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Item 4MCITY OF SOUTHLAKI MEMORANDUM (January 18, 2011) To: Shana Yelverton, City Manager From: Robert H. Price, P.E., Public Works Director Subject: Approve the Utility Adjustment Agreement Amendment to the DFW Connector Master Utility Adjustment Agreement in the amount of $156,859.58 for design and construction of the relocation of City water and wastewater utilities for the DFW Connector project Action Requested: Approve the Utility Adjustment Agreement Amendment to the DFW Connector Master Utility Adjustment Agreement in the amount of $156,859.58 for design and construction of the relocation of City water and wastewater utilities for the DFW Connector project Background Information: The Master Utility Adjustment Agreement (MUAA) with Texas Department of Transportation (TxDOT) and North Gate Constructors is a contract with the City to design and construct the relocation of city utilities for the DFW Connector Project. Similar to the city's requirement that franchise utilities relocate their lines for city construction projects, TxDOT is requiring the city to relocate our public water and sanitary sewer lines outside of the newly acquired TxDOT right-of-way to accommodate their construction improvements. The Comprehensive Development Agreement for the DFW Connector project allows for the state to pay 50% of the cost of engineering and construction of the utility relocations for utilities within the existing ROW and 100% of the cost of utility relocations for utilities outside of the existing ROW. The remaining share, including any upgrades to the system, is the responsibility of the city. The MUAA was approved by the City Council on November 16, 2010. This Utility Adjustment Agreement Amendment (UAAA) is a supplement to the previously approved MUAA, and outlines the estimated costs of design and construction and terms of reimbursement from the city to North Gate Constructors. Final reimbursement from the city will be based on the actual costs incurred during construction. Total Construction Cost $324,916.91 Southlake's Share* $120,856.58 Betterments to the system $36,003.00 Total $156, 859.58 North Gate's Share* $168,057.33 *based on eligibility ratio The utility relocations are planned in the vicinity of the intersection of FM1709 at the eastbound frontage road of SH114, near Gateway Drive. Design for the utility relocations is complete, and construction is anticipated to begin in Spring 2011. Financial Considerations: Funding is available for the relocation of the utilities adjacent to the DFW Connector project in the FY 2011 Public Works CIP budget. Strategic Link: The relocation of city utilities adjacent to the DFW Connector Project links to the City's strategy map relative to the focus areas of Mobility and Infrastructure. The specific corporate objectives that are met by this agreement are: Providing travel convenience within city and region, Collaborating with select partners to implement service solutions, and Investing to provide and maintain high quality public assets. Citizen Input/ Board Review: None Legal Review: The Utility Adjustment Agreement Amendment has been reviewed by the City attorney. Alternatives: The City Council may approve or deny this agreement. Supporting Documents: Location Map Utility Adjustment Agreement Amendment Cost Estimate Staff Recommendation: Approve the Utility Adjustment Agreement Amendment to the DFW Connector Master Utility Adjustment Agreement in the amount of $156,859.58 for design and construction of the relocation of City water and wastewater utilities for the DFW Connector project Staff Contact: Robert H. Price, P.E., Public Works Director Gordon Mayer, Deputy Director of Public Works Cheryl Taylor, P.E., Civil Engineer Wks DL7 c i - III JLM rl 71 Rii �nn A 4 41� i r F � S ; t tt uJ Cil- J �+ uZ C) Li. V a� { �r - i }yy L Ulm! nt OL O � L KD CL CL Ln LIJ LJ v) County: TARRANT Highway: SH 114 Limits: FROM BS 114L IN GRAPEVINE TO DALLAS COUNTY LINE Fed. Proj. No.: NH 2O09(843) ROW CSJ No.: R-0353-03-088 Const. CSJ No.: C-0353-03-059 UTILITY ADJUSTMENT AGREEMENT AMENDMENT (Developer Managed) (Amendment No. to to Agreement No.: THIS AMENDMENT TO MASTER UTILITY ADJUSTMENT AGREEMENT (this "Amendment"), by and between NorthGate Constructors. J.V. hereinafter identified as the "Developer," and City of