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Request for Proposals

Lakeline Transit Oriented

Development

18-AC ±

October 13, 2017

1Capital Metro | Cushman & Wakefield

Request for Proposals

Lakeline Station

Disclaimer

The information contained in this Request for Proposal (“RFP”) is furnished solely for the purpose

of review by parties proposing the sale, exchange, or long-term lease of the Property, which

could take the form of a ground lease, public-private partnership or other structures (the

Structure”) with respect to the site known as the Lakeline Station area, Austin, TX (“Property”).

The material is based in part upon information supplied by Capital Metropolitan Transportation

Authority (“Capital Metro”) and in part upon information obtained by Cushman & Wakefield, Inc.

(the “Agent”) from sources deemed reasonably reliable. Summaries of any documents referred to

or contained herein are not intended to be comprehensive or all-inclusive but rather reflect some

of the contents of such documents, provided as a convenience. No warranty or representation,

express or implied, is made by Capital Metro, Agents, or any of their respective employees,

agents or affiliates, as to the accuracy or completeness of the information contained herein or

any other written or oral communication transmitted to Proposers during their evaluation of the

Property. No legal liability is assumed or to be applied in connection with the information

contained herein or such other communications. Without limiting the generality of the foregoing,

the information set forth herein shall not be deemed a representation or warranty with respect to

any matter pertaining to the Property, and neither Capital Metro nor Agents shall be under any

obligation to correct, amend, supplement or update any information, including information

regarding the Property, set forth herein. Proposers should make their own investigations,

projections and evaluations and reach their own conclusions regarding the Property without

reliance upon the materials contained herein, and should conduct their own independent due

diligence, including engineering and environmental inspections, to determine the condition of the

Property and suitability for any proposed developments.

This RFP contains select information pertaining to the Property and does not purport to be all-

inclusive or to contain all of the information that a Proposer may desire. All financial and zoning

projections are provided for general reference purposes only and are based on assumptions

relating to the general economy, competition, proposed negotiations, and other factors beyond

control and, therefore, are subject to material change or variation. All calculations are for

indicative purposes only. Proposers are encouraged to perform their own zoning studies and

calculations.

In this RFP, certain documents and other materials are described in summary form. The

summaries do not purport to be complete nor, necessarily, accurate descriptions of the full

agreements involved, nor do they constitute a legal analysis of such documents. Proposers are

expected to independently review all documents, and reach their own legal conclusions about the

status and enforceability of the documents.

This RFP is subject to correction of errors or omissions, change or withdrawal without notice and

does not constitute recommendation, endorsement, or advice as to the value of the Property by

Capital Metro or the Agent.

The terms and conditions set forth above apply to this RFP in its entirety.

The date of this RFP is October 13, 2017.


Contents

Executive Summary

Guidelines for Submission of Proposals

Scope of Project

Developer Selection Matrix

Property Overview

Market Overview

About Capital Metro

Legal Notifications

Executive

Summary

Introduction

Key Objectives


Executive Summary

Introduction

Lakeline Station Development

The Agent has been selected by Capital Metro as the exclusive agent to solicit proposals from

interested parties (“individually, the Proposer”) to form a development venture, which could take

the form of a ground lease, public-private partnership or other structures (the “Structure”) with

respect to the development of approximately 20.74 acres of land and current and future

improvements at the Lakeline Station area in Austin, Texas (the “Property”). The Property,

located in northwest Austin, offers potential development opportunities in one of the most

dynamic markets in the United States. The Proposer will be solely responsible for the Property’s

entire development from its current condition to mature development, including capital

requirements, and will play an integral part in its subsequent Property’s management.

Unique Development Potential

The Proposer will have the opportunity to change the face of an entire community in the

flourishing city of Austin. Given current TOD and PUD zoning regulations, the Proposer has the

unique ability to contribute to this growing community through a variety of building uses; these

include residential (condominium and rental), affordable housing, retail, and commercial.

Strategic Location

Austin’s focus on redeveloping the city to allow for greater industry presence and community

enrichment has contributed to substantial growth over the last decade; according to Forbes

Austin has led the nation in job growth with a 26.5% increase since 2011. Driven by the

increased presence of technology companies and major corporations in recent years, Austin’s

unemployment rate (3.0%) has remained significantly below that of the rest of the US since the

recession and is expected to remain steady in 2017. In 2016 Forbes named Austin America’s

fastest growing city for the 5th time in six years. Further, the site in specific enjoys a strategic

location immediately adjacent to the Lakeline Station.

