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HomeMy WebLinkAbout064882 - Construction-Related - Contract - National Cowgirl Museum and Hall of FameCSC No. 64882 FUNDING AGREEMENT BETWEEN THE CITY OF FORT WORTH AND NATIONAL COWGIRL MUSEUM AND HALL OF FAME, INC. This Funding Agreement ("Agreement") is made and entered into by and between the CITY OF FORT WORTH, TEXAS ("City"), a municipal corporation of the State of Texas, acting by and through its duly authorized City Manager, and the NATIONAL COWGIRL MUSEUM AND HALL OF FAME, INC. ("Cowgirl Museum"), a Texas nonprofit corporation, acting by and through Patricia Riley, its duly authorized Executive Director. WHEREAS, museums and facilities can benefit the public by offering opportunities to explore examples of extraordinary courage and the pioneer spirit; and WHEREAS, the Cowgirl Museum moved to Fort Worth, Texas in 1994; and WHEREAS, in 2001, the Cowgirl Museum entered into a fifty-year lease with the City for its current location, at 1720 Gendy Street, within the Will Rogers Memorial Complex in the heart of the City's Cultural District and, through private donations, raised the funds for construction of the existing Cowgirl Museum building; and WHEREAS, in the years since the initial construction of the museum building, the Cowgirl Museum has performed renovations and enhancements to the museum building and the adjacent park area through its private fundraising efforts; and WHEREAS, the Cowgirl Museum is currently undergoing a renovation and expansion project, known as the National Cowgirl Museum and Hall of Fame Expansion (the "Project"); and WHEREAS, to facilitate the Project, the Fort Worth City Council (the "City Council") approved the execution of a Fourth Amendment to the Lease with the Cowgirl Museum on April 8, 2025, to expand the museum's leased footprint; and WHEREAS, the City has established a Community Partnership Fund, which aims to foster community investment, improve local services, and address specific community needs with requests for funds being evaluated on predetermined criteria, including alignment with the City's strategic vision and priorities, impact on community well-being, feasibility, sustainability, and evidence of community support; WHEREAS, the City Council indicated a willingness to contribute up to $6,500,000.00 to the Project on a last -dollar basis (Resolution 6083-04-2025) and subsequently appropriated funds for that purpose (M&C 25-1111); and WHEREAS, the Project and the City's financial contribution, in accordance with the adequate controls of this Agreement, support the public purposes of increasing educational opportunities for the City's residents and visitors and providing a place to preserve and promote the diverse history and culture of the City. NOW, THEREFORE, the parties hereby agree as follows: OFFICIAL RECORD CITY SECRETARY I. Incorporation of Recitals and Purpose FT. WORTH, TX 1.01 The City and Cowgirl Museum hereby agree, that the recitals set forth above are true and correct and form the basis upon which the parties have entered into this Agreement. Funding Agreement with the Nation Cowgirl Museum and Hall of Fame, Ina 1 of 6 1.02 The purpose of this Agreement is to set forth the terms and conditions related to the City's funding of the one-time capital contribution toward the Project. 2. Funding 2.01 City agrees to fund the Cowgirl Museum in a one-time amount up to $6,500,000.00 ("Funds") for necessary and actual costs related to the Project as last dollars in for the construction of the Cowgirl Museum. The anticipated total cost necessary for the Project is $19,252,665.00. 2.02 The Cowgirl Museum agrees that: (1) the remaining capital contributions of $12,752,665.00 needed to fully fund the Project have already been committed by other donors; and (2) the financial proforma, attached hereto as Exhibit A, indicates ability to complete the Project without the need for additional funding. The Cowgirl Museum agrees to fully cooperate with the City in verifying the above and shall submit any documentation requested by the City. 2.03 The City shall not be obligated to pay any amounts that cannot be verified in accordance with this Agreement. 