HomeMy WebLinkAbout2018-3976 - Ordinance - 01/25/2018 ORDINANCE NO. 2018-3976
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF COLLEGE STATION,
TEXAS, APPROVING A PARTICIPATION AGREEMENT BY AND BETWEEN THE
CITY AND BKCK, LTD & AUTOBUILDERS GENERAL CONTRACTING SERVICES,
INC. FOR THE DEVELOPMENT OF THE BRAZOS VALLEY AUTO COMPLEX
SUBDIVISION, WATER LINE PROJECT AND AUTHORIZING THE EXPENDITURE
OF FUNDS.
WHEREAS, BKCK, LTD is a developer developing the Brazos Valley Auto Complex
Subdivision; and
WHEREAS, as part of said development, the construction of certain public infrastructure is
required; and
WHEREAS, pursuant to Section 212.071 et seq. Texas Local Government Code the City of
College Station and the developer have agreed to jointly participate in the construction of certain
public infrastructure to wit: the Brazos Valley Auto Complex Subdivision, Water Line Project
("Project") as further set forth in a Participation Agreement ; now, therefore,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF COLLEGE STATION,
TEXAS:
PART 1: That the City Council hereby finds it to be in the best interest of its citizens to enter
into that one certain Participation Agreement with BKCK, LTD & Autobuilders
General Contracting Services, INC. for the construction of the Brazos Valley Auto
Complex Subdivision Water Line Project. A copy of said Participation Agreement
is attached as Exhibit "A" and incorporated herein by reference.
PART 2: That the City Council hereby approves and authorizes the City Manager to execute
the Participation Agreement with BKCK, LTD & Autobuilders General
Contracting Services, INC. obligating the CITY to pay a maximum of$149,805.60
out of a total estimated amount of $288,422.20 for the labor, materials and
equipment required for the improvements related to Brazos Valley Auto Complex
Subdivision Water Line Project.
PAR'S' 3: That the funding for this Participation Agreement shall be as budgeted from the
Water Capital Improvement Project Fund, in the amount of$149,805.60.
PART 4: If any provision of this Ordinance or its application to any person or circumstances
is held invalid or unconstitutional, the invalidity or unconstitutionality does not
affect other provisions or application of this Ordinance or the Code of Ordinances
of the City of College Station, Texas, that can be given effect without the invalid
or unconstitutional provision or application, and to this end the provisions of this
Ordinance are severable.
ORDINANCE NO.2018-3976 Page 2 of 41
PART 5: That this ordinance shall take effect immediately from and after its passage.
PASSED,ADOPTED and APPROVED this 25th day of January,2018.
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ORDINANCE NO.2018-3976 Page 3 of 41
Exhibit A
Participation Agreement
Exhibit A
ORDINANCE NO.2018-3976 Page 4 of 41
CITY OF COLLEGE STATION
OVERSIZED PARTICIPATION AGREEMENT
FOR CONSTRUCTING,RECONSTRUCTING,OR OVERSIZING
PUBLIC INFRASTRUCTURE
This Agreement is entered into by and between the City of College Station, a Texas Home Rule
Municipal Corporation(hereinafter"City"),
BKCK LTD , a (insert state) Texas
(check one) corporation x partnership_sole proprietorship_limited liability company,
whose principle office is located at 5802 N.Navarro Street,Suite 100
Victoria , TX , 77904 (hereinafter"Developer") and,
AutoBuilders General Contracting Services,INC. , a (insert state) Florida
(check one) x corporation partnership sole proprietorship limited liability company,
whose principle office is located at 5715 Corporate Way
West Palm Beach , FL , 33407 (hereinafter"Contractor"), whereas
the City, Developer, and Contractor are hereinafter collectively referred to as the"Parties".
WHEREAS,Developer is developing property within the City of College Station city limits,more
particularly described as Brazos Valley Auto Complex College Station,
Brazos County,Texas(hereinafter"Property")a description of which is attached hereto as Exhibit
"A"; and
WHEREAS, Developer is required to construct, reconstruct, or oversize certain public
infrastructure,such as roadways,utilities,sidewalks,drainage facilities,water and sewer facilities,
etc.that relate to Developer's proposed development; and
WHEREAS,Developer has engaged Contractor to perform portions of the above-described work;
and
WHEREAS, City is required or desirous of assuming some financial responsibility for
construction, reconstruction, or oversizing of certain public infrastructure affecting Developer's
development; and
WHEREAS, the City and Developer will receive benefits from participation in the construction,
reconstruction, or oversizing of certain public infrastructure as set forth in this Agreement;and
WHEREAS, because of this and in order to comply with City's overall development plan, both
Developer and City agree that it is in the best interests of the public for the Parties to construct,
reconstruct, or oversize certain identified public infrastructure; and
Participation Agreement—Construct,Reconstruct,or Oversize Infrastructure
Contract No.18300283
Rev.January 3, 2018
ORDINANCE NO.2018-3976 Page 5 of 41
WHEREAS, the City Engineer has reviewed the data, reports and analysis, including that
provided by Developer's engineers,and determined that certain such public infrastructure qualifies
for City-Developer participation; and
WHEREAS, the Parties agree as to the nature and proportion of participation as further recited
herein and as may be required by applicable law including Chapter 212, Subchapter C,Developer
Participation in Contract for Public Improvement and Chapter 252, Purchasing and Contracting
Authority of Municipalities of the Texas Local Government Code; and
NOW, THEREFORE, for and in consideration of the recitations above and the promises and
covenants herein expressed,the Parties hereby agree as follows:
ARTICLE I
DEFINITIONS
1.1 Approved Plans means the plans and specifications that meet the requirements of this
Participation Agreement, the City of College Station Codes and Ordinances and any other
applicable laws and that have been submitted to, reviewed and approved by the City of College
Station relating to the Project.
1.2 City or College Station means the City of College Station,a Texas Home Rule Municipal
Corporation located at 1101 Texas Avenue, College Station, Texas 77840,with a mailing address
of P.O. Box 9960, College Station, Texas 77842.
1.3 Contractor means the contractor entity described in the caption of this Agreement.
1.4 Developer means the developer entity described in the caption of this Agreement.
1.5 Effective Date. The date on which this Agreement is duly approved by both Parties.
1.6 Final Completion. The term "Final Completion" means that all the work on the Project
has been completed, a written guarantee of performance for a one-year maintenance period has
been provided, all final punch list items have been inspected and satisfactorily completed, all
payments to material men and subcontractors have been certified as completed,all documentation,
and all closeout documents have been executed and approved by the Developer as required, all
Letters of Completion and other City documentation have been issued for the Project, all reports
have been submitted and reporting requirements have been met, and Developer has fully
performed or caused to be fully performed, all other requirements contained herein.
1.7 Letter of Completion. A letter issued by the City Engineer stating that the construction of
public improvements conforms to the plans, specifications and standards contained in or referred
to in the Unified Development Ordinance of the City of College Station.
1.8 Oversizing Participation Costs means the difference between the Project Costs of the
necessary public infrastructure with oversizing and the Project Costs of the necessary public
infrastructure without oversizing,as contained in the Developer's engineer's detailed cost estimate
Oversized Participation Agreement—Construct,Reconstruct,or Oversize Infrastructure 2
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' ORDINANCE NO.2018-3976 Page 6 of 41
prepared and sealed by a licensed professional engineer. Note: All levels of funding, including,
but not limited to, Oversizing Costs, Participation Costs, and Project Costs and estimates shall be
reviewed and approved by the City Engineer.
1.9 Property means that one certain tract or tracts of land located at
A004601,M RECTOR(ICL),TRACT 40.2, 18.328 ACRES and as further described in Exhibit "A".
1.10 Project means the construction of Waterline
improvements as described in Exhibit "C", and includes the full cost of materials and labor for
construction, but excludes City-paid oversizing costs and costs of surveys, easements, and
engineering and inspection services. Note: All levels of funding, including, but not limited to,
Oversizing Costs, Participation Costs, and Project Costs and estimates shall be reviewed and
approved by the City Engineer.
1.11 Project Costs means the full cost of materials and labor for construction of the Project,but
excluding City-paid oversizing costs and costs of surveys, easements, and engineering and
inspection services. Note: All levels of funding, including, but not limited to, Oversizing Costs,
Participation Costs, and Project Costs and estimates shall be reviewed and approved by the City
Engineer.
ARTICLE II
CITY COST PARTICIPATION
2.1 Agree to Participate. City agrees to cost participate in the Project up to the maximum not-
to-exceed amounts and percentages, as determined by the City Engineer and based upon the
"Oversizing Participation Costs", as estimated in Exhibit "D". City's actual rate of participation
will be based upon the final actual cost of the Project as reflected by the breakdown of costs
required pursuant to this Agreement. In no event shall the City's total costs exceed the maximum
amounts estimated in Exhibit"D".
