HomeMy WebLinkAbout064515 - Construction-Related - Contract - OGC SN Multifamily, LPReceived Date:
12/29/2025
Received Time: 2:15 p.m.
Developer and Project Information Cover Sheet:
Developer Company Name:
Address, State, Zip Code:
Phone & Email:
Authorized Signatory, Title
Project Name:
Brief Description:
Project Location:
Plat Case Number:
Council District:
CFA Number:
FP-24-022
2
25-0079
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City of Fort Worth, Texas
Standard Community Facilities Agreement
Rev. 9/21
OGC SN MULTIFAMILY, LP
3000 Briarcrest Dr., Suite 500, Bryan, Texas, 77802
979-268-2000 � jacob.carmical@oldhamgoodwin.com
R. Hunter Goodwin, Member
North Stockyards Mixed Use
Water, Sewer, Storm Drain
Stockyards North Addition Lots 1-10, Block 1
Plat Name: North Stockvards Mixed Use
Phased or Concurrent None
Provisions:
City Project Number: 106152 I IPRC25-0046
�FFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Page 1 of 16
City Contract Number: 64515
STANDARD COMMUNITY FACILITIES AGREEMENT
This COMMUNITY FACILITIES AGREEMENT ("Agreement") is made and entered into by
and between the City of Fort Worth ("City"), a home-rule municipal corporation of the State of Texas,
acting by and through its duly authorized Assistant City Manager, and OGC SN MULTIFAMILY, LP
("Developer"), acting by and through its duly authorized representative. City and Developer are referred to
herein individually as a"party" and collectively as the "parties."
WHEREAS, Developer is constructing private improvements or subdividing land within the
corparate limits of Fort Worth, Texas or its extraterritorial jurisdiction, for a project known as North
Stockyards Mixed Use ("ProjecY'); and
WHEREAS, the City desires to ensure that all developments are adequately served by public
infrastructure and that the public infrastructure is constructed according to City standards; and
WHEREAS, as a condition of approval of the Project, Developer is required to bear a portion of
the costs of municipal infrastructure by constructing the public infrastructure necessary for the Project as
described in this Agreement ("Community Facilities" or "Improvements"); and
WHEREAS, as a condition of approval of the Project, Developer is required to meet the additional
obligations contained in this Agreement, and Developer may be required to make dedications of land, pay
fees or construction costs, or meet other obligations that are not a part of this Agreement; and
WHEREAS, the City is not participating in the cost of the Improvements or Project; and
WHEREAS, the Developer and the City desire to enter into this Agreement in connection with
the collective Improvements for the Project;
NOW, THEREFORE, for and in consideration of the covenants and conditions contained herein,
the City and the Developer do hereby agree as follows:
1.
CFA Ordinance
The Community Facilities Agreements Ordinance ("CFA Ordinance"), as amended, is incorporated
into this Agreement by reference, as if it was fully set out herein. Developer agrees to comply with all
provisions of the CFA Ordinance in the performance of Developer's duties and obligations pursuant to this
Agreement and to cause all contractors hired by Developer to comply with the CFA Ordinance in
connection with the work performed by the contractors. If a conflict exists between the terms and conditions
of this Agreement and the CFA Ordinance, the CFA Ordinance shall control.
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City of Fort Worth, Texas Page 2 of 16
Standard Community Facilities Agreement
OFFICIAL RECORD
Rev. 9/21
CITY SECRETARY
FT. WORTH, TX
2.
Incorporation of Engineering Plans
The engineering plans for the Improvements that have been approved by the City ("Engineering
P1ans") are incorporated into this Agreement by reference as if fully set out herein. Developer shall provide
at its expense, unless otherwise agreed to by City, all engineering drawings and documents necessary to
construct the Improvements required by this Agreement.
3.
Description of Improvements; Exhibits and Attachments
The following exhibits describe the generallocation, nature and extent of the Improvements that
are the subject of this Agreement and are attached hereto and incorporated herein by reference:
X❑ Exhibit A: Water
� Exhibit B: Sewer
❑ Exhibit C: Paving
� Exhibit D: Storm Drain
❑ Exhibit E: Street Lights & Signs
❑ Exhibit F: Trafiic Signal & Striping
The Location Map and Cost Estimates are also attached hereto and incorporated herein by
reference. To the extent that Exhibits A, B, C, D, E, F, the Location Map, or the Cost Estimates conflict
with the Engineering Plans, the Engineering Plans shall controL If applicable, Attachment 1— Changes
to Standard Community Facilities Agreement, Attachment 2— Phased CFA Provisions, and Attachment
3— Concurrent CFA Provisions, are attached hereto and incorporated herein for all purposes.
4.
Construction of Improvements
Developer agrees to cause the construction of the Improvements contemplated by this Agreement
and that said construction shall be completed in a good and workmanlike manner and in accordance with
all City standards and specifications, the Engineering Plans, the Cost Estimates provided for the
Improvements, and this Agreement. Developer acknowledges that City will not accept the Improvements
until the City receives affidavits and lien releases signed by Developer's contractors verifying that the
contractors, and all subcontractors and material suppliers, have been paid in full for constructing the
Improvements, and consent of the surety on payment and perfarmance bonds provided for the
Improvements.
5.
Financial Guarantee
Developer has provided the City with a financial guarantee in the form and amounts set forth in
this Agreement which guarantees the construction of the Improvements and payment by Developer of
all contractors, subcontractors, and material suppliers for the Improvements ("Financial Guarantee").
Developer shall keep the Financial Guarantee in full force and effect until released by the City and shall
not reduce the amount of the Financial Guarantee unless authorized by the City in accordance with the
CFA Ordinance.
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Standard Community Facilities Agreement
Rev. 9/21
6.