Community Stakeholders• Capital Metro Riders and Service Area Members

• City of Austin

• Landowners within the TOD boundary

• CAMPO

• Williamson County

• Northwood Neighborhood Association


Executive Summary

Key Objectives

Capital Metro will evaluate the submission of proposals based on their potential to generate long-

term revenue and to maximize the value of the Property, while maintaining current and/or

expanding transit service opportunities. In addition, Capital Metro will consider each proposal’s

potential contribution to the surrounding community, with the following goals in mind:

1. Maximize Long-Term Value

Capital Metro seeks to maximize its financial returns from the Property by collecting a positive revenue

stream that is contingent on the Property’s long-term value. Successful development of the Property will

also indirectly benefit Capital Metro by generating transit ridership, fare revenue, lease payments, and

potential grant resources.

2. Expand Ridership

Through development of the Property and the surrounding community, local ridership should increase. The

Proposer should consider planning solutions that will increase transit ridership at the station.

3. Increase Accessibility to the Surrounding Developments

Development surrounding the Property has been burgeoning with a healthy mix of single family,

multifamily, office and retail either under construction or recently delivered in the surrounding area. The

Proposal should maximize the potential of multimodal connectivity at the boundaries and within the site.

4. Benefit from Partnership with a Leading Mixed-Use Developer

Capital Metro seeks a Proposer that will provide both (i) capital to the Project with a long-term investment

horizon and (ii) its experience as a development organization (with a proven track record in mixed-use

space) to the ongoing jurisdictional approvals, construction, development, and management of the

Property.

5. Enhance Neighborhood Place/Services

Capital Metro seeks to promote local economic development and embrace mixed-income, transit-

supportive developments. The Proposer may achieve this by providing for a range of property types

including office, residential, retail, etc., which respond to the values of the community and meet the needs

of an economically and socially diverse community. Proposer should be willing to coordinate the

development of the Property with other owners and projects around Lakeline in order to best serve the

community. Capital Metro’s Transit-Oriented Development Policy, adopted and amended August 2013 by

the Capital Metro Board, can be found on the following link for further emphasis on development goals.

TOD Policy

http://capmetro.org/uploadedFiles/Capmetroorg/Future_Plans/Transit-Oriented_Development/TOD_Policy.pdf

Guidelines for

Submission of

Proposals



Submission Guidelines

Capital Metro is seeking proposals that should include but not necessarily be limited to;

1. A proposed transaction Structure that (a) will maximize long-term value to Capital Metro, including

participating in the revenue reflective of the success of the project, (b) within which Capital Metro will

not be contributing any capital to the project, and (c) ensure the development of Lakeline Station as a

transit-oriented development.

2. An estimated value of other benefits, including community benefits, with special attention to priorities of

the local community/neighborhood that accommodates for the economic status of current immediate

stakeholders, including possible affordable housing.

3. Conceptual plans that illustrate how the Proposer plans for easy access and circulation on the site that

is transit-supportive. The provision of continuous transit services through the development of the

Project. The plans should reflect a regional identity and sense of place drawn from the proliferation of

large trees, rolling topography, the surrounding development, and perhaps the most catalyzing of the

planned increase in the rail service in the area.

4. Summary of anticipated preliminary product mix and amounts. Projects with a residential component

must identify the range of housing types included in the plans.

5. A description of the proposed allocation of economic benefits to Capital Metro, including but not

necessarily limited to cash flow and proceeds of capital events anticipated.

6. Evidence supporting that a Proposer possesses the expertise, experience, and resources (financial

and otherwise) that will be required to develop the Property in a competent, timely and successful

manner. More specifically, each Proposal should include:

a. A description of the Proposer’s history, organizational structure, financial strength, and lines of

business and participation in any conflicting or competing projects;

b. The names and resumes of the key professionals and points of contact who will be

responsible for the development of the Property;

c. A description of comparable development projects the Proposer has completed, with particular

emphasis on mixed-use and/or TOD, including year built, square footage, location, product-

type mix, tenants and return on investment;

d. Evidence of the Proposer’s ability to provide appropriate security for its obligations to the

Partnership during the periods prior to and during construction of the Property.

7. Proposed capital commitment amount and source.

8. A list of any and all conditions and contingencies to which the Proposer’s offer is subject, including any

required due diligence. Description of internal approvals is required.

9. Complete the Business Term Worksheet, which clarifies a deal Structure that includes value events to

Capital Metro.



