HomeMy WebLinkAboutContract 30791 10/12/2004 TUE 16:11 FAX 512 989 9891 Aqua Texas Inc. X003/005
CITY SECRETARY
CONTRACT NO.
AGREEMENT BY AND BETWEEN
AQUA UTILITIES, INC., SK HIGHLAND MEADOWS LP, AND
THE CITY OF FORT WORTH
This agreement is entered into this' , Vit'`day of �' I 2004,by and between Aqua
Utilities, Inc., a Texas corporation (Aqua Utilities") acting by and through Robert L. Laughman,
its duly authorized President, SK Highland Meadows LP,a Texas limited partnership
("Highland"), acting by and through its general partner, 5409 Miramar LLC, a Texas limited
liability company, and the City of Fort Worth, a Texas home rule municipality("City")acting by
and through Marc Ott, its duly authorized Assistant City Manager.
WHEREAS, Aqua Utilities is the holder of Certificate of Convenience and Necessity
("CCN')No. 11157 issued by the Texas Commission on Environmental Quality("TCEQ")
authorizing the provision of potable water service within the territorial limits of such CCN;
WHEREAS, Highland has represented to Aqua Utilities and the City that it is the
equitable owner of an approximately 113.19-acre tract of land at the northeast corner of Highway
287 and Bonds Ranch Road in Tarrant County, Texas, in the City's extraterritorial jurisdiction,
shown on Exhibit"A" and more particularly described in Exhibit "B"(the "Properly"), and that
it has entered into an agreement pursuant to which it will become the legal owner of indefeasible
title to the Property subsequent to its annexation into the City;
WHEREAS, the Property is located in CCN No. 11157 held by Aqua Utilities;
WHEREAS,Highland wishes to develop the Property, together with an adjoining 25-acre
tract adjacent to U.S. 287 that is currently within the corporate limits of the City of Fort Worth
and served with City water;
WHEREAS, Highland has petitioned the City to annex the Property(Annexation Case
AX-04-0008, Highland Meadows);
WHEREAS, Highland has submitted a request to zone the Property"F"General
Commercial and"A-5" One-Family, together with the adjacent 25-acre tract;
WHEREAS, Highland desires to have the City provide potable water service to the
Property and the City is amenable to providing such service;
WHEREAS, the City is capable of rendering adequate and continuous service to the
Property;
WHEREAS, one of the considerations that Aqua Utilities has taken into account in
entering into this agreement to transfer the CCN for the Property to the City was the opportunity
to obtain a supplemental water supply from the City for The Resort, a development on Eagle
Mountain Lake unrelated to the Property; and
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10/12/2004 TUE 16:12 FAX 512 989 9891 Aqua Texas Inc. f 004/005
WHEREAS, subject to the terms and conditions set forth below, Aqua Utilities is
amenable to transferring that portion of its CCN No. 11157 for the Property to the City,
NOW, THEREFORE, KNOW ALL BY THESE PRESENTS:
1. In and for the consideration stated below,Aqua Utilities agrees to allow a portion of its
CCN No. 11157 to be transferred to the City. That portion of the CCN to be transferred consists
of 113.19 acres of land situated in the Henry Robertson Survey, Abstract No. 1259,Tarrant
County,Texas, shown on Exhibit "A" and more particularly described in Exhibit "B".
2. Highland agrees to pay Aqua Utilities the sum of Two Hundred Sixty Thousand Dollars
($260,000.00)as consideration for the transfer of the CCN. Highland shall deposit the payment
in escrow within fifteen (15) days from the date hereof pursuant to an escrow agreement in form
and content mutually acceptable to the parties. Highland shall make payment in full to Aqua
Utilities at least three(3)business days prior to the date established for approval by the
Executive Director of the TCEQ of the CCN transfer described in paragraph 1 above. The City
shall have no obligations, duties or liabilities associated with this payment. Furthermore, the
City shall have no obligations, duties or liabilities regarding the approval or timing of the CCN
transfer, except those expressly set forth in paragraph 3 of this Agreement.
3. The City shall be responsible for the preparation and filing of all documents with the
TCEQ necessary to effectuate the transfer to the City of that portion of Aqua Utilities' CCN No.
11157 described in paragraph 1 above (the"Application"). Highland shall notify the City in
writing of the deposit of the escrow payment pursuant to paragraph 2 and shall deliver funds to
the City for payment of all filing fees relating to [lie Application. Thereafter, the City shall
prepare and arrange for the filing of the Application. Aqua Utilities agrees to cooperate with the
City in the preparation and execution of all required documents and to support the Application.
4. Tri no event shall this agreement be construed to be (i)a waiver by the City of any
requirements, duties, or obligations of a developer pursuant to City Ordinance or the rules and
regulations promulgated thereunder,or(ii) any agreement with the City regarding or affecting
annexation of the Property.
5. This agreement shall be governed and construed in accordance with the laws of the
State of Texas, as it applies to contracts performed within the State of Texas without
regard to any choice of law rules or principals to the contrary. The parties acknowled
that this agreement is performable in Tarrant County, and hereby submit to the
jurisdiction of the courts of that county, and hereby agree that any such court shall be a
proper forum for the determination of any dispute arising hereunder.
