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ECONOMIC DEVELOPMENT PROGRAM AGREEMENT
This ECONOMIC DEVELOPMENT PROGRAM AGREEMENT
("Agreement") is entered into by and between the CITY OF FORT WORTH, TEXAS
(the "City"), a home rule municipality organized under the laws of the State of Texas,
and WAL-MART STORES TEXAS, LLC ("Wal-Mart"), a Delaware limited liability
company.
RECITALS
The City and Wal-Mart hereby agree that the following statements are true and
correct and constitute the basis upon which the City and Wal-Mart have entered into this
Agreement:
A. Wal-Mart owns, or is under contract to purchase, approximately 32.5 acres
of land in the vicinity of the future southeast intersection of Golden Triangle Boulevard
and Park Vista Boulevard, as more specifically described and depicted in Exhibit "A",
attached hereto and hereby made a part of this Agreement for all purposes (the "Land").
Wal-Mart intends to construct a Wal-Mart SuperCenter store that is at least 182,000
square feet in size on the Land.
B. The 2014 Comprehensive Plan, which was adopted by the City Council
pursuant to Ordinance No. 21164-03-2014 (the "Comprehensive Plan"), observes that
the City relies very heavily on property taxes as a revenue source. The Comprehensive
Plan notes that the City has a significantly higher property tax rate than other comparable
municipalities in Texas and recommends that the City establish potential incentives to
promote the development of vacant land in the City and to explore ways to increase the
sales tax base in order to offset reliance on property taxes. The Land is situated in a
developing corridor of the City that is bordered by other municipalities that potentially
could compete with the City for economic development opportunities. In order to ensure
that there is a balance between residential development and appropriate retail and
commercial development in this area of the City, both to serve citizens moving into this
area as well as to generate new sales tax revenues in an effort offset the property tax
burden on residents, the City wishes to encourage retail development in the vicinity of the
Land. The City believes that a large Wal-Mart SuperCenter will provide the catalyst for
other retail development in this area of the City and will lead to a corresponding
beneficial increase in sales tax revenues.
mC. As recommended by the Comprehensive Plan and in accordance with
Resolution No. 2704, adopted by the City Council on January 30, 2001, the City has
rn established an economic development program pursuant to which the City will, on a case-
by-case basis, offer economic incentive packages authorized by Chapter 380 of the Texas
Z Local Government Code that include monetary loans and grants of public mone , as well
Page 1 OFFICIAL RECORD
ti Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas,LLC(Golden Triangle/Park Vista) CITY SECRETARY
FT.WORTH,TX
as the provision of personnel and services of the City, to businesses and entities that the
City Council determines will promote state or local economic development and stimulate
business and commercial activity in the City in return for verifiable commitments from
such businesses or entities to cause specific infrastructure, employment and other public
benefits to be made or invested in the City (the "380 Program").
D. The City Council has determined that by entering into this Agreement, the
potential economic benefits that will accrue to the City under the terms and conditions of
this Agreement are consistent with the City's economic development objectives and that
construction of the proposed Wal-Mart SuperCenter will further the goals espoused by
the Comprehensive Plan for positive growth in the City. In addition, the City Council has
determined that the 380 Program is an appropriate means to achieve the construction of
the Wal-Mart SuperCenter, which the City Council has determined are necessary and
desirable, and that the potential economic benefits that will accrue to the City pursuant
the terms and conditions of this Agreement are consistent with the City's economic
development objectives as outlined in the Comprehensive Plan. This Agreement is
authorized by Chapter 380 of the Texas Local Government Code.
NOW, THEREFORE, in consideration of the mutual benefits and promises
contained herein and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties agree as follows:
AGREEMENT
1. INCORPORATION OF RECITALS.
The City Council has found, and the City and Wal-Mart 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.
2. DEFINITIONS.
In addition to terms defined in the body of this Agreement, the following terms
shall have the definitions ascribed to them as follows:
380 Program has the meaning ascribed to it in Recital C.
Affdiate means all entities, incorporated or otherwise, under common control
with, controlled by or controlling Wal-Mart. For purposes of this definition, "control"
means fifty percent (50%) or more of the ownership determined by either value or vote.
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Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas,LLC(Golden Triangle/Park Vista)
City Road Costs means the costs of that portion of the Road Project that Wal-
Mart is not required to fund under the City's Subdivision Ordinance (Ordinance No.
17154, as set forth in Appendix C of the Code of the City of Fort Worth), in an amount to
be set forth in the Infrastructure Agreement that must be executed by and between the
City and Wal-Mart in accordance with Section 4.5 hereof.
Comprehensive Plan has the meaning ascribed to it in Recital B.
Construction Costs means Hard Construction Costs and the following costs
directly expended by Wal-Mart: engineering fees; architectural and design fees.
Development Property Sales Entity means any entity other than Wal-Mart that
makes Sales on the Land.
Director means the director of the City's Housing and Economic Development
Department.
Effective Date has the meaning ascribed to it in Section 3.
Employment Goal has the meaning ascribed to it in Section 4.4.
First Operating Year means the first full calendar year following the year in
which both the Phase I Completion Date has occurred and the Road Project has been
completed in accordance with the Infrastructure Agreement.
Fort Worth Certified M/WBE Company means a minority or woman-owned
business that has received certification as either a minority business enterprise (MBE), a
woman business enterprise (WBE) or a disadvantaged business enterprise (DBE) by the
North Central Texas Regional Certification Agency (NCTRCA) and that has a principal
business office located within the corporate limits of the City that performs a
commercially useful function and that provides the services for which Wal-Mart is
seeking credit under this Agreement.
Hard Construction Costs means actual site development and construction costs,
contractor fees and the costs of supplies and materials, and specifically excludes land
acquisition costs.
Infrastructure Agreement has the meaning ascribed to it in Section 4.5.
Job means a job provided to an individual by Wal-Mart on the Land.
Land has the meaning ascribed to it in Recital A.
M/WBE Construction Spending Goal has the meaning ascribed to it in Section
4.3.
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Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas,LLC(Golden Triangle/Park Vista)
Program Cap means Twelve Million Dollars ($12,000,000.00), gross.
Phase I Certificate of Completion has the meaning ascribed to it in Section
5.1.1.
Phase I Completion Date means the date as of which a final certificate or
certificates of occupancy have been issued for the entirety of the Phase I Improvements,
as verified in the Phase I Certificate of Completion issued by the Director pursuant to
Section 5.1.1.
Phase I Completion Deadline means December 31, 2016, subject to any
extension due to an event of force majeure in accordance with Section 16 of this
Agreement. Notwithstanding the foregoing, the Phase I Completion Deadline shall
automatically be extended for additional thirty (30) day periods for each and every month
beyond March 31, 2015 that the City has not fully completed the right-of-way
acquisitions necessary for the Road Project in accordance with the Infrastructure
Agreement.
Phase I Improvements means a Wal-Mart Supercenter of at least 182,000
square feet located on the Land.
Phase II Certificate of Completion has the meaning ascribed to it in Section
5.1.2.
Phase II Completion Date means the date as of which a certificate or certificates
of completion for shell building space, at a minimum, have been issued for the entirety
of the Phase II Improvements, as verified in the Phase II Certificate of Completion issued
by the Director pursuant to Section 5.1.2.
Phase II Completion Deadline means 3 years following the Phase I Completion
Deadline, subject to any extension due to an event of force majeure in accordance with
Section 16 of this Agreement.
Phase H Improvements means at least 20,000 square feet of retail and/or
commercial space located on the Land.