General Information

• Capital Metro reserves the right to investigate the qualifications of all Proposers under consideration and

to conform any part of the information contained in their Proposals, and/or require additional information

in conjunction with the submitted Proposals.

• Capital Metro assumes no obligation, responsibilities or liabilities, fiscal or otherwise to reimburse all or

part of the costs incurred or alleged to have been incurred by parties considering a response to and/or

responding to this RFP. All such costs shall be borne solely by each Proposer.

• Any explanation desired by a Proposer regarding the meaning or interpretation of the RFP, must be

requested in writing and submitted by the deadline specified in this RFP. Oral explanations or

instructions given before the award of any contract or otherwise, will not be binding on Capital Metro.

Any information given to a Proposer concerning an interpretation or clarification of the RFP will be

furnished to all Proposers as an addenda to this RFP if such information is necessary or if the lack of

such information would be prejudicial to uninformed Proposers.

Submissions

The deadline for submissions of executed proposals is October 31, 2017 at 5:00 PM CDT. Proposals

should be submitted electronically to [email protected] with two (2) hard copies sent to:

Cushman & Wakefield, Inc.

Attn: Ben Fuller

200 W. Cesar Chavez St.

Suite 250

Austin, Texas 78701

Additional Information

Supplemental information is available on the due diligence website; Information on the due diligence site

will be updated periodically. Questions, information requests, and requests for notifications regarding

updates to the due diligence room may be emailed to [email protected].

Any additional questions or inquiries regarding the RFP must go through the following agents at Cushman

and Wakefield:

Ben Fuller

[email protected]

Maureen Cooper Kelly

[email protected]

Bob Wynn

[email protected]

Submission Guidelines

mailto:[email protected]

https://cushwake.box.com/s/j17osll2ropadpfxhc8gmutab1r7hfet





A. Transaction Structure

1

2

3

4

5

6

7

8

9

10

11

B. Product Mix RSF Required Parking

1

2

a. Office

b. Retail

c. Residential

d. Hotel

e. Professional Servics

f. Other

f. Total RSF

3 How much Parking is provided?

4 Please provide the estimated Construction Costs detailed below.

a. Hard Costs

b. Soft Costs (Including Capitalized Interest)

c. Other

e. Total estimated Construction Costs

Please describe your transaction structure.

If lease is proposed, what is your lease term (years)?

What is the amount of your non refundable deposit (due at contract execution)?

Please provide yoour Base Rent Schedule (including escalations), if a lease is proposed.

Please describe your Performance Participation Structure, if so proposed.

What is the Anticipated Construction Commencement Date?

What is the Anticipated Construction Completion Date?

Please detail any other business terms.

What is the Proposed Gross Floor Area for each product type listed below?

What is the Proposed RSF for each product type listed below?

Response

What is your expected Due diligence period?

What is the Anticipated date of project stabilization?

What is the Anticipated Lease and Rent Commencement Date, if a lease is proposed?

Business Term Worksheet

Business Term Worksheet

1 Please provide any Comparable development experience.

2 Community Benefits by relevant project

3 Do you have any other local projects/track record?

1 How many years has your firm and any predecesors been in the business?

2 Where is your headquarter location?

3 Please list any Key Personnel and associated resumes relevant to the project.

4 Please list any Development Team Members and relevant resumes outside your firm.

1 Please provide your proposed financing sources (debt, equity partner or other capital sources).

2 Which entity will be guaranting the lease and any debt? If yes, what percentage?

3 Will there be an affordable housing componet?

4 Do you plan to pursue TIF money?

5 Please proivde the amount/conditions of earnest money deposit.

6 Please detail any contingencies (zoning, TIF, etc).

7 Pleae provide the amount of equity anticipated.

8 Please provide the amount of debt anticipated.

9 Please provide any other funding sources.

Applicant Track Record

Strength of Firm

Capital Commitment and Funding Sources

Scope of

Project


Scope of Project

Development project proposals should include the following:

1. All proposed projects must conform to Capital Metro’s Transit Oriented Development Policy,

adopted August 26, 2013.

2. Capital Metro shall retain operational authority over its transit facilities and services.

3. Capital Metro shall retain the right of reasonable review and approval for all design and significant

components of any project.

4. Projects must be consistent with regional and local community policies and plans.

5. Projects are encouraged that maximize the long-term source of value to Capital Metro. This could

possibly take the form of a long-term ground lease.