2.04 The Cowgirl Museum agrees to use its own funds, or funds committed from other sources, to pay for the Project first and to use the City's contribution as the final portion related only to the design and creation of the Project. The Cowgirl Museum must maintain sufficient financial records to demonstrate the actual, verifiable, costs for the Project and provide those records to the City, upon request, so that actual costs may be verified. If the actual costs for the Project are less than anticipated, then the Cowgirl Museum will refund the City proportionately. By way of example only, if the Project costs $19,000,000.00 instead of the projected $19,252,665.00, then after completion of the Project, the Cowgirl Museum would owe the City a $252,665.00 refund of its $6,500,000.00 capital contribution. 3. Liability and Indemnification 3.01 The parties acknowledge that this Agreement is strictly intended to fund a portion of the costs for the Project and that nothing herein shall be construed as creating a partnership, agency relationship, or joint venture between the City and the Cowgirl Museum. The Cowgirl Museum shall be liable and responsible for any and all property loss, property damage, and personal injury related to the Cowgirl Museum, including, but not limited to, the Project. In no event shall the City be liable in any manner to the Cowgirl Museum or any other party as a result of the acts or omissions of the Cowgirl Museum, its agents, employees, representatives, directors, contractors, invitees, or licensees 3.02 THE COWGIRL MUSEUM COVENANTS AND AGREES TO AND DOES HEREBY INDEMNIFY, HOLD HARMLESS, AND DEFEND, AT ITS OWN EXPENSE, CITY, ITS OFFICERS, REPRESENTATIVES, SERVANTS, AGENTS, AND EMPLOYEES FROM AND AGAINST ANY AND ALL CLAIMS, LAWSUITS, ACTIONS, COSTS, AND EXPENSES OF ANY HIND OR CHARACTER, INCLUDING, BUT NOT LIMITED TO, THOSE FOR PROPERTY LOSS OR DAMAGE AND/OR PERSONAL INJURY, INCLUDING, BUT NOT LIMITED TO, DEATH, THAT MAY RELATE TO, ARISE OUT OF, OR BE OCCASIONED BY ANY ACT OR OMISSION OF THE COWGIRL MUSEUM, ITS OFFICERS, REPRESENTATIVES, AGENTS, EMPLOYEES, CONTRACTORS, INVITEES, OR LICENSEES RELATED TO THIS AGREEMENT OR IN ANY WAY RELATED TO THE PROJECT. THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLY TERMINATION OF THIS AGREEMENT. Funding Agreement with the Nation Cowgirl Museum and Hall of Fame, Inc. 2 of 6 4. Force Majeure 4.01 If either party is unable, either in whole or part, to fulfill its obligations under this Agreement due to acts of God; strikes, lockouts, or other industrial disturbances; acts of public enemies; wars; blockades; insurrections; riots; epidemics; pandemics; public health crises; earthquakes; fires; floods; restraints or prohibitions by any court, board, department, commission, or agency of the United States or of any state; declaration of a state of disaster or of emergency by the federal, state, county, or City government in accordance with applicable law; any arrests and restraints; civil disturbances; or explosions; or some other reason beyond the parry's reasonable control (collectively, "Force Majeure Event"), the obligations so affected by such Force Majeure Event will be suspended only during the continuance of the Force Majeure Event. 5. Right to Audit 5.01 The Cowgirl Museum agrees that the City shall have access to and the right to examine any directly pertinent books, documents, papers and records of the Cowgirl Museum involving transactions relating to this Agreement during the term of this Agreement and for three (3) years thereafter. The Cowgirl Museum agrees that the City shall have access during normal working hours to all necessary Cowgirl Museum 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 the Cowgirl Museum reasonable advance notice of intended audits. 5.02 The Cowgirl Museum further agrees to include in all of its subcontractor agreements hereunder a provision to the effect that the subcontractor agrees that the City shall have access to and the right to examine any directly pertinent books, documents, papers and records of such subcontractor involving transactions to the subcontract for the term of this Agreement and for three (3) years thereafter, and further that City shall have access during normal working hours to all subcontractor facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. City shall give subcontractor reasonable advance notice of intended audits. 