Program Grants means the annual economic development grants paid by the
City to Wal-Mart in accordance with this Agreement and as part of the 380 Program.
Program Year means a calendar year in which the City is obligated pursuant to
this Agreement to pay Wal-Mart a Program Grant (Program Year 1).
Real Property Tax Revenues means ad valorem taxes on the Land and any
improvements located thereon, minus the taxes payable on the Land and any
improvements located thereon for the 2014 tax year, based on the taxable appraised value
of the Land and any improvements located thereon for the 2014 tax year. The taxable
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Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas,LLC(Golden Triangle/Park Vista)
appraised value of the Land and any improvements located thereon for any given year
will be established solely by the appraisal district that has jurisdiction over the Land at
the time.
Records has the meaning ascribed to it in Section 4.7.
Road Proiect means the construction of Park Vista Boulevard from Ray White
Road to Keller Hicks Road in a combination of two (2) lanes, two (2) lanes divided, and
four (4) lanes divided including roundabouts at its intersections with Keller-Hicks Road,
Golden Triangle Boulevard and Ray White Road and on Golden Triangle Boulevard at
Wal-Mart's easternmost driveway entrance, as more specifically set forth in the map
attached hereto as Exhibit "B" (which is hereby made a part of this Agreement for all
purposes) and on terms that will be set forth in the Infrastructure Agreement.
Sales means all sales of merchandise (including gift and merchandise
certificates), services and other receipts whatsoever of all business conducted on or from
the Land or in or from any improvements located on the Land, whether cash or credit,
including mail, telephone, telefax, telegraph, internet or catalogue orders received or
filled at or from the Land provided the same are paid for by the customer at the store
located on the Land, deposits not refunded to purchasers, orders taken (although such
orders may be filled elsewhere), sales to employees, sales through vending machines or
other devices. Sales will not include (i) any sums collected and paid for any sales or
excise tax imposed by any duly constituted governmental authority; (ii) the exchange of
merchandise purchased on and returned to the Land; (iii) the amount of returns to
shippers and manufacturers; or (iv) the sale of any of any fixtures attached to the Wal-
Mart SuperCenter on the Land.
Sales Tax Revenues means a one percent (1%) available sales tax, such as that
presently in effect pursuant to Texas Tax Code §§ 321.101(a) and 321.103, resulting from
taxes received by the City and collected by Wal-Mart or any Development Property Sales
Entity on Sales transacted on the Land. Sales Tax Revenues specifically excludes all
revenues from (i) the Crime Control District Sales Tax imposed by the City pursuant to
Texas Tax Code § 323.105 and Texas Local Government Code § 363.005, as may be
amended, and (ii) the Transit Authority Sales Tax paid to the City by the Fort Worth
Transportation Authority pursuant to City Secretary Contract No. 19689, as previously or
subsequently amended or restated, from the sales tax imposed by the Fort Worth
Transportation Authority pursuant to Texas Tax Code Chapter 322. Notwithstanding
anything to the contrary herein, in no event shall Sales Tax Revenues ever exceed a one
percent (1%) sales tax imposed by the City, even if the City at any point in the future
charges more than a one percent (1%) sales tax. If the City's sales tax rate is ever
decreased to the extent that the City receives available sales tax revenues based on less
than a one percent (1%) sales tax, then the meaning of Sales Tax Revenues shall
automatically be adjusted to equal that lesser percentage. If the City's sales tax rate is
ever decreased as provided in the preceding sentence and the City then subsequently adds
a sales tax that increases such lower percentage and whose use is not controlled or
regulated, in whole or in part, by another governmental entity or authority or otherwise
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Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas,LLC(Golden Triangle/Park Vista)
dedicated to a specific use by the City, then Sales Tax Revenues shall be computed to
reflect that increased percentage up to a maximum aggregate of one percent (1%).
Second Operating Year means the second full calendar year following the year
in which both the Phase I Completion Date has occurred and the Road Project has been
completed in accordance with the Infrastructure Agreement.
Term has the meaning ascribed to it in Section 3.
Twelve-Month Period means the period between February 1 of a given year and
January 31 of the following year.
3. TERM.
This Agreement shall be effective as of the date of execution by both parties (the
"Effective Date") and, unless terminated earlier in accordance with this Agreement, shall
expire on the earlier of (i) the date as of which the City has paid all Program Grants
required hereunder or (ii) the date as of which the amount of aggregate Program Grants
paid by the City equals Program Cap (the "Term").
4. WAL-MART OBLIGATIONS, GOALS AND COMMITMENTS.
4.1. Phase I Improvements.
By the Phase I Completion Date, Wal-Mart must have expended at least
Thirteen Million Dollars ($13,000,000.00) in Construction Costs for the Phase I
Improvements. The Phase I Completion Date must occur on or before the Phase I
Completion Deadline.
4.2. Phase H Improvements.
By the Phase II Completion Date, Wal-Mart must have expended at least
Three Million Dollars ($3,000,000.00) in Construction Costs for the Phase II
Improvements. The Phase II Completion Date must occur on or before the Phase
11 Completion Deadline.
4.3. Construction Spending Goal for Fort Worth Certified NMBE
Companies.
Wal-Mart will use commercially reasonable efforts to expend or cause to
be expended with Fort Worth Certified M/WBE Companies at least twenty-five
percent (25%) of all Hard Construction Costs for the Phase I Improvements and
the Phase 11 Improvements, regardless of the total amounts of such Hard
Construction Costs (the "M/WBE Construction Goal").
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Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas,LLC(Golden Triangle/Park Vista)
4.4. Employment Goal.
From and at all times after the Phase I Completion Date, Wal-Mart will
use commercially reasonable efforts to provide at least fifty (50) Jobs on the Land
(the "Employment Goal").
4.5. Infrastructure Improvements.
Wal-Mart shall construct and complete the Road Project in accordance
with the terms and conditions of a Community Facilities Agreement,
Infrastructure Construction Agreement or other written agreement or agreements
reasonably requested by the City (the "Infrastructure Agreement") executed by
the City and Wal-Mart, which Infrastructure Agreement shall be incorporated
herein by reference upon execution by both the City and Wal-Mart. The
Infrastructure Agreement shall identify the costs of the Road Project for which
Wal-Mart is solely responsible and the City Road Costs. Wal-Mart shall pay all
costs of the Road Project, including the City Road Costs. The Road Project must
be completed in accordance with the Infrastructure Agreement by not later than
the Phase I Completion Deadline.
4.6. Reports and Filings.
4.6.1. Construction Spending Reports.
Within sixty (60) calendar days following both the Phase I
Completion Date and the Phase II Completion Date, in order for the City
to assess whether Wal-Mart satisfied the requirements of Sections 4.1 and
4.2, respectively, and the extent to which Wal-Mart met the M/WBE
Construction Goal for the Phase I Improvements and the Phase 11
Improvements, Wal-Mart will provide the Director with a report in a form
reasonably acceptable to the City that specifically outlines the total
Construction Costs and Hard Construction Costs expended by and on
behalf of Wal-Mart for the Improvements in question, together with
supporting invoices and other documents necessary to demonstrate that
such amounts were actually paid, including, without limitation, final lien
waivers signed by Wal-Mart's general contractor. This report shall also
include actual total Construction Costs and Hard Construction Costs
expended by Wal-Mart for construction of the Improvements in question
with Fort Worth Certified M/WBE Companies, together with supporting
invoices and other documents necessary to demonstrate that such amounts
were actually paid to such contractors. Notwithstanding the above, Wal-
Mart shall not be required to submit or make available any records,
documents, or any portions thereof, that it determines will or may reflect
or reveal trade secrets, or other confidential information, with the
understanding that any determination as to Wal-Mart's compliance with
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Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas,LLC(Golden Triangle/Park Vista)
this Agreement and Wal-Mart's commitments under this Agreement will
be based solely on those documents that are made available to the City.
