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
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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
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