2,2 Competitive Bidding. If the Project is located within the extraterritorial jurisdiction of the
City, then the Project must be competitively bid pursuant to Chapter 252 of the Texas Local
Government Code, as amended. If competitive bidding is required:
a. Developer shall pay for all costs associated with advertising, printing, and
distributing plans and specifications for the Project, and
b. City will be responsible for placing the advertisements, obtaining bids, negotiating
proposals, and awarding bids.
2.3 Cost of Project. Developer's engineer's sealed detailed cost estimate of the Project is
attached hereto and incorporated herein as Exhibit"D".
2.4 Application for Payment. Application for payment by the Developer to the City for
payment to the Developer pursuant to the terms of this Agreement must include the following in a
form acceptable to City:
Oversized Participation Agreement—Construct,Reconstruct,or Oversize Infrastructure 3
Rev.01/03/2018
' ORDINANCE NO.2018-3976 Page 7 of 41
a. Final Completion of the Project in accordance with the Approved Plans;
b. Issuance of all Letters of Completion relating to the Project;
c. Developer's compliance with all City Codes, Ordinances and standards relating to
the Project;
d. Dedication of the land for the right-of-way or easement either by plat or by deed
relating to the Project;
e. A current title report as of the date of such land dedication and updated within
sixty(60) days of the date of this Agreement;
f. Lien releases or subordinations from all lenders as required by City;
g. Proof that all guarantees of performance and payment as set forth in this
Agreement have been met, including all bond requirements when applicable, and
h. A breakdown of actual costs of the Project with supporting documentation,
including all payment receipts and a breakdown of City's portion of Project
Costs, as appropriate.
2.5 City Participation Payment. Developer shall submit the written application for City
participation payment within sixty(60)days after issuance of all Letters of Completion relating to
the Project or Developer shall be ineligible to receive the City participation payment as specified
in this Agreement and City's obligation to cost participate shall terminate without any liability.
Subject to written approval by the City Manager,the Developer's sixty(60)day submittal deadline
may be extended up to one-hundred twenty (120) days to account for extenuating circumstances
related to the Project. Applications may not be submitted prior to the issuance of all Letters of
Completion. City will pay its participation funds in one payment within forty-five (45) days after
receipt of a complete written application for participation payment from Developer.
2.6 No Waiver of Impact Fees. By entering into this Agreement,the City does not waive nor
exempt Developer from Impact Fees or other City fees.
2.7 Reports, books and other records. Developer shall make its books and other records
related to the Project available for inspection by City. Developer shall submit to City any and all
information or reports requested to verify the expenditures submitted for City participation
eligibility including, but not limited to bid documents, payment applications, including any
supporting information, canceled checks, copies of construction and engineering documents, as
determined by the City Engineer in his sole discretion,for the verification of the cost of the Project
detailed in Exhibits "C" and "ll" of this Agreement. The submission of these reports and
information shall be the responsibility of Developer and shall be certified by Developer's Licensed
Professional Engineer at Developer's expense and signed by an authorized official of the entity.
Oversized Participation Agreement—Construct,Reconstruct,or Oversize Infrastructure 4
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ARTICLE III
GOVERNMENTAL IMMUNITY,INDEMNIFICATION,
RELEASE AND INSURANCE
3.1 BY ENTERING INTO THIS AGREEMENT, THE CITY DOES NOT CONSENT
TO SUIT; WAIVE ITS GOVERNMENTAL IMMUNITY OR THE LIMITATIONS AS TO
DAMAGES UNDER THE TEXAS TORT CLAIMS ACT.
3.2 INDEMNIFICATION. DEVELOPER AND CONTRACTOR, JOINTLY AND
SEVERALLY, AGREE TO AND SHALL INDEMNIFY, HOLD HARMLESS, AND
DEFEND CITY AND ITS OFFICERS, AGENTS, VOLUNTEERS, AND EMPLOYEES
FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES, DAMAGES, CAUSES OF
ACTION,SUITS,AND LIABILITY OF EVERY KIND,INCLUDING ALL EXPENSES OF
LITIGATION, COURT COSTS, EXPERT FEES AND ATTORNEY'S FEES, FOR
INJURY TO OR DEATH OF ANY PERSON, OR FOR DAMAGE TO ANY PROPERTY,
OR FOR BREACH OF CONTRACT, ARISING OUT OF OR IN CONNECTION WITH
THE PROJECT OR WORK PERFORMED UNDER THIS AGREEMENT,
REGARDLESS OF WHETHER SUCH INJURIES, DEATH, DAMAGES OR BREACH
ARE CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE OF CITY, ANY
OTHER PARTY INDEMNIFIED HEREUNDER, THE DEVELOPER, THE
CONTRACTOR, OR ANY THIRD PARTY.
3.3 RELEASE. DEVELOPER AND CONTRACTOR, JOINTLY AND SEVERALLY,
ASSUME FULL RESPONSIBILITY FOR THE PROJECT OR WORK TO BE
PERFORMED HEREUNDER,AND RELEASE,RELINQUISH AND DISCHARGE CITY,
ITS OFFICERS, AGENTS, VOLUNTEERS AND EMPLOYEES, FROM ALL CLAIMS,
DEMANDS, AND CAUSES OF ACTION OF EVERY KIND AND CHARACTER,
INCLUDING THE COST OF DEFENSE THEREFORE, FOR ANY INJURY TO OR
DEATH OF ANY PERSONS AND ANY LOSS OF OR DAMAGE TO ANY PROPERTY
THAT IS CAUSED BY, ALLEGED TO BE CAUSED BY, ARISING OUT OF, OR IN
CONNECTION WITH, DEVELOPER'S OR CONTRACTOR'S PROJECT OR WORK
TO BE PERFORMED HEREUNDER. THIS RELEASE SHALL APPLY WHETHER OR
NOT SAID CLAIMS, DEMANDS, AND CAUSES OF ACTION ARE COVERED IN
WHOLE OR IN PART BY INSURANCE AND REGARDLESS OF WHETHER OR NOT
SAID CLAIMS, DEMANDS, AND CAUSES OF ACTION WERE CAUSED IN WHOLE
OR IN PART BY THE NEGLIGENCE OF CITY, ANY OTHER PARTY RELEASED
HEREUNDER,DEVELOPER, CONTRACTOR, OR ANY THIRD PARTY.
3.4 Insurance.The Developer and Contractor shall procure and maintain, at their own sole cost
and expense for the duration of this Agreement, insurance against claims for injuries to persons or
damages to property that may arise from or in connection with the Project or work to be performed
by Developer or its contractors, subcontractors, agents, representatives, volunteers, or employees,
and by Contractor or its subcontractors, agents, representatives, volunteers, or employees. Said
insurance shall list College Station, its officers, agents, employees, and volunteers as Additional
Oversized Participation Agreement—Construct,Reconstruct,or Oversize Infrastructure 5
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Insureds. See Exhibit "E" for required limits of liability insurance. Certificates of insurance
evidencing the required insurance coverages on the most current form approved by the Texas
Department of Insurance shall be attached hereto as Exhibit"F".
3.5 Survival. All provisions of this Article III, including, but not limited to, governmental
immunity, indemnity, release, and insurance, survive termination or expiration of this Agreement.
ARTICLE IV
PROJECT AND CONSTRUCTION
4.1 Right to Inspect the Work. City may inspect the Project for compliance with the
Approved Plans during construction. In the event that it is determined by City that any of the work
or materials furnished is not in strict accordance with the Approved Plans, City may withhold
funds until the nonconforming work conforms to the Approved Plans or terminate this Agreement
at City's election without any further liability.
4.2 Independent Contractor. Developer and Contractor shall be solely responsible for
ensuring the selecting, supervising, and paying of its contractors and subcontractors and for
complying with all applicable laws, including, but not limited to all requirements concerning
workers compensation and construction retainage with respect to the Project. The Parties agree all
employees,volunteers,personnel and materials furnished or used by Developer and its contractors
and subcontractors, or Contractor and its subcontractors, in the Project will be the responsibility
of Developer and Contractor and understand Developer and Contractor will not be deemed
employees or agents of City for any purpose. Nothing in this Agreement will establish a joint
venture between the Developer, Contractor, and the City.