6. Proposals should address social equity issues including community needs for affordable

housing, good jobs, and/or access to education, healthcare, and other services.

7. Proposals are encouraged that

a. do not require Capital Metro financial resources,

b. minimize the agency’s risks, and

c. maximize asset security for Capital Metro

8. Proposals are encouraged that include participation from other sources which contribute to greater

economic benefit to Capital Metro.

9. Consistent with Capital Metro procurement policy, projects are encouraged to involve

disadvantaged, minority- and women-owned business enterprises.

10. Proposals evaluation will consider the inclusion of best practices in green building, green

infrastructure, and sustainable design. Sustainability frameworks such as Austin Energy Green

Building, LEED, Sustainable SITES, or Envision (Institute for Sustainable Infrastructure) should be

used to achieve a minimum rating of AEGB Three Star or LEED Silver.

11. Projects shall recognize Capital Metro’s Workers Safety Policy

12. Projects shall include a minimum 700 parking spaces dedicated for Capital Metro use.

http://capmetro.org/uploadedFiles/Capmetroorg/Future_Plans/Transit-Oriented_Development/TOD_Policy.pdf

https://cushwake.box.com/s/255tn96bm2f3wz4w52fql9z5y9simlc8

Developer

Selection

Matrix


Developer Selection Matrix

Weighed Selection Criteria

Property

Overview


Property Overview

Lakeline Station Opportunity

STATION OPERATING OVERVIEWLakeline MetroRail Station is the northern most rail station in the City of Austin, and includes a park & ride

on 20.74 acres owned fee simple by Capital Metro. Located between Lakeline Boulevard and Lakeline Mall

Drive, its main entry is on Lyndhurst Street. The station includes a stage one center platform (a planned

stage two platform will double the length). It is east of Lakeline Mall and three retail power centers. This

location, combined with the introduction of reverse express buses, the planned rail expansion, and potential

development makes Lakeline Station a regional activity hub. Historically a high growth corridor, it attracts

commerce and new residents. Award winning Round Rock and Leander ISDs serve this area. Avery

Ranch, and Anderson Mill developments are nearby. Within a ½ mile, the mix of apartments,

condominiums, townhomes, cottages, and detached single-family offers low-to-moderate-to-high price

points. A highly active, urban mixed-use redevelopment at the station will be the unifying nexus for activity

in the area. Imagine Austin designates this area as a Regional Center. For more information about the

Lakeline Station and the area within 1/2 mile of the station, refer to the TOD Priority Tool at

www.capmetro.org/tod.

Current Park and Ride Features

• 12 bus bays (6 active)

• Shelters/Benches/Destination map/Lighting

• 945 Parking Spaces expected by end of Q1 2017.

• Capital Metro MetroBike Shelter (24 spaces)

• Free bike racks (38 spaces)

• 18 weekday trains;

• 6 late Friday trains

• 12 Saturday trains

• In early 2018, 4 new trains will be placed in service allowing up to 15 minute frequency at Lakeline

Station

System Connections

• Express Bus 983, 985, 987

• Expanded rail and bus services are underway and planned for completion in 2018, including extended,

more frequent train service and additional Express services in the peak hours and midday.

SITE DESCRIPTIONAll Exhibits referred to in the Site Description may be found in the Stantec Site Assessment that can be

found in the due diligence materials.

Per Williamson County Appraisal District records, the site is comprised of one platted parcel totaling

approximately 20.74 acres and is owned fee simple by the Capital Metropolitan Transportation Authority. A

Williamson County Appraisal District Parcel Map is included as Exhibit 1. The subject property is located on

Lyndhurst Street in the Full Purpose Jurisdiction of the City of Austin, Williamson County, Texas. The site is

bordered by Lakeline Boulevard to the north, Lyndhurst Street to the west, Lakeline Mall Drive to the south,

and a Capital Metrorail line to the east. A site location map is included as Exhibit 2 and an aerial exhibit is

included as Exhibit 3. Parking expansion on the Property is underway, and detailed construction plans are

located in the due diligence materials.