Completion Deadline; Extension Periods
This Agreement shall be effective on the date this Agreement is executed by the City's Assistant
City Manager ("Effective Date"). Developer sha11 complete construction of the Improvements and
obtain the City's acceptance of the Improvements within two (2) years of the Effective Date ("Term").
If construction of the Improvements has started during the Term, the Developer may request that this
Agreement be extended for an additional period of time ("Extension Period"). All Extension Periods shall
be agreed to in writing by the City and the Developer as set forth in a written amendment to this Agreement.
In no event shall the Term of this Agreement plus any Extension Periods be for more than three years.
7.
Default Notice
The City shall notify the Developer in writing of an alleged failure by the Developer to comply with
any provisions of this Agreement. Developer will have fifteen (15) days after receipt of the notice to
cure the default.
8.
Failure to Construct the Improvements
(a) The City may utilize the Developer's Financial Guarantee to cause the completion of the
construction of the Improvements if at the end of the Term, and any Extension Periods, the
Improvements have not been completed and accepted by the City.
(b) The City may utilize the Developer's Financial Guarantee to cause the completion of the
construction of the Improvements or to cause the payment of costs for construction of the
Improvements before the expiration of the Term, and any Extension Period, if the Developer
breaches this Agreement, becomes insolvent, or fails to pay costs of construction.
(c) If the Financial Guarantee is a Completion Agreement and the Developer's contractors or suppliers
are not paid for construction costs or materials supplied for the Improvements the contractors and
suppliers may place a lien upon any property which the City does not have an ownership interest
that is the subject of the Completion Agreement.
(d) Nothing contained herein is intended to limit the Developer's obligations under the CFA
Ordinance, this Agreement, the Financial Guarantee, Developer's agreements with Developer's
contractors, or other related agreements.
9.
Termination
If Developer desires to terminate this Agreement before Developer's contractors begin
constructing the Improvements, Developer agrees to the following:
(a) that Developer and City must execute a termination of this Agreement in writing;
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Standard Community Facilities Agreement
Rev. 9/21
(b) that Developer will vacate any final plats that have been filed with the county where the Project
is located; and
(c) to pay to the City all actual costs incurred by the City in connection with this Agreement,
including time spent by the City's inspectors at preconstruction meetings.
10.
Award of Construction Contracts
(a) Developer will award all contracts for the construction of the Improvements and cause the
Improvements to be constructed in accordance with the CFA Ordinance.
(b) Developer will employ construction contractors who meet the requirements of the City to construct
the Improvements including, but not limited, to being prequalified, insured, licensed and bonded to
construct the Improvements in the City.
(c) Developer agrees to require Developer's contractors to provide the City with a maintenance bond
naming the City as an obligee, in the amount of one hundred percent (100%) of the cost of the
Improvements, that guarantees correction of defects in materials and workmanship for the
Improvements by the contractor and surety for a period of two (2) years after completion and final
acceptance of the Improvements by the City. All bonds must be provided to the City before
construction begins and must meet the requirements of the City's Standard Conditions, Chapter
2253 of the Texas Government Code, and the Texas Insurance Code.
(d) Developer will require Developer's contractors to provide the City with insurance equal to or in
excess of the amounts required by the City's standard speciiications and contract documents for
developer-awarded infrastructure construction contracts. The City must be named as an additional
insured on all insurance policies. The Developer must provide the City with a Certificate of
Insurance (ACORD or fortn approved by the State of Texas), supplied by each contractor's
insurance provider, which shall be made a part of the Project Manual.
(e) Developer will require the Developer's contractors to give forty-eight (48) hours' advance notice
of their intent to commence construction of the Improvements to the City's Construction Services
Division so that Ciry inspection personnel will be available. Developer will require Developer's
contractors to allow construction of the Improvements to be subject to inspection at any and all
times by the City's inspectors. Developer will require Developer's contractors to not install or
relocate any sanitary sewer, storm drain, or water pipe unless a City inspector is present and gives
consent to proceed, and to allow such laboratory tests as may be required by the City.
(� Developer will not allow Developer's contractors to begin construction of the Improvements until
a_ notice to proceed to construction is issued by the City. Said written notice to proceed will not be
unreasonably withheld.
(g) Developer will not allow Developer's contractors to connect buildings to service lines of sewer and
water mains constructed pursuant to this Agreement, if any, until said sewer, water mains and
service lines have been completed to the satisfaction of the City.
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Standard Community Facilities Agreement
Rev. 9/21
11.
Utilities
Developer shall cause the installation ar adjustment of utilities required to: (1) serve the Project;
and (2) to construct the Improvements required herein. City shall not be responsible for payment of any
costs that may be incurred by Developer in the relocation of any utilities that are or may be in conflict with
any of the Improvements to be constructed pursuant to this Agreement.
12.
Easements and Rights-of-Way
Developer agrees to provide, at its expense, all necessary rights-of-way and easements required for
the construction and dedication to the City of the Improvements provided for by this Agreement.
13.
Liability and Indemnification
(a) DEVELOPER HEREBY RELEASES AND AGREES TO INDEMNIFY, DEFEND AND
HOLD THE CITY HARMLESS FOR ANY INADEQUACIES IN THE PRELIMINARY
PLANS, SPECIFICATIONS, ENGINEERING PLANS, AND COST ESTIMATES
SUPPLIED BY THE DEVELOPER FOR THIS AGREEMENT.