4.6.2. Annual Employment Report.
On or before February 1 of the year following the Phase I
Completion Date and of each year thereafter, in order for the City to assess
the degree to which Wal-Mart met the Employment Goal in the previous
calendar year, Wal-Mart shall provide the Director with a report in a form
reasonably acceptable to the City that sets forth the total number of
individuals who held Jobs on the Land, all as of December 1 (or such
other date requested by Wal-Mart and reasonably acceptable to the City)
of the previous year, together with reasonable supporting documentation.
If Wal-Mart failed to meet the Employment Goal in the previous calendar
year, Wal-Mart shall include an explanation as to why Wal-Mart believes
it did not meet the Employment Goal and the efforts that Wal-Mart
utilized to meet the Employment Goal.
4.6.3. Annual Sales Tax Report.
On or before February 1 of the year following the Phase I
Completion Date and of each year thereafter, Wal-Mart must provide the
City with an annual report that sets forth (i) the aggregate amount of sales
tax paid to the State Comptroller by Wal-Mart and any other Development
Property Sales Entity during the previous year (the "Aggregate Sales Tax
Payments"); (ii) the portion of the Aggregate Sales Tax Payments for
which Wal-Mart possesses copies of the corresponding sales tax reports
filed with the State Comptroller ("Comptroller Reports") (collectively,
"Verified Aggregate Sales Tax Payments"); and (iii) a list of the
separate amounts of sales tax shown on each respective Comptroller
Report to have been paid by Wal-Mart and any other Development
Property Sales Entity. Wal-Mart shall make such Comptroller Reports
available to the City for inspection pursuant to and in accordance with
Section 4.7 of this Agreement. The City's calculation of Sales Tax
Revenues in a given year will be based on (i) Verified Sales Tax Payments
plus (ii) any additional sales tax payments made by Wal-Mart and any
other Development Property Sales Entity in such year, as reflected on
Comptroller Reports, that the City is reasonably able to ascertain, in the
City's sole but reasonable judgment, are attributable to Sales on the Land.
In order to prepare this report, Wal-Mart will, to the extent reasonably
possible, require Development Property Sales Entities to provide Wal-
Mart with annual Sales data sufficient for Wal-Mart to complete the
annual report required by this Section 4.6.3.
4.7. Audits.
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Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas,LLC(Golden Triangle/Park Vista)
At such a time as Wal-Mart submits the reports required in Section 4.6.1,
Wal-Mart will make available to the City, at the City's written request, any
documents reasonably necessary to confirm Wal-Mart's compliance with this
Agreement including, but not limited to, construction documents (the
"Records"). Notwithstanding the above, Wal-Mart shall not be required to
submit or make available any records, documents, or any portions thereof, that it
determines will or may reflect or reveal trade secrets, or other confidential
information, with the understanding that any determination as to Wal-Mart's
compliance with this Agreement and Wal-Mart's commitments under this
Agreement will be based solely on those documents that are made available to the
City.
4.8. Inspections.
At any time during Wal-Mart's normal business hours throughout the
Term and following reasonable notice to Developer, the City shall have the right
to inspect and evaluate the Land and any improvements thereon, and Wal-Mart
will provide full access to the same, in order for the City to monitor compliance
with the terms and conditions of this Agreement. Wal-Mart will cooperate fully
with the City during any such inspection and evaluation. Notwithstanding the
foregoing, Developer will have the right to require that any representative of the
City be escorted by a representative or security personnel of Wal-Mart during any
such inspection and evaluation.
5. CITY OBLIGATIONS.
5.1. Issuance of Certificates of Completion for Improvements.
5.1.1. Phase I Improvements.
Within ninety (90) calendar days following receipt by the City of
the construction spending report for the Phase I Improvements, as required
by Section 4.6.1, and assessment by the City of the information contained
therein, if the City is able to verify that Wal-Mart expended at least
Thirteen Million Dollars ($13,000,000.00) in Construction Costs for the
Phase I Improvements by the Phase I Completion Date and that the Phase
I Completion Date occurred on or before the Phase I Completion
Deadline, the Director will issue Wal-Mart a certificate stating the amount
of Construction Costs and Hard Construction Costs expended on the Phase
I Improvements, including amounts expended specifically with Fort Worth
Certified M/WBE Companies (the "Phase I Certificate of Completion").
If the Phase I Completion Deadline was extended past December 31, 2016
on account of the City's need after March 31, 2015 to acquire any right-of-
way not under AIL Investment, LP ownership for the Road Project in
accordance with the Infrastructure Agreement, the Phase I Certificate of
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Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas,LLC(Golden Triangle/Park Vista)
Completion will also set forth the revised Phase II Completion Deadline
(which, in accordance with the definition set forth in Section 2, is 3 years
after the date of the Phase I Completion Deadline).
5.1.2. Phase II Improvements.
Within ninety (90) calendar days following receipt by the City of
the construction spending report for the Phase II Improvements, as
required by Section 4.6.1, and assessment by the City of the information
contained therein, if the City is able to verify that Wal-Mart expended at
least Three Million Dollars ($3,000,000.00) in Construction Costs for the
Phase H Improvements by the Phase II Completion Date and that the
Phase II Completion Date occurred on or before the Phase H Completion
Deadline, the Director will issue Wal-Mart a certificate stating the amount
of Construction Costs and Hard Construction Costs expended on the Phase
II Improvements, including amounts expended specifically with Fort
Worth Certified M/WBE Companies (the "Phase II Certificate of
Completion").
5.2. Program Grants.
5.2.1. Amount.
Subject the terms and conditions of this Agreement, provided that
(i) Wal-Mart expended at least Thirteen Million Dollars ($13,000,000.00)
in Construction Costs for the Phase I Improvements by the Phase I
Completion Date, (ii) the Phase I Completion Date occurred on or before
the Phase I Completion Deadline, and (iii) Wal-Mart completed the Road
Project in accordance with the Infrastructure Agreement on or before the
Phase I Completion Deadline, Wal-Mart will be entitled to receive from
the City twenty (20) annual Program Grants. The amount of each
Program Grant shall equal the sum of seventy-five percent (75%) of the
Real Property Tax Revenues received by the City in the Twelve-Month
Period ending in the year in which the Program Grant is due, plus seventy-
five percent (75%) of the Sales Tax Revenues received by the City in the
Twelve-Month Period ending in the year in which the Program Grant is
due. Notwithstanding anything to the contrary herein, aggregate Program
Grants payable under this Agreement shall be subject to and shall not
exceed the Program Cap.
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Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas,LLC(Golden Triangle/Park Vista)
5.2.2. Program Can.
If in any Program Year the amount of a Program Grant would
cause the aggregate Program Grants paid by the City pursuant to this
Agreement to exceed the Program Cap, the amount of the Program Grant
payable in that Program Year shall equal the difference between the
aggregate of all Program Grants paid by the City as of the previous
Program Year and the Program Cap, and this Agreement shall terminate
upon payment of such Program Grant.
5.2.3. Deadline for Payments and Source of Funds.
The first Program Grant payable hereunder (in other words, the
Program Grant payable for Program Year 1) shall be paid by the City on
or before June 1 of (i) the Second Operating Year or (ii) the First
Operating Year if requested by Wal-Mart in writing within sixty (60)
calendar days following the Phase I Completion Date, and the City, taking
into consideration its current fiscal year budget and following fiscal year
budget planning, provides Wal-Mart with written consent to such request.