Site Description Continued on

Next Page…

http://www.capmetro.org/tod

https://cushwake.box.com/s/j17osll2ropadpfxhc8gmutab1r7hfet


Property Overview


SITE DESCRIPTION (continued)The site currently contains a park-and-ride, which supports a bus station, and a commuter rail station for

the Capital Metro Red Line. The property is located within the Leander Rehabilitation Planned Unit

Development boundaries - City of Austin case number C814-97-0001 (“the PUD”). The PUD is comprised

of approximately 446 acres. The PUD tracts are former State of Texas properties that are governed under

development agreements approved by the General Land Office. The properties are subject to the

regulations approved by the State of Texas First and Second Orders of the Special Board of Review

Regarding the Leander Rehabilitation Plan (“First Order,” “Second Order,” or “the Orders”) and subsequent

Development Agreement PUD amendments approved by the City of Austin. The Orders and subsequent

zoning ordinances and Land Use Plan amendments are included as Exhibit 4.

The Orders established a Development Plan which created the zoning land use areas and preliminary plan

for the property. The Development Plan contains a land use plan, roadway and utility plan, stormwater and

drainage plan, permitted uses, development standards, compatibility buffer zones and a preliminary plat.

Provisions in the Development Plan supersede City of Austin development requirements.

A PUD district is the designation for a large or complex single or multi-use development that is planned as

a single continuous project that is under unified control. The purpose of a PUD district designation is to

preserve the natural environment, encourage high quality development, innovative design, and ensure

adequate public facilities and services for development within a PUD. A PUD district designation provides

greater design flexibility by permitting modifications of site development regulations. Development under

the site development regulations applicable to a PUD must be superior to the development that would

occur under conventional zoning and subdivision regulations.

The Leander Rehabilitation PUD is designed to allow for a variety of uses and to offer a design flexibility

that is superior to the City’s standard zoning regulations and development standards. The PUD is divided

into Land Use Areas that define permitted uses and site development regulations, including Commercial

Residential (CRE), Commercial Office/Residential (COR), Employment Center (EC), and Employment

Center Office (ECO). Existing developed and planned uses on the property include retail and multifamily

projects.

Continued on Next Page…


Property Overview


PROPERTY ZONING

The property’s land use is designated as a Transit Station Reserve Tract in the PUD. The Orders and PUD

ordinances do not assign permitted uses or site development standards to the property. Any subsequent

proposed use other than a transit station will require an amendment to the Leander Rehabilitation PUD

ordinance, which requires action by the City of Austin City Council.

The property is zoned as a portion of the Leander Rehabilitation Planned Unit Development per City of

Austin zoning case number C814-97-0001. The PUD was originally adopted by a State of Texas Order of

the Special Board of Review on January 14, 1998. The original order was revised by a second order

through the State on February 25, 1998. The Orders were further revised by a series of administrative

amendments to the Land Use Plan, and by zoning ordinance 20090405-050 in lieu of a Third Order. The

zoning ordinance defined additional development standards for the Land Use Areas and allowed

impervious cover to be increased in certain areas if established mitigation standards are met.

The infrastructure in the boundaries of the PUD, including public or private streets, sidewalks, utilities,

drainage and water quality facilities, and erosion control devices, must be constructed according to City

standards for the construction in effect on June 1, 1997, except as amended by the Development Plan. All

requests for waivers, variances, or special exceptions must be processed in accordance with procedural

requirements in effect on the date of the substantive requirement from which the variance, special

exception, or waiver is sought. Variances, special exceptions, and waivers are not amendments to the

Development Plan but are parts of the Development Plan.

The approved Development Plan for the PUD limits total development of the PUD to 11 million square feet

for all commercial land uses. Of this 11 million square feet, 5 million square feet may be commercial (non-

office), 9 million square feet may be office, and 3 million square feet may be Industrial. The combination of

uses may not exceed a total of 11 million square feet. Residential units are limited to 3,500 dwelling units.

Multifamily projects with more than 250 dwelling units must provide an on-site community center for the use

of residents.

An analysis of existing site development within the PUD confirms approval of 2,362 multifamily units. A

balance of 1,138 dwelling units and 10.6 million square feet of commercial development are permitted by

the PUD ordinance. At the time of permit submittal, an additional review is recommended to obtain the

remaining available development limits including remaining residential units permissible.

High density residential uses and mixed vertical land uses in multi-story buildings are permitted in the PUD.

