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R-2023-193 - 6/22/2023RESOLUTION NO. R-2023-193 WHEREAS, Celina Partners Ltd. ("Developer") is proposing a development adjacent to the City of Round Rock's Kenney Fort Segments 2 and 3 Project ("Project"); and WHEREAS, the City of Round Rock ("City") agreed to modify the design of the Project to facilitate access to Developer's development and construct said improvements on behalf of Developer; and WHEREAS, Developer has agreed to reimburse the City for the costs of said improvements set forth in Change Order No. 6 for the Project ($155,465.13) approved on April 13, 2023, by the City Council; and WHEREAS, the City and Developer desire to enter into a Development Agreement to identify the responsibilities of the Developer and the City in regards to the modifications made to the City's Project on behalf of the Developer, Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS, That the Mayor is hereby authorized and directed to execute on behalf of the City the attached Development Agreement, a copy of same being attached hereto as Exhibit "A" and incorporated herein for all purposes. The City Council hereby finds and declares that written notice of the date, hour, place and subject of the meeting at which this Resolution was adopted was posted and that such meeting was open to the public as required by law at all times during which this Resolution and the subject matter hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act, Chapter 551, Texas Government Code, as amended. RESOLVED this 22nd day of June, 2023. 0112.20232;4884-8384-4713 ATTEST: EXHIBIT „A„ DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF ROUND ROCK, TEXAS AND CELINA PARTNERS, LTD. This Development Agreement is made and entered into this day of , 2023, by and between the City of Round Rock, Texas (the "City"), a Texas home rule municipality, and Celina Partners, Ltd. ("the Developer"), a Texas limited partnership. WHEREAS, the Developer is developing approximately 15.26 acres of property in the City of Round Rock, known as the Westview South PUD, as shown in Exhibit "A" (Property"), attached hereto; and WHEREAS, the City is in the process of designing and constructing S Kenney Fort Blvd., Segments 2 and 3 ("Roadway Project") along the Property; and WHEREAS, on April 13, 2023, the Round Rock City Council resolved to authorize the Mayor to execute Change Order No. 6 with J.D. Abrams, LP for the Roadway Project, which included the addition of left turn lane, median opening, and right turn lane; and WHEREAS, the Developer, as consideration for Roadway Project improvements that will benefit Developer, shall reimburse the City for costs incurred by the City for Change Order No. 6; and WHEREAS, the purpose of this Agreement is to outline each Party's duties and obligations; NOW, THEREFORE, in consideration of the mutual covenants and conditions herein contained, the Parties agree as follows: I. 1. Recitals. The recitals set forth above are incorporated herein for all purposes and are found by the Parties to be true and correct. It is further determined that both Parties have authorized and approved this Agreement, and that this Agreement will be in full force and effect when executed by each Party. 2. Property Description. The property ("Property") is shown on Exhibit "A", attached hereto. 3. Reimbursement Costs. Reimbursement Costs shall include all costs related to Change Order No. 6 required for the Roadway Project as estimated and shown on Exhibit "B", attached hereto. 4. City Participation. The City shall be wholly responsible for the design and construction of the Roadway Project. 5. Developer Participation. Developer agrees to reimburse the City One Hundred and Fifty -Five Thousand, Four Hundred and Sixty -Five and 13/100 Dollars ($155,465.13) towards the cost of the Project. The aforesaid reimbursement shall be due and owing to the City within thirty (30) days after receipt of written notice from the City. II. Miscellaneous I. Prior Written Agreements. This Agreement is without regard to any and all prior written contracts or agreements between the City and Developer regarding any other subject or matter, and does not modify, amend, ratify, confirm or renew any such other prior contract or agreement between the Parties. 