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HomeMy WebLinkAbout065275 - Construction-Related - Contract - C1 Fort Worth LLCDate Received: 06/01 /2026 Time Received: 9.18 a.m. City Secretary Contract No.: 65275 FUTURE IMPROVEMENTS AGREEMENT FOR TWO-LANE IMPROVEMENTS ALONG HERITAGE TRACE PARKWAY This FUTURE IMPROVEMENTS 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 C1 Fort Worth LLC ("Developer"), a Delaware limited liability company, 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 developing a tract of land within the City of Fort Worth located near the intersection of Heritage Trace Parkway and Willow Springs Road, Fort Worth, Texas, as more specifically described in Exhibit "A," which is attached hereto and incorporated herein by reference ("Property"); and WHEREAS, Developer is developing the Property by constructing an industrial development on the property ("Project"); and WHEREAS, in connection with the Project, the City approved a final plat for the Project, FP-24-060 (the "Final Plat"); and WHEREAS, the City desires to ensure that all developments are adequately served by public infrastructure that is constructed according to City standards; and WHEREAS, in review of the Project and the construction plans for the public infrastructure (IPRC24-0113) to support the Project, the City determined that Developer is responsible for approximately 2,300 linear feet of two-lane westbound roadway improvements along Heritage Trace Parkway, approximately 320 feet west of the intersection of Heritage Trace Parkway and Willow Springs Road as more specifically described herein ("Improvements"); and WHEREAS, this segment of Heritage Trace Parkway is currently in the design phase by the City of Fort Worth Capital Delivery team as part of the 2022 Bond Program (City Project No. 103300), expected to begin construction at a date to be determined; and WHEREAS, the City has agreed to accept the Developer's share of the funds necessary to construct the Improvements and the City will use the Developer's share of funds to design, construct, and manage the construction of the Improvements at a later date once the City has collected or appropriated the remaining funds to construct the Improvements; and WHEREAS, the determination of the amount Developer pays to the City pursuant to this Agreement for construction of the Improvements is not an assessment pursuant to Chapter 313 of the Texas Transportation Code; OFFICIAL RECORD Future Improvements Agreement CITY SECRETARY for two-lane improvements along Heritage Trace. Parkway FT. WORTH, TX Page 1 of 10 NO THEREFORE, in consideration of the above recitals, City and Developer, acting by and through their duly authorized representatives, do hereby agree as follows: 1. Incorporation of Recitals The City and Developer agree that the foregoing recitals are true and correct, form the basis upon which the City and Developer have entered into this Agreement and are incorporated into this Agreement by reference. 2. Improvements The Improvements shall consist of the two lanes of westbound Heritage Trace Parkway, approximately 320 feet west of the intersection of Heritage Trace Parkway and Willow Springs Road, as more specifically described in Exhibit `B" which is attached hereto and incorporated herein by reference. 3. Future Improvement Funds Concurrently with the execution of this Agreement, Developer has paid to the City $4,696,125.00, which amount represents one hundred twenty-five percent of the estimated cost of constructing the Improvements ("Future Improvement Funds"). The Future Improvement Funds shall serve as the entire amount of Developer's contribution for the cost to construct the Improvements. The Developer's contribution was calculated as follows: Improvements Amount Approximately 2,300 LF of two lanes of Heritage Trace $4,696,125.00 Parkway, approximately 320 feet from the intersection of Willow Springs Road (100% of the cost plus a 25% contingency) (E14: CCO-L3-TO-NTMS-PO-BLB (130) (W)) City and Developer will negotiate a transportation impact fee credit for the Future Improvement Funds for items eligible to receive credit pursuant to the City's Transportation Impact Fee Ordinance. 4. Construction of Improvements The City may construct, or cause to be constructed, the Improvements at a time convenient to the City provided that adequate public funds, including the Future Improvement Funds, for construction of the Improvement are secured. 5. Use of Future Improvement Funds By accepting the Future Improvement Funds and by execution of this Agreement, City agrees that the Developer will have no further obligation to pay any amounts in addition to the Future Improvement Funds or take any further action with regard to the design or construction of the Improvements, even if. (a) Future Improvements Agreement for two-lane improvements along Heritage Trace Parkway Page 2 of 10 the actual costs to design or construct the Improvements exceeds the costs expected by the City as of the date of this Agreement; (b) the specifications, composition, or other characteristics of the Improvements hereafter change for any reason; (c) a mistake has been made (mutual or unilateral) in computing the costs of the Improvements; or (d) the costs or scope of the Improvements change for any reason. No refund of any balance of the Future Improvement Funds shall be made by City to Developer. Notwithstanding anything to the contrary herein, City may use the Future Improvement Funds to design or construct improvements that are located in the vicinity of the Project that address transportation demands caused by the Project. If some or all of the Future Improvement Funds are used to construct such adjacent improvements, City shall be responsible for constructing or causing the construction of the Improvements contemplated by this Agreement at a time convenient to the City. 6. 