Southlake. TX, hereinafter identified as the "Owner," is as follows: WITNE SSETH WHEREAS, the STATE OF TEXAS, acting by and through the Texas Department of Transportation, hereinafter identified as "TxDOT," is authorized to design, construct, operate, maintain, and improve turnpike projects as part of the state highway system throughout the State of Texas, all in conformance with the provisions of Chapter 203, Texas Transportation Code, as amended; and WHEREAS, pursuant to that certain Comprehensive Development Agreement by and between TxDOT and the Developer with respect to the Project (the "CDA"), the Developer has undertaken the obligation to design and construct the Project; and WHEREAS, the Owner and the Developer are parties to that certain Master Utility Adjustment Agreement designated by the "Agreement No." indicated above, as amended by previous amendments, if any (the "Master Agreement"), which provides for the adjustment of certain Utilities owned and/or operated by the Owner; and WHEREAS, the parties agreed in the Master Agreement that the parties would utilize this amendment form to give effect to the parties' respective obligations to perform any Adjustments necessary for the Project; and WHEREAS, the parties desire to amend the Master Agreement to give effect to the parties' respective obligations to perform the specific Adjustment that is the subject of this Amendment under the terms and conditions hereinafter set forth. NOW, THEREFORE, in consideration of the agreements contained herein, the parties hereto agree as follows: 1. Amendment. The Master Agreement is hereby amended as follows: (a) This Amendment governs the following specific Adjustment: ust existing undergroun Blvd) EBFR from STA Utility Accommodation Rules Water line is to he cut, ph, approximately 50 LF of exist removed. The adjusted facilit underground water line with iFM1 V PVC to the Page l of 6 301B- Remove existing uj d rground 6INP:VC Southlake wastewater line at Gateway Drive from STA 16+25 to STA 16+90.:Existing City:: of Southlake wastewater line provides :service 'to a building that is to ;be removed in order to 'accommodate the DFW Connector Protect: Approximately 85 LF of existing 6 IN wastewater service line is to be cut, plugged, filled with grout and abandoned in place. 301C7 Adjust existing underground 6INPVC Southlake wastewater line from proposed FM 1709 (Southlake Blvd) EBFR STA 541+51,to STA 543+56: Existing City. of Southlake wastewater line rs to conflict with the DFW Connector Project and does not meet the requirements of TxDOT's Utility Accommodation Rules (UAR). Approximately 198 LF of existing 6lNtivastewater line is to be cut, plugged ,filled with grout, and abandoned in place. The adjustment will also include abandonment of 3 wastewater manholes. The adjusted facility ,will include installation of approximately 192 LF of underground 617V PVC wastewater line with approximately 20 LF of 12 J . IN steel encasement and 3 manholes adjacent to the proposed F1VI 1709 EBFR. 301D (Betterment)- Adjust existing underground 8 IN PVC Southlake wastewater line from proposed FM 1709 (Southlake Blvd) C.L. STA 472+61 to SSA 473+02. Existing City of Southlake wastewater line is in conflict with ' the DFW Connector Project and does not meet the requirements of TxDOT's Utility Accommodation Rules (UAR) 1Vorthgate has; facilitated a utility enhancement or betterment as part of the design and' construction for this adjustment.' The enhanced adjustment will include all work:necessary to adjust the facility "in -kind." Both' "in - kind " and betterment work necessary. for this adjustment are detailed in the cost estimate within "Exhibit A, " attached to and part of this agree. tent Approximately 234 LF of existing 8 IN Southlake wastewater line is to. be cut, plggeud, flled with grout and abandoned in place In addition, I wastewater manhole ..is to be removed and 2 wastewater manholes are to be abandoned in place.. The adjusted facility will include installation of approximately 21 b LF of underground.10 IN PVC wastewater line with approximately 216 LF of 20 IN steel encasement crossing underneath ::the proposed FM 1709 (Southlake Blvd) roadway at FM..17.09 C L STA 472+85. This adjustment wtllA sa include installation of two wastewater manholes,.: (b) The Plans for the Adjustment are attached hereto as Exhibit "A" and are hereby incorporated by reference into this Amendment. Check one of the boxes below: Page 2 of 6 Developer a utility plan view map illustrating the location of existing and proposed utility facilities on the Developer's right of way map of the Project. In addition, the Owner represents that [check applicable box]: ❑ The Owner's employees were utilized to prepare the Plans, and the charges therefore do not exceed the Owner's typical costs for such work; or ❑ The Owner utilized consulting engineers to prepare the Plans, and the fees for such work are not based upon a percentage of construction costs. Further, such fees encompass only the work necessary to prepare the Plans for Adjustment of the Owner Utilities described herein, and do not include fees for work done on any other project. The fees of the consulting engineers are reasonable and are comparable to the fees typically charged by consulting engineers in the locale of the Project for comparable work for the Owner. (c) This Amendment shall be submitted upon execution to TxDOT in accordance with Paragraph 2 of the Master Agreement, and the ten (10) business days response times in Paragraph 2 shall apply thereto. (d) With the exception of any Betterment (hereinafter defined), the parties shall allocate the cost of any Adjustment between themselves in accordance with § 203.092, Texas Transportation Code, under which the costs will be shared equally, unless the Utility is located on a compensable property interest, or some other allocation percentage is determined by application of the appropriate Eligibility Ratio. The Eligibility Ratio will be detailed in Exhibit A. 2. Reimbursement of Owner's indirect Costs. (a) Developer agrees to reimburse the Owner its share of the Owner's indirect costs (e.g., engineering, inspection, testing, ROW) as identified in Exhibit A and/or invoices received from Owner. When requested by the Owner, monthly progress payments will be made. The monthly payment will not exceed 80% of the estimated indirect work done to date. Once the indirect work is complete, final payment of the eligible indirect costs will be made. Intermediate payments shall not be construed as final payment for any items included in the intermediate payment. (b) The Owner's indirect costs associated with Adjustment of the Owner Utilities shall be developed pursuant to the method checked and described below [check only one box]: ® (1) Actual related indirect costs accumulated in accordance with (i) a work order accounting procedure prescribed by the applicable Federal or State regulatory body, or (ii) established accounting procedure developed by the Owner and which the Owner uses in its regular operations or, ❑ (2) The agreed sum of $ ("Agreed Sum") as supported by the analysis of the Owner's estimated costs attached hereto as part of Exhibit A; or (c) All indirect costs charged to the Developer by the Owner shall be reasonable and shall be computed using rates and schedules not exceeding those applicable to similar work performed by or for the Owner at the Owner's expense. Developer's performance of the Adjustment work hereunder and payment of the Developer's share of the Owner's indirect costs pursuant to this Agreement, if applicable, shall be full compensation to the Owner for all indirect costs incurred by the Owner in Adjusting the Owner Utilities (including without limitation indirect costs of relinquishing and/or acquiring right of way), and the Department shall have no liability to the Owner for any such costs. The Owner expressly acknowledges that it shall be entitled to compensation only from the Developer for any Adjustment costs for the Owner Utilities covered by this Agreement, including costs with respect to real property interests (either acquired or Page 3 of 6 relinquished), and specifically acknowledges that it shall not be entitled to compensation or reimbursement from the Department or the State of Texas. (d) Eligible Owner costs shall include only those authorized under 23 C.F.R. Part 645, Subpart A. The Owner agrees that costs referenced in 23 C.F.R. Section 645.117(d)(2) are not eligible for reimbursement. 