More than one use may occur on a single lot. A building lot or contiguous project developed with a mix of

uses does not automatically trigger compatibility requirements between contiguous lots or uses



Property Overview


PROPERTY ZONING (CONTINUED)

The Property is defined as a Transit Station Reserve Tract in the PUD Land Use Plan. The Property was

anticipated for transit use and was not accorded site development standards or processes in the Orders or

PUD ordinances. A formal amendment to the Leander Rehabilitation PUD will be required to amend the

property subdistrict in order to approve permitted uses and site development standards. An amendment to

an existing land use area as defined by the PUD document is recommended. City staff and the Zoning and

Platting Commission will review the proposed PUD amendment and make a recommendation to the City

Council. An additional review by the Environmental Board may be required if environmental variances are

requested, or if required by City staff. The entitlement process is anticipated to be 18 to 24 months in length

for approval of zoning, subdivision, site development permit, and building permit applications. A

development schedule estimate is included in the Appendix as Exhibit 6. All zoning, permitting and other

city requirements to reach desired development use are obligations of the successful Proposer.

The Capital Metro property is within the boundaries of the Northwest Park and Ride Transit Oriented

Development Overlay, and is established as a town center TOD district by the Land Development Code.

However, the subject property is exempt from TOD regulations because these properties are governed by

a development plan approved by the General Land Office Special Board of Review. City of Austin

Subchapter “E” may apply.

Market

Overview


Market Overview

Austin, TX

AUSTIN FACTS


Market Overview

Austin, TX

Source: U.S. Census Bureau, Population Estimates.

H I G H E S T N E T M I G R AT I O NO V E R T H E L A S T 5 Y E A R SPer 10,000 Population (50 Largest Metros)


Market Overview

Austin, TX

Population

2015

Growth 2010-2015Rank

Difference % Change

Austin MSA 2,000,860 284,547 16.6% 1

Raleigh MSA 1,273,568 143,077 12.7 2

Houston MSA 6,656,947 736,454 12.4 3

Orlando MSA 2,387,138 252,733 11.8 4

San Antonio MSA 2,384,075 241,557 11.3 5

Denver MSA 2,814,330 270,730 10.6 6

Dallas MSA 7,102,796 676,582 10.5 7

Nashville MSA 1,830,345 159,449 9.5 8

Charlotte MSA 2,426,363 209,115 9.4 9

Phoenix MSA 4,574,531 381,404 9.1 10

Austin is the 33th largest metro based on total population. Source: U.S. Census Bureau.

F AS T E S T G R O W I N G C I T YO V E R T H E L A S T 5 Y E A R SAmong Top 50 Metro Areas


Market Overview

Austin, TX

WHY AUSTIN

Creativity Commerce Innovation Affordability

Unique in the U.S.

Attractive to talent Center of innovation

Affordable cost of living

Pro-business environment Outstanding quality of life


Market Overview

Austin, TX

QUALITY LABOR POOL


Market Overview

Austin, TX

WHY AUSTINB U S I N E S S - F R I E N D L Y E N V I R O N M E N T

Texas created more new jobs than any other state in the past 10 years

• Over 2.1 million, more than the next 3 largest job creating states COMBINED

• 22% growth, compared to 6% for the nation

Texas Ranked the Best Business Climate

Texas has the Best Business Climate in the U.S. as ranked by Major

Publications

• Per capita state and local tax burden is the 19th lowest

• Political climate maintains a business-friendly environment

• Texas is a right-to-work state


Market Overview

Austin, TX

AUSTIN IN THE NEWSO N B U S I N E S S

“Austin is #1 on Kauffman

index on startup activity.”

Kauffman Foundation | 8/25/16

“Austin is America’s best

place to start a business.”

CNBC | 8/11/16

“Austin tops ‘America’s cities

of the future’ ranking of cities

most likely to prosper over

the next decade.”

Forbes | 1/14/16

“Austin is the #4 best-

performing city in annual

assessment of where America’s

jobs are created & sustained.”

Milken Institute | 12/8/15

“Austin ranks #3 among

U.S. Cities for foreign direct

investment job creation.”

IBM Plant Location International | 9/15/15

“Austin will be the fastest

growing large U.S. Metro

economy through 2021.”

U.S. Conference of Mayors | 6/19/15

“Austin is singled out as

a forward looking ‘future city’

driving growth through the

creative economy.”

Economist Intelligence Unit | 4/29/15

“Austin is the best performing

city in analysis of 11 global

cities with strong tech clusters.”

Wall Street Journal | 2/14/15

About Capital

Metro


About Capital Metro

Company Information

Capital Metro

Capital Metro is a metropolitan rapid transit authority organized under Chapter 451 of the Texas

Transportation Code. It is governed by a Board of Director’s consisting of eight members. Capital Metro

is Austin's regional public transportation provider. For the past 30 years, Capital Metro has been a leader

in providing mobility solutions for the citizens of Austin and Central Texas.

