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CONTRACT NO. �J
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STORMWATER FACILITY
MAINTENANCE AGREEMENT
THIS AGREEMENT, made and entered into this day of
by and between Fort Worth Housing Finance Corporation, a Texas housing
finance corporation, hereinafter referred to as "Landowner", Reserve at Quebec, LLC, a
Texas limited liability company,hereinafter referred to as"Ground Lessee",and the City of
Fort Worth, hereinafter referred to as "City".
WITNESSETH
WHEREAS, the Landowner is the owner of certain real property described as an
approximately 14.899 acre tract located in the Jose Maria Basques Survey,Abstract No. 85,
Tarrant County, being Lot 1R2, Block 3, Landmark Quebec Addition, an addition to the
City of Fort Worth according to the plat recorded in Document No. D216 , Plat
Records, Tarrant County, Texas,hereinafter called the "Property".
WHEREAS,the Ground Lessee is the owner of the leasehold interest in the Property
pursuant to that certain Ground Lease executed by and between Ground Lessee, as tenant,
and Landowner, as landlord, a Memorandum of Ground Lease which is recorded in
Document No. D216 , Real Property Records, Tarrant County, Texas.
WHEREAS, the Ground Lessee is proceeding to build on and develop the Property
according to the Site Plan/Subdivision Plan known as Reserve at Quebec hereinafter called
the"Plan",which is expressly made a part hereof,as approved or to be approved by the City
and the Ground Lessee which provides for management of Stormwater within the confines
of the Property; and
STORMWATER FACILITY MAINTENANCE AGREEMENT
Rev.1/13/2014
WHEREAS, the City, the Landowner and the Ground Lessee, and their successors
and assigns, agree that the health, safety and welfare of the residents of the City of Fort
Worth require that on-site Stormwater Management Facilities be constructed and
maintained on a portion of the Property; and
WHEREAS, the City requires that on-site Stormwater Management Facilities
("Facility") as shown on the Plan be constructed and adequately maintained by the Ground
Lessee, its successors and assigns,the location and dimensions of which is shown and more
particularly described by metes and bounds in the attached Exhibit "A" ("Facility
Property"); and
NOW, THEREFORE, in consideration of the foregoing premises,the mutual covenants
contained herein, and the following terms and conditions, the parties hereto agree as
follows:
1. The Ground Lessee, its successors and assigns, shall adequately construct and
maintain the on-site Facility at no expense to the City in accordance with the
design specifications for the Facility, attached as Exhibit "B", and the current
standards then in force and effect in the City and with the Operations and
Maintenance Plan attached to this Agreement as Exhibit "C". The Stormwater
Facility includes all pipes, channels or other conveyances built to convey
Stormwater to the facility, as well as all structures, improvements, and
vegetation provided to control the quantity and quality of the Stormwater.
Adequate maintenance is herein defined as good working condition so that these
facilities are performing their design functions. The Stormwater Structural
Control Maintenance Checklists, attached to this Agreement as Exhibit"D", are
to be used to establish what good working condition is acceptable to the City.
2. The Ground Lessee, its successors and assigns, shall inspect the Facility and
submit an inspection report to the City annually. The purpose of the inspection
is to assure safe and proper functioning of the Facility. The inspection shall
cover the entire Facility, berms, outlet structure, pond areas, access roads, etc.
STORMWATER FACILITY MAINTENANCE AGREEMENT 2
Rev.1/13/2014
Components of the Facility,which need maintenance or replacement to perform
their design function, shall be noted in the inspection report along with the
corrective actions to be taken.
3. The Landowner,the Ground Lessee,and their respective successors and assigns,
hereby grant permission to the City, its authorized agents and employees, to
enter upon the Property and to inspect the Facility Property whenever the City
reasonably deems necessary. The purpose of inspection is to follow-up on
reported deficiencies and/or to respond to citizen complaints. The City shall
provide the Landowner, the Ground Lessee, and their respective successors and
assigns, copies of the inspection findings and a directive to commence with the
repairs if necessary.
4. In the event the Ground Lessee, its successors and assigns, fails to maintain the
Facility in good working condition as specified herein, the City, its authorized
agents and employees, may enter upon the Facility Property and take whatever
steps reasonably necessary to correct deficiencies identified in the inspection
report and to charge the costs of such repairs to the Ground Lessee, its
successors and assigns. If the City cannot reasonably and timely obtain
reimbursement from Ground Lessee, its successors and assigns,then Landowner
must reimburse the City for such costs within thirty (30)days of demand. It is
expressly understood and agreed that the City is under no obligation to
routinely maintain or repair said Facility, and in no event shall this
Agreement be construed to impose any such obligation on the City, such
obligation is Ground Lessee's,with performance guaranteed by Landlord.