5.03 This section shall survive the expiration or termination of this Agreement. 6. Notices 6.01 All notices required or permitted under this Agreement shall be conclusively determined to have been delivered when (i) hand -delivered to the other party, its agent, employee, servant, or representative, or (ii) received by the other party by reliable overnight courier or United States Mail, postage prepaid, return receipt requested, at the address stated below or to such other address as one party may from time to time notify the other in writing. To THE CITY: City Manager's Office City of Fort Worth 100 Fort Worth Trail Fort Worth, Texas 76102 Funding Agreement with the Nation Cowgirl Museum and Hall of Fame, Inc. 3 of 6 To the COWGIRL MUSEUM: National Cowgirl Museum and Hall of Fame, Inc. 1720 Gendy Street Fort Worth, Texas 76107 With a copy to: City Attorney at the same address 7. Compliance 7.01 The Cowgirl Museum shall comply with all Federal, State and City statutes, ordinances and regulations applicable under this Agreement and for the Project. 8. Amendments and Waiver 8.01 No alteration, change, modification or amendment of the terms of this Agreement shall be valid or effective unless made in writing and signed by both parties hereto and approved by appropriate action of the City. 8.02 No waiver of performance by either parry shall be construed as or operate as a waiver of any subsequent default of any terms, covenants, and conditions of this Agreement. The payment or acceptance of fees for any period after a default shall not be deemed a waiver of any right or acceptance of defective performance. 9. Governing Law and Venue 9.01 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 shall 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 shall be construed in accordance with the laws of the State of Texas. 10. Successors and Assigns 10.01 Neither party hereto shall assignor transfer its interest herein without prior written consent of the other party and any attempted assignment or transfer of all or any part hereof without such prior written consent shall be void. This Agreement shall be binding upon and shall inure to the benefit of City and the Cowgirl Museum and its respective successors and permitted assigns. 11. No Third -Party Beneficiaries 11.01 The provisions and conditions of this Agreement are solely for the benefit of City and the Cowgirl Museum, and any lawful successor or assign, and are not intended to create any rights, contractual or otherwise, to any other person or entity. 12. Severability and Captions 12.01 If any provision of this Agreement shall be held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired. Funding Agreement with the Nation Cowgirl Museum and Hall of Fame, Inc. 4 of 6 12.02 Captions and headings used in this Agreement are for reference purposes only and shall not be deemed a part of this Agreement. 13. Contract Construction 13.01 The parties acknowledge that each party and, if it so chooses, its counsel has reviewed and revised this Agreement and that the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party must not be employed in the interpretation of this Agreement or any amendments or exhibits hereto. 14. Fiscal Funding Out 14.01 If, for any reason, at any time during any term of this Agreement, the City Council fails to appropriate funds sufficient for City to fulfill its obligations under this Agreement, City may terminate this Agreement to be effective on the later of (i) thirty (30) days following delivery by City to the Cowgirl Museum of written notice of City's intention to terminate or (ii) the last date for which funding has been appropriated by the City Council for the purposes set forth in this Agreement. 15. Counterparts and Electronic Signatures 15.01 This Agreement maybe executed in several counterparts, each of which will be deemed an original, but all of which together will constitute one and the same instrument. A signature received via facsimile or electronically via email shall be as legally binding for all purposes as an original signature. 16. Signature Authority 16.01 The person signing this Agreement hereby warrants that he or she has the legal authority to execute this Agreement on behalf of his or her respective party, and that such binding authority has been granted by proper order, resolution, ordinance or other authorization of the entity. The other party is fully entitled to rely on this warranty and representation in entering into this Agreement. 