Each subsequent annual Program Grant payment will be made by the City
to Wal-Mart on or before June 1 of the Program Year in which such
payment is due. It is understood and agreed that all Program Grants paid
pursuant to this Agreement shall come from currently available general
revenues of the City and not directly from Real Property Tax Revenues or
Sales Tax Revenues. Wal-Mart understands and agrees that any revenues
of the City other than those dedicated for payment of a given annual
Program Grant pursuant to this Agreement may be used by the City for
any lawful purpose that the City deems necessary in the carrying out of its
business as a home rule municipality and will not serve as the basis for
calculating the amount of any future Program Grant or other obligation to
Wal-Mart.
6. DEFAULT, TERMINATION AND FAILURE BY WAL-MART TO MEET
VARIOUS DEADLINES AND COMMITMENTS.
6.1. Failure to Complete Phase I improvements.
If Wal-Mart fails to expend by the Phase I Completion Date at least Thirteen
Million Dollars ($13,000,000.00) in Construction Costs for the Phase I
Improvements, or if the Phase I Completion Date does not occur by the Phase I
Completion Deadline, the City shall have the right to terminate this Agreement by
providing written notice to Wal-Mart without further obligation to Wal-Mart
hereunder
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Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas,LLC(Golden Triangle/Park Vista)
6.2. Failure to Complete Road Proiect.
If the Road Project is not completed in accordance with the Infrastructure
Agreement by the Phase I Completion Deadline, the City will have the right to
terminate this Agreement by providing written notice to Wal-Mart without further
obligation to Wal-Mart hereunder. If the Infrastructure Agreement is lawfully
terminated in accordance with the provisions of the Infrastructure Agreement, this
Agreement shall terminate contemporaneously on the effective date of the
Infrastructure Agreement's termination without notice or further obligation by the
City.
6.3. Failure to Complete Pease H Improvements.
If Wal-Mart fails to expend by the Phase II Completion Date at least Three
Million Dollars ($3,000,000.00) in Construction Costs for the Phase II
Improvements, or if the Phase II Completion Date does not occur by the Phase H
Completion Deadline, the City shall have the right to terminate this Agreement by
providing written notice to Wal-Mart, in which case the City's obligation to
continue making Program Grant payments to Wal-Mart shall cease as of the
effective date of termination.
6.4. Failure to Pay City Taxes.
An event of default shall occur under this Agreement if any City taxes
owed on the Land by Wal-Mart or an Affiliate or arising on account of Wal-
Mart's or an Affiliate's operations on the Land become delinquent and Wal-Mart
or the Affiliate does not either pay such taxes or properly follow the legal
procedures for protest and/or contest of any such taxes. In this event, the City
shall notify Wal-Mart in writing and Wal-Mart shall have thirty (30) calendar
days to cure such default. If the default has not been fully cured by such time, the
City shall have the right to terminate this Agreement immediately by providing
written notice to Wal-Mart and shall have all other rights and remedies that may
be available to it under the law or in equity.
6.5. Violations of City Code, State or Federal Law.
An event of default shall occur under this Agreement if any written
citation is issued to Wal-Mart or an Affiliate due to the occurrence of a violation
of a material provision of the City Code on the Land or on or within any
improvements thereon (including, without limitation, any violation of the City's
Building or Fire Codes and any other City Code violations related to the
environmental condition of the Land; the environmental condition of other land or
waters which is attributable to operations on the Land; or to matters concerning
the public health, safety or welfare) and such citation is not paid or the recipient
of such citation does not properly follow the legal procedures for protest and/or
contest of any such citation. An event of default shall occur under this Agreement
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Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas,LLC(Golden Triangle/Park Vista)
if the City is notified by a governmental agency or unit with appropriate
jurisdiction that Wal-Mart or an Affiliate, or any successor in interest thereto; any
third party with access to the Land pursuant to the express or implied permission
of Wal-Mart or an Affiliate, or any a successor in interest thereto; or the City (on
account of the Phase I Improvements or the Phase II Improvements or the act or
omission of any party other than the City on or after the effective date of this
Agreement) is in violation of any material state or federal law, rule or regulation
on account of the Land, improvements on the Land or any operations thereon
(including, without limitation, any violations related to the environmental
condition of the Land; the environmental condition of other land or waters which
is attributable to operations on the Land; or to matters concerning the public
health, safety or welfare). Upon the occurrence of such default, the City shall
notify Wal-Mart in writing and Wal-Mart shall have (i) thirty (30) calendar days
to cure such default or (ii) if Wal-Mart has diligently pursued cure of the default
but such default is not reasonably curable within thirty (30) calendar days, then
such amount of time that the City reasonably agrees is necessary to cure such
default. If the default has not been fully cured by such time, the City shall have
the right to terminate this Agreement immediately by providing written notice to
Wal-Mart and shall have all other rights and remedies that may be available to
under the law or in equity.
6.6. Knowing Employment of Undocumented Workers.
Wal-Mart acknowledges that effective September 1, 2007, the City is
required to comply with Chapter 2264 of the Texas Government Code, enacted by
House Bill 1196 (80th Texas Legislature), which relates to restrictions on the use of
certain public subsidies. Wal-Mart hereby certifies that Wal-Mart, and any
branches, divisions, or departments of Wal-Mart, does not and will not knowingly
employ an undocumented worker, as that term is defined by Section 2264.001(4)
of the Texas Government Code In the event that Wal-Mart, or any branch,
division, or department of Wal-Mart, is convicted of a violation under 8 U.S.C.
Section 1324a(f) (relating to federal criminal penalties and injunctions for a
pattern or practice of employing unauthorized aliens):
• if such conviction occurs during the Term of this Agreement, this
Agreement shall terminate contemporaneously upon such conviction
(subject to any appellate rights that may lawfully be available to and
exercised by Wal-Mart) and Wal-Mart shall repay, within one hundred
twenty (120) calendar days following receipt of written demand from the
City, the aggregate amount of the Program Grants received by Wal-Mart
hereunder, if any,plus Simple Interest at a rate of four percent (4%)per
annum; or
• if such conviction occurs after expiration or termination of this
Agreement, subject to any appellate rights that may lawfully be available
to and exercised by Wal-Mart, Wal-Mart shall repay, within one hundred
Page 13
Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas,LLC(Golden Triangle/Park Vista)
twenty (120) calendar days following receipt of written demand from the
City, the aggregate amount of the Program Grants received by Wal-Mart
hereunder, if any,plus Simple Interest at a rate of four percent (4%)per
annum
For the purposes of Section 6.6, "Simple Interest" is defined as a rate of interest
applied only to an original value, in this case the aggregate amount of the Program
Grant. This rate of interest can be applied each year, but will only apply to the
aggregate amount of the Program Grant and is not applied to interest calculated.
For example, if the aggregate amount of the Program Grant is $10,000 and it is
required to be paid back with four percent (4%) interest five years later, the total
amount would be $10,000 + [5 x ($10,000 x 0.04)], which is $12,000. This Section
6.6 does not apply to convictions of any subsidiary or affiliate entity of Wal-Mart,
by any franchisees of Wal-Mart, or by a person or entity with whom Wal-Mart
contracts. Notwithstanding anything to the contrary herein, this Section 6.6 shall
survive the expiration or termination of this Agreement.
6.7. Failure to Meet M/WBE Construction Spending Goal or EmOoIrnent
Goal.
