r.i i � � i i � � i I b919L Xl 'H1210M 1�10� � N ' � j li '1S Nlb'W H1210N '8 �nb' 1V211N3� � z � i � w0 N � �'r9�: �; , �\ , d�Nia�ine �;�w� N �; � F � w � I K S�' I i ', � w ,.. _ M S . � c � t; aNd��oH�nw � Q I.'� � i .. _l � . 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I� I I ��, I II J �I � . �� �: ;�;.� � � � h919L Xl'Hl?JOM 1210� o Q I � � , '1S NIVW H12JON '8 3nd ld�I1N3� � z ,. ; I i i, \� � o r� ' y��� �� , � � -; d �Nia�ine o w N � � �� � �°i=�� 1 , aNd��oH�nw :� w Q a,�. � 'E fi F : :'� u��`. ;€ e' l p : te � �• �`� �"� II � ��c���:���p:'S!:��:f r�� ! i, r� r ol 0 � N I � [ f i �-j 'i �-1 I 1 I � ��) I� � `� � o, w, ui,I 3I , I �� � � I f �t�--' I�_ . .. .�� I i _"____ � I I � � , I 1 �� ' I I � � I �. I� � � � � � I - --' i � � i o � � �--` --� ''., ` li i _ i i o� _.,� � _ � � , `_.�� � i _ � � �m� � ,', � �; To m�--� ; : I � r � �_ �m��j � - ' ' ! ��-` _- �1 , i T_ ,,.. � ti���� � � ��� _ _ , �� � a� . . � �. ' u; 3 �� Qi.. Contract Compliance Manager: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all pei•formance and reporting requirements. Sarah J. Odle / Name of Employee/Signature Neighborhood Development Coordinator_ Title ❑ This form is N/A as No City Funds are associated with this Contract � q � - , _ , _ �xi .�"tk a�_� - Printed Name Signature �` CERTIFiCATE �F INTERESTED PARTIES �oRn� 1295 �a�� Complete Nos. 1- d and 6 if there are interested parties. OFFICE USE ONLY Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. CERTlFICATION OF FILIf1[G i Name of business entity filing form, and #he city, staYe and country of the husiness entity's �tace Certificate Number: of husiness. 2025-1363769 Gyant Marine LLC Fort Worth, iX United States �a#e Filed: 2 Name of governmental entity or state agency that is a party to the contract for which the form is ng�������5 being filed. Clty of Fprt Wp�fih Date Acknowledged: g Provide the identificaiivn number used t�y the gavernmentai entity or state agency to track or identify che contract, and provide a description of the services, goads, o€ other property #o be provi[[ed under the contraet. TBD Facade Improvement Agreement Nature ofinterest 4 1Vame of Interested Party City, 5tate, Country {pEace of businessi (check applicablej Controiling Interrnediary Martin, Nick Fort Wbrth, TX United 5tatc�s X Bryant, Theron Fort Worth, TX United 5tates X Givens, .leff Fort Worth, TX UnitecE States X 5 Check on[y if there is NO Interested Party. ❑ 6 U[VSWORN dECLARATION My name is Theron Bryant , and my date of birth is �4/��11973 My addfess IS �309 Pamlico Road Port Worth TX 7b1Ifi U5A {city} (state) (zip code) (country) 1 declare under penalry af perjury that the €oregoing is true and correct. ExeCuted in Tarrant County, State of TX , on th 6th day of Septem6er 20� (month} (yearj �� Signature o€ authorized agent of con#racting business entity (beclarantj Farm5 provided by Texas Ethics Commission www.ethics.state.bc.us Version V4.1.O.f10dQfd8 �I�l( �OUNCIL AGEND�4 Official site of the City of Fort Worth, Texas FORT `'�'�R7'I I �� COUNCIL ACTION: Approved on 8/1/2017 - Resolution No. 4820-08-2017 DATE: 8/1/2017 REFERENCE G-19052 LOG NAME: 19FIPPOLICYAMEND NO.. CODE: G TYPE: CONSENT HEARING: NO SUBJECT: Adopt Resolution Amending the Policy for the Urban Village Storefront/Farade Improvement Program by Changing the Eligible Project Boundary to Include Projects Located Along Commercial Corridors Within One Half Mile of the Designated Urban Villages and in a Community Development Block Grant Eligible Area (COUNCIL DISTRICTS 2, 5, 8 and 9) RECOMMENDATION: It is recommended that the City Council adopt the attached resolution amending the policy for the Urban Village Storefront/Farade Improvement Program to change the eligible project boundary to include projects located along commercial corridors within one half mile of the designated Urban Villages under the Program and in a Community Development Block Grant Eligible Area. DISCUSSION: On February 12, 2013, the City Council approved Resolution No. 4181-02-2013 approving the creation of an Urban Village Storefront/Fa�ade Improvement Program (Program) and adopting a policy for the Program by Mayor and Council Communication (M&C G-17804). On May 14, 2013, the City Councii approved Resolution 4204-05-2013 changing the appellate body from the Urban Design Commission to the Community Development Council (M&C G-17892). Staff has had inquiries into the Program from citizens with property outside the current eligible project boundary. The Program is funded with Urban Development Action Grant (UDAG) funds, which must be spent in a similar manner as Community Development Block Grant (CDBG) Funds and in CDBG eligible areas. At the June 6, 2017 Housing and Neighborhood Services Committee (HNSC) meeting, the committee expressed interest in amending the eligible project boundary to allow applications to be located along commercial corridors within one half mile of the designated Urban Villages in the Program and in a CDBG eligible area. This policy amendment will allow for the expansion of the Program while maintaining the guidelines on expending UDAG funds. Based on approval of the HNSC, Staff is recommending adoption of the resolution amending the Program. This M&C does not request approval of a contract with a business entity. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that this action wiil have no material effect on City Funds. Fund Depar�ment ID �M Fund Department ID Accoun7 P�ojeci ID Account Project ID P�og�am � Aciiviiy Program � Activity Su�iget Reference # Year (Chartfield 2 Budget Reference # Year (Chartfield 2 Arnoun� Amount Submitted for City Manaqer's Office by: Oriqinating Department Head: Additional Information Contact: ATTACHMENTS Fernando Costa (6122) Aubrey Thagard (8187) Sarah Odle (7316) Redline Facade Improvement Proqram Policy 8-01-17.pdf STOREFRONT FACADE IMPROVEMENT PROGRAM 2017 POLICY CHANGE RESOLUTION.docx - - . 'M&C Review C�I�'Y �OUNCIL �GEIVDA Page 1 of 2 Official site of the City of Fort Worth, Texas F(�R� T� t� COUNCIL ACTION: Approved on 5/14/2013 - Resolution No. 4204-05-2013 DATE: 5/14/2013 REFERENCE NO.: G-17892 CODE: G TYPE: NON- CONSENT LOG NAME: PUBLIC HEARING; 17FIP POLICY AMENDMENT � SUBJECT: Adopt Resolution Amending the Policy for the Urban Village StorefrontlFacade Improvement Program to Change the Appellate Body from the Urban Design Commission to the Community Development Council (COUNCIL DISTRICTS 2, 5, 8 and 9) RECOMMENDATION: It is recommended that the City Council adopt the attached resolution amending the policy for the Urban Village Storefront/Facade Improvement Program to change the appellate body from the Urban Design Commission to the Community Development Council. DISCUSSION: On February 12, 2013, the City Council approved Resolution No. 4181-02-2013 approving the creation of an Urban Village Storefront/Fa�ade Improvement Program (Program) and adopting a policy for the Program (M&C G-17804). The policy provides that appeals of denials of funding under the Program be heard by the Urban Design Commission. However, Staff has been advised that the Urban Design Commission should not serve as the appellate body for the Program because it is already part of the design approval process and hearing appeals would conflict with its role under the Zoning Ordinance. Since the Program is funded with Urban Development Action Grant funds, which must be spent in a similar manner as Community Development Block Grant (CDBG) funds in CDBG- eligible areas, Staff proposed that the Community Development Council (CDC) hear appeals under the Program. Staff s proposal was based upon the CDC's familiarity with CDBG and other federal requirements. Staff made a presentation about the Program and its appeals process to the CDC at its April 10, 2013 meeting and the CDC agreed to hear appeals of denials of funding under the Program. Since the CDC has agreed to serve as the appellate body for the Program, Staff recommends amending the policy. This project is located in COUNCIL DISTRICTS 2, 5, 8 and 9. FISCAL INFORMATION/CERTIFICATION: The Financial Management Services Director certifies that this action will have no material effect on City funds. TO Fund/Account/Centers Submitted for City_Manager's Office bv: Oriqinating Department Head: Additional Information Contact: FROM Fund/Account/Centers Fernando Costa (6122) Jay Chapa (5804) Cynthia Garcia (8187) http:Uapps.cfwnet.org/council�acket/mc_review.asp?ID=18435&councildate=5/14/2013 OS/19/2015 ,'M&C Review Leticia Rodriguez (7319) Page 2 of 2 ATTACHMENTS AMENDEDUVStroreFrontFacadePolicy2 7 13CG VG FINAL.pdf STOREFRONT FACADE IMPROVEMENT PROGRAM POLICY 20�3 RESOLUTION FINAL.doc http://apps.cfwnet.org/council�acket/mc review.asp?ID=18435&councildate=5/14/2013 OS/19/2015 i�?&C Review CYl'1( �OIJfVCIL AGENDA Page 1 of 2 Official site of the City of Fort Worth, Texas FORT i�10R7f l �� COUNCIL ACTION: Approved on 2/12/2013 - Ordinance No. 20610-02-2013 & Resolution No. 4181-02-2013 DATE: CODE: SUBJECT; 2/12/2013REFERENCE**G-17804 LOG 17UDAGSTOREFRONTIMPROVEMENTPROGRAM NO.: NAME: G TYPE: CONSENTPUBLIC NO HEARING: Authorize Expenditure in the Amount of $300,000.00 in Urban Development Action Grant Program Income for the Urban Village Store Front/Fa�ade Improvement Program, Adopt Appropriation Ordinance and Resolution Adopting Program Policy (COUNCIL DISTRICTS 2, 5, 8 and 9) RECOMMENDATION: It is recommended that the City Council: 1. Authorize the expenditure in the amount of $300,000.00 of Urban Development Action Grant program income for the Urban Village Storefront/Fa�ade Improvement Program; 2. Adopt the attached appropriation ordinance increasing estimated receipts and appropriations of the Grants Fund in the amount of $300,000.00 from available funds; and 3. Adopt the attached Resolution