(b) THE DEVELOPER COVENANTS AND AGREES TO, AND BY THESE PRESENTS DOES
HEREBY FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY, ITS
OFFICERS, AGENTS AND EMPLOYEES FROM ALL SUITS, ACTIONS OR CLAIMS OF
ANYCHARACTER, WHETHER REAL OR ASSERTED, BROUGHT FOR OR ONACCOUNT
OFANYINJURIES OR DAMAGES SUSTAINED BYANYPERSONS, INCL UDING DEATH,
OR TO ANY PROPERTY, RESULTING FROM OR IN CONNECTION WITH THE
CONSTRUCTION, DESIGN, PERFORMANCE OR COMPLETION OF ANY WORK TO BE
PERFORMED BY SAID DEVELOPER, ITS CONTRACTORS, SUBCONTRACTORS,
OFFICERS, AGENTS OR EMPLOYEES, OR IN CONSEQUENCE OF ANY FAILURE TO
PROPERLYSAFEGUARD THE WORK, OR ONACCOUNT OFANYACT, INTENTIONAL
OR OTHERWISE, NEGLECT OR MISCONDUCT OF SAID DEVELOPER, ITS
CONTRACTORS, SUB-CONTRACTORS, OFFICERS, AGENTS OR EMPLOYEES,
WHETHER OR NOT SUCHINJURIES, DEATH OR DAMAGESARE CAUSED, IN WHOLE
OR IN PART, BY THE ALLEGED NEGLIGENCE OF THE CITY OF FORT WORTH, ITS
OFFICERS, SERVANTS, OR EMPLOYEES.
(c) DEVELOPER WILL REQUIRE ITS CONTRACTORS TO INDEMNIFY, DEFEND AND
HOLD HARMLESS THE CITY, ITS OFFICERS, AGENTS AND EMPLOYEES FROM
AND AGAINST ANY AND ALL CLAIMS, SUITS OR CAUSES OF ACTION OF ANY
NATURE WHATSOEVER, WHETHER REAL OR ASSERTED, BROUGHT FOR OR ON
ACCOUNT OF ANY INJURIES OR DAMAGES TO PERSONS OR PROPERTY,
INCLUDING DEATH, RESULTING FROM, OR INANY WAY CONNECTED WITH, THE
CONSTRUCTION OF THE IMPROVEMENTS CONTEMPLATED HEREIN, WHETHER
OR NOT SUCH INJURIES, DEATH OR DAMAGES ARE CAUSED, IN WHOLE OR IN
PART, BY THE ALLEGED NEGLIGENCE OF THE CITY OF FORT WORTH, ITS
OFFICERS, SERVANTS, OR EMPLOYEES. FURTHER, DEVELOPER WILL REQUIRE
ITS CONTRACTORS TO INDEMNIFY, DEFEND, AND HOLD HARMLESS THE CITY
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City of Fort Worth, Texas Page 6 of 16
Standard Community Facilities Agreement
Rev. 9/21
FOR ANY LOSSES, DAMAGES, COSTS OR EXPENSES SUFFERED BY THE CITY OR
CAIISED AS A RESULT OF SAID CONTRACTORS' FAILLIRE TO COMPLETE THE
WORK AND CONSTRUCT THE IMPROVEMENTS IN A GOOD AND WORKMANLIKE
MANNER, FREE FROM DEFECTS, IN CONFORMANCE WITH THE CFA ORDINANCE,
AND INACCORDANCE WITHALL PLANSAND SPECIFICATIONS.
14.
Right to Enforce Contracts
Upon completion of all work associated with the construction of the Improvements, Developer will
assign to the City a non-exclusive right to enforce the contracts entered into by Developer with its
contractors, along with an assignment of all warranties given by the contractors, whether express or implied.
Further, Developer agrees that all contracts with any contractor shall include provisions granting to the City
the right to enforce such contracts as an express intended third-pariy beneficiary of such contracts.
15.
Estimated Fees Paid by Developer; Reconciliation
Prior to execution of this Agreement, Developer has paid to the City the estimated cost of
administrative material testing service fees, construction inspection service fees, and water testing lab fees
in the amounts set forth in the Cost Summary section of this Agreement. Upon completion of the
construction of the Improvements, the City will reconcile the actual cost of administrative material testing
service fees, construction inspection service fees, and water testing lab fees with the estimated fees paid
by Developer. If the actual costs of the fees are more than the estimatedpayments made by the Developer,
the Developer must pay the difference to the Ciry before the Improvements will be accepted by the City. If
the actual costs of the fees are less than the estimated payments made by the Developer, the City will refund
the difference to the Developer. If the difference between the actual costs and the estimated payments made
by the Developer is less than fifty dollars ($50.00), the City will not issue a refund and the Developer will
not be responsible for paying the difference. The financial guarantee will not be released by the City or
returned to the Developer until reconciliation has been completed by the City and any fees owed to the City
have been paid by the Developer.
16.
Material Testing
The City maintains a list of pre-approved material testing laboratories. The Developer must
contract with material testing laboratories on the City's list. Material testing laboratories will provide copies
of all test results directly to the City and the Developer. If the Improvements being constructed fail a test,
the Developer must correct or replace the Improvements until the Improvements pass all retests. The
Developer must pay the material testing laboratories directly for all material testing and retesting. The City
will obtain proof from the material testing laboratories that the material testing laboratories have been
paid in full by the Developer before the City will accept the Improvements.
17.
Notices
All notices required or permitted under this Agreement may be given to a party by hand-
delivery or by mail, addressed to such party at the address stated below. Any notice so given shall be
deemed to have been received when deposited in the United States mail so addressed with postage
prepaid:
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City of Fort Worth, Texas Page 7 of 16
Standard Community Facilities Agreement
Rev. 9/21
CITY: DEVELOPER:
Development Services OGC SN MULTIFAMILY, LP
Contract Management Office 3000 Briarcrest Drive, Suite 500
City of Fort Worth Bryan, TX 77802
100 Fort Worth Trail
Fort Worth, Texas 76102
With conies to:
City Attorney's Office
City of Fort Worth
100 Fort Worth Trail
Fort Worth, Texas 76102
and
City Manager's Office
City of Fort Worth
100 Fort Worth Trail
Fort Worth, Texas 76102
Or to such other address one party may hereafter designate by notice in writing addressed and
mailed or delivered to the other party hereto.