If Wal-Mart fails to meet the M/WBE Construction Spending Goal or the
Employment Goal in any given year, such event shall not constitute a default
hereunder and shall not cause the amount of the Program Grant that the City is
required to pay in the following Program Year to be reduced.
6.8. Failure to Submit Reports.
If Wal-Mart fails to submit any report required by and in accordance with
Section 4.6, the City shall deliver written notice of the same to Wal-Mart and the
City's obligation to pay any Program Grants at the time, if any, shall be
suspended until Wal-Mart has provided all required reports; provided, however,
that if any reports required by Section 4.6 are delinquent by more than one (1)
year, Wal-Mart shall be in default under this Agreement. In this event, Wal-Mart
shall have thirty (30) calendar days following receipt of written notice from the
City to supply the City with all delinquent reports in accordance with Section 4.6.
If Wal-Mart fails to supply the City with any such report within that time, the City
will have the right to terminate this Agreement immediately upon provision of
written notice to Wal-Mart.
6.9. General Breach.
Unless stated elsewhere in this Agreement, Wal-Mart shall be in default
under this Agreement if Wal-Mart breaches any term or condition of this
Agreement. In the event that such breach remains uncured after thirty (30)
calendar days following receipt of written notice from the City referencing this
Agreement (or, if Wal-Mart has diligently and continuously attempted to cure
Page 14
Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas,LLC(Golden TriangIe/Park Vista)
following receipt of such written notice but reasonably requires more than thirty
(30) calendar days to cure, then such additional amount of time as is reasonably
necessary to effect cure, as determined by both parties mutually and in good
faith), the City shall have the right to terminate this Agreement immediately by
providing written notice to Wal-Mart.
7. INDEPENDENT CONTRACTOR.
It is expressly understood and agreed that Wal-Mart shall operate as an
independent contractor in each and every respect hereunder and not as an agent,
representative or employee of the City. Wal-Mart shall have the exclusive right to
control all details and day-to-day operations relative to the Land and any improvements
thereon and shall be solely responsible for the acts and omissions of its officers, agents,
servants, employees, contractors, subcontractors, licensees and invitees. Wal-Mart
acknowledges that the doctrine of respondeat superior will not apply as between the City
and Wal-Mart, its officers, agents, servants, employees, contractors, subcontractors,
licensees, and invitees. Wal-Mart further agrees that nothing in this Agreement will be
construed as the creation of a partnership or joint enterprise between the City and Wal-
Mart.
8. INDEMNIFICATION.
WAL-MART, AT NO COST TO THE CITY, AGREES TO DEFEND,
INDEMNIFY AND HOLD THE CITY, ITS OFFICERS, AGENTS SERVANTS AND
EMPLOYEES, HARMLESS AGAINST ANY AND ALL CLAIMS, LAWSUITS,
ACTIONS, COSTS AND EXPENSES OF ANY KIND, INCLUDING, BUT NOT
LIMITED TO, THOSE FOR PROPERTY DAMAGE OR LOSS (INCLUDING
ALLEGED DAMAGE OR LOSS TO WAL-MART'S BUSINESS AND ANY
RESULTING LOST PROFITS) AND/OR PERSONAL INJURY, INCLUDING
DEATH, THAT MAY RELATE TO, ARISE OUT OF OR BE OCCASIONED BY (i)
WAL-MART'S BREACH OF ANY OF THE TERMS OR PROVISIONS OF THIS
AGREEMENT; OR (ii)ANY NEGLIGENT ACT OR OMISSION OR INTENTIONAL
MISCONDUCT OF WAL-MART, ITS OFFICERS, AGENTS, ASSOCIATES,
EMPLOYEES, CONTRACTORS (OTHER THAN THE CITY), OR
SUBCONTRACTORS DUE OR RELATED TO OR ARISING FROM THE PHASE I
IMPROVEMENTS OR THE PHASE H IMPROVEMENTS AND ANY
OPERATIONS AND ACTIVITIES ON THE LAND OR OTHERWISE TO THE
PERFORMANCE OF THIS AGREEMENT, EXCEPT TO THE EXTENT
DIRECTLY CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR
INTENTIONAL MISCONDUCT OF THE CITY OR ITS EMPLOYEES; OR (iii) ANY
ACT OR OMISSION OR INTENTIONAL MISCONDUCT OF WAL-MART, ITS
OFFICERS, AGENTS, ASSOCIATES, EMPLOYEES, CONTRACTORS (OTHER
THAN THE CITI), OR SUBCONTRACTORS DUE OR RELATED TO OR ARISING
FROM THE ROAD PROJECT.
Page 15
Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas,LLC(Golden Triangle/Park Vista)
9. NOTICES.
All written notices called for or required by this Agreement shall be addressed to
the following, or such other party or address as either party designates in writing, by
certified mail, postage prepaid, or by hand delivery:
City: Wal-Mart:
City of Fort Worth Wal-Mart Stores, Inc.
Attn: City Manager Attn: Kathy Griffith, Sr. Manager,
1000 Throckmorton Project Design& Management
Fort Worth, TX 76102 Real Estate &Design—Central Team
2001 SE 10th Street
Bentonville, AR 72716-0315
with copies to:
the City Attorney and
Economic/Community Development
Director at the same address
10. ASSIGNI�NT ANL S U NSSORS.
Wal-Mart may at any time assign, transfer or otherwise convey any of its rights or
obligations under this Agreement to an Affiliate without the approval of the City so long
as Wal-Mart, the Affiliate and the City first execute an agreement under which the
Affiliate agrees to assume and be bound by all covenants and obligations of Wal-Mart
under this Agreement. Wal-Mart may also assign its rights and obligations under this
agreement to a financial institution or other lender for purposes of granting a security
interest in the Phase I Improvements, the Phase R Improvements and/or Land, provided
that such financial institution or other lender first executes a written agreement with the
City governing the rights and obligations of the City, Wal-Mart and the financial
institution or other lender with respect to such security interest. Otherwise, Wal-Mart
may not assign, transfer or otherwise convey any of its rights or obligations under this
Agreement to any other person or entity without the prior consent of the City Council,
which consent shall not be unreasonably withheld, conditioned on (i) the prior approval of
the assignee or successor and a finding by the City Council that the proposed assignee or
successor is financially capable of meeting the terms and conditions of this Agreement and
(ii) prior execution by the proposed assignee or successor of a written agreement with the
City under which the proposed assignee or successor agrees to assume and be bound by all
covenants and obligations of Wal-Mart under this Agreement. Any attempted assignment
without the City Council's prior consent shall constitute grounds for termination of this
Agreement and following ten (10) calendar days of receipt of written notice from the City
Page 16
Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas,LLC(Golden Triangle/Park Vista)
to Wal-Mart. Any lawful assignee or successor in interest of Wal-Mart of all rights under
this Agreement shall be deemed"Wal-Mart" for all purposes under this Agreement.
11. COMPLIANCE WITH LAWS, ORDINANCES, RULES AND
REGULATIONS.
This Agreement will be subject to all applicable federal, state and local laws,
ordinances, rules and regulations, including, but not limited to, all provisions of the
City's Charter and ordinances, as amended.
12. GOVERNMENTAL POWERS.
It is understood that by execution of this Agreement, the City does not waive or
surrender any of it governmental powers or immunities.
13. NO WAIVER.
The failure of either party to insist upon the performance of any term or provision
of this Agreement or to exercise any right granted hereunder shall not constitute a waiver
of that party's right to insist upon appropriate performance or to assert any such right on
any future occasion.