approving the creation of the Urban Village Storefront/Fa�ade Improvement Program and adopting the attached Policy. DISCUSSION: On December 4, 2012, Staff made a presentation to the Housing and Economic Development Committee regarding a proposed Urban Village Storefront/Fa�ade Improvement Program (Fa�ade Improvement Program). The City does not have a program to assist with the improvement of storefronts or fa�ades in targeted areas. This type of incentive program has been recommended by consultants involved in the development of the Commercial Corridor and Urban Village plans. However, funding has not been available. Staff has identified the amount of $300,000.00 of Urban Development Action Grant (UDAG) program income to use for this program. The UDAG program income funds are rental revenues received from the lease for the City-owned parking garage under General Worth Square (City Secretary Contract No. 11085 as amended and assigned). The construction of the parking garage, originally known as the Radisson Parking Garage project, was funded with UDAG funds and rental revenues from the lease are deemed "Grant Revenues" under the UDAG Grant Agreement (City Secretary Contract No. 10610). The Grant Revenues from what is now known as the Hilton Parking Garage project must be used for projects that meet the requirements of the Community Development Block Grant (CDBG) program and include private investment. Annual revenue from the parking garage is approximately $100,000.00 and the project has a remaining balance of approximately $580,000.00. The Fa�ade Improvement Program meets the UDAG economic development project eligibility requirements. Staff recommends that City Council approve the creation of the Fa�ade Improvement Program and approve the expenditure of UDAG funds for the program under the following guidelines: Proqram Guidelines: private • Project must be within an Urban Village and in a CDBG-eligible census block group (West 7th, Berry-University and Magnolia Urban Villages are not eligible). Participation by the City shall be capped in the amount of $30,000.00 per building and the http://apps.cfwnet.org/council�acket/mc review.asp?ID=17867&councildate=2/12/2013 OS/19/2015 i��&C Review investment must be at least one-third the City investment ($3 private for every $1 public). • Eligible expenditures are only for store front or fa�ade improvements that will improve the aesthetics of the building. • City funding will be on a reimbursement basis once the project is completed. • Staff will administratively approve applications for proposed improvements. • Appeals of Staff's denial of applications will be to the Urban Design Commission. This project is located in COUNCIL DISTRICTS 2, 5, 8 and 9. Page 2 of 2 FISCAL INFORMATION/CERTIFICATION: The Financial Management Services Director certifies that upon approval of the above recommendations and adoption of the attached appropriation ordinance, funds will be available in the current operating budget, as appropriated, of the Grants Fund. TO Fund/Account/Centers GR76 442216 005206948000 $300,000.00 GR76 539120 017206948100 $300,000.00 FROM Fund/Account/Centers GR76 539120 017206948100 $300,000.00 Submitted for City Manaqer's Office bv: Oriqinatinq Department Head: Additional Information Contact: Fernando Costa (6122) Jay Chapa (5804) Cynthia Garcia (8187) Avis F. Chaisson (6342) ATTACHMENTS 17UDAGSTOREFRONTIMPROVEMENTPROGRAM A013.doc DraftUVStroreFrontFacadePolicy2 7 13CG.pdf Storefront Facade Improvement Program Policy 2013 Resolution VG(1).doc http://apps.cfwnet.org/council�acicet/mc review.asp?ID=17867&counciidate=2/12/2013 OS/19/2015 City Secretary’s Office Contract Routing & Transmittal Slip *Indicates the information is required and if the information is not provided, the contract will be returned to the department. Contractor’s Name: Subject of the Agreement: M&C Approved by the Council? * Yes No If so, the M&C must be attached to the contract. Is this an Amendment to an Existing contract? Yes No If so, provide the original contract number and the amendment number. Is the Contract “Permanent”? *Yes No If unsure, see back page for permanent contract listing. Is this entire contract Confidential?*Yes No If only specific information is Confidential, please list what information is Confidential and the page it is located. Effective Date: Expiration Date: If different from the approval date. If applicable. Is a 1295 Form required?* Yes No *If so, please ensure it is attached to the approving M&C or attached to the contract. Project Number: If applicable. *Did you include a Text field on the contract to add the City Secretary Contract (CSC) number? Yes No Contracts need to be routed for CSO processing in the following order: (Approver) Jannette S. Goodall (Signer) Allison Tidwell (Form Filler) Gyant Marine, LLC Facade Improvement Program Reimbursement Agreement 09/18/2025 0 /30/2028