4.3 Payment for materials and labor. Developer and Contractor shall be solely and
exclusively responsible for compensating any of its contractors, subcontractors, employees,
material men or suppliers of any type or nature whatsoever and insuring that no claims or liens of
any type will be filed against any property owned by City arising out of or incidental to the
performance of Developer or Contractor pursuant to this Agreement. In the event a statutory lien
notice is sent to City, Developer shall, where no payment bond covers the work, upon written
notice from the City, immediately obtain a bond at its expense and hold City harmless from any
losses that may result from the filing or enforcement of any said lien notice.
4.4 Affidavit of bills paid. Prior to the issuance of a Letter of Completion of the Project,
Developer shall provide City a notarized affidavit stating that all bills for labor, materials, and
incidentals incurred have been paid in full,that any claims from manufacturers,material men, and
subcontractors have been released, and that there are no claims pending of which Developer has
been notified. Such affidavit shall be in a form as substantially set forth in Exhibit "G" which is
attached hereto and incorporated by reference.
4.5 Requirements of Applicable rules remain.This Agreement does not alter,amend modify
or replace any other requirements contained in the Code of Ordinances of the City of College
Station,Texas, Unified Development Ordinance of the City of College Station,or other applicable
law.
Oversized Participation Agreement—Construct,Reconstruct,or Oversize Infrastructure 6
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4.6 Warranty: Upon issuance of a certificate of Final Completion, Developer warrants and
will ensure that the Developer's Contractor's warranty will pass through to the City and will
warrant for a period of one (1) year (or longer as provided in Part d., below) (such period being
referred to as the"Warranty Period") as follows:
a. That, through the Developer's Contractor's pass through warranty, all
materials provided to the City under this Agreement shall be new unless
otherwise approved in advance, in writing, by the City Engineer and that all
work will be of good quality, free from faults and defects, and in conformance
with this Agreement and recognized industry standards.
b. All work not conforming to these requirements, including but not limited to
unapproved substitutions, may be considered defective, and shall be repaired or
replaced at Developer's sole cost and expense.
c. This warranty is in addition to any rights or warranties expressed or implied by law
and in addition to any consumer protection claims arising from misrepresentations
by the Developer.
d. Where more than a one(I)year warranty is specified for individual products,work,
or materials,the longer warranty shall govern.
ARTICLE V
GUARANTEE OF PERFORMANCE AND PAYMENT
5.1 Bonding Requirements of Developer. The Developer shall require its construction
contractor(s) to provide performance bonds in accordance with the requirements of Texas Local
Government Code §212.073. The performance bond shall be provided using the form attached in
Exhibit "II" to ensure construction of the Project. For Projects exceeding fifty thousand dollars
($50,000) in total value, Developer will ensure its contractor performing the Project executes a
payment bond to ensure payment to subcontractors and vendors. The Developer and the City shall
be dual obligees on the performance bond if issued on behalf of Developer's construction
contractor(s). Bonds shall be on a City-approved form, be executed by a corporate surety
according to Chapter 2253 of the Texas Government Code, and be for the full cost of Developer's
construction contract to which the Project relates.
5.2 Bonding Requirements of City. If the Project is located within the extraterritorial
jurisdiction of the City,the City will ensure that the prime contractor of the Project executes to the
City a performance bond and a payment bond as required by Chapter 2253 of the Texas
Government Code.
Oversized Participation Agreement—Construct,Reconstruct,or Oversize Infrastructure 7
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ARTICLE VI
GENERAL PROVISIONS
6.1 Amendments. No amendment to this Agreement will be effective and binding unless and
until it is reduced to writing and signed by duly authorized representatives of both Parties.
6.2 Choice of Law and Venue. This Agreement has been made under and shall be governed
by the laws of the State of Texas. Performance and all matters related thereto shall be in Brazos
County, Texas, United States of America.
6.3 Authority to enter into Agreement. Each party represents that it has the full power and
authority to enter into and perform this Agreement. Specifically, the person executing this
Agreement on behalf of each party has been properly authorized and empowered to enter into this
Agreement. The person executing this Agreement on behalf of Developer represents that he or
she is authorized to sign on behalf of Developer and agrees to provide proof of such authorization
to the City upon request. The person executing this Agreement on behalf of Contractor represents
that he or she is authorized to sign on behalf of Contractor and agrees to provide proof of such
authorization to the City upon request.
6.4 Agreement read. The Parties acknowledge that they have read, understand and intend to
be bound by the terms and conditions of this Agreement.
6.5 Notice. Any notice sent under this Agreement, except as otherwise expressly required
herein, shall be hand delivered,written and mailed, or sent by electronic or facsimile transmission
confirmed by mailing written confirmation at substantially the same time as such electronic or
facsimile transmission, or personally delivered to an officer of the receiving party at the following
addresses:
To Developer: To City:
BKCK LTD City of College Station
Chris Wall City Engineer
5802 N.Navarro P.O. Box 9960
Victoria, Texas 77904 College Station, TX 77842
To Contractor: With copies to:
AutoBuilders General Contracting City Attorney and City Manager
Services, Inc. P.O. Box 9960
5715 Corporate Way College Station, TX 77842
West Palm Beach, FL 33407
Each party may change its address by written notice in accordance with this section. Any
communication addressed and mailed in accordance with this section shall be deemed to be given
when so mailed, any notice so sent by electronic or facsimile transmission shall be deemed to be
given when receipt of such transmission is acknowledged, and any communication so delivered in
person shall be deemed to be given when receipted for by, or actually received by, the party.
Oversized Participation Agreement--Construct,Reconstruct,or Oversize Infrastructure 8
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6.6 Term. This Agreement will terminate after expiration of the warranty period, subject to
survival of other provisions,as indicated.The Agreement term may be extended by mutual written
agreement of the Parties.
6.7 Termination.This Agreement and the performance of the Work may be terminated at any
time in whole or, from time to time, in part, by the City for its convenience.
a. Any such termination shall be effected by delivery to the Developer and Contractor of a
written notice (notice of termination) specifying the extent to which performance of the
Work is terminated, and the date upon which termination becomes effective.
b. In the event of termination for convenience by City, the Developer and Contractor shall
only be paid the reasonable value of the Work performed prior to the effective date of the
termination notice and shall be further subject to any claim the City may have against the
Developer and Contractor under other provisions of this Agreement or as a matter of law.
In the event of termination for convenience by City, Developer and Contractor waive and
release any claim for lost profits or damages.
c. In the event of termination for convenience by City, the Developer and Contractor may
continue construction on the current as-approved construction plans issued with the
development permit,with the removal of the oversizing requirement from the as-approved
construction plans.
6.8 Assignment. This Agreement and the rights and obligations contained herein may not be
assigned by Developer or Contractor without the prior written approval of the City.
6.9 Default. In the event of a breach of this Agreement by Developer or Contractor, City may
terminate this Agreement and exercise any and all legal remedies.
6.10 Severability. In the event any one or more of the provisions contained in this Agreement
shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity,
illegality, or unenforceability shall not affect the other provisions, and in lieu of each provision
that is invalid, illegal or unenforceable,there shall be added a new provision to this Agreement as
similar in terms to such invalid, illegal, or unenforceable provision as may be possible and yet be
valid, legal and enforceable, by means of good faith negotiation by the Parties to this Agreement
or by reform by a court of competent jurisdiction.
6.11 Duplicate Originals. The parties may execute this Agreement in duplicate originals, each
of equal dignity.
6.12 Recitals. The "WHEREAS"clauses set forth above are expressly incorporated in and form
part of the terms of this Agreement.
6.13 Captions. The captions contained in this Agreement are for convenience of reference only
and in no way limit or enlarge the terms and conditions of this Agreement.
Oversized Participation Agreement—Construct,Reconstruct,or Oversize Infrastructure 9
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6.14 Singular and Plural. All references to the plural herein shall also mean the singular and
to the singular shall also mean the plural unless the context otherwise requires.
6.15 Ambiguity. Any rule of construction to the effect that ambiguities are to be resolved
against the drafting party shall not be applied in the construction or interpretation of this
Agreement.
6.16 Anti-Boycott Verification. As required by Chapter 2270, Government Code, Developer
and Contractor hereby verifies that Developer and Contractor do not boycott Israel and will not
boycott Israel through the term of this Agreement. For purposes of this verification, "boycott
Israel" means refusing to deal with, terminating business activities with, or otherwise taking any
action that is intended to penalize, inflict economic harm on, or limit commercial relations
specifically with Israel,or with a person or entity doing business in Israel or in an Israeli-controlled
territory, but does not include an action made for ordinary business purposes
6.17 No Third Party Beneficiaries. No person or entity shall be a third party beneficiary to
this Agreement or shall have any right or cause of action hereunder.