14. VENUE AND JURISDICTION.
If any action, whether real or asserted, at law or in equity, arises on the basis of
any provision of this Agreement, venue for such action 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.
15. NO THIRD PARTY RIGHTS.
The provisions and conditions of this Agreement are solely for the benefit of the
City and Wal-Mart, and any lawful assign or successor of Wal-Mart, and are not intended
to create any rights, contractual or otherwise, to any other person or entity.
16. FORCE MAJEURE.
It is expressly understood and agreed by the parties to this Agreement that if the
performance of any obligations hereunder is delayed by reason of war, civil commotion,
Page 17
Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas,LLC(Golden Triangle/Park Vista)
acts of God, inclement weather, or other circumstances which are reasonably beyond the
control of the party obligated or permitted under the terms of this Agreement to do or
perform the same, regardless of whether any such circumstance is similar to any of those
enumerated or not, the party so obligated or permitted shall be excused from doing or
performing the same during such period of delay, so that the time period applicable to
such design or construction requirement shall be extended for a period of time equal to
the period such party was delayed. Notwithstanding anything to the contrary herein, it is
specifically understood and agreed that Wal-Mart's failure to obtain adequate financing
to complete the Phase I Improvements by the Phase I Completion Deadline or the Phase
II Improvements by the Phase II Completion Deadline shall not be deemed to be an event
of force majeure and that this Section 16 shall not operate to extend the respective
Completion Deadlines in such an event.
17. INTERPRETATION.
In the event of any dispute over the meaning or application of any provision of
this Agreement, this Agreement shall be interpreted fairly and reasonably, and neither
more strongly for or against any party, regardless of the actual drafter of this Agreement.
18. CAPTIONS.
Captions and headings used in this Agreement are for reference purposes only and
shall not be deemed a part of this Agreement.
19. ENTIItETY OF AGREEMENT.
This Agreement, including any exhibits attached hereto and any documents
incorporated herein by reference, contains the entire understanding and agreement
between the City and Wal-Mart, and any lawful assign and successor of Wal-Mart, as to
the matters contained herein. Any prior or contemporaneous oral or written agreement is
hereby declared null and void to the extent in conflict with any provision of this
Agreement. Notwithstanding anything to the contrary herein, this Agreement shall not be
amended unless executed in writing by both parties and approved by the City Council of
the City in an open meeting held in accordance with Chapter 551 of the Texas
Government Code.
20. COUNTERPARTS.
This Agreement may be executed in multiple counterparts, each of which shall be
considered an original, but all of which shall constitute one instrument.
Page 18
Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas,LLC(Golden Triangle/Park Vista)
EXECUTED as of the last date indicated below:
CITY OF FORT WORTH: WAL-MART S ORES TEXAS, LLC:
��tiyBy:. By-
Fernando
yFernando Costa N . Jo h SOS
Assistant City Manager Title: VlCP Pastp&lelt
Date: G//71/.5" Date: �lu I.,
APPROVED AS TO FORM AND LEGALITY:
By: _
Peter Vaky
Deputy City Attorney
M&C: C-26697 03-04-14, C-22137 01-06-15; C-27226 03-17-15
A •
QF
FO
0
Acy J. We)�'Cg* Secretary 0
V$ Q
o000-
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH,TX
:Page 19
Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas,LLC(Golden Triangle/Park Vista)
EXHIBITS
"A"—Description and Map Depicting the Land
"B"—Map Depicting the Road Project
Economic Development Program Agreement
between City of Fort Worth and Wal-Mart Stores Texas,LLC
�HIBIT "A"
PROPOSED WALMART AT PARK VISTA BLVD
SCALEa 1' • 0.16 MILES
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THIS MAP IS FOR INFORMATIONAL PURPOSES AND MAY NOT HAVE BEEN PREPARED OR BE SUITABLE FOR LEGAL, ti SWD.yA,ra•+.
ENGINEERING, OR SURVEYING PURPOSES. THE CITY OF FORT WORTH ASSUMES NO RESPONSIBILITY FOR THE DUNAWAy &A,4 n
X011 w«a,,rz?dsm
ACCURACY OF SAID DATA. T%R—S'EREp ENGINEEgING FIRM I-1t1t 811-71121
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EXHIBIT 'A' — NATER �����
SHEET: 2 OF 9 WALMART SUPERCENTER #2834 Y
DATE: 0209-15 s 8,aUy.A—•Sva 4W.rm wo*,roam76107
SCALE: 1" - 100' (8'12" X 11") FORT WORTH, TEXAS Tet 617,M112�00 7.37574.77
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EXHIBIT 'A' — WATER
SHEET: 3 OF 9 WPALMART SUPERCENTER jJ2834 DJNAWAY
SDATE; 02-09-15 TEXAS 350�A--3�'�.FW WOR �'7610T
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EXHIBIT 'A' — WATER A%V
SHEET: 7 OF 9 WALMART SUPERCENTER #2834 A SWAY
DATE: 02-09-15 sso Am"•k-te40D-FcriwoM,7� 7007
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DATE: 02-09-15 MOWhA-&*.4M-FWW.M%T—i74l0?
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City Project N 02319 /� Y
17ets_ 2!17/2015
Project lien Ioformetim Bidder's Proposal
BiNck dtist]tem Ura r
Deaeriptim Spec Section Nix Measure Bid Quantity Unit Price Bid Value
SIGNING AND PAVEMENT MARKINGS
1 3217 0001 4"SLD Pvmt Marlin HAS 321723 LF 12524 50.50 $ 6,262,00
2 3217,0002 4"SID PvmtMarkio HAS 321723 LF 11645 50.50 S 5822,50
3 3217.0003 4"BRK Pvmt Markin HAS 321723 LF 1040 2050 $ 520.00
4 3217.0005 4"DOT Pvmt Marki HAS 321723 LF 126 50.50 S 63.00
5 3217,0201 8"SLD Pvml Macon HAS 32 17 23 LF 1970 S 3.70 S 7,11900
6 3217.0202 8"SLD Pvmt Marlon HAS 321723 LF 1223 S 3,94 S 1818.62
7 3217.0501 24"SIA Pvmt Markin RAE W) 32 17 23 LF 1884 $3.25 S 6,123.00
8 3217.1002 Lane Lagend Arrow 321723 FA 53 S100.00 S i 300.00
9 3217.1004 Lane Lageod Oniv 321723 EA 2 $100.00 S 200.00
10 3217.1006 Lane Legend Bike 32 1723 EA 26 5100.00 $ 2 600.00
11 32172102 REFL Raised Marker TY L-C 321723 EA 17 $5.00 S 85,00
12 3217.2103 REFL Raised Marker TY II-A-A 321723 EA 19 55.00 S 95.00
13 3217.2104 REFL Raised Marker TY II-C-R 321723 EA 131 SS-00 S 655 OO
14 3441.4002 Fumrsh/[nslall Alum Silp Ground Mount TxDOT Std. 34 41 30 EA 145 5340.00 S 49 300.00
151 9999.0016 4"BIKE Pvmt Martin HAS 321723 LF 1289 $0.50 $ 644.50
161 9999.0017 12"DOT Pvmi Markin HA6 321723 LF 366 S 400 S 1464.00
171 9999.ODI8 Lane Legend Yield 32 17 23 EA 27 $100.00 S 2,70D.00
