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HomeMy WebLinkAboutFWRILGC-2026-03 - Research & Innovation Local Government Corporation (RILGC) - ResolutionRESOLUTION NO. FWRILGC-2026-03 AUTHORIZING EXECUTION OF AN AMENDED AND RESTATED INTERLOCAL AGREEMENT WITH TEXAS A&M UNIVERSITY SYSTEM WHEREAS, the Texas State Legislature has authorized the formation of interlocal cooperating contracts between and among governmental entities; WHEREAS, the Research and Innovation Local Government Corporation ("RILGC") and the Texas A&M University System ("TAMUS") desire to develop a mixed -use campus for education, innovation and corporate collaboration, among other things, on an approximately 3.54- acre site owned by TAMUS in downtown Fort Worth and depicted on Exhibit "A" attached hereto ("Campus"); WHEREAS, on January 24, 2023, , the City of Fort Worth and TAMUS entered into an Interlocal Agreement (CSC No. 62479) for the purposes of documenting the general agreement between the parties related to the development of a proposed Texas A&M System Fort Worth Campus and associated uses ("Project") that included the potential construction of three buildings on four blocks owned by TAMUS ("City ILA"); WHEREAS, on January 23, 2023, the Fort Worth City Council approved the formation of the RILGC to facilitate the development and financing of an urban research campus that encourages innovation and entrepreneurship within an urban campus environment (CFW Resolution No. 5679-01-2023); WHEREAS, TAMUS independently developed a law and education building ("Law & Education Building") on part of the Campus, which will provide space for professional, technical and university courses offered by the Texas A&M School of Law ("Law School") and other members of TAMUS; WHEREAS, on September 26, 2023 (RILGC Resolution No. FWRILGC-2023-02), the RILGC board authorized the execution of an interlocal agreement with TAMUS to detail the collaboration between the Parties on a concept plan for the development of a Research and Innovation Building ("RIB") and the transfer of $1,000,000 from TAMUS to the RILGC to pay for the concept plan with the expectation that these funds would be reimbursed to TAMUS from the sale of bonds for either the design and pre -construction or the actual construction of the RIB ("Original Contract"); WHEREAS, the Original Contract was subsequently amended twice, first to add additional scope of services and increase the total compensation to $1,665,700.00 (RILGC Resolution No. FWRILGC-2024-02; "First Amendment"), and then to add additional scope of services and increase the total compensation of the Original Contract to $1,900,000 (RILGC Resolution No. FWRILGC-2024-03, CSC No. 61892, "Second Amendment") (the Original Contract, First Amendment, and Second Amendment are collectively referred to herein as "First RILGC ILA"); RESOLUTION NO. FWRILGC-2026-03 PAGE 2 WHEREAS, on or about November 1, 2023, the RILGC and AFWP, LLC ("Developer") entered into a Pre -Development Agreement (CSC No. 60393) for a concept plan for the development of parts of the Campus ("PDA"); WHEREAS, on September 17, 2024, the Fort Worth City Council approved the RILGC's issuance of contract revenue bonds and appropriated $2,353,725.00 in separate City funds to fund the portion of the design and pre -construction costs for a public parking garage (M&C 24-0845, Resolution 6009-09-2024, and Ordinance 27190-09-2024); WHEREAS, on September 28, 2024 the Parties entered into an interlocal agreement with TAMUS for the development of pre -construction design and cost estimates for the RIB and the parking garage (the "Plan"), in an amount not to exceed $18,000,000.00 (RILGC Resolution No. FWRILGC-2024-05, "Second RILGC ILA"); WHEREAS, on September 24, 2024 pursuant to RILGC Resolution No. FWRILGC-2024- 07, the RILGC Board authorized the issuance of contract revenue bonds, Series 2024, to pay for the Plan in an amount not to exceed $18,000,000.00, which included debt issuance and other related costs; WHEREAS, on September 24, 2024, pursuant to RILGC Resolution No. FWRILGC- 2024-06, the RILGC Board authorized the execution of a Design and Pre -Construction Agreement ("DPCA") with Developer in an amount not to exceed $19,700,000.00 for development of the Plan; WHEREAS, on October 25, 2024, the RILGC Board issued contract revenue bonds in the amount of $17,435,000.00, which included debt issuance and other related costs to pay for the Plan ("Contract Revenue Bonds" or "Debt"); WHEREAS, on December 17, 2024, the RILGC entered into the DPCA (recorded as Fort Worth CSC No 62460) with Developer in an amount not to exceed $19,623,727.00, to pay for the design and pre -construction services necessary to advance the Plan; WHEREAS, the PDA and DPCA established all work product to be provided by the Developer to RILGC related to the design and construction of the RIB and overall planning for the Campus ("Deliverables"); WHEREAS, as of today, all Deliverables have been provided to the RILGC; WHEREAS, TAMUS now plans to independently develop the RIB utilizing the Deliverables with TAMUS issuing debt for construction of the RIB and parking garage and with City -associated tax increment reinvestment zones contributing eligible funds for the repayment of debt associated with the parking garage; WHEREAS, in light of this new approach, there is no longer a need for the RILGC to enter into a development contract with the Developer for the construction of the RIB, and the Parties would now like to enter into this agreement to clarify the reallocation of responsibilities outlined in the the First RILGC ILA, and the Second RILGC ILA, completion of efforts under the RESOLUTION NO. FWRILGC-2026-03 PAGE 3 PDA and DPCA, and assignment of ownership of the Deliverables ("Amended and Restated ILA"); and WHEREAS, the Parties mutually agree and acknowledge that by executing this Amended and Restated ILA, the Original Contract, the First RILGC ILA, and second RILGC ILA will effectively terminate and will establish the assignment of the ownership interests in the Deliverables to TAMUS once: (i) TAMUS has repaid the full amount of the Contract Revenue Bonds issued for the DPCA along with any associated transactional costs required to retire the Debt; and (ii) RILGC has paid back any remaining amounts of funds originally provided by TAMUS to the RILGC for costs under the PDA. NOW THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE RESEARCH AND INNOVATION LOCAL GOVERNMENT CORPORATION: 1. The RILGC is hereby authorized to enter into the Amended and Restated ILA with TAMUS for: (1) the formal termination of the First RILGC ILA and Second RILGC ILA; (2) the assignment of the Deliverables from the RILGC to TAMUS for the Project; (3) the remittance to TAMUS of any remaining funds originally provided by TAMUS under the First RILGC ILA or Second RILGC ILA; and (4) TAMUS's re -payment of the Contract Revenue Bonds, Series 2024 issued by the RILGC related to the development of the Project. 2. This Resolution takes effect from the date of its adoption. Adopted this April 28, 2026. A)-e By. Eliza eth Beck President Attest: Jannette S. Goodall Corporate Secretary