17. Entire Agreement 17.01 This writing embodies the entire agreement and understanding between the parties hereto, and there are no other agreements and understandings, oral or written, with reference to the subject matter hereof that are not merged herein and superseded hereby. Funding Agreement with the Nation Cowgirl Museum and Hall of Fame, Inc. 5 of 6 [Executed effective as of the date signed by the Assistant City Manager below.] / [ACCEPTED AND AGREED:] CITY: By: Jay Chapa (Mar 17, 2026 09:20:31 CDT) Name: Jesus "Jay" Chapa Title: City Manager Date: 03/17/2026 COWGIRL N' SEUM: By: Name: Patricia Riley Title: Executive Director Date: ---3 / (, - 2 d Z CITY OF FORT WORTH INTERNAL ROUTING PROCESS: Approved as to Form and Legality By: Name: Denis McElroy Title: Assistant City Attorney Contract Authorization: M&C No.: 25-1111 M&C Date: 12/9/2025 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. By:f.. Name: 4rile scamilla, PE Title: Sr. Capital Projects Officer ,00uvnII4 City Secretary: a >oRr9�o oa C(j` daa� TEX/►54p By: 11 bRuaaa Name: Jannette S. Goodall Title: City Secretary OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Funding Agreement with the Nation Cowgirl Museum and Hall of Fame, Inc. 6 of 6 EXHBIT A Financial Proforma L I N B E C K 2663 National Cowgirl Museum & Hall of Fame Expansion GMP Amendment Attachment 2 - GMP Breakdown Estimate Date: 417512025 Estimator: Mercer Gross Building Area: 17,922 SF Story Height: 2 CategoryCS1 Series Work $6.02 / SF 0.56% GC Bond $107,813 Builder's Risk Insurance $21,047 $1.17 / SF 0.11% Building Permit $0 by Owner $.00 / SF 0.00% Division 01 General Conditions $1,778,785 $99.25 / SF 9.24% Division 01 General Requirements $367,599 $20.51 / SF 1.91% Division 02 Existing Conditions $165,012 $9.21 / SF 0.86% Division 03 Concrete $3,693,258 $215.06 / SF 20.02% Division 04 Masonry / Stone $7,780 $.43 / SF 0.04% Division 05 Metals $1,109,092 $61.88 / SF 5.76% Division 06 Carpentry $597,598 $33.34 / SF 3.10% Division 07 Thermal and Moisture Prot $575,520 $32.11 / SF 2.99% Division 08 Doors Frames & Hardwar $75,064 $4.19 / SF 0.39% Division 08 Glass & Glazing $379,104 $21.15 / SF 1.97% Division 09 Finishes $2,457,024 $137.10 / SF 12.76% Division 10 Specialties $87,075 $4.86 / SF 0.45% Division 11 Equipment $58,784 $3.28 / SF 0.31% Division 12 Furnishings $8,100 $.45 / SF 0.04% Division 13 Special Construction $0 $.00 / SF 0.00% Division 14 Conveying Systems $198,150 $11.06 / SF 1.03% Division 21 Fire Suppression $94,924 $5.30 / SF 0.49% Division 22 Plumbing $367,000 $20.48 / SF 1.91% Division 23 Mechanical $2,036,158 $113.61 / SF 10.58% Division 26 Electrical $2,035,458 $113.57 / SF 10.57% Division 27 Communications $270,482 $15.09 / SF 1.40% Division 28 Safety & Security $182,065 $10.16 / SF 0.95% Division 31 Earthwork $242,733 $13.54 / SF 1.26% Division 32 Exterior Improvements $458,497 $25.58 / SF 2.38% Division 33 Utilities $117,500 $6.56 / SF 0.61% Subtotal.. LSIP $532,278 .0 2.76% $29.70 / SF SDI $200,040 $11.16 / SF 1.04% Small Tools w/COW $.00 / SF 0.00% Fee $628,726 $35.08 / SF 3.27% Contingency - Construction $400,000 $22.32 / SF 2.08% Contingency - Design 1 $0 $.00 / SFJ 0.00% ®$19,252,665 $1,074.2500 0i EXHBIT A Financial Proforma c ii z O u u z O u N O u 0 0 D co H LL V a cn 0 N 00 ti ti O O O Ln o u, N O N ui O Ln N O N O .-I 00 t0 V N N V'� V� N F u W '? o mar; EN .-I N M a Vl LD n c-I N m V Vl 1p I� W Ol c-I '-I cy c-I c-I c-I c-I I LL M N I M .--IN N m O a > N OO a o IO V N 00 li Il> m Vl Vl N IR O .-I V T tYO C V I� LD M c-I c-I O .--I Irl m 01 a o I� Olt a N r-I V n mm aZ 'm r-I I, Lm t0 c-I V M M Ol N E j .-I vl m m vl m n n In is U ti m n N ti m m� oo m ] m O N a Ol l0 1p m N M O n oo 00 N o N rl n a 01 N is m a 3 - Vl Vl n 01 N In 00 l� Ol Q E m < O Vl M� oo oc O IR IR oo lr V NT N N N N N N N N t/T T :Eo M V 00 a 0 0 00 I� O IO Ol 00 N IO N In IP o M I� N .--I a p O tp m f o m oO10 m m m oolo a 76 m Iri o o v .-i c-i v Io r, c Iri n m rri e w .M+ INc Q t/T L} V? 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VT L N O N N p N N N N N N N N N N o N N N 0 N N ON O N N 0 N O O N N O o N N O p N N O N N 0 N 0 N N O N N a@ C_ OO a✓> C 9 N a 16 C_ m Q Q In O z O m v Q '- Q N E Z .