5. The Ground Lessee, its successors and assigns, will perform the work necessary
to keep the Facility in good working order as appropriate. In the event the City
pursuant to this Agreement,performs work of any nature, or expends any funds
in performance of said work for labor,use of equipment, supplies,materials,and
the like, the Ground Lessee, its successors and assigns, shall reimburse the City
upon demand, within thirty (30) days of receipt thereof for all actual costs
reasonably incurred by the City hereunder. In the event that Ground Lessee or
its successors or assigns fail to pay the City for the actual costs incurred under
STORMWATER FACILITY MAINTENANCE AGREEMENT 3
Rev.1/13/2014
this section,the City shall impress a lien for the costs of such work upon any real
property interest of the Ground Lessee of the Property, and upon any real
property interest of the Landowner of the Property. Such lien shall be perfected
by filing in the office of the County Clerk of Tarrant County, Texas an affidavit
identifying the property to be charged with such lien, stating the amount thereof,
and making reference to this Agreement. Except as provided otherwise by
Chapter 342 of the Texas Health and Safety Code, such lien shall be subordinate
to the lien of any deed of trust lien recorded prior to the recording of the affidavit
required to be filed by City to perfect its lien pursuant to this Section 5, which
shall, in any event, include the deed of trust lien created by that certain
Multifamily Deed of Trust, Assignment of Leases and Rents and Security
Agreement from Ground Lessee, as Borrower, to Karl V. Hunter or Charles E.
Kramer, as Trustee, for the benefit of Dougherty Mortgage LLC, a Delaware
limited liability company„ as Lender, securing indebtedness utilized for the
Ground Lessee's purchase of the leasehold interest in and/or construction of the
improvements to the Property (the"Security Instrument").
6. This Agreement imposes no liability of any kind whatsoever on the City. THE
LANDOWNER AND GROUND LESSEE AGREE TO HOLD THE CITY
HARMLESS FROM ANY LIABILITY IN THE EVENT THE FACILITY
FAILS TO OPERATE PROPERLY. LANDOWNER AND GROUND
LESSEE COVENANT AND AGREES AND DOES HEREBY
INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF FORT
WORTH, ITS AGENTS, SERVANTS AND EMPLOYEES FROM AND
AGAINST ALL COSTS, EXPENSES, LOSSES, DAMAGES, CLAIMS
OR CAUSES OF ACTION WHATSOEVER ARISING, OR WHICH
MIGHT ARISE, ABSENT ANY WILLFUL MISCONDUCT OR GROSS
NEGLIGENCE BY THE CITY OF FORT WORTH, ITS AGENTS,
SERVANTS AND EMPLOYEES, FROM THE FAILURE OF GROUND
LESSEE TO MAINTAIN THE FACILITY, INCLUDING, BUT NOT
LIMITED TO THE BED AND BANKS OF THE DETENTION POND;
ANY DAMAGES CAUSED TO PERSON OR PROPERTY DUE TO (1)
STORMWATER FACILITY MAINTENANCE AGREEMENT 4
Rev.1/13/2014
FLOODING OF THE POND AND ITS BANKS, (2) SLOPE FAILURE OF
THE BANKS OF THE POND, OR(3) FAILURE OF THE POND OR ITS
BANKS TO OPERATE IN A MANNER CONSISTENT WITH CITY OF
FORT WORTH CRITERIA TO PERFORM ANY OTHER DUTIES OR
OBLIGATIONS HEREUNDER. NOTWITHSTANDING THE
FOREGOING, AS LONG AS THE U.S. DEPARTMENT OF HOUSING
AND URBAN DEVELOPMENT ("HUD") OR ITS SUCCESSORS OR
ASSIGNS IS THE INSURER OR HOLDER OF THE SECURITY
INSTRUMENT, GROUND LESSEE'S OBLIGATIONS HEREUNDER
TO INDEMNIFY AND HOLD HARMLESS THE CITY SHALL BE
LIMITED TO "SURPLUS CASH" AS SUCH TERM IS DEFINED IN
THE REGULATORY AGREEMENT FOR MULTIFAMILY PROJECTS
EXECUTED BY AND BETWEEN GROUND LESSEE AND HUD AND
FILED IN THE REAL PROPERTY RECORDS OF TARRANT
COUNTY, TEXAS.