1 S.
Right to Audit
Developer agrees that, until the expiration of three (3) years after acceptance by the City of the
Improvements constructed pursuant to this Agreement, that the City shall have access to and the right to
examine any directly pertinent books, documents, papers and records of the Developer involving
transactions relating to this Agreement. Developer agrees that the City shall have access during normal
working hours to all necessary Developer facilities and shall be provided adequate and appropriate
workspace in order to conduct audits in compliance with the provisions of this section. The City shall give
Developer reasonable advance notice of intended audits, and in no event shall the audit occur within 3
business days from the date of the written notice of intended audits.
Developer further agrees to include in all contracts with Developer's contractors for the
Improvements a provision to the effect that the contractor agrees that the City shall, until the expiration of
three (3) years after final payment under the contract, have access to and the right to examine any directly
pertinent books, documents, papers and records of such contractor, involving transactions to the contract,
and further, that City shall have access during normal working hours to all of the contractor's 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's contractors reasonable advance notice of intended
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Standard Community Facilities Agreement
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audits, and in no event sha11 the audit occur within 3 business days from the date of the written notice of
intended audits.
19.
Independent Contractor
It is expressly understood and agreed that Developer and its employees, representative, agents,
servants, officers, contractors, subcontractors, and volunteers shall operate as independent contractors as to
all rights and privileges and work performed under this Agreement, and not as agents, representatives or
employees of the City. Subject to and in accordance with the conditions and provisions of this Agreement,
Developer shall have the exclusive right to control the details of its operations and activities and be solely
responsible for the acts and omissions of its employees, representatives, agents, servants, officers,
contractors, subcontractors, and volunteers. Developer acknowledges that the doctrine of respondeat
superior shall not apply as between the City and its officers, representatives, agents, servants and
employees, and Developer and its employees, representatives, agents, servants, ofiicers, contractors,
subcontractors, and volunteers. Developer further agrees that nothing herein shall be construed as the
creation of a partnership ar joint enterprise between City and Developer. It is further understood that the
City shall in no way be considered a co-employer or a joint employer of Developer or any employees,
representatives, agents, servants, officers, contractors, subcontractors, and volunteers of Developer.
Neither Developer, nar any officers, agents, servants, employees or subcontractors of Developer shall be
entitled to any employment benefits from the City. Developer shall be responsible and liable for any and
all payment and reporting of taxes on behalf of itself, and any of employees, representatives, agents,
servants, officers, contractors, subcontractars, and volunteers.
The City, through its authorized representatives and employees, shall have the sole and exclusive
right to exercise jurisdiction and control over City employees.
20.
Applicable Law; Venue
This Agreement shall be construed under and in accordance with Texas law. Venue shall be in
the state courts located in Tarrant County, Texas or the United States District Court for the Northern
District of Texas, Fort Worth Division.
21.
Non-Waiver
The failure of the City to insist upon the performance of any term or provision of this Agreement
or to exercise any right herein conferred shall not be construed as a waiver or relinquishment to any extent
of City's right to assert or rely on any such term or right on any future occasion.
22.
Governmental Powers and Immunities.
It is understood that by execution of this Agreement, the City does not waive or surrender
any of its governmental powers or immunities.
23.
Headings
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Standard Community Facilities Agreement
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The paragraph headings contained herein are for the convenience in reference and are not intended
to define or limit the scope of any provision of this Agreement.
24.
Severability
In the event that any clause or provision of this Agreement shall be held to be invalid by any
court of competent jurisdiction, the invalidity of such clause or provision shall not affect any of the
remaining provisions hereof.
25.
Review of Counsel
City and Developer, and if they so choose, their attorneys, have had the opportunity to review
and comment on this document; therefore any rule of contract construction or interpretation that would
normally call for the document to be interpreted as against the drafting party shall not apply in
interpretation of this Agreement, and each section, portion, and provision of this Agreement shall be
construed solely on the basis of the language contained therein, regardless of who authored such
language.
26.
Prohibition on Boycotting 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 with 10 or more full-time employees
that has a value of $100,000 or more that is to be paid wholly or partly from public funds of the Ciry 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. The terms "boycott Israel"
and "company" have the meanings ascribed to those terms by Chapter 2271 of the Texas Government Code.
To the extent that Chapter 2271 of the Government Code is applicable to this Agreement, 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 this Agreement.
27.
Prohibition on Boycotting Energy Companies
Developer acknowledges that in accordance with Chapter 2276 of the Texas Government Code, as
added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2, and redesignated from Chapter 2274 of the Texas
Government Code by Acts 2023, 88th Leg., R.S., Ch. 768 (H.B. 4595), Sec. 24.001(22), the 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 Ciry 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. The terms
"boycott energy company" and "company" have the meanings ascribed to those terms by Chapter 2276 of
the Texas Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2 and redesignated from
Chapter 2274 of the Texas Government Code as described above. 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 the City that Developer: (1) does not boycott energy
companies; and (2) will not boycott energy companies during the term of this Agreement.
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28.
Prohibition on Discrimination Against Firearm and Ammunition Industries
Developer acknowledges that except as otherwise provided by Chapter 2274 of the Texas
Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1, the 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 iirearm trade association; and (2) will not discriminate
during the term of the contract against a firearm entity or firearm trade association. The terms
"discriminate," "firearm entity" and "firearm trade association" have the meaning ascribed to those terms
by Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R. S., S.B. 19, § L 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 veri�cation to the 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 iirearm entity or firearm trade
association during the term of this Agreement.
29.
Immigration and 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 Developer 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.
30.