Capital Metro provides mass transit service within the City of Austin and the surrounding communities of

Leander, Lago Vista, Jonestown, Manor, San Leanna, and Point Venture, as well as the unincorporated

area of Travis County within Commissioner Precinct 2 and the Anderson Mill area of Williamson County.

Capital Metro services include fixed route, commuter rail, ride-share, and special transit services for the

mobility impaired. In the spring of 2010, Capital Metro began operating the Metrorail commuter rail

service, as a 32-mile line that runs between Leander and Downtown Austin. For more information on

Capital Metro, go to our website at www.capmetro.org.


http://www.capmetro.org/


About Capital MetroCompany Information Continued

Capital Metro is currently involved with a number of tasks that demonstrate its commitment to the strategic

plan, a few of which include: a multi-year effort to ensure accessibility of all bus stops; the pursuit of

additional funding / revenue opportunities through TOD and real estate development; the implementation of

a consistent fare policy across all transit modes; the development of a plan to target new markets; and the

expansion of partnerships with the City of Austin and other regional transit and planning authorities.

In addition to expanding services approved as a result of Connections 2025 and Project Connect, a

permanent and enhanced Downtown Station will open in 2018. It will significantly add presence, efficiency,

and value to the south terminus of the Red Line.

CAPITAL METRO AT A GLANCE

2016 capital and operating budget $357.2 million

Annual ridership 31,500,000

Average weekday ridership 103,000

Bus Routes 82

Buses 364

Commuter Rail 32 miles

Rail stations and transit centers 29

Employees & Contractors 1618

Legal

Notifications


Legal Notifications

Conflicts of Interest

In its response to this RFP, the Proposer must disclose to the Agents, any potential conflict of interest

that might compromise this process. If such a conflict of interest does exist, Capital Metro may, at its

discretion, refuse to consider the response in question.

The respondent must also disclose whether it is aware of any Capital Metro employee or Board of

Directors member has a financial interest in the Respondent and the nature of that interest. If such an

interest exists or arises at any point leading to the selection of the successful Proposer, Capital Metro

may, at its discretion, refuse to consider the response, or proceed with the Proposer any further in this

process unless and until the matter is resolved to Capital Metro’s sole satisfaction. All information

provided by or obtained at any time from Capital Metro or its agents in any form in connection with this

RFP that is not publicly available (i) must be treated in a highly confidential manner; (ii) is not to be

used for any other purpose other than responding to this RFP; (iii) must not be disclosed to any other

person without the prior written authorization of Capital Metro; and (iv) shall be returned to Capital

Metro immediately upon the request of Capital Metro.

This RFP

Capital Metro reserves the right to amend the scope of this RFP, and to carry out discussions with one

or more prospective Proposers at any time, or from time to time for the purpose of attempting to finalize

an acceptable agreement, at all times without recourse against Capital Metro and its agents, should no

such agreement be concluded.

Capital Metro may proceed as it determines in its sole discretion, including to discontinue or invalidate

this RFP and including to re-issue or proceed with a further RFP and Capital Metro will not be

responsible for any losses or costs incurred by any Proposer as a result thereof. Capital Metro has the

right not to respond to any report or request made by a Proposer and not to distribute copies of any

reports of requests received from a Proposer and responses thereto, to the other Proposers. Where

Capital Metro, in its discretion, considers that such report or request necessitates a change to this RFP,

Capital Metro will prepare and issue an appropriate addendum to this RFP. Capital Metro reserves the

right to terminate this RFP at any time for any reason.


Legal Notifications

As-Is; Proposer Representations

(a) The Property is offered for development purposes on an “AS IS, WHERE IS, WITH ALL FAULTS

BASIS”. Capital Metro is not liable or bound in any manner by any oral or written statements,

representations, or information pertaining to the property furnished by Capital Metro, any agent,

employee, or servant of Capital Metro, or any other person, including Agent.