7. Ground Lessee and Landowner each covenants and agrees that no habitable
building shall be erected within the drainage easement outlined on Exhibit"A"
but this paragraph shall not preclude construction of other improvements within
the drainage easement, which do not impede drainage. Ground Lessee and
Landowner each covenants and agrees that no habitable building shall be erected
on the above property abutting such easement which shall have a finished floor
at an elevation less than two feet above the maximum depth of water in the
detention pond which would occur during a 100 year frequency flood.
8. This Agreement shall be recorded among the land records of Tarrant County,
Texas, shall constitute a covenant running with the land, and shall be binding on
the Landowner, the Ground Lessee, their respective administrators, executors,
assigns, heirs and any other successors in interests, including any property
owners association.
STORMWATER FACILITY MAINTENANCE AGREEMENT 5
Rev.1/13/2014
[SIGNATURE PAGE FOLLOWS]
STORMWATER FACILITY MAINTENANCE AGREEMENT 6
Rev.1/13/2014
Executed this / -day of ;bra 20 .
City:
City of Fort Worth
Name: Jesus Chapa
Title: Assistant City Manager
Approved as to Form and Legality
Assistant City Attorney,Rer}rue iv 94 4
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:C�
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.ty Secretary �� °°000°0000°
Landowner:
Fort Worth Housing Finance Corporation,
a Texas housing finance corporation
Name: Fernando Costa
Title: General Manager
OFFICIAL RECORD
COIN 3ECRETARV
STORMWATER FACILITY MAINTENANCE AGREEMENT
Rev.1/13/2014
Ground Lessee:
RESERVE AT QUEBEC,LLC
a Texas limited liability company
By:Reserve at Quebec GP,LLC
a Texas limited liability company
its Managing Member
By: Fort Worth Housing Finance
Corporation,
a Texas housing finance corporation
its Sole Member
7
By: e� L- /
Fernando Costa, General Manager
STORMWATER FACILITY MAINTENANCE AGREEMENT 8
Rev.1/13/2014
STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me on l by Jesus
Chapa, Assistant City Manager of the City of Fort Worth, on behalf of the City of Fort
Worth.
4�0.Y PLe`, TRIKINYA L. JOHNSON
Notary Public,State of Texas
My Commission Expires
April 17, 2018 Notary Pu ic, Stat of Texas
STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me on Zp by
Fernando Costa, General Manager of the Fort Worth Housing Finance rporation, a Texas
housing finance corporation, on behalf of such housing finance corporation.
Pie TRIKINYA L. JOHNSON
W= Notary Public,State of Texas
;GV•�= My Commission Expires Notary tublic,$ale of Texas
"`'•.;,� April 17, 2018
STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me on f ,•,�.,r ,(S�ZD !n by
Fernando Costa, General Manager of the Fort Worth Housing Finance eorporation, acting
as the Sole Member of Reserve at Quebec GP, LLC, a Texas limited liability company,
acting as the Managing Member of Reserve at Quebec, LLC, a Texas limited liability
company, on behalf of such limited liability company.
TRIKINYA L. JOHNSON
PRA PCB
Notary Public,State of Texas
a �€ My Commission Expires Notary blic, e of Texas
-"9r••..• ���
°F April 17, 2018
STORMWATER FACILITY MAINTENANCE AGREEMENT 9
Rev.1/13/2014
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EXHIBIT 'A'
METES AND BOUNDS DESCRIPTION
BEING a 1.872 acre tract of land situated in the Jose Maria Basques Survey, Abstract Number 85, Tarrant County,
Texas, In the City of Fort Worth, and being a portion of the tract of land described In the deed to L4
Development LLC recorded in Document Number D207254028, Deed Records of Tarrant County, Texas, and a
portion of Lot 1, Block 3, Landmark Quebec Addition, on addition to the City of Fort Worth according to the plat
recorded In Document Number D209082510, Plot Records, Tarrant County, Texas, said 1872 acre tract of land
being more particularly described as follows;
BEGINNING at a 1/2 Inch iron rod with cap stamped "WAI" found for the northwesterly corner of said Lot 1, Block
3;
THENCE with the northerly line of said Lot 1, Block 3, the following:
South 89' 48' 02" East a distance of 192,79 feet to a 1/2 inch iron rod with cap stamped "YARGER 5854"
found for the beginning of a non—tangent curve to the right having a radius of 1,303.06 feet;
Southeasterly along said curve through a central angle of 17' 54' 15" an arc distance of 407.19 feet with a
chord bearing of South 78' 46' 10" East and a chord distance of 405.53 feet to the beginning of a
non—tangent curve to the right having a radius of 66.04 feet;
� THENCE departing the northerly line of said Lot 1, Block 3, Southeasterly along sold curve through a central angle