--I N M V Vl LD n 00 01 S cy C O Z m H 3 N o Y vl m = T In H w 3 z ^ m O O � w I., v T 00 r > M No 11 "1 olt N m a vl llJ N N ^ to N a C C C O O O =- Z m .-I N c-I m 0 0 0 Q Oco N O! VT S O @ Q w o O o o p n w c O m O 3 u o a ¢ _ ° O ID = C v C �= Q @ Nou u >c°� a na • Z S v c O LL O O O m Z U U LL C C m 'AO O Q a a u 0 0 Q a 0 a a o a } m a m J O O L I Z z p O co � O � O W I n N J LL N V a a O O O O O O G O G C O O O O O O O O O O O O O O O u1 O ut O u1 Vf VT V/ VT F- z Z) 0 Lu a 0 Q F 0 J J_ m H R Z 0 b W 0 Ln LL Q c..i C0 O O O o O O O O O O O O O O O O O O O C O C O O Vi O V1 O �/1 VT LT VT VT FORT WORTH. City Secretary's Office Contract Routing & Transmittal Slip . NATIONAL COWGIRL MUSEUM AND HALL OF FAME, Contractor's Name Subject of the Agreement: National Cowgirl Museum and Hall of Fame Expansion 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: If different from the approval date. Expiration 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. 106657 *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 followingorder: rder: 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. City of Fort Worth, Texas Mayor and Council Communication DATE: 12/09/25 M&C FILE NUMBER: M&C 25-1111 LOG NAME: 03FUND CORRECTION NCMHOF COMMUNITY PARTNERSHIP SUBJECT (ALL) Adopt Appropriation Ordinance to Increase Estimated Receipts and Appropriations in Fiscal Year 2025 in the General Capital Projects Fund by $6,500,000.00, from a Transfer of Previously Appropriated Operating Funds, for the Future Community Partnerships Programmable Project to Support Funding of the National Cowgirl Museum Hall of Fame Project; and Amend the Fiscal Years 2025-2029 Capital Improvement Program RECOMMENDATION: It is recommended that the City Council: 1. Adopt the attached appropriation ordinance increasing estimated receipts and appropriations in the General Capital Projects Fund in Fiscal Year 2025 in the amount of $6,500,000.00, from a previously authorized appropriation in and transfer from the General Fundfor the Property Management Department, for the purpose of funding the Future Community Partnerships Programmable Project (City Project No. P00047) to fund a one-time capital contribution to support the construction of the National Cowgirl Museum Hall of Fame Project (City Project No. 106657); and 2. Amend the Fiscal Years 2025-2029 Capital Improvement Program. DISCUSSION: The purpose of this Mayor and Council Communication (M&C) is to enact a capital appropriation in the fiscal year 2025 budget from an operating transfer that was authorized for that year. As approved on September 16, 2025, M&C 25-0812 appropriated Interest Earnings in Fiscal Year 2025 for various transfers to capital, including $6,500,000.00 for the purpose of funding a one-time capital contribution to support the construction of the National Cowgirl Museum Hall of Fame Project (City Project No. 106657). Although the transfer out was appropriated in the operating fund for a transfer to the Future Community Partnerships Programmable Project (City Project No. P00047), the capital appropriation to the programmable project was errantly ommited from the M&C. Approval of this M&C will increase capital appropriations in Fiscal Year 2025, thus completing the transfer and intended action. Funding for this project was not included in the FY2025-2029 Capital Improvement Program due to the timing and availability of interest earnings. The action in this M&C will amend the FY2025-2029 Capital Improvement Program as approved in connection with Ordinance 27107-09-2024. A Form 1295 is not required because: This M&C does not request approval of a contract with a business entity. FISCAL INFORMATION / CERTIFICATION: The Director of Finance certifies that funds are currently available in the General Fund for the Property Management Department and upon approval of the above recommendations and adoption of the attached appropriation ordinance, funds will be available in the National Cowgirl Museum HOF project. Prior to an expenditure being incurred, the FWLab Department has the responsibility of verifying the availability of funds. Submitted for City Manager's Office by: Dianna Giordano 7783 Originating Business Unit Head: Christianne Simmons 6222 Additional Information Contact: April Rose Escamilla 7371