y
18 9999.0019 Lane Triangle(IS") 32 17 23 EA 240 $100.00 S 24 000.00
TOTAL 117,940
STREET LIGIfMG
l 2605.0112 Install Elec SecvpedesW 2605 oo EA 1 S 4 .00 S 4�2W.00
2 2605.3015 2"CONDI PVC SC14 80 T 260533 IF 8150 $ 5.00 $ 40 750.00
3 2605,3014 2"CONDT RM 26 05 33 LF 40 $ 20.00 S 800.00
4 2605.3025 3"CONDT PVC SCH 80 26 05 33 LF 655 S 730 S 6,41150
5 3441.1407 NO 4 lnsulaiel Else Condr 3441 10 LP 120 51.00 S 240.00
6 3441.1502 Gtound Box Tyim B,w/Apron 3441 10 EA 46 S65000 S 27 600.00
7 3441.3003 RAwy Blum Assrobl TY D40.9 Si2de 3441 20 EA 20 22.000.D0 S 60 000.00
8 34413003 Rdwy Ilium Asxmbiv TY 18,] 19 and D-40 2:TA 1 Luminare 34 41 20 EA T S2,000.00 S 22 400.00
9 34413003 Rdwy Blum Assrobly TY 18 1 W 19 sod D-40 9-T Q Luminams) 34 41 20 EA 28 $2 000'00 S 98,000.00
10 3441.3302 Rd Blum Fouodalian TY 3 5 6 and 8 34 41 20 EA 55 31,000.00 5 68 750.00
11 3441.3201 LED Li tin Fixture 34 41 20 EA 12 S 200.00 S 2,400.00
12 34413404 2-2-24 Quadplex Alum Else Conductor 34 41 20 LF 9005 S 2.00 S 18 010.00
13 3441.3411 Reeonrect Conductor 344120 EA 4 S 150.00 S 60000
TOTAL 350163
TRAFFIC CONTROL
11 3471.0001 JTraffic Control uding temp asphaltpavement) 3471 13 MO 12 S 4,000.001 S 48100.00
TOTALI 48,000
LANDSCAPING AND IRRIGATION
l 9999.0020 Steel Edge Spec in Plans LF 515 S 3.00 S 1545,110
2 9999.0021 s"MOW Strip Spec in Plans LF 990 S 10.00 5 9 900.00
3 9999.0022 Plain 5 Gallon Shrub 32 93 43 EA 151 S 22.00 S 3,32100
4 9999.0023 Plard I Gallon Shrub 329343 EA 2039 $ 12.00 S 24,46&00
5 9999.0024 A /Natural Stone SM in Plans CY 65 S 60.00 S 3,900.00
e
61 9999.0025 Plant 45 Gallon Tree 329343 EA 33 S 300.00 S 9,900-00
7 9999.0026 Hardwood Mulch Spoo in Plans CY 85 S 30.00 S Z550.00
8 9999.0027 Irrigation(Sleevinij Included Under Roadway)01 99 99 00 LS 1 S 12 000.00 S 12,090.00
9 9999.0028 Irrigation(Skeving Included Under Road 02 99 99 00 LS 1 S 1 0W00 S 18 000.00
10 9999 0029 Uri 'a leevinit Included Under Roadway)K3 999900 LS 1 S 14 000.00 S 14,000.00
It 3293.0103 Plat 3'Trcc 32 93 43 EA 56 $400.00 S 33,600.00
12 3292-0400 Seedin&H dromukh 3292 13 SY 44120 50.75 S 17 08.00
13 3292.0100 Block Sod Placement 329213 SY 3570 53.00 S 1 710.00
14 3291.OI00 T soil 32 91 l9 CY 120 515.0 S 1440.00
TOTALI
EROSION CONTROL
11 9999.0035 SW3P>1 Acre 312500 LS 1 I$ 75,000.001 S 751100.00
TOTALI 7S,0061
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SHEET: s WALK"T SUPERCENTER #2834 'WMAWAY
DATE: 01-0TR15 sso 6ai.ykwnw•sw1.goo•w.i wa+n.r—7s1o7
SCALE: 1" = 100` 8'%" X 11") FORT WORTH. TEXAS 74.17M5.11121-F=a]73X7437
M&C Review Page 1 of 2
Official site of the City of Fort Worth,Texas
CITY COUNCIL AGENDA FoR H
COUNCIL ACTION: Approved on 3/17/2015
REFERENCE ,..C-27226 17NS
DATE: 3/17/2015 NO.: LOG NAME: WALMARTPARKVISTAEXT2
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: Amend Mayor and Council Communications C-26697 and C-27137 Authorizing Execution
of an Economic Development Program Agreement with Wal-Mart Stores, Texas, LLC to
Extend the Completion Deadlines Required for the Proposed Wal-Mart Store and Other
Improvements to be Located at the Future Southeast Corner of Golden Triangle Boulevard
and Park Vista Boulevard (COUNCIL DISTRICT 7)
RECOMMENDATION:
It is recommended that the City Council amend Mayor and Council Communications C-26697 and C-
27137 authorizing the execution of an Economic Development Program Agreement with Wal-Mart
Stores Texas, LLC in order to extend the Phase I Completion Deadline for construction of a Wal-Mart
Supercenter of at least 182,000 square feet on property located in the vicinity of the future southeast
intersection of Golden Triangle Boulevard and Park Vista Boulevard, and the Phase II Completion
Deadline for construction of at least 20,000 square feet of retail and/or commercial shell space on
that property by thirty days each for each month after March 31, 2015 that all right-of-way necessary
for the Park Vista Boulevard project has not yet fully been acquired.
DISCUSSION:
On March 4, 2014, (M&C C-26697) the City Council authorized execution of an Economic
Development Program Agreement with Wal-Mart Stores, Texas, LLC (Wal-Mart) under which Wal-
Mart was to construct a 182,000 square foot Supercenter and complete road improvements to Park
Vista Boulevard by June 30, 2016 (Phase 1). In addition, Wal-Mart was to complete 20,000 square
feet of commercial and/or retail shell space on the property by June 30, 2019 (Phase ll). In return,
the City agreed to pay Wal-Mart certain Economic Development Program grants, as authorized by
Chapter 380, Texas Local Government Code.
On January 6, 2015, (M&C C-27137) the City Council authorized an extension of both the Phase I
Completion Deadline and the Phase II Completion Deadline by 6 months (to December 31, 2016 and
December 31, 2019, respectively) in order to account for delays to the projeyt on account of a
redesign of the Park Vista Road construction project.
Since that time, the City has encountered delays in acquiring all of the necessary right-of-way for the
redesigned Park Vista Road project. Accordingly, Wal-Mart is requesting that the Economic
Development Program Agreement reflect that the Phase I Completion Deadline and the Phase II
Completion Deadline will automatically be further extended for 30 day periods for each month after
March 31, 2015 that the City has not completed the necessary right-of-way acquisitions needed for
the roadway improvements.
The approved redesign of the roadway incorporates roundabouts on Park Vista Boulevard at the
intersections of Keller-Hicks Road, Golden Triangle Boulevard and Ray White Road. Park Vista
Boulevard will be four lanes as it nears the intersections of Keller-Hicks Road and Golden Triangle
Boulevard. It will then transition back down to a two lane section between Keller Hicks Road and
Golden Triangle Boulevard and Golden Triangle Boulevard and Ray White Road.
httn://anns.cfwnet.org/council nacket/mc review.asn?ID=20832&councildate=3/17/2015 6/15/2015
b M&C Review Page 2 of 2
Staff recommends that Mayor and Council Communications C-26697 and C-27137 be further
amended to authorize these additional automatic extensions until all necessary right-of-way has been
acquired.
The project is located in COUNCIL DISTRICT 7, Mapsco 22Q and 22R.
FISCAL INFORMATION/CERTIFICATION:
The Financial Management Services Director certifies that this action will have no material effect on
City funds.