of 77' 53' 26" an arc distance of 89.77 feet with a chord bearing of South 29' 45' 11" East and a chord
distance of 83.02 feet to a point for comer;
$ THENCE South 12' 34' 19" West a distance of 24.48 feet to a point for corner;
d
THENCE North 77' 07' 53" West a distance of 10.00 feet to a point for corner;
THENCE North 12' 34' 19" East a distance of 24.21 feet to the beginning of a non—tangent curve to the left
g having a radius of 996.21 feet;
8
4 THENCE Northwesterly along said curve through a central angle of 5' 22' 33" an are distance of 93.47 feet with a
chord bearing of North 80' 15' 06" West and a chord distance of 93.43 feet to a point for corner;
THENCE North 71' 43' 31" West a distance of 30.88 feet to a point for corner;
THENCE South 78' 06' 26" West a distance of 22.62 feet to the beginning of a non—tangent curve to the left
having a radius of 996.21 feet;
THENCE Southwesterly along said curve through a central angle of 15' 18' 01" an arc distance of 266.03 feet with
a chord bearing of South 86' 26' 13" West and a chord distance of 265,24 feet to a point for corner;
THENCE North 88' 37' it" West a distance of 36.19 feet to a point for corner;
a
THENCE South 33' 02' 36" West o distance of 36.09 feet to a point for corner;
a
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NOTE:
3 The basis of the bearings shown hereon Is the Texas State Plane Coordinate
System, North Central Zane, bused upon CPS measurements, according to the
North Texas Cooperative VRS Network.
EXHIBIT
NOVEMBER 24,2015 STORM WATER FACILITY
o Being 1.872 acres of land
g Fes°' Situated In the lase Maria Basques survey,Abstract number 85
DUNAWAY
City of Fort Worth,Tarrant County,Texas
550 BaAey Avenue •Sulte 400-Fort Worth,Texas 76107 A drawing of even date accompanies
m Tel:817.335,1121•Fax:817,335.7437 this metes and bounds description.
FIRM REGISTRATION 10098100 eoot611.001 PAGE z OF 3
K
EXHIBIT 'A'
METES AND BOUNDS DESCRIPTION (continued)
THENCE South 70' 46' 44" West a distance of 101.18 feet to the beginning of a non—tangent curve to the left
having a radius of 48.57 feet;
THENCE Southwesterly along sold curve through a central angle of 44' 44' 44" an arc distance of 37.93 feet with
a chard bearing of South 48' 24' 22" West and a chord distance of 36.98 feet to a point for corner;
THENCE South 21' 24' 37" West a distance of 13.22 feet to a point for corner;
THENCE North 88' 36' 28" West a distance of 30.08 feet to a point In the west line of said Lot 1, Block 3;
THENCE with the west line of said Lot 1, Block 3, North 0' 03' 54" East a distance of 244.22 feet to the POINT
OF BEGINNING;
CONTAINING a computed area of 1.872 acres (81,542 square feet) of land.
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8 EXH181T
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NOVEMBER 24,2015 STORM WATER FACILITY
Being 1,872 acres of land
1' DUNAWAY Situated in the Jose Marla Basques survey,Abstract number 85
a City of fort Worth,Tarrant County,Texas
550 Bailey Avenue•Sulte 400•Fort Worth,Texas 76107 A drawing of even date accompanies
m Tel:817.335.1121•Fax:817.335.7437 this metes and bounds description.
FIRM REGISTRATION 10098100 601611.001 PAGE 3OF3
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Exhibit "C"
CITY OF FORT WORTH STORMWATER FACILITY
OPERATION AND MAINTENANCE PLAN
The only responsibility the City of Fort Worth has in the operation and
maintenance of this Facility is inspection.
General Maintenance Procedures
The structural and functional integrity of the Facility shall be maintained at all
times by removing and preventing drainage interference, obstructions, blockages,
or other adverse effects into, through, or out of the system.
Periodic silt removal shall occur when standing water conditions occur or the
pond's storage volume is reduced by more than 10%. Silt shall be removed and
the pond/basin returned to original lines and grades shown on the approved
engineering plans. In addition, corrective measures are required any time a basin
does not drain completely within 72 hours of cessation of inflow. NO STANDING
WATER IS ALLOWED in basins designed for dry detention purposes.
Accumulated litter, sediment, and debris shall be removed every 6 months or as
necessary to maintain proper operation of the basin. Disposal shall be in
accordance with federal, state and local regulations.
Detention facilities shall be mowed monthly between the months of April and
October or anytime vegetation exceeds 12-inches in height.
To prevent debris from entering and clogging the downstream storm sewer
system a wire mesh screen or similar screening device shall be installed over the
outlet until final acceptance.