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: CITY: DEVELOPER: Development Services C1 Fort Worth, LLC Contract Management Office 2850 N Harwood St, Suite 2200 City of Fort Worth Dallas, TX 75201 100 Fort Worth Trail Fort Worth, Texas 76102 With copies 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. Future Improvements Agreement for two-lane improvements along Heritage Trace Parkway Page 3 of 10 7. 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. 8. Headings 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. 9. 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. 10. Review of Counsel City and Developer, and if they so choose, their attorneys, have had the opportunity to review and comment on this Agreement; 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. 11. 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. 12. No Third -Party Beneficiaries 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. 13. 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 City for Future Improvements Agreement for two-lane improvements along Heritage Trace Parkway Page 4 of 10 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. 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. 14. Prohibition on Boycotting Energy Companies Developer acknowledges that in accordance with Chapter 2276 of the Texas Government Code, 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 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 the City that Developer: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of this Agreement. 15. Prohibition on Discrimination Against Firearm and Ammunition Industries Developer acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code the City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more which will 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 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 firearm entity or firearm trade association during the term of this Agreement. 16. Signature Authority The person signing this Agreement on behalf of Developer, as applicable, warrants that he or she has the legal authority to execute this Agreement on behalf of the Developer, as applicable, 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. 17. Counterparts This Agreement may be executed in multiple counterparts, each of which will be deemed an original, but which together will constitute one instrument. Future Improvements Agreement for two-lane improvements along Heritage Trace Parkway Page 5 of 10 18. Entire Agreement This written instrument (together with any attachments, exhibits, and appendices) constitutes the entire understanding between the City and Developer, and any prior or contemporaneous, oral or written agreement that purports to vary from the terms hereof shall be void. [SIGNATURES ON FOLLOWING PAGE] Future Improvements Agreement for two-lane improvements along Heritage Trace Parkway Page 6 of 10 IN WITNESS W REOF, 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 W TH cva�_ �, Jesica McEachern Assistant City Manager Date: 05/31 /2026 Recommended by: 0k)4,jwW-o& Dwayne Hollars Sr. Contract Compliance Specialist Planning and Development APPROVED AS TO FORM AND LEGALITY C9-_� uJ Jessika Williams Assistant City Attorney 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. Name: Cannon R. Henry, P.E. Title: Assistant Director Development Services Future Improvements Agreement for two-lane improvements along Heritage Trace. Parkway Page 7 of 10 DEVELOPER: Cl Fort Worth, LLC a Delaware limited liability company Gene Alessandrini Senior Vice President of Energy Date: 05/26/2026 ATTEST: a goer°9°o oa as°gig ,=o 3a�Il n�65�44 Jannette S. Goodall City Secretary OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX EXHIBIT A Future Improvements Agreement for two-lane improvements along Heritage Trace Parkway Page 8 of 10 Approximate FIA Limits (Visualization purposes only) UJI • o _ ` . HILLWOOD BLVD MAGMA DR N J a UICMCS�EVE{i TRx v o I $ BENT OAK OR DESTIN DR � BRAEWICK DR z FOXHUNTER ST c ~ J W Ii m NIGH SUMMIT TRL ~ W 0 �c, & W w ERS ----------- ------ --- f Hq E PKWY - T GE .10 g, COFER wny' Qo m CEDARBROOK DR �O l DR H p� F o % PARK DR R 1111 li This procuct is `or 0ormatonal purposes am may not have been prepared for or be 0.8 0 0.39 0.8 Miles su table for itg . eng n.—N. or sunreyng purposes The Cay of Fort Wo-th assumes no respons4dny for the a —racy of sa4 data NCTCOG ORTHOPHOTOGRAPHY Future Improvements Agreement for two-lane improvements along Heritage Trace Parkway Page 9 of 10 EXHIBIT B Cost Estimate Exhibit No. Item Description Quantity Unit Unit Price Item Cost 1 Earthwork 15,000 CY $27.50 $412,500 2 8" Lime Treated Subgrade 6,600 SY $10.00 $66,000 3 Hydrated Lime 48 lbs/s 158 TN $400.00 $63,200 4 9" Conc Pavement 6,000 SY $125.00 $750,000 5 4" Concrete Sidewalk 23,180 SF $10.00 $231,800 6 Mobilization 1 LS $165,500.00 $165,500 7 Site Prep 1 LS $165,500.00 $165,500 8 Traffic Control I LS $165,000.00 $165,000 9 Pavement Markin s/Si na e I LS $66,200.00 $66,200 10 Roadway Drainage 1 LS $1,000,000.00 $1,000,000 11 Illumination I LS $400,000.00 $400,000 12 Topsoil & Sod 1 LS $165,000.00 $165,000 13 SWPPP 1 LS $40,000.00 $40,000 14 Construction Staking/SurveyStaking/Survey 1 LS $66,200.00 $66,200 Total $3,756,900 Total + 25% $4,696,125 Future Improvements Agreement for two-lane improvements along Heritage Trace Parkway Page 10 of 10 FORT WORTH. City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: C1 Fort Worth LLC Subject of the Agreement: Future Improvement Agreement M&C Approved by the Council? * Yes ❑ No 8 If so, the M&C must be attached to the contract. Is this an Amendment to an Existing contract? Yes ❑ No 8 If so, provide the original contract number and the amendment number. Is the Contract "Permanent"? *Yes 8 No ❑ If unsure, see back page for permanent contract listing. Is this entire contract Confidential? *Yes ❑ No 8 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 8 *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 8 No ❑ Contracts need to be routed for CSO processing in the following 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.