(b) Capital Metro has not made and does not make, and Capital Metro specifically disclaims, any

representations, warranties, promises, covenants, agreements or guarantees of any kind or character

whatsoever, whether express or implied, oral or written, past, present or future, of, as to, concerning or

with respect to: (i) the nature, quality or condition of the property, including the water, soil and geology,

(ii) the suitability of the property for any and all activities and uses which Proposer purports to conduct

thereon, (iii) the compliance of or by the property or its operation with any laws, rules, ordinances or

regulations of any applicable governmental authority or body, (iv) the habitability, merchantability or

fitness for a particular purpose of the property, (v) the presence of any endangered or threatened

species on the property, as well as the suitability of the property as habitat for any of those species, (vi)

the accuracy or completeness of any materials generated by third parties for Capital Metro which are

provided to proposer in the bid package or otherwise, (vii) the enforceability or effect of any legal,

contractual or other rights or obligations pertaining to the property or (viii) any other matter with respect

to the property. Without limiting the foregoing, Capital Metro does not make and has not made any

representation or warranty regarding the presence or absence of any hazardous substances on, under

or about the property or the compliance or non-compliance of the property with any and all federal,

state or local environmental laws, ordinances, regulations, orders, decrees or rules regulating, relating

to or imposing liability or standards of conduct concerning any hazardous substances.

(c) by submitting a bid, Proposer represents, acknowledges and agrees that:

1. Any information provided with respect to the property by Capital Metro or third parties on

behalf of Capital Metro was or will be obtained from a variety of sources and that Capital Metro

has not made and will not be obligated to make any independent investigation or verification of

such information, and Capital Metro makes no representations or warranties of any kind as to the

accuracy or completeness of such information.

2. Proposer is relying upon its own inspections, investigations, research and analyses of the

property and is not relying in any way upon any representations, warranties, statements, plans,

specifications, cost estimates, studies, reports, descriptions, guidelines or other information or

material furnished by Capital Metro or its representatives to Proposer or its representatives,

whether oral or written, express or implied, of any nature whatsoever regarding any such

matters. Capital Metro shall not have any liability with respect to the accuracy or completeness of

such delivered information.


Legal Notifications

3. Proposer is a knowledgeable investor and that it is relying solely on its own expertise and that

of Proposer’s consultants, and that Proposer will conduct such inspections and investigations of

the property, including, but not limited to, the physical and environmental conditions thereof

including the possible presence of hazardous substances, and shall rely upon same, and, upon

closing of any proposed transaction, shall assume the risk that adverse matters, including, but

not limited to, adverse physical and environmental conditions, may not have been revealed by

Proposer’s inspections and investigations.

4. Proposer will accept the property “as is, where is, with all faults” and with any and all latent

and patent defects.

5. There are no oral agreements, warranties or representations, collateral to or affecting the

property by Capital Metro, any agent of Capital Metro or any third party.

6. The provisions of this section are a material factor in Capital Metro’s determination of the

financial consideration to be paid by the Proposer to Capital Metro as part of the proposed

transaction.

7. The submission of a proposal constitutes the acceptance by the proposer of items 1 through 6

above.

Anti-Collusion Statement

By submitting a bid, Proposer affirms that Proposer’s offer is genuine and not made in the

interest of or on behalf of any undisclosed person, firm, or corporation, and is not submitted in

conformity with any agreement or rules of any group, association, organization, or corporation;

the Proposer has not directly or indirectly induced or solicited any other person, firm or

corporation to submit a false or sham proposal; the Bidder has not solicited or induced any

person, firm, or corporation to refrain from submitting a proposal; and the Proposer has not

sought by collusion to obtain any advantage over other persons or Capital Metro.

Federal Requirements

Federal Funds may have been used in connection with the purchase and/or improvement of the

Property. Federal Transit Administration concurrence is required for long-term lease of Property

funded in whole or in part with federal funds. The Federal Transit Administration imposes certain

requirements on its grant recipients upon sale, lease or other transfer of property and certain

contract requirements will be imposed on the successful proposer regarding compliance with the

American Disabilities Act of 1990, suspension and debarment, conflicts of interest, and non

discrimination and others required by federal law and regulation.

Confidentiality

Agreement


Confidentiality & Non-Disclosure Agreement

(CNDA)

CNDA

Download - Lakeline CNDA

Submittal Requirements

Submit completed CNDA via:

Email: [email protected]

Fax: 512-477-3037 (Attn: Ben Fuller)

Mail: 200 W. Cesar Chavez, Suite 250, Austin, Texas 78701

https://cushwake.box.com/s/8n6iwwr1qo86dpyu1i41nqnomhhiyd0l



cushmanwakefield.com

Ben Fuller

Senior Associate

+1 512 637 5514

[email protected]

Bob Wynn

Executive Director

+1 512 370 2414

[email protected]

Maureen Kelly Cooper

Senior Managing Director

+1 972 669 9619

[email protected]

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