TO Fund/Account/Centers FROM Fund/Account/Centers
Submitted for City Manager's Office by: Fernando Costa (6122)
Originating Department Head: Cynthia Garcia (8187)
Additional Information Contact: Chad LaRoque (2661)
Cynthia Garcia (8187)
ATTACHMENTS
14-1201 Park Vista Interim.pdf
httv://avvs.cfwnet.ora/council vacket/me review.asp?ID=20832&councildate=3/17/2015 6/15/2015
W15M15 M&C Review
Official site of the City of Fort Worth,Texa_s
CITY COUNCIL AGENDA F°RTWORT"
COUNCIL ACTION: Approved on 1/6/2015 -Amended by M&C C-27226 3/17/15
REFERENCE ** 17WAL-
DATE: 1/6/2015 NO : C-27137 LOG NAME: MART—PAR KVISTAEXTENSION
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: Amend Mayor and Council Communication C-26697 Authorizing Execution of an Economic
Development Program Agreement with Wal-Mart Stores, Texas, LLC, to Extend the
Completion Deadline for the Proposed Wal-Mart Store to be Located at the Future
Southeast Corner of Golden Triangle Boulevard and Park Vista Boulevard (COUNCIL
DISTRICT 7)
RECOMMENDATION:
It is recommended that the City Council amend Mayor and Council Communication C-26697
authorizing the execution of an Economic Development Program Agreement with Wal-Mart Stores
Texas, LLC, to extend the completion deadline for the proposed Wal-Mart store to be located at the
future southeast corner of Golden Triangle Boulevard and Park Vista Boulevard from June 30, 2016 to
December 31, 2016 and extend the completion deadline for 20,000 square feet of commercial pad site
from June 30, 2019 to December 31, 2019.
DISCUSSION:
On March 4, 2014, (M&C C-26697) the City Council authorized the execution of an Economic
Development Program Agreement with Wal-Mart Stores Texas, LLC (Wal-Mart). Wal-Mart was to
construct an 132,000 square foot SuperCenter and complete road improvements to Park Vista
Boulevard by June 30, 2016. Additionally, 20,000 square feet of commercial pad site was to be
completed by June 30, 2019.
Since March, Wal-Mart has been working with the City to incorporate roundabouts in the design of the
roadway improvements. The approved redesign of the roadway incorporates roundabouts on Park
Vista Boulevard at the intersections of Keller-Hicks Road, Golden Triangle Boulevard, and Ray White
Road. Park Vista Boulevard will be four lanes as it nears the intersections of Keller-Hicks Road and
Golden Triangle Boulevard. It will then transition back down to a two lane section between Keller Hicks
Road and Golden Triangle Boulevard and Golden Triangle Boulevard and Ray White Road.
Due to the redesign of the roadway improvements, Wal-Mart is requesting that the completion date for
the Wal-Mart SuperCenter and roadway improvements be extended to December 31,
2016. Additionally, Wal-Mart is requesting that the completion date for the 20,000 square feet of
commercial pad site be extended to December 31, 2019.
Staff recommends that Mayor and Council Communication C-26697 be amended to reflect the new
completion deadlines.
The project is located in COUNCIL DISTRICT 7, Mapsco 22Q and 22R.
FISCAL INFORMATION/CERTIFICATION:
The Financial Management Services Director certifies that this action will have no material effect on City
funds.
hdpJ/am.cf w-et.orglcoindl_packef/mc review.asp?ID=20628&coincildste=1/6/2015 12
6/152015 MSEC Review
TO Fund/Account/Centers FROM Fund/Account/Centers
Submitted for City Manager's Office by: Fernando Costa (6122)
Originating Department Head: Jesus Chapa (5804)
Additional Information Contact: Ana Alvarado (8552)
Chad LaRoque (2661)
ATTACHMENTS
141201 Park Vista Interim.pdf
httpJ/apps.ciwnet.orgtcou di j)ackeYm c_review.asp?ID=20628&coLmi(date=1/6/2015 212
M&C Review Page 1 of 2
Official site of the City of Fort Worth,Texas
CITY COUNCIL AGENDA FORoRTii
Ir
COUNCIL ACTION: Approved on 3/4/2014 -Amended by M&C C-27226 on 3/17/15
DATE: 3/4/2014 REFERENCE C-26697 LOG NAME: 17WAL-
NO.: MART_PARKVISTABLVD
CODE: C TYPE: NOW PUBLIC NO
CONSENT HEARING:
SUBJECT: Authorize Execution of Economic Development Program Agreement with Wal-Mart Stores
Texas, LLC, Related to Construction of a Wal-Mart Store to be Located at the Future
Southeast Corner of Golden Triangle Boulevard and Park Vista Boulevard (COUNCIL
DISTRICT 7)
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize the execution Economic Development Program Agreement with Wal-Mart Stores Texas,
LLC, related to construction of a Wal-Mart Store to be located at the future southeast corner of
Golden Triangle Boulevard and Park Vista Boulevard; and
2. Find that the terms and conditions of the Agreement, as outlined below, constitute a custom-
designed Economic Development Program, as recommended by the 2013 Comprehensive Plan and
authorized by Chapter 380 of the Texas Local Government Code.
DISCUSSION:
Wal-Mart Stores Texas, LLC, (Wal-Mart) proposes to construct and open a 182,000 square foot Wal-
Mart SuperCenter to be located at the future southeast corner of Golden Triangle Boulevard and Park
Vista Boulevard. Wal-Mart must complete the Wal-Mart SuperCenter by June 30, 2016 and complete
an 20,000 square feet of pad site by June 30, 2019. Wal-Mart will be required to expend at least $13
million on this project by June 30, 2016, plus an additional $3 million by June 30, 2019. Wal-Mart will
make a good faith effort to expend at least 25 percent of all hard construction costs on the project
with Fort Worth M/WBE companies and to provide a minimum of 50 full-time jobs at the site.
In return, as authorized by Chapter 380 of the Texas Local Government Code, the City will make 20
annual Economic Development Program Grants equal to 75 percent of the City's $.01 general sales
tax revenues and 75 percent of the City's incremental real property taxes attributable to the new Wal-
Mart SuperCenter and pad site. Aggregate grant payments will not exceed $12 million.
In addition, Wal-Mart will enter into an Infrastructure Construction Agreement (ICA) with the City for
Wal-Mart to fund and construct four lanes of Park Vista Boulevard from Ray White Road to Keller
Hicks Road on terms and conditions that are still being negotiated by the parties. As soon as feasible,
Staff will provide details and bring forward an Mayor and Council Communication concerning the
terms and conditions of the Infrastructure Construction Agreement once an Agreement on all terms
have been reached.
The project is located in COUNCIL DISTRICT 7, Mapsco 22Q and 22R.
FISCAL INFORMATION/CERTIFICATION:
The Financial Management Services Director certifies that this action will not increase the total
appropriations on City funds.
TO Fund/Account/Centers FROM Fund/Account/Centers
httn://anns.cfwnet.ora/council nacket/mc review.asn?ID=19534&councildate=3/4/2014 6/15/2015
M&C Review Page 2 of 2
Submitted for City Manager's Office by: Fernando Costa (6122)
Originating Department Head: Jay Chapa (5804)
Cynthia Garcia (8187)
Additional Information Contact: Avis F. Chaisson (6342)
ATTACHMENTS
ExhibitA.pdf
htty://at)t)s.cfwnet.orp-/council packet/mc review.asp?ID=19534&councildate=3/4/2014 6/15/2015