4. PREVENTIVE MAINTENANCE/INSPECTION
• Visual inspections of all components will be conducted every 6 months.
• A log shall be kept of maintenance actions, and inspections. The log
should document the condition of the detention system's primary
components, mowing, and silt, litter and debris removal dates. Document
aeration of the basin bottoms and replanting to prevent the sealing of the
basin bottom.
• Written maintenance and repair records shall be maintained by the
party or parties signing the attached Agreement and shall be provided
to the City upon request.
STORMWATER FACILITY MAINTENANCE AGREEMENT 8
Rev.12/29/2014
Exhibit "D"
Stormwater Structural Maintenance CHECKLIST
FREQUENT DATE REPAIRS REPAIRS NOTES
INSPECTION REQUIRED MADE
Mowing
Remove Trash and
debris
Inspect irrigation
system operation
Remove grass
clippings
Violations Noted
MINOR
INSPECTION
Condition of Pond
Amount of silt in
and
Amount of silt in
flume
Amount of ponded
water
Amount of wetland
vegetation
Location of Erosion
Percent of
vegetation
Condition of trash
guard
Location of Erosion
MAJOR
INSPECTIONS
Condition of
Stormwater Quality
Structure
Type of Stormwater
Quality Structure
Structure type and
Condition
Condition of Rip-
Rap
STORMWATER FACILITY MAINTENANCE AGREEMENT 9
Rev.12/29/2014
Condition of
filtrations stem
Berm or
Embankment
Settlement
Location of erosion
Evidence of
Animals
Evidence of Aquatic
life
Condition of
Aeration
Foundation
STORMWATER FACILITY MAINTENANCE AGREEMENT 10
Rev.12/2912014
Exhibit "C"
CITY OF FORT WORTH STORMWATER FACILITY
OPERATION AND MAINTENANCE PLAN
The only responsibility the City of Fort Worth has in the operation and maintenance
of this Facility is inspection.
General Maintenance Procedures
The structural and functional integrity of the Facility shall be maintained at all times
by removing and preventing drainage interference, obstructions, blockages, or
other adverse effects into, through, or out of the system.
Periodic silt removal shall occur when standing water conditions occur or the pond's
storage volume is reduced by more than 10%. Silt shall be removed and the
pond/basin returned to original lines and grades shown on the approved
engineering plans. In addition, corrective measures are required any time a basin
does not drain completely within 72 hours of cessation of inflow. NO STANDING
WATER IS ALLOWED in basins designed for dry detention purposes.
Accumulated litter, sediment, and debris shall be removed every 6 months or as
necessary to maintain proper operation of the basin. Disposal shall be in
accordance with federal, state and local regulations.
Detention facilities shall be mowed monthly between the months of April and
October or anytime vegetation exceeds 12-inches in height.
To prevent debris from entering and clogging the downstream storm sewer system
a wire mesh screen or similar screening device shall be installed over the outlet
until final acceptance.
4. PREVENTIVE MAINTENANCE/INSPECTION
• Visual inspections of all components will be conducted every 6 months.
• A log shall be kept of maintenance actions, and inspections. The log should
document the condition of the detention system's primary components,
mowing, and silt, litter and debris removal dates. Document aeration of the
basin bottoms and replanting to prevent the sealing of the basin bottom.
• Written maintenance and repair records shall be maintained by the
party or parties signing the attached Agreement and shall be provided
to the City upon request.
STORMWATER FACILITY MAINTENANCE AGREEMENT 11
Rev.1/13/2014
Exhibit "D"
Stormwater Structural Maintenance CHECKLIST
FREQUENT REPAIRS REPAIRS
INSPECTION DATE REQUIRED MADE NOTES
Mowing
Remove Trash and
debris
Inspect irrigation
system operation
Remove grass
clippings
Violations Noted
MINOR
INSPECTION
Condition of Pond
Amount of silt in
pond
Amount of silt in
flume
Amount of ponded
water
Amount of wetland
vegetation
Location of Erosion
Percent of
vegetation
Condition of trash
guard
Location of Erosion
MAJOR
INSPECTIONS
Condition of
Stormwater Quality
Structure
Type of Stormwater
Quality Structure
Structure type and
Condition
Condition of
Rip-Rap
STORMWATER FACILITY MAINTENANCE AGREEMENT 12
Rev.1/13/2014
Condition of
filtrations stem
Berm or
Embankment
Settlement
Location of erosion
Evidence of
Animals
Evidence of Aquatic
life
Condition of
Aeration
Foundation
STORMWATER FACILITY MAINTENANCE AGREEMENT 13
Rev.1/13/2014