Amendment
No amendment, modification, or alteration of the terms of this Agreement shall be binding unless
the same is in writing, dated subsequent to the date hereof, and duly executed by the City and Developer.
31.
Assignment and Successors
Developer shall not assign or subcontract all or any part of its rights, privileges, or duties under this
Agreement without the prior written consent of City. Any attempted assignment or subcontract without the
City's prior written approval shall be void and constitute a breach of this Agreement.
32.
No Third-Party Beneficiaries
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The provisions and conditions of this Agreement are solely for the benefit of the City and
Developer, and any lawful assign or successor of Developer, and are not intended to create any rights,
contractual or otherwise, to any other person or entity.
33.
Compliance with Laws, Ordinances, Rules and Regulations
Developer, its ofiicers, agents, servants, employees, and contractors, shall abide by and comply
with all laws, federal, state and local, including all ordinances, rules and regulations of City. It is agreed
and understood that, if City ca11s to the attention of Developer any such violation on the part of Developer
or any of its officers, agents, servants, employees, or subcontractors, then Developer shall immediately
desist from and correct such violation.
34.
Signature Authority
The person signing this Agreement on behalf of Developer warrants that he or she has the legal
authority to execute this Agreement on behalf of the Developer, and that such binding authority has been
granted by proper order, resolution, ordinance or other authorization of the entity. The City is fully entitled
to rely on this warranty and representation in entering into this Agreement.
35.
Counterparts
This Agreement may be executed in multiple counterparts, each of which will be deemed an
original, but which together will constitute one instrument.
36.
Entire A greement
This written instrument, together with any attachments, exhibits, and appendices, constitutes the
entire understanding between the City and Developer concerning the work to be performed hereunder, and
any prior or contemporaneous, oral or written agreement that purports to vary from the terms hereof shall
be void.
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37.
Cost Summary Sheet
Project Name: North Stockyards Mixed Use
CFA No.: 25-0079
Items
A. Water and Sewer Construction
1. Water Construction
2. Sewer Construction
Water and Sewer Construction Total
City Project No.: 106152 IPRC No.: 25-0046
B. TPW Construction
1. Street
2. Storm Drain
3. Street Lights Installed by Developer
4. Signals
TPW Construction Cost Total
Total Construction Cost (excluding the fees):
Estimated Construction Fees:
C. Construction Inspection Service Fee
D. Administrative Material Testing Service Fee
E. Water Testing Lab Fee
Total Estimated Construction Fees:
Financial Guarantee Options, choose one
Bond = 100%
Completion Agreement = 100% / Holds Plat
Cash Escrow Water/Sanitary Sewer= 125%
Cash Escrow Paving/Storm Drain = 125%
Letter of Credit = 125%
Escrow Pledqe Aqreement = 125%
Developer's Cost
$ 370,760.35
$ 575,122.54
$ 945,882.89
$ -
$ 1,171,225.00
$ -
$ -
$ 1,171,225.00
$ 2,117,107.89
$50,625.00
$3,858.40
$506.25
$ 54,989.65
$
$
$
$
$
$
Choice
Amounf (Mark one
2,117,107.89 X
2,117,107.89
1,182,353.61
1,464,031.25
2,646,384.86
2,646,384.86
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Rev. 9/21
IN WITNESS WHEREOF, the City and Developer have each executed this Agreement by their
duly authorized signatories to be effective on the date executed by the City's Assistant City Manager.
CITY OF FORT WORTH
�`�����-�
Jesica McEachern
Assistant City Manager
Date: 12/29/2025
Recommended by:
.�,�e,��
Leonel Rios
Sr. Contract Compliance Specialist
Development Services
Approved as to Form & Legality:
��.�,;� uJ�n�
Jessika Williams
Assistant City Attorney
M&C No. N/A
Date: 12/24/2025
Form 1295: N/A
ATTEST
� � `.��
Jannette S. Goodall
City Secretary
aa
Ao�f OR T ��d
Foo° �o!yaa
a°i'a �9-io
PVa o=�
°ap*p Qo*o''
°aoIl nEoPSaa
DEVELOPER
OGC SN MULTIFAMILY, LP
By: FORT WORTH SN MULTIFAMILY, LLC,
a Texas limited liability company,
its general partner
R�L..
HunterGoodwin (Dec23,202520:0628 CST)
R. Hunter Goodwin
Member
Date: 12/23/2025
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.
�=�tl �
Kandice Merrick
Contract Manager
t�FFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
{009�9�3� z}
City of Fort Worth, Texas Page 14 of 16
Standard Community Facilities Agreement
Rev. 9/21
The following attachments are incorporated into this Agreement. To the extent a
conflict exists between the main body of this Agreement and the following attachments, the
language in the main body of this Agreement shall be controlling.
Included
�
❑
❑
X❑
X❑
X❑
Attachment
Attachment 1- Changes to Standard Community Facilities Agreement
Attachment 2— Phased CFA Provisions
Attachment 3— Concurrent CFA Provisions
Location Map
Exhibit A: Water Improvements
Exhibit B: Sewer Improvements
❑ Exhibit C: Paving Improvements
� Exhibit D: Storm Drain Improvements
❑ Exhibit E: Street Lights and Signs Improvements
❑ Exhibit F: Traffic Signal and Striping Improvements
� Cost Estimates
(Remainder of Page Intentionally Left Blank)
{009�9�3� 2}
City of Fort Worth, Texas Page 15 of 16
Standard Community Facilities Agreement
Rev. 9/21
ATTACHMENT "1"
Changes to Standard Community Facilities Agreement
City Proj ect No. 106152
Section 7— Addition of New Provision
A new provision has been added to Section 7.
Section 8(c) — Clarification
The term "actual" has been inserted for clarification.