6.18 No Partnership. This Agreement and the transactions and performances contemplated
hereby shall not create any manner of partnership,joint venture or similar relationship between the
Parties.
6.19 Exhibits.All exhibits to this Agreement are incorporated and made part of this Agreement
for all purposes.
List of Exhibits:
A. Legal Description of the Property
B. Route Survey and Off-Site Easements Instruments (if applicable)
C. Description of the Project
D. Engineer's stamped and sealed estimate of costs and breakdown for Project and
Participation Costs
E. Insurance Requirements
F. Certificates of Insurance
G. Affidavit of All Bills Paid Form
H. Performance Bond (Dual Obligee Form)
1. Payment Bond (Dual Obligee Form)
(Signature Page Immediately Follows)
Oversized Participation Agreement—Construct,Reconstruct,or Oversize Infrastructure 10
Rev.01/03/2018
BKCK LTD
[Developer
BY:
Printed Name: (S �LA„��
Title: aid a1 t . -
Date: I IL5 P g
AUTOBUILDERS GENERAL
CONTRACTING SERVICES, INC.
[Contractor]
BY: PL- —�
Printed Name: e C/Z f 4de–zr
Title:S�
Date:
As 1 t ity Mana r/CFO
Da _ ( , _
Oversized Participation Agreement — Construct, Reconstruct, or Oversize Infrastructure 11
Rev. 01 /03/2018
ORDINANCE NO.2018-3976 Page 14 of 41
BKCK LTD CITY OF COLLEGE STATION
[Developer
BY: 0.w� BY:
City Manager
Printed Name: C- r; Lji4 Date:
Title: - 0-1A\52 t . APPROVED
Date: ' 'Brig
City Attorney
Date:
AUTOBUILDERS GENERAL
CONTRACTING SERVICES,INC.
[Contractor]
Assistant City Manager/CFO
BY: �- - Date:
Printed Name:je/5e T kJ- Jt-
Title: ere-Se
Date: /76�r�
,\
Oversized Participation Agreement—Construct,Reconstruct,or Oversize Infrastructure 11
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ORDINANCE NO.2018-3976 Page 15 of 41
Exhibit A
Legal Description of the Property
•
•
Participation Agreement—Construct,Reconstruct,or Oversize Infrastructure
Contract No.
Rev, January 3, 2018
ORDINANCE NO.2018-3976 Page 16 of 41
GESSNER ENGINEERING, LLC 16-0962
2501 Ashford Drive,Suite 102
College Station,Texas 77840
(979)680-8840-Fax(979)680-8841
Property Description of 18.328 Acre Tract
Morgan Rector Survey,Abstract No.46
Brazos County,Texas
Field notes for that certain tract of land situated in the State of Texas,the County of Brazos, the City of
College Station, and being a part of the Morgan Rector Survey,Abstract No.46,containing 18.328 acres,
more or less, described in a Special Warranty Deed from Brazos Re Investors Group,LLC to BKCK LID.,a
Texas limited partnership,recorded in Volume 13868,Page 17, Official Records of Brazos County,Texas
(O.R.B.C.T.). Said tract described as follows,to wit;
BEGINNING at a 1/2-inch iron rod found,capped"K.MCCLURE RPLS 5650"in the southeast right-of-
way of Sebesta Road(60'right-of-way) and the northeast right of way of South Earl Rudder Freeway(State
Highway No. 6), and being the most northwesterly of the herein described tract;
THENCE, North 42°18'25"East,346.96 feet,with the southeast line of Sebesta Road,to a 1/2-inch iron rod
found bent,for the most westerly corner of the remainder of a called 33.336-acre tract, described in a
Warranty Deed to Robert L.Bower,Jr.,recorded in Volume 2602,Page 147, (O.R.B.C.T.) and the most
northerly corner of the herein described tract. For reference,a 1/2-inch iron rod found for the north corner
of said 33.336-acre tract bears North 42°18'25"East,209.43 feet;
THENCE,with the northeast line of the herein described tract,for the following(5) calls:
1. South 47°26'16"East, 150.04 feet,to a 1/2-inch iron rod found, capped"K.MCCLURE RPLS 5650"
for angle point;
2. South 15°05'40"East,71.36 feet,to a 1/2-inch iron rod set, capped"GESSNER". For reference, a
1/2-inch iron rod found, capped"K.MCCLURE RPLS 5650",for angle point; and
3. South 32°24'22"East, 1029.45 feet,to a 1/2-inch iron rod set, capped"GESSNER",for angle point;
4. South 47°42'32"East,passing at 80.62 feet, a 1/2-inch iron rod found for the southerly corner of said
33.336-acre tract and the most northwesterly corner of Block 1,Technology Business Park,Phase I,
Volume 3085,Page 307 (O.R.B.C.T.),continuing for a total distance of 120.70 feet,to angle point in
said Technology Business Park subdivision and said 16.552-acre tract;
5. South 32°17'08"East,with said common line, 102.66 feet,to a 1/2-inch iron rod found for the most
easterly corner of said 18.328 acre tract, and the north corner of a called 1.045 Acre Public Access &
Utility Easement,described as Tract 3 in a deed to Brazos RE Investors Group,LLC,recorded in
Volume 9800,Page 288, and Volume 9801,Page 001, (O.R.B.C.T.)
THENCE with the said common line,for the following(3) calls:
1. South 60°59'54"West,669.48 feet,to a 1/2-inch iron rod found,capped"K.MCCLURE RPLS 5650"
for corner;
2. North 28°51'01"West,5.13 feet,to a 1/2-inch iron rod found,capped"K. MCCLURE RPLS 5650"
for corner,and
16-0962 TN
ORDINANCE NO.2018-3976 Page 17 of 41
3. South 61°00'49"West,75.59 feet,to a 1/2-inch iron rod found,capped"K.MCCLURE RPLS 5650",
for the west corner of said 1.045-acre tract,same being the most southerly corner of the herein
described tract and said 16.552-acre tract,in the northeast right-of-way Iine of South Earl Rudder
Freeway (State Highway No. 6). For reference,a 1/2-inch iron rod found, capped"K.MCCLURE
RPLS 5650",for the south corner of said 1.045-acre tract and the east corner of a called 18.905-acre
tract of land,described as Tract 2 in a deed to Brazos RE Investors Group,LLC,recorded in Volume
9800,Page 288,and Volume 9801,Page 001, (O.R.B.C.T.)bears South 28°51'01"East,70.00 feet;
THENCE,with the northeast right-of-way line of South Earl Rudder Freeway (State Highway No. 6)for the
following (4) calls:
1. North 28°51'01"West, 174.56 feet,to an angle point from which a broken concrete highway right-of-
way
ight-ofway monument bears North 18°45'41"West,0.78 feet;
2. North 19°57'42"West,479.91 feet,from which a broken concrete highway right-of-way monument
bears South 03°58'05"East, 0.40 feet;
3. North 15°05'19"West,479.66 feet,from which a broken concrete highway right-of-way monument
bears South 59°05'31"West, 0.51 feet, and
4. North 07°26'05"West,242.60 feet,to the POINT OF BEGINNING, containing 18.328 acres of land,
more or less.
Reference is hereby made to a separate survey plat bearing even date herewith.
Bearings are based on the Texas State Plane Coordinate System, Central Zone, (4203) NAD 83.
nr
, '"" `"'L 1`L/ 3/'!1
,i4r�,Old S'f
Michael Konetski,R.P.L.S.No. 6531 s'
Gessner Engineering,LLC ;MICNAEI. KONEISK1')
December 28,2017 ; � A 6631 o.Q,,,
16-0962 FN
• . ON:MANCE NO,2018-3976 Page 18 of 41
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ORDINANCE NO.2018-3976 Page 19 of 41
Exhibit B
Route Survey and Off-Site Easement Instruments
(if applicable)
Oversized Participation Agreement—Construct,Reconstruct,or Oversize Infrastructure
Rev.01/03/2018
ORDINANCE NO.2018-3976 Page 20 of 41
Exhibit C
Description of the Project
Oversized Participation Agreement—Construct,Reconstruct,or Oversize Infrastructure
Rev.01/03/2018
C11�DIANCE NO.2018-3976 Page 21 of 41
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ORDINANCE NO.2018-3976• Page 22 of 41
Exhibit D
Engineer's Stamped and Sealed Estimate of Costs and
Breakdown for Project and Participation Costs
Oversized Participation Agreement—Construct,Reconstruct,or Oversize Infrastructure
Rev.01/03/2018
ORDINANCE NO.2018-3976 Page 23 of 41
ENGINEER'S OPINION OF PROBABLE CONSTRUCTION COSTS
Brazos Valley Auto Complex Subdivision0
SH 6 Public Waterline
Gessner Engineering, LLC GESSNER
December 13, 2017 , ,.