2. Other Services. Nothing in this Agreement shall be deemed to create, by implication or otherwise, any duty or responsibility of either of the Parties to undertake or not to undertake any other, or to provide or to not provide any service, except as specifically set forth in this Agreement or in a separate written instrument executed by both Parties. 3. Governmental Immunity. Nothing in this Agreement shall be deemed to waive, modify or amend any legal defense available at law or in equity to either of the Parties, nor to create any legal rights or claims on behalf of any third party. Neither the City nor Developer waives, modifies, or alters to any extent whatsoever the availability of the defense of governmental immunity under the laws of the State of Texas and of the United States. 4. Amendments and Modifications. This Agreement may not be amended or modified except in writing executed by both the City and Developer, and authorized by their respective governing bodies. 5. Severability. If any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof, but rather this entire Agreement will be construed as if not containing the particular invalid or unenforceable provision or provisions, and the rights and obligations of the Parties shall be construed and enforced in accordance therewith. The Parties acknowledge that if any provision of this Agreement is determined to be invalid or unenforceable, it is their desire and intention that such provision be reformed and construed in such a manner that it will, to the maximum extent practicable, to give effect to the intent of this Agreement and be deemed to be validated and enforceable. 6. Gender, Number and Headings. Words of any gender used in this Agreement shall be held and construed to include any other gender, and words in the singular number shall be held to include the plural, unless the context otherwise requires. The headings and section numbers are for convenience only and shall not be considered in interpreting or construing this Agreement. 7. Execution in Counterparts. This Agreement may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall be considered fully executed as of the date above first written, when all parties have executed an identical counterpart, notwithstanding that all signatures may not appear on the same counterpart. 0 8. Entire Agreement. This Agreement is the entire Agreement between the parties with respect to the subject matter covered in this agreement. There is no collateral oral or written agreement between parties that in any matter relates to the subject matter of this Agreement. 9. Governing Law. This Agreement shall be governed and construed in accordance with the laws of the State of Texas, without giving effect to any conflicts of law rule or principle that might result in the application of the laws of another jurisdiction. Venue for any action concerning the Agreement shall be in Williamson County, Texas. 10. Assignment. This Agreement may not be assigned without the written consent of the City. 11. Authorized to Bind. The persons who execute their signatures to this Agreement and any certifications related to this Agreement represent and agree that they are authorized to sign and bind their respective parties to all of the terms and conditions contained herein. 12. Notice. All notices shall be in writing and shall be deemed effective within three (3) days after being sent by certified or registered mail to the addresses listed below: DEVELOPER: Celina Partners, Ltd. 4406 Lively Ln Dallas, Texas 75220 CITY: City of Round Rock 221 East Main Street Round Rock, Texas 78664 Attn: City Manager With a copy to: Stephanie Sandre, City Attorney Sheets & Crossfield, P.L.L.C. 309 East Main Street Round Rock, Texas 78664 stephanie[ascrrlaw.com [Signatures on the following page.] IN WITNESS WHEREOF, City and Developer have executed this Agreement on the dates indicated. City of Round Rock, Texas By: Craig Morgan, Mayor Date Signed: Attest: By: Meagan Spinks, City Clerk For City, Approved as to Form: By: Stephanie L. Sandre, City Attorney 4. Celina Partners, Ltd. By: Prints Title: Date Attest: By: %.X �v�k.. N°ts�i Mc�vc r:�k Dc.�c 1 G SF1 JIRk'e77fmOOoo!1 MINOR 111111111111111111 1�tt1111t1 r :Subject r ■ r ■ 111111l111► 4 I11111// Louis Henna Blvd Exhibit "A" I C1 attis Schoo! R1 PUD 125 boundar y PUD SF 1 PUD r % � �{�' ' "^ '' - - � .. tip• - �' � i � e ,` y fir, i" "♦ .