Section 9(c) — Deletion
The following language has been removed in its entirety:
`Developer will require Developer's contractors to provide the City with payment and performance
bonds naming the City and the Developer as dual obligees, in the amount of one hundred percent (100%)
of the cost of the Improvements as required by the CFA Ordinance. The payment and performance bonds
shall guarantee construction of the Improvements and payment of all subcontractors and material
suppliers. "
Section 9(f) — Addition
The following sentence has been added:
"Said written notice to proceed will not be unreasonably withheld. "
Section 17 — Modification
The following language has been added to both paragraphs of Section 17:
"... and in no event shall the audit occur within three (3) business days fi^om the date of the written notice
of intended audits. "
{009�9�3� 2}
City of Fort Worth, Texas Page 16 of 16
Standard Community Facilities Agreement
Rev. 9/21
FORTWORTH
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THE CITY OF FORT WORTH
CFA VICINITY EXHIBIT
VICINITY MAP NDRTH NTS
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COUNCIL DISTRICT: 2
OWNER/DEVELOPER:
OGC SN MULTIFAMILY, LP
ADDRESS: 3000 BRIARCREST DRIVE, SUITE 500
BRYAN, TEXAS 77802
CONTACT: JACOB CARMICAL
PHONE: (979)-268-2000
EMAIL: JACOB.CARMICAL@OLDHAMGOODWIN.COM
WATER, WASTEWATER, AND DRAINAGE
IMPROVEMENTS TO SERVE
NORTH STOCKYARDS MIXED USE
CPN: 106152
ENGINEER:
KIMLEY-HORN AND ASSOCIATES INC.
TX. REGISTRATION NO. F-928
801 CHERRY ST. UNIT 11, SUITE 1300
FORT WORTH, TEXAS 76102
CONTACT: JOHN AINSWORTH, P.E.
o PUti�s. ��0.�„2253
NE: (817)-339-
PUBLIC PROPOSED PUBLIC \` _ \
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FIRE HYDRi NT I � � � � � � � � � � �
PROPOSED 6" FIRE LINE I I I
� I I I � R � PROPOSED 1.5" IRRIGATION METER
I _ I L — _ — — — _ _ _ _ _ _ _ W I PROPOSED 3" DOMESTIC METER
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` I F — — — — — — — — — PROPOSED 4" DOMESTIC LINE
` I PROPOSED 8" FIRE LINE I
I � I PROPOSED 8" FIRE LINES
I I PROPOSED 3" DOMESTIC METERS I I
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I � 139,982 SQ. FT. � �
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PROPOSED 8" FIRE LINE YARDS COMPANY ` 15' WATER EASEMENT
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WATER LINE (X-15710)
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LEGEND
GRAPHIC SCALE IN FEET
0 30 60 120
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PROPOSED PUBLIC
WATER LINE
EXISTING WATER LINE
OWNER/DEVELOPER:
t"" OGC SN MULTIFAMILY, LP
ADDRESS: 3000 BRIARCREST DRIVE, SUITE 500
BRYAN, TEXAS 77802
CONTACT: JACOB CARMICAL
��� PHONE: (979)-268-2000
�� EMAIL: JACOB.CARMICAL@OLDHAMGOODWIN.COM
WATER, WASTEWATER, AND DRAINAGE
IMPROVEMENTS TO SERVE
NORTH STOCKYARDS MIXED USE
CPN: 106152
EXHIBIT A - WATER IMPROVEMENTS
ENGINEER:
KIMLEY-HORN AND ASSOCIATES INC.
TX. REGISTRATION NO. F-928
801 CHERRY ST. UNIT 11, SUITE 1300
FORT WORTH, TEXAS 76102
CONTACT: JOHN AINSWORTH, P.E.
PHONE: (817)-339-2253 �
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LEGEND
GRAPHIC SCALE IN FEET
0 35 70 140
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PROPOSED PUBLIC
SEWER LINE
EXISTING SEWER LINE
OWNER/DEVELOPER:
OGC SN MULTIFAMILY, LP
ADDRESS: 3000 BRIARCREST DRIVE, SUITE 500
BRYAN, TEXAS 77802
CONTACT: JACOB CARMICAL
PHONE: (979)-268-2000
EMAIL: JACOB.CARMICAL@OLDHAMGOODWIN.COM
WATER, WASTEWATER, AND DRAINAGE
IMPROVEMENTS TO SERVE
NORTH STOCKYARDS MIXED USE
CPN: 106152
EXHIBIT B - SEWER IMPROVEMENTS
ENGINEER:
KIMLEY-HORN AND ASSOCIATES INC.
TX. REGISTRATION NO. F-928
801 CHERRY ST. UNIT 11, SUITE 1300
FORT WORTH, TEXAS 76102
CONTACT: JOHN AINSWORTH, P.E.
PHONE: (817)-339-2253 �
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(X-1931) � PROPOSED 24" PUBLIC
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� PROPOSED15' PUBLIC
, � CURB INLET
NE. 3OTH ST. �• pROPOSED 54" PUBLIC
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PROPOSED 24" PUBLIC � `\ � JUNCTION BOXES
STORM LINE � �
PROPOSED 30" PUBLIC `� `� ` � �
STORM LINES ` � \ ` \ �
` PROPOSED 15' PUBLIC \ � �
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` EASEME �` �
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GRAPHIC SCALE IN FEET
0 50 100 200
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OWNER/DEVELOPER:
OGC SN MULTIFAMILY, LP
ADDRESS: 3000 BRIARCREST DRIVE, SUITE 500
BRYAN, TEXAS 77802
CONTACT: JACOB CARMICAL
PHONE: (979)-268-2000
EMAIL: JACOB.CARMICAL@OLDHAMGOODWIN.COM
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FACILITY EASEMENT I I
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JUNCTION BOX
� PROPOSED 21" PUBLIC — — � \
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PROPOSED 24" PUBLIC STORM LINE
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LEGEND
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sp PROPOSED PUBLIC
STORM LINE
EXISTING STORM LINE
WATER, WASTEWATER, AND DRAINAGE
IMPROVEMENTS TO SERVE
NORTH STOCKYARDS MIXED USE
CPN: 106152
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EXHIBIT D - STORM IMPROVEMENTS
ENGINEER:
KIMLEY-HORN AND ASSOCIATES INC.