GE Job#: 16-0962
Water — — R
Item II Item Quantiy Units Unit Cost Total
1 TRENCH SAFETY 1,431 LF $ 1.00 $ 1,431.00
2 12" PVC DR-18 C900 Waterline w/Tracer Wire 1,234 LF $ 50.00 $ 61,700.00
20"Steel Casing for 12" - By Open Cut
3 Including 12" Carrier Pipe 197 LF $ 175.00 $ 34,475.00
4 12" MJ, DI Gate Valve 5 EA $ 3,000.00 $ 15,000.00
5 8" MJ, DI Gate Valve 5 EA $ 2,000.00 $ 10,000.00
6 Fire Hydrant Assembly 1 EA $ 4,000.00 $ 4,000.00
7 12"x12" MJ, DI Tee 1 EA $ 800.00 $ 800.00
8 12"x8" MJ, DI Tee 4 EA $ 800.00 $ 3,200.00
9 12" 45 MJ, DI Bend 2 EA $ 500.00 $ 1,000.00
10 12" 11.25° MJ, DI Bend 3 EA $ 500.00 $ 1,500.00
11 8" MJ, DI Plug 2 EA $ 400.00 $ 800.00
12 12" MJ, DI Plug w/End of Line Blocking 1 EA $ 500.00 $ 500.00
13 2" End of Line Blow Off Valve Assembly 1 EA $ 700.00 $ 700.00
Water- Sub Total $ 135,106.00
Construction Cost $ 135,106.00
10% Contingency — –� _ $ 13,510.60
Total Construction Cost $ 148,616.60
�.
Ay'r*�" ocLFF T�f9s 111
1.„•. /\ '•.*111
! ALFRED A. PAINE
%f'"'. 97221 :44
'I q(,'•.,/ SAO. •'$'i'
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(CRY g-Off
' ORDINANCE NO.2018-3976 Page 24 of 41
ENGINEER'S OPINION OF PROBABLE CONSTRUCTION COSTS
Brazos Valley Auto Complex Subdivision !{t ,,11
SI-I 6 Public Waterline -Oversized
Gessner Engineering, LLC UESSNER
_ December 13, 2017
— GE Job#: 16-0962
Water
Item# Item Quantiy Units Unit Cost Total
1 Trench Safety 1,431 LF $ 2.00 $ 2,862.00
2 18" PVC DR-18 C900 Waterline w/Tracer Wire 1,234 LF $ 85.00 1' ;•e ii
30" Steel Casing for 18" - By Open Cut
3 Including 18" Carrier 197 LF $ 350.00 68,950.00
4 18" MJ, DI Gate Valve 5 EA 10,000.00 50,000.00
5 12" MJ, DI Gate Valve 1 EA $ 3,000.00 $ 3,000.00
6 8" MJ, DI Gate Valve 4 EA $ 2,000.00 8,000.00
7 Fire Hydrant Assembly 1 EA $ 4,000.00 $ 4,000.00
8 18"x8"MJ, DI Tee 4 EA $ 1,500.00 6,000.00
9 18"x12"MJ, DI Tee 1 EA $ 2,000.00 $ 2,000.00
10 18" 11.25 MJ, DI Bend 3 EA1,500.00
11 18" 45 MJ, DI Bend 2
® : 3,000.00
12 18"x12" MJ, DI Reducer
13 8" MJ, DI Plug ` 0
14 12" MJ, DI Plug500.00
15 18" MJ, DI Plug w/End of Line Blocking 1 EA $ 700.00 $ 700.00
16 4" End of Line Blow Off Assembly 1 EA $ 1,000.00 $ 1,000.00
Water- Sub Total $ 262,202.00
Construction Cost $ 262,202.00
10% Contingency $ 26,220.20
–
Total Construction Cost $ 288,422.20
1&?.. —. .. 1
* • r" k 4o
ALFRED A. PAINE
•
1i7 '•• 97221 •',
.r
"_ROI LoA'1"_
ORDINANCE NO.2018-3976 Page 25 of 41
ENGINEER'S OPINION OF PROBABLE CONSTRUCTION COSTS
Brazos Valley Auto Complex Subdivision 11 t:- .) I
SH 6 Public Waterline-Oversized Participation Summary
Gessner Engineering, LLC ;
December 13, 2017
GE Job It: 16-0962
Waterline Summary
Item __ Total
SH 6 Public Waterline- Oversized 18" $ 288,422.20
SH 6 Public Waterline- Required 12" $ 148,616.60
Estimated Construction Costs Difference $ 139,805.60
Performance and Payment Bond Fees $ 10,000.00
Oversized Participation Estimate $ 149,805.60
..9"— ••• tF ... gs111
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ALFRED A. PAINE ,
ttl •5 • 97221 ;4;''
'
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0'I' N i "0 I µ
/C , Z°"
ORDINANCE NO.2018-3976 Page 26 of 41
Exhibit E
Insurance Requirements
Throughout the term of this Agreement, Developer, Contractor, and Developer's Contractors (the
Developer, Contractor, and Developer's Contractors are all collectively referred to as
"Contractor"), must comply with the following:
Standard Insurance Policies Required:
A. Commercial General Liability
B. Business Automobile Liability
C. Workers' Compensation
II. General Requirements Applicable to All Policies:
A. Certificates of Insurance shall be prepared and executed by the insurance company
or its authorized agent
B. Certificates of Insurance and endorsements shall be furnished on the most current
State of Texas Department of Insurance-approved forms to the City's
Representative at the time of execution of this Agreement; shall be attached to this
Agreement as Exhibit"F"; and shall be approved by the City before work begins
C. Contractor shall be responsible for all deductibles on any policies obtained in
compliance with this Agreement. Deductibles shall be listed on the Certificate of
Insurance and are acceptable on a per-occurrence basis only
D. The City will accept only Insurance Carriers licensed and authorized to do business
in the State of Texas
E. The City will not accept"claims made"policies
F. Coverage shall not be suspended, canceled, non-renewed or reduced in limits of
liability before thirty (30) days written notice has been given to the City
III. Commercial General Liability
A. General Liability insurance shall be written by a carrier rated "A:VIII" or better
under the current A. M. Best Key Rating Guide.
B. Policies shall contain an endorsement naming the City as Additional Insured and
further providing "primary and non-contributory" language with regard to self-
insurance
elfinsurance or any insurance the City may have or obtain
C. Limits of liability must be equal to or greater than $1,000,000.00 per occurrence
for bodily injury and property damage, with an annual aggregate limit of
$2,000,000.00. Limits shall be endorsed to be per project.
D. No coverage shall be excluded from the standard policy without notification of
individual exclusions being submitted for the City's review and acceptance
E. The coverage shall include,but not be limited to the following: premises/operations
with separate aggregate; independent contracts; products/completed operations;
contractual liability(insuring the indemnity provided herein)Host Liquor Liability,
Oversized Participation Agreement—Construct,Reconstruct,or Oversize Infrastructure
Rev.01/03/2018
ORDINANCE NO.2018-3976 Page 27 of 41
and Personal &Advertising Liability.
IV. Business Automobile Liability
A. Business Automobile Liability insurance shall be written by a carrier rated
"A:VIII" or better rating under the current A. M. Best Key Rating Guide.
B. Policies shall contain an endorsement naming the City as Additional Insured and
further providing "primary and non-contributory" language with regard to self-
insurance
elfinsurance or any insurance the City may have or obtain
C. Combined Single Limit of Liability not less than $1,000,000 per occurrence for
bodily injury and property damage.
D. The Business Auto Policy must show Symbol 1 in the Covered Autos Portion of
the liability section in Item 2 of the declarations page
E. The coverage shall include any autos, owned autos, leased or rented autos, non-
owned autos, and hired autos.
V. Workers' Compensation Insurance
A. Pursuant to the requirements set forth in Title 28, Section 110.110 of the Texas
Administrative Code, all employees of the Contractor, all employees of any and all
subcontractors, and all other persons providing services on the Project must be
covered by a Workers' Compensation policy, either directly through their
employer's policy (the Contractor's or subcontractor's policy) or through an
executed coverage agreement on an approved Texas Department of Insurance
Division of Workers Compensation (DWC) form. Accordingly, if a subcontractor
does not have his or her own policy and a coverage agreement is used, contractors
and subcontractors must use that portion of the form whereby the hiring contractor
agrees to provide coverage to the Subcontractors' employees. The portion of the
form that would otherwise allow them not to provide coverage for the employees
of an independent contractor may not be used.