3. Payment provisions for Develo er's Work. (a) Payment provisions for Owner's Share of Estimated Costs (b) Exhibit A shall identify all estimated engineering and construction -related costs, including labor, material, equipment and other miscellaneous construction items. Exhibit A shall also identify the Owner's and Developer's respective shares of the estimated costs. The Owner shall provide payment to the Developer its allocated share of the estimated costs for construction and engineering work to be performed by Developer, in accordance with the following terms: Adjustment Based on Actual Costs or Agreed Sum , [Check the one appropriate provision]: ® The Owner is responsible for its share of the Developer's actual cost for the Adjustment, including the identified Betterment. Accordingly, upon completion of all Adjustment work to be performed by both parties pursuant to this Amendment, the Owner shall pay to the Developer the actual cost of the Betterment plus the actual cost of Owner's share of the Adjustment (based on the allocation set forth in Exhibit A). ❑ The Agreed Sum is the agreed and final amount due for the Adjustment, including any Betterment, under this Amendment. Accordingly, no adjustment (either up or down) of such amount shall be made based on actual costs. 4. Betterment Calculation. (a) The Owner hereby certifies that [check one box, as applicable]: ❑ The Adjustment of the Owner Utilities pursuant to the Plans does not include any Betterment; or, ® The Adjustment of the Owner Utilities, pursuant to the Plans as amended herein, includes Betterment to the Owner Utilities by reason of [insert explanation, e.g. "replacing 12" pipe with 24" pipe]: replacing 8" pipe with 10: pipe and extending across,proposed FM 1709 roadway. The Developer has provided to the Owner comparative estimates for (i) all work to be performed by the Developer pursuant to this Amendment, including work attributable to the Betterment, and (ii) the cost to perform such work without the Betterment, which estimates are hereby approved by the Owner. The estimated cost of the Developer's work under this Amendment which is attributable to Betterment is set forth in Exhibit A, calculated by subtracting (ii) from (i). The percentage of the total cost of the Developer's work under this Amendment which is attributable to Betterment is 11.1 %, calculated by subtracting (ii) from (i), which remainder is divided by (i). Page 4 of 6 (b) Performance of and payment for the Adjustment work which is the subject of this Agreement shall be in accordance with and conform to applicable local, state and federal laws, including requirements applicable to work funded under the American Recovery and Reinvestment Act. General. (a) Owner and Developer agree to refer to this Amendment, designated by the "Amendment No." and "Agreement Number" indicated on page I above, on all future correspondence regarding the Adjustment work that is the subject of this Amendment and to track separately all costs relating to this Amendment and the Adjustment work described herein (b) All capitalized terms used in this Amendment shall have the meanings assigned to them in the Master Agreement, except as otherwise stated herein. (c) This Amendment may be executed in any number of counterparts. Each such counterpart hereof shall be deemed to be an original instrument but all such counterparts together shall constitute one and the same instrument. (d) Except as amended hereby, the Master Agreement shall remain in full force and effect. In no event shall the responsibility, as between the Owner and the Developer, for the preparation of the Plans and the Adjustment of the Owner Utilities be deemed to be amended hereby. (e) This Amendment shall become effective upon the Iater of (a) the date of signing by the last party (either the Owner or the Developer) signing this Amendment, and (b) the completion of TxDOT's review as indicated by the signature of TxDOT's representative, below. [Signature Page Follows] Page 5 of 6 REVIEWED BY: TXDOT OWNER City of Southiake By: By: Authorized Signature Duly Authorized Representative Printed Printed Name: Donald C. Toner Jr. SRIWA Name: John Terrell Title: Director — Turnpike Right of Way Title: Mayor Texas Turnpike Authority Division Texas Department of Transportation Date: Date: DEVELOPER NorthGate Constructors, JV By: my uth rized R presentative Printed Name: Jay Knez Title: DFW Connector Project Director Date: Z . 4 L4 --1 0 Page 6 of 6 K|\d\ \\\\\ }) \${){� \ _ \=§7 tg ®§ \ g } § § � { � ) \ \ §\ ) ( } § | kr) LD ) )§ § )