TX. REGISTRATION NO. F-928
801 CHERRY ST. UNIT 11, SUITE 1300
FORT WORTH, TEXAS 76102
CONTACT: JOHN AINSWORTH, P.E.
PHONE: (817)-339-2253 �
Bid Tab
DAP-PROPOSAL
1 OF 4
SECTION 00 42 43
Developer Awarded Projects - PROPOSAL FORM
Water, Wastewater, and Drainage to Serve North Stockyards Mixed Use
CPN:106152
UNIT PRICE BID
Bidlist Iteml
N o.
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
Dcscription
Project ltem information
Bidder's Application
� Unit of � Bid
Spccification Scction No.
Measw-e Quantity
UNIT I: WATER IMPROVEMENTS
3201.0127 10' Wide Asphalt Pvmt Repair, ARerial 32 01 17 LF 50
3305.0005 12" Waterline Lowering 33 05 12 EA 1
3305.0109 Trench Safety 33 05 10 LF 1215
3311.0001 Ductile Iron Water Fittings w/ Restraint 33 11 11 TON 4
3311.0061 4" PVC Water Pipe 33 11 12 LF 85
3311.0161 6" PVC Water Pipe 33 11 12 LF 55
3311.0251 8" DIP Water 33 11 10 LF 50
3311.0261 8" PVC Water Pipe 33 11 12 LF 50
3311.0451 12" DIP Water 33 11 10 LF 280
3311.0461 12" PVC Water Pipe 33 11 12 LF 695
3312.0001 Fire Hydrant 33 12 40 EA 1
3312.0117 Connection to Existing 4"-12" Water Main 33 12 25 EA 2
3312.2103 1 1/2" Water Service 33 12 10 EA 2
3312.2801 3" Water Meter and Vautt 33 12 11 EA 3
3312.3002 6" Gate Valve 33 12 20 EA 4
3312.3003 8" Gate Valve 33 12 20 EA 2
3312.3005 12" Gate Valve 33 12 20 EA 8
3471.0001 Traffic Control 34 71 13 MO 1
9999.0004 20" Steel Encasement 99 99 99 LF 20
9999.0007 Salvage & Relocate Fire Hydrant 99 99 99 EA 1
fOTAL UNIT I: WATE � IMPROI EMENTS
Bidder's Proposal
Unit Pricc I Bid Valuc
$260.00
$17,719.00
$1.50
$10,600.00
$50.00
$58.00
$120.00
$75.00
$140.00
$71.43
$5,700.00
$6,400.00
$7,000.00
$29,600.00
$1,700.00
$2,660.00
$4,700.00
$11,865.00
$220.00
$2,500.00
$13,000.00
$17,719.00
$1, 822.50
$42,400.00
$4,250.00
$3,190.00
$6,000.00
$3,750.00
$39,200.00
$49, 643.85
$5,700.00
$12, 800.00
$14,000.00
$88,800.00
$6, 800.00
$5,320.00
$37,600.00
$11,865.00
$4,400.00
$2, 500.00
$370,760.35
CITY OF FORT WORTH
STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS - DEVELOPER AWARDED PROJECT
FROM VERSION MAY 22, 2019 00 42 43_Bid Proposal
Bid Tab
DAP-PROPOSAL
20F4
SECTION 00 42 43
Developer Awarded Projects - PROPOSAL FORM
Water, Wastewater, and Drainage to Serve North Stockyards Mixed Use
CPN:106152
UNIT PRICE BID
Project ltem information
Bidlist Iteml I I Unit of I Bid
Dcscription Spccification Scction No. Unit Pricc
No. Measure Quantity
UNIT II: SEWER IMPROVEMENTS
1 0241.2013 Remove 8" Sewer Line 02 41 14 LF 510 $85.00
2 0241.2201 Remove 4' Sewer Manhole 02 41 14 EA 1 $1,700.00
3 3305.0109 Trench Safety 33 05 10 LF 1125 $5.00
4 3305.0113 Trench Water Stops 33 05 15 EA 6 $5,719.00
5 3305.0203 Imported Embedment/Backfill, CLSM 33 05 10 LF 100 $140.00
6 3331.4117 8" Sewer Pipe, Select Backfill 33 11 10, 33 31 12, LF 1125 $262.36
7 3331.4121 8" DIP Sewer Pipe, Select Backfill 33 11 10 LF 75 $130.38
8 3339.0001 Epoxy Manhole Liner 33 39 60 VF 48 $561.32
9 3339.1001 4' Manhole 33 39 10, 33 39 20 EA 9 $11,469.52
10 9999.0004 20" Steel Encasement 99 99 99 LF 40 $220.00
11 3301.0101 Manhole Vacuum Testing 33 01 30 EA 10 $311.90
12 9999.0010 4' Manhole Over Existing Sewer 99 99 99 EA 1 $23,800.00
13 9999.0008 Hydraulic Slide 99 99 99 EA 2 $2,656.00
70TAL UNIT II: SEW� � IMPR04EMENTS
CITY OF FORT WORTH
STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS - DEVELOPER AWARDED PROJECT
FROM VERSION MAY 22, 2019
Bidder's Application
Bidder's Proposal
Bid Valuc
$43,350.00
$1,700.00
$5,625.00
$34,314.00
$14,000.00
$295,155.00
$9,778.50
$26, 943.36
$103,225.68
$8,800.00
$3,119.00
$23,800.00
$5,312.00
$575,122.54
00 42 43_Bid Proposal
Bid Tab
DAP-PROPOSAL
30F4
SECTION 00 42 43
Developer Awarded Projects - PROPOSAL FORM
Water, Wastewater, and Drainage to Serve North Stockyards Mixed Use
CPN:106152
UNIT PRICE BID
Project ltem information