B. Workers compensation insurance shall include the following terms:
1. Employer's Liability minimum limits of liability not less than $500,000 for
each accident/each disease/each employee are required
2. "Texas Waiver of Our Right to Recover From Others Endorsement, WC 42 03
04" shall be included in this policy
3. TEXAS must appear in Item 3A of the Workers' Compensation coverage or
Item 3C must contain the following: "All States except those listed in Item 3A
and the States of NV,ND, OH, WA, WV, and WY"
C. Pursuant to the explicit terms of Title 28, Section 110.110(c) (7) of the Texas
Administrative Code, the bid specifications (if applicable), and this
Agreement, all subcontracts on this Project must include the following terms
Oversized Participation Agreement—Construct,Reconstruct,or Oversize Infrastructure
Rev.01/03/2018
ORDINANCE NO.2018-3976 Page 28 of 41
} and conditions, in the following language, without any additional words or
changes, except those required to accommodate the specific document in
which they are contained or to impose stricter standards of documentation:
"A. Definitions:
Certificate of coverage ("certificate') — An original certtflcate of insurance, a
certificate of authority to self-insure issued by the Division of Workers
Compensation, or a coverage agreement (DWC-81, DWC-83, or DWC-84),
showing statutory workers' compensation insurance coverage for the person's or
entity's employees providing services on a project,for the duration of the project.
Duration of the project - includes the time from the beginning of the work on the
project until the Contractor's/person's work on the project has been completed and
accepted by the governmental entity.
Persons providing services on the project ("subcontractors" in § 406.096[of the
Texas Labor Code]) - includes all persons or entities performing all or part of the
services the Contractor has undertaken to perform on the project, regardless of
whether that person contracted directly with the Contractor and regardless of
whether that person has employees. This includes, without limitation, independent
Contractors, subcontractors, leasing companies, motor carriers, owner-operators,
employees of any such entity, or employees of any entity which furnishes persons
to provide services on the project. "Services" include, without limitation,
providing, hauling, or delivering equipment or materials, or providing labor,
transportation, or other service related to a project. "Services" does not include
activities unrelated to the project, such as.food/beverage vendors, office supply
deliveries, and delivery of portable toilets.
B. The Contractor shall provide coverage, based on proper reporting of
classification codes and payroll amounts and filing of any coverage agreements,
that meets the statutory requirements of Texas Labor Code, Section 401,011(44)
for all employees of the Contractor providing services on the project, for the
duration of the project.
C. The Contractor must provide a certificate of coverage to the governmental
entity prior to being awarded the contract.
D. If the coverage period shown on the Contractor's current certificate of
coverage ends during the duration of the project, the Contractor must,prior to the
end of the coverage period,file a new certificate of coverage with the governmental
entity showing that coverage has been extended.
E. The Contractor shall obtain from each person providing services on a
project, and provide to the governmental entity:
Oversized Participation Agreement—Construct,Reconstruct,or Oversize Infrastructure
Rev.01/03/2018
ORDINANCE NO.2018-3976 Page 29 of 41
(1) a certificate of coverage, prior to that person beginning work on
the project, so the governmental entity will have on file certificates
of coverage showing coverage for all persons providing services
on the project; and
(2) no later than seven calendar days after receipt by the Contractor,
a new certificate of coverage showing extension of coverage, if the
coverage period shown on the current certificate of coverage ends
during the duration of the project.
F. The Contractor shall retain all required certificates of coverage for the
duration of the project and for one year thereafter.
G. The Contractor shall notes the governmental entity in writing by certified
mail or personal delivery, within 10 calendar days after the Contractor knew or
should have known, or any change that materially affects the provision of coverage
of any person providing services on the project.
H. The Contractor shall post on each project site a notice, in the text,form and
manner prescribed by the Division of Workers Compensation, informing all
persons providing services on the project that they are required to be covered, and
stating how a person may verify coverage and report lack of coverage.
L The Contractor shall contractually require each person with whom it
contracts to provide services on a project, to:
(1) provide coverage, based on proper reporting of classification
codes and payroll amounts and filing of any coverage agreements,
that meets the statutory requirements of Texas Labor Code, Section
401.011(44) for all of its employees providing services on the
project,for the duration of the project;
(2) provide to the Contractor, prior to that person beginning work on
the project, a certificate of coverage showing that coverage is
being provided for all employees of the person providing services
on the project,for the duration of the project;
(3) provide the Contractor, prior to the end of the coverage period, a
new certificate of coverage showing extension of coverage, if the
coverage period shown on the current certificate of coverage ends
during the duration of the project;
(4) obtain from each other person with whom it contracts, and provide
to the Contractor:
Oversized Participation Agreement—Construct,Reconstruct,or Oversize Infrastructure
Rev.01/03/2018
ORDINANCE NO.2018-3976 Page 30 of 41
(a) A certificate of coverage, prior to the other person
beginning work on the project; and
(b) A new certificate of coverage showing extension of
coverage, prior to the end of the coverage period, if the
coverage period shown on the current certificate of
coverage ends during the duration of the project;
(5) retain all required certificates of coverage on file for the duration
of the project and for one year thereafter;
(6) notify the governmental entity in writing by certified mail or
personal delivery, within 10 calendar days after the person knew
or should have known, of any change that materially affects the
provision of coverage of any person providing services on the
project; and
(7) Contractually require each person with whom it contracts to
perform as required by paragraphs (a) - (g), with the certificates of
coverage to be provided to the person for whom they are providing
services.
J. By signing this contract, or providing, or causing to be provided a
certificate of coverage, the Contractor is representing to the governmental entity
that all employees of the Contractor who will provide services on the project will
be covered by workers'compensation coverage for the duration of the project; that
the coverage will be based on proper reporting of classification codes and payroll
amounts; and that all coverage agreements will be filed with the appropriate
insurance carrier or, in the case of a self insured, with the Commission's Division
of Self-Insurance Regulation. Providing false or misleading information may
subject the Contractor to administrative penalties, criminal penalties, civil penal-
ties, or other civil actions.
K. The Contractor's failure to comply with any of these provisions is a breach
of contract by the Contractor that entitles the governmental entity to declare the
contract void if the Contractor does not remedy the breach within ten calendar days
after receipt of notice of breach from the governmental entity. "
Oversized Participation Agreement—Construct,Reconstruct,or Oversize Infrastructure
Rev.01/03/2018
ORDINANCE NO.2018-3976 Page 31 of 41
Exhibit F
Certificates of Insurance
Oversized Participation Agreement—Construct,Reconstruct,or Oversize Infrastructure
Rev.01/03/2018
ORDINANCE NO.2018-3976 Page 32 of 41
/ , ®
ACOREA CERTIFICATE OF LIABILITY INSURANCE DATE(MMlDD/YYW)
01/03/2017
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must be endorsed. If SUBROGATION IS WAIVED,subject to
the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the
certificate holder in lieu of such endorsement(s).
PRODUCER CONTACT Dealer Products
NAME:
ALLY Risk Services,Inc. (HCNN 800-729-4622 Option#4 FA/c No): 866-955-6665
500 Woodward Ave E-MAIL ADDRESS: q @ uest centre ally,com
Detroit,MI 48226 INSURER(S)AFFORDING COVERAGE NAIC#
INSURERA: Harco National Insurance Company 26433
INSURED INSURER B
KEATING AUTO GROUP INSURERC:
BKCK LTD INSURER D:
1801 STATE HIGHWAY 35 S INSURERE:
PORT LAVACA TX 77979 INSURER F:
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED, NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
ILTR TYPE OF INSURANCE NSD ADDL SWVD POLICY NUMBER (UBR MMIDDY/YYYYFY) (MMIDD//YY EXP
LIMITS
X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000
DAMAGE TO RENED
CLAIMS-MADE X OCCUR PREMISES(Ea occurrence) $ 100,000
MED EXP(Any one person) $ 5,000
A Y Y CPP0006886-00 05/28/2017 05/28/2018 PERSONAL&ADVINJURY $ 1,000,000
GE 'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ No Aggregate
POLICY PRO-
JECT LOC PRODUCTS-COMP/OP AGG $
OTHER: $
AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000
(Ea accident)
X ANY AUTO BODILY INJURY(Per person) $
A ALL OWNEDX SCHEDULED Y Y CPP0006886-00 05/28/2017 05/28/2018 BODILY INJURY(Per accident) $
AUTOS AUTOS
HIRED AUTOS X NON-OWNED PROPERTY DAMAGE $
AUTOS (Per accident)
$
X UMBRELLALIAB X OCCUR EACH OCCURRENCE $ 10,000,000
A EXCESS LIAB CLAIMS-MADE 600006886-00 05/28/2017 05/28/2018 AGGREGATE $ No Aggregate
DED RETENTION$ $
WORKERS COMPENSATIONTH-
AND EMPLOYERS'LIABILITY Y IN
STATUTE ER
ANYPROPRIETOR/PARTNER/EXECUTIVE N/A E.L.EACH ACCIDENT $
OFFICER/MEMBEREXCLUDED7
(Mandatory In NH) E.L.DISEASE-FA EMPLOYEE $
IF yon,describe u
DESCRIPTION OnderF OPERATIONS below EL,DISEASE-POLICY LIMIT $
A
DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space Is required)
Certificate Holder Is added as additional insured for general/excess liability,in regards to the named insureds negligent acts.Waiver of subrogation applies,A
30 day notice of cancellation applies except in the event of non-payment in which a 10 day notice applies.Coverage is primary and non-contributory over any
collectible Insurance
CERTIFICATE HOLDER CANCELLATION
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
City of College Station THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
Attn.Risk Management ACCORDANCE WITH THE POLICY PROVISIONS.