°`r�r � � ���� - 7�a. w EXHIBIT B REIMBURSEMENT COSTS ISee Attached) 1—n m. 0.116 Department: Project Name: City Project 1D Number vendor Exhibit "B" Contract Quantity Adjustment/Change Order Department of Transportation Page 1 of Kenney For, Sect. 2 & 3 Date: 3/8/23 Change Order/Quantity STP 2021 (745) MM Adjustment No. 6 J.D. Abrams, LP 5811 Trade Center Dr. Bldg 1, AusUn, TA 78744 512-322-40W Company Name Address Phone No. Justification Quantity Adjustment: Change Order Is adding an additional left tum-lane Sorthbound and an additional right tun -lane Northbound. Center median will be opened to account for S6 left tum-lane. Change Order - Prior to 3rd Party Developer requesting these additional tum-lanes, )D Abrams had installed existing drainage at this location. Change Order will need to accommodate existing Roadway, Drainage, illumination, Erosion Control Bid Items (overrun/underrun) as well as additional work to remove & relocate the pipe that has n,rrerMy been installed SUMMARY Original Coat act Price: Previous Quantity Adjustments) This Quantity Adjustment: Total Quantity Adjustment(s): Total Contract Price with Quantity Adjustmcnt(s): Previous Change Order(s): This Change Order: Total Change Order(s) To Date: Adjusted Contract Price [Original Contract Price Plus Quantity Adlustment(s) Plus Change Order(s)): Difference between Original and Adjusted Contract Prices: Orginal Contract Time: Time Adjustment by previous Quan. Adj./Change Order: Time Adjustment by this Q.on. Adf /Change Order: New Contract Time: Amount % Change $23,409,120.97 $207,613.28 $47,264.58 5254 877.86 L23,663,998.8 $2,363,021.08 10% f 108,200.55 0% $2,471,221.63 10% $26135,220.4b 12% $2,726,099.49 450 106 19 575 Prepared By: Joe Hernandez, Project Manager, J.D. Abrams, L➢ 3/8/23 tune Printed Name, Title, Company Date Contractor: 51 .e Printed Name, TKie, Company Date city Pro)w Manag ' ,t>p. 1�0z'WE'YNz e_?,)".,)� Zd4 3 Signature Printed Name, TIUe Die Mayor/city Manager Signature Printed Name, Title Date Exhibit "B" Contract Quantity Adjustment/Change Order Project Name Kenney Fort Sect. 2 & 3 Quan. Adj./Change Order No.: 6 [Ixane n die r►aea item i item Description Unit unit Unit Price Amount Contract Time D s Remove Existing Storm Drain Pipe A, Inlets a Reset $0.00 $0.00 Remove & Stage !Nets 3ea LS I $6,179A $9.420.46 3 Remove RCP 122 I & Backfill Trench 6' lifts 1S 1 I $10,680.go $13,921.80 7 Excavate/Set/Backfll Inlets (3ea) - Excavatin in Rock LS 1 $12,S51.2S $15,792.25 4 Excavate/La /BackfII 24" RCO 122-LF-Excavavn in Rock LS 1 $13,109.00 $16,349.00 Remove & Replace Inlet InvertsPea) LS I $1,006A0 $4,247,01 Remove Excess Trees/Shrubs LS 1 $2,893.82 $6,134.83 1 linneficlency due to Small quantities LS 1 $39,094.19 $42,335.20 4 $0.00 $0.00 _ $0.00 $0.00 $0.00 $0,00 $0.00 $0.00 $0 00 $0A0 $0.00 ---- $0.00 $0.00 $0.00 f .00 f0.00 0.00 t��srsator' __ r Exhibit "B" Contract Quantity Adjustment/Change Order Project Name: Kenney Fart Sect. 2 6 3 Quan. Ad)./Change Order No.: 6 Ouantkr Adlu4tm nt Data Bid Item Item Descripbon UFA Unit Price Contract Time Adjustment Amount ROADWAY 6 EXCAVATION JROADWAY) CY $97 $5.00 $4,435.00 7 JEMBANXMENT FINAL ORD COMP TY B CY -462 $8.00 -$3,696.00 8 FL EIS JCMP IN PLC TY A GR 5 FNAL POS CY 644 $0.01 $6 44 9 LIME HYDRATED LIME SLURRY TON 3 $150.00 -$450.00 10 LIME TRT SUBGRAOE))t2") SY 111 54.00 -5444.00 11 PRIME COAT MULTI OPTION GAL 194 $4.00 $776.00 28 COLORED TEXTURED CONIC S-) SY 74 WOO $6,290.00 29 CONC CURB & GUTTER TY II LF 94 $18.00 -$1,692.00 40 IN SM RD SN SUP&AMTYl0BWG 1 SA P) EA 2 $545.90 $1,091.80 57 REFI PAV MRK TY I W 8'-SLD 090MIL LF 330 $S.10 $1,683.00 60 REFL PAV MRK TYI W ARROW 090MIL) EA 4 $154.50 $618.00 62 REFL PAV MRK TY I W WORD 090MIL EA 4 $154.S0 $618.00 72 REFL PAV MRKR TYII-C-R EA 16 $3.61 $57.76 80 D-GR HMA TY-8 PG64-22 TON 375 573.00 527,375.00 81 D-GR HMA TY D PG76-22 TON 119 597.00 $11,543.00 82 TACK COAT GAL 87 $4,0 $348.00 85 GEOGRID BASE REINFORCEMENT TY II SY 1 966 $1.60 $1.545,60 DRAINAGE 104 RC PIPE CL III 24 IN LF 1 $70.00 570.00 ILLUMINATION 194 CONDT PVC SCH40 2" LF 9 $8.24 $74,16 147 ELEC CONDR NO.6 BARE LF 9 $1.65 $14.85 148 ELEC CONDR NO.6 INSULATED LF 18 $2.06 $37.08 EROSION CONTROL 197 FURNISHING AND PLACING TOPS01 4' SY -1755 $0.97 $1,702.35 198 BROADCAST SEED PERM URBAN CLAY SY 175S $0.29 -$508.95 199 BROADCAST SEED TEMP WARM SY -878 -$0.29 -$2S4.48 200 BROADCAST SEED TEMP COOL SY -878 $0.29 -$254.48 201 VEGETATIVE WATERING MG -123 _ $5.00 -5613.85 214 BIODEG EROSN CONT LOGS INSTL) 8" LF 38 $6.00 $228,00 216 BIODEG EROSN CONT LOGS (REMOVE) LF 38 $0.50 $19.00