Bidder's Application
Bidlist Iteml Dcscription I Spccification Scction No. I Unit of I Bid
No. Measure Qua��tity
UNIT III: DRAINAGE IMPROVEMENTS
1 3137.0101 Concrete Riprap 31 37 00 SF 850
2 3201.0400 Temporary Asphalt Paving Repair 32 01 18 LF 30
3 3301.0012 Post-CCTV Inspection of Storm Drain 33 01 32 LF 960
4 3305.0109 Trench Safety 33 05 10 LF 1460
6 3341.0103 18" RCP, Class III 33 41 10 LF 20
7 3341.0201 21" RCP, Class III 33 41 10 LF 45
8 3341.0205 24" RCP, Class III 33 41 10 LF 240
9 3341.0302 30" RCP, Class III 33 41 10 LF 140
10 3341.0409 48" RCP, Class III 33 41 10 LF 20
11 3341.0502 54" RCP, Class III 33 41 10 LF 195
12 3341.0602 60" RCP, Class III 33 41 10 LF 300
13 3341.1304 6x5 Box Culvert 33 41 10 LF 425
14 3341.1305 6x6 Box Culvert 33 41 10 LF 75
15 3349.0001 4' Storm Junction Box 33 49 10 EA 6
16 3349.0003 6' Storm Junction Box 33 49 10 EA 2
17 3349.0005 8' Storm Junction Box 33 49 10 EA 2
18 3349.5002 15' Curb Inlet 33 49 20 EA 2
19 3349.5003 20' Curb Inlet 33 49 20 EA 1
20 3349.7001 4' Drop Inlet 33 49 20 EA 1
23 9999.0003 6'X6' SET B-SW-O TxDOT headwall 33 49 40 EA 1
24 9999.0005 Remove 66" Storm Line 02 41 14 LF 700
25 9999.0006 Gravel Removal 99 99 99 SF 1725
TOTAL UNIT III: DRAINAG ° IMPROVEMENTS
CITY OF FORT WORTH
STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS - DEVELOPER AWARDED PROJECT
FROM VERSION MAY 22, 2019
Bidder's Proposal
Cnit Pricc I Bid Valllc
$16.00
$260.00
$2.00
$2.00
$110.00
$140.00
$150.00
$224.00
$380.00
$480.00
$546.00
$982.00
$1,080.00
$8,000.00
$21,100.00
$38,400.00
$11,000.00
$13,000.00
$8,300.00
$34,600.00
$50.00
$15.00
$13,600.00
$7, 800.00
$1, 920.00
$2, 920.00
$2,200.00
$6,300.00
$36,000.00
$31, 360.00
$7,600.00
$93,600.00
$163, 800.00
$417,350.00
$81,000.00
$48,000.00
$42,200.00
$76, 800.00
$22,000.00
$13,000.00
$8,300.00
$34,600.00
$35,000.00
$25,875.00
$1,171,225.00
00 42 43_Bid Proposal
Bid Tab
DAP-PROPOSAL
40F4
SECTION 00 42 43
Developer Awarded Projects - PROPOSAL FORM
Water, Wastewater, and Drainage to Serve North Stockyards Mixed Use
CPN:106152
UNIT PRICE BID Bidder's Application
Project ltem information Bidder's Proposal
Bidlist Iteml I I Unit of I B�d I
Dcscription Spccification Scction No. Unit Pricc Bid Valuc
No. Measure Quantity
Bid Summary
UNIT I: WATER IMPROVEMENTS
UNIT II: SEWER IMPROVEMENTS
UNIT III: DRAINAGE IMPROVEMENTS
Total Construction Bid
This Bid is submitted by thc entity namcd bclow: ��
� f��
13IDDER: lil': �I►J i� w�' `���
5���as« �KS�Puc�cn,4�t�,
,�. � �
"_ � �' i„a'Z � . �W �I �' G ?.�y TITLE: � � � �LA � °i �.Z�
DATE:
,�.�Olat�j�'jA `�'jC 77l�,Z �
$370,760.35
$575,122.54
$1,171,225.00
$2,117,107.89
t
Contractor agrees to complete WORK for FINAL ACCEPTArCE within ,�� worldng days after the date wheo the
CONTRACT commeuces to run as provided in t6e General Conditions,
END OF SECTION
Signature: �,,��}�'�� ����,,�� Signature:
r�sc��� cn��E� ;oe� ze, zozs i3 ,� s9 csTi
Email: cristian.chavez@fortworthtexas.gov Email: jannette.goodall@fortworthtexas.gov
CITY OF FORT WORTH
STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS - DEVELOPER AWARDED PROJECT
FROM VERSION MAY 22, 2019
00 42 43_Bid Proposal
F�RT��RTHo
City Secretary's Office
Contract Routing & Transmittal Slip
Contractor's Name: OGC SN MULTIFAMILY, LP
Subject of the Agreement: CFA25-0079 - North Stockyards Mixed Use (Water, Sewer, Storm Drain
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 "PermanenY'? *Yes 0 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.
Proj ect Number: If applicable. 106152
*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 processin� in the followin� order:
1. Katherine Cenicola (Approver)
2. Jannette S. Goodall (Signer)
3. Allison Tidwell (Form Filler)
*Indicates the information is required and if the information is not provided, the contract will be
returned to the department.