P.0.Box 9960
College Station,Texas 77842 AUTHORIZED REPRESENTATIVE
Kevin Grabowski
OO 1988-2014 ACORD CORPORATION. All rights reserved.
ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD
ORDINANCE NO.2018-3976 Page 33 of 41
Exhibit G
Affidavit of All Bills Paid Form
Oversized Participation Agreement—Construct,Reconstruct,or Oversize Infrastructure
Rev.01/03/2018
ORDINANCE NO.2018-3976 Page 34 of 41
THE STATE OF TEXAS § AFFIDAVIT OF BILLS PAID
COUNTY OF BRAZOS § FOR PARTICIPATION AGREEMENT
Before me, the undersigned authority, ("Affiant"),
(Title), of ("Developer"),
personally appeared being duly sworn, deposed, and states the following:
I am over 18 years of age, of sound mind, capable of making this affidavit, and personally
acquainted with the facts stated in it, which facts are true and correct.
The Developer pursuant to the Participation Agreement with the City of College Station,
dated , 20_, has caused the Developer or the Developer's contractors to furnishes
labor and materials to construct improvements for the (description
of project) on the real property known as , (address or legal
description) more particularly described in the Participation Agreement as the"Project".
To the extent Developer constructed or contracted for the construction of such
improvements,the Developer or the Developer's contractors have paid each of its sub-contractors,
laborers and material men in full for all labor or materials provided to Developer on the Project.
To the best of Affiant's knowledge, Developer or Developer's contractors have not
received notice of any claims pending against the Project in connection with the Project.
Executed this day of , 20_.
AFFIANT:
Signature:
Printed Name:
SUBSCRIBED AND SWORN TO before me on this day of , 20 .
Notary Public, State of Texas
Oversized Participation Agreement—Construct,Reconstruct,or Oversize Infrastructure
Rev.01/03/2018
ORDINANCE NO.2018-3976 Page 35 of 41
•
Exhibit H
Perforinance Bond
(Dual Obligee Form)
Oversized Participation Agreement- Construct,Reconstruct,or Oversize Infrastructure 24
Rev. 12/22/2017
ORDINANCE NO.2018-3976 Page 36 of 41
Bond No,SU1148810
PERFORMANCE BOND FOR PARTICIPATION AGREEMENT
Dual Obligee Form
THE STATE OF TEXAS §
§ KNOW ALL MEN BY THESE PRESENTS:
THE COUNTY OF BRAZOS §
THAT WE, AutoBuilders General Contracting Services,Inc, as Principal, (the "Contractor" and the other
subscriber hereto, Arch Insurance Company , as Surety,do hereby acknowledge ourselves to be
held and firmly bound to the City of College Station, a Texas municipal corporation principally situated in Brazos
County, (the "City" or "City of College Station") and BKCK LTD. , (the
"Developer")(collectively the "Obligees") in the sum of Two Hundred Eighty-Eight* ($ 288,422,20 ) for the
payment of which sum, well and truly to be made to the Obligees and their successors,the said Contractor and Surety
do bind themselves,their heirs,executors,administrators,successors,and assigns,jointly and severally,
*Thousand Four Hundred Twenty-Two&20/100 Dollars
THE CONDITIONS OF THIS OBLIGATION ARE SUCH THAT:
WHEREAS, the Contractor has on or about this day executed a contract in writing("Contract") with the
Developer for Utility Work at BMW and Mercedes Benz** ("Project"),all of such work to be done as set out
in full in said Contract documents therein referred to and adopted by the City Council or its duly authorized
representative,all of which are made a part of this instrument as fully and completely as if set out in full herein.
**Auto Dealerships,Located at Brazos Valley Auto Complex,3413 State Highway 6 S,College Station,TX 77845
WHEREAS, pursuant to a developer participation contract between the City and the Developer, the City
will take title to the Project and has agreed to make a partial reimbursement to the Developer for the oversized portions
of the Project.
NOW THEREFORE, if the said Contractor shall faithfully and strictly perform Contract in all its terms,
provisions, and stipulations in accordance with its true meaning and effect, and in accordance with the Contract
documents referred to therein and shall comply strictly with each and every provision of the Contract, including all
warranties and indemnities therein and with this bond,and shall fully indemnify and save harmless the Obligees from
all costs and damages which it may suffer by reason of the Contractor's default or failure to perform and shall
reimburse and repay the Obligees all outlay and expense that the Obligees may incur in making good any such default
or failure to perform, then this obligation shall become null and void and shall have no further force and effect;
otherwise the same is to remain in full force and effect. In no event shall the liability of the Surety exceed the penal
sum of this bond,
The Surety understands and agrees that the provision in the Contract that the City of College Station shall
retain certain amounts due the Developer until the expiration of thirty days from the acceptance of the Work is intended
for the City's benefit,and the City of College Station shall have the right to pay or withhold any amount owing under
the Contract without changing or affecting the liability of the Surety hereon in any degree,
It is further expressly agreed by Surety that the Obligees or their representatives are at liberty at any time,
without notice to the Surety, to make any change in the Contract documents and in the Work to be done thereunder,
as provided in the Contract,and in the terms and conditions thereof,or to make any change in,addition to,or deduction
from the work to be done thereunder;and that such changes,if made,shall not in any way vitiate the obligation in this
bond and undertaking or release the Surety therefrom,
This bond and all obligations created hereunder shall be performable in Brazos County,Texas. This bond is
given in compliance with the provisions of Chapter 2253 of the Texas Government Code, as amended, which is
incorporated herein by this reference, However, all of the express provisions hereof shall be applicable whether or
not within the scope of said statute,
Oversized Participation Agreement--Construct,Reconstruct,or Oversize Infrastructure 25
Rev. 12/22/2017
ORDINANCE NO.2018-3976 Page 37 of 41
„)
Notices required or permitted hereunder shall be in writing and shall be deemed delivered when actually
received or, if earlier, on the third day following deposit in a United State Postal Service post office or receptacle,
with proper postage affixed (certified mail, return receipt requested), addressed to the respective other party at the
address prescribed in the Contract documents,or at such other address as the receiving party may hereafter prescribe
by written notice to the sending party.
IN WITNESS THEREOF, the said Contractor and Surety have signed and sealed this instrument on the
respective dates written below their signatures and have attached current Power of Attorney.
CONTRACTOR:
ATTEST&SEAL: (ifa corporation) (SEAL) AutoBuilders General Contractin. Services,Inc.
WITNESS: corporation) / (Name of Con �, «r r _-.00•"""By: /
'/ By: i! V
. r
Name: --try a uoy619eptf iy Name: /J ti/t W. &Ufa
C'&.1
Title: ++ A & ' aV O Title: P bideM
Date: d aWw l Mn Date: celiitU( 4 20/p
CU
SURETY:
ATTEST/WITNESS (SEAL) Arch Insurance Company
(Full Name of Surety)
By: ar lam`' Harborside 3,210 Hudson St,Suite 300,Jersey City,NJ 07311
Name: Rita Lazarides (Address of' t or/1
Title: Witness By;
Date: January 4,2018 Naiva. Lura 0. a older
Title: Attorney-in-Fact
Date: January 4, 2018
DEVELOPER; THE PERFORMANCE BOND IS ACCEPTED
ON BEHALF OF THE DEVELOPER:
'. C::-►D
(Full Na ' • o )eveloper)
By: : _i
Name: x�, 15 (.),.(.),.... ..,,
Title: 64.) &Av (OAQStiL
CITY: THE PERFORMANCE BOND IS ACCEPTED
REVIEWED: ON BEHALF OF THE CITY OF COLLEGE ON
STATION,TEXAS:
City Attorney City Manager
I
Oversized Participation Agreement—Construct,Reconstruct,or Oversize Infrastructure 26
Rev 12/22/2017
ORDINANCE NO.2018-3976 Page 38 of 41
Exhibit I
Payment Bond
(Dual Obligee Form)
•
Oversized Participation Agreement—Construct,Reconstruct,or Oversize inlrastiueture 27
Rev 12/22/2017
ORDINANCE NO.2018-3976 Page 39 of 41
Bond No.SU1148810
PAYMENT BOND FOR PARTICIPATION AGREEMENT
Dual Obligee Form
Project No.
TEXAS STATUTORY PAYMENT BOND §
THE STATE OF TEXAS § KNOW ALL MEN BY THESE
§
PRESENTS:
THE COUNTY OF BRAZOS §
THAT WE, AutoBuilders General Contracting Services, Inc. ,as Principal,(the"Contractor")
and the other subscriber hereto, Arch Insurance Company ,as Surety,
do hereby acknowledge ourselves to be held and firmly bound to the City of College Station, a Texas municipal
corporation principally situated in Brazos County, (the "City" or "City of College Station") and
BKCK LTD. , (the"Developer")(collectively the"Obligees")
in the sum of Two Hundred Eighty-Eight Thousand Four Hundred* ($ 288,422.20 )for the payment of which sum,
well and truly to be made to the Obligees and their successors, the said Contractor and Surety do bind themselves,
their heirs,executors,administrators,successors,and assigns,jointly and severally, *Twenty-Two&20/100 Dollars
THE CONDITIONS OF THIS OBLIGATION ARE SUCH THAT:
•
WHEREAS,the Contractor has on or about this day executed a contract in writing("Contract")with the
Developer for Utility Work at BMW and Mercedes Benz Auto Dealerships,Located at** ("Project"),
all of such work to be done as set out in full in said Contract documents therein referred to and adopted by the City,
all of which are made a part of this instrument as•fully and completely as if set out in full herein.
**Brazos Valley Auto Complex,3413 State Highway 6 S,College Station,TX 77845 •
WHEREAS,pursuant to a developer participation contract between the City and the Developer,the City
will take title to the Project and has agreed to make a partial reimbursement to the Developer for the oversized
portions of the Project.
NOW THEREFORE,the condition of this obligation is such that if Principal shall pay all claimants
supplying labor and material to him or a subcontractor in the prosecution of the work provided for in said contract,
then,this obligation shall be null and void;otherwise to remain in full force and effect,
Notices required or permitted hereunder shall be in writing and shall be deemed delivered when actually
received or, if earlier, on the third day following deposit in a United State Postal Service post office or receptacle,
with proper postage affixed (certified mail, return receipt requested), addressed to the respective other party at the
address prescribed in the Contract documents,or at such other address as the receiving party may hereafter prescribe
by written notice to the sending party.
PROVIDED,HOWEVER,that this bond is executed pursuant to the provisions of Chapter 2253 of the
Texas Government Code and all liabilities on this bond shall be determined in accordance with the provisions,
conditions and limitations of said Code to the same extent as if it were copied at length herein,
• )
Oversized Participation Agreement—Construct,Reconstruct,or Oversize lnllastructure 28
Rev. 12/22/2017
ORDINANCE NO.2018-3976 Page 40 of 41
IN WITNESS THEREOF, the said Contractor and Surety have signed and sealed this instrument on the
respective dates written below their signatures and have attached current Power of Attorney.
CONTRACTOR;
ATTEST&SEAL: (if a corporation) (SEAL) AutoBuilders General Contracting Services,Inc,
WITNESS: (if got- corporation) (Name of Cont/_or)
By: i111111.P-
�74 By: !l dr60110
Name: • ' e 'W0)1(6 ?0,Q4 '� Name: r�11!.a� e I
Title: 0Ail t4, ' ( Title: 10017(d
Date: J I' r AT.4, W1 Date: d� i,um ' W J
SURETY; (VI
ATTEST/WITNESS (SEAL) Arch Insurance Company
(Full Name of Surety)
B : 4111f / 'I Harborside 3,210 Hudson St, Suite 300,Jersey City,NJ 07311
Y
Name: Rita Lazarides • (Address of S Apr No ce)
Title: Witness By:
Date: January 4,2018 Na aura b.Mos older
Title: Attorney-in-Fact
Date: January 4,2018
DEVELOPER; THE PERFORMANCE BOND IS ACCEPTED
ON BEHALF OF THE DEVELOPER:
(Full Nal per)
By: . .
Name: CA-V_IS 6..)4
Title: VI _.R!L1,__� ta--
CI'T'Y: THE PERFORMANCE BOND IS ACCEPTED
REVIEWED: ON BEHALF OF TILE CITY OF COLLEGE
STATION,TEXAS:
City Attorney City Manager
Oversized Participation Agreement—Construct,Reconstruct,or Oversize Inirastructure 29
Rev. 12/22/2017
........_ __..._.......
, ORDINANCE NO.2018-3976 Page 41 of 41
AIC 0000213593
THIS POWER OF ATTORNEY IS NOT VALID UNLESS IT iS PRINTED ON BLUE BACKGROUND.
This Power of Attorney limits the acts of those named herein, and they have no authority to bind the Company except-in the
manner and to the extent herein stated. Not valid for Mortgage, Note, Loan, Letter of Credit, Bank Deposit, Currency Rate,
Interest Rate or Residential Value Guarantees,
POWER OF ATTORNEY
Know All Persons By These Presents:
That the Arch Insurance Company, a corporation organized and existing under the laws of the State of Missouri, having its principal
administrative office in Jersey City, New Jersey(hereinafter referred to as the"Company")does hereby appoint:
Arthur Lawrence Colley of Charlotte, NG
Brett Rosenhaus of Lake Worth, FL
Charles D. Nielson, Charles J. Nielson and David R. Hoover of Miami Lakes, FL(EACH)
F.Danny Gann, Edward T.Ward and Audria R.Ward of Atlanta,GA(EACH)
John R. Neu and Kevin Wojtowicz of St.Petersburg, FL(EACH)
_Laura_D.Mosholder of Orlando, FL
its true and-lawful Attorney(s)in-Fact,to make, execute,seal,and deliver from the date of issuance of this power for and on its behalf as
surety,and as its act and deed:
Any and all bonds,undertakings, recognizances and other surety obligations,in the penal sum not exceeding
Ninety Million Dollars($90,000,000.00).
This authority does not permit the same obligation to be split into two or more bonds In order to bring each such bond within the dollar
limit of authority as set forth herein.
The execution of such bonds, undertakings, recognizances and other surety obligations in pursuance of these presents shall be as
binding upon the said Company as fully and amply to all intents and purposes, as if the same had been duly executed and
acknowledged by itsregularly elected officers at its principal administrative office in Jersey City New Jersey.
This Power of Attorney is executed by authority of resolutions adopted by unanimous consent of the Board of Directors of the Company
on September 15, 2011, true and accurate copies of which are hereinafter set forth and are hereby certified to by the undersigned
Secretary as being in full force and effect:
......._....
"VOTED, That the Chairman of the Board,the President, or the Executive Vice President, or any Senior Vice President, of the Surety
Business Division, or their appointees designated in writing and filed with the Secretary, or the Secretary shall have the power and
authority to appoint agents and attorneys-in-fact, and to authorize them subject to the limitations set forth in their respective powers of
attorney, to execute on behalf of the Company, and attach the seal of the Company thereto, bonds, undertakings, recognizances and
other surety obligations obligatory in the nature thereof, and any such officers of the Company may appoint agents for acceptance of
process."
This Power of Attorney is signed, sealed and certified by facsimile under and by authority of the following resolution adopted by the
unanimous consent of the Board of Directors of the Company on September 15 2011:
VOTED,That the signature of the Chairman of the Board,the President, or the Executive Vice President,or any Senior Vice President,
of the Surety Business Division, or their appointees designated in writing and filed with the Secretary, and the signature of the
Secretary, the seal of the Company, and certifications by the Secretary, may be affixed by facsimile on any power of attorney or bond
executed pursuant to the resolution adopted by the Board of Directors on September 15, 2011, and any such power so executed,
sealed and certified with respect to any hand or undertaking to which it is attached, shall continue to be valid and binding upon the
Company.
00ML0013 00..03 03 Page 1 of 2 Printed in U.S.A.