6_ The parties hereto agree that the designation under this agreement of areas and customers
to be provided water service is valid and enforceable and may be submitted to the TCEQ for
approval at the appropriate time pursuant to Section 13.248 of the Texas Water Code regarding
contracts designating areas to be served by retail public utilities.
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10/12/2004 TUE 16:12 FAX 512 989 9891 Aqua Texas Inc. X005/005
7. Each signatory hereto represents that such person has full right, title and authority to
enter into this agreement and to bind the party such signatory represents.
8. This Agreement may be executed in several counterparts, each of which shall be fully
effective as an original and all of which together shall constitute one and the same instrument.
Facsimile signatures shall be deemed to be effective as original signatures.
9. In addition to the foregoing acts recited in this agreement to be performed by the parties,
each party agrees to perform or cause to be perfonned any and all such further acts as may be
reasonably necessary to consummate the transactions contemplated above.
10. If Aqua Utilities and the City can negotiate mutually acceptable terms and condition for
an agreement whereby the City would provide treated wholesale water to Aqua Utilities to
supplement Aqua Utilities' retail water supply to The Resort, then the City will provide treated
wholesale water to Aqua Utilities for that purpose. Notwithstanding the foregoing, any treated
water delivery contract for the Resort contemplated by Aqua Utilities and the City shall be
subject to the mutual agreement of the parties thereto and this agreement shall not be deemed to
constitute such agreement or contract nor to imply missing terms of such agreement or contract.
ATTEST: CITY OF FORT WORTH
By:
Marty HendrixbCity Secretary ar Ott,A istant 6y-manager
ssrstant City Attorney AQUA UTILITIES, INC., a Texas corporation
ATTEST: By: -1/7-
Title: resident
Corporate Secretary
SK HIGHLAND MEADOWS L.P., a Texas
limited partnership
Contract huthoriz tion By 5409 Miramar, LLC, a Texas limited
II liability comparyy,pitsc
rat partner
Date By ;"
Kim Gill, President
AQUA lffll i-u-S,INCA.,1K IIIr]IILAND MEADOWS,LI',
AND rlry or Wit r wuxl„ 4
5
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Map References
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LEGAL DESCRIPTION
BEING a 113.19 acre tract of land situated in the Henry Robertson Survey,Abstract No. 1259, Tarrant County, Texas,and being a
portion of that tract of land described in deed to Edwin Greines Cohen, as recorded in Volume 11447, Page 1698, Deed Records,
Tarrant County,Texas and being more particularly described follows:
BEGINNING at a 5/8 inch capped iron rod found at the intersection of the west right-of-way line of F.M. 156(a 120'right-of-way)and
the north right-of-way line of Hicks Road(C.R.4005);
THENCE N89043'54"W,along the north right-of-way line of said Hicks Road,a distance of 1679.3±feet to a point;
THENCE N45°03'41"W,leaving the north right-of-way line of Hicks Road,a distance of 2796.2±feet to a point in the east right-of-
way line of Gulf Colorado and Santa Fe Railroad(a 100' right-of-way;
THENCE NO l 042'43"E,along the east right-of-way line of said Gulf Colorado and Santa Fe Railroad,a distance of 85.0±feet to a 5/8
inch capped iron rod found
THENCE S89052'37"E,leaving the east right-of-way line of said Gulf Colorado and Santa Fe Railroad,a distance of450.12 feet to a'/2
inch iron rod capped set for corner;
THENCE NOI°43'02"E,a distance of 454.60 feet to a'/2 inch iron rod capped set for corner;
THENCE S89050'32"E,a distance of 1407.09 feet to a'/2 inch iron rod capped set for corner;
THENCE SOO020'18"W,a distance of 453.97 feet to a'/2 inch iron rod capped set for corner;
THENCE S89`5 1'39"E,a distance of 420.00 feet to a point'/2 inch iron rod capped set for corner;
THENCE S00°20'18"W,a distance of 683.85 feet to a'/2 inch iron rod capped set for corner;
THENCE N89`5 1'06"W,a distance of 420.00 feet to a'/2 inch iron rod capped set for corner;
THENCE S00°20'18"W.a distance of 310.00 feet to a'/2 inch iron rod capped set for corner;
THENCE S89`5 1'06"E,a distance of 450.00 feet to a'/2 inch iron rod capped set for corner;
THENCE NOO°2O'18"E,a distance of 155.00 feet to a'/2 inch iron rod capped set for corner;
THENCE S89`5 1'06"E,a distance of 1149.99 feet to a'/2 inch iron rod capped set for corner;
THENCE SOO°08'54"W,a distance of 20.00 feet to a'/2 inch iron rod capped set for corner;
THENCE S89"5 1'06"E,a distance of 200.00 feet to a'/2 inch iron rod capped set for corner in the west right-of-way line of said F.M.
156;
THENCE SOO°20'10"W,along the west right-of-way line of said F.M. 156,a distance of 1200.10 feet to the POINT OF BEGINNING
and containing 4,930,422 square feet or 113.19 acres of land more or less.
Note:This document was prepared under 22 TAC §663.21,does not reflect the results of an on the ground survey,and is not to
be used to convey or established interests in real property except those rights and interests implied or established by the
creation or reconfiguration of the boundary of the political subdivision for which it was prepared.
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City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 10/26/2004
DATE: Tuesday, October 26, 2004
LOG NAME: 60HIGHLAND REFERENCE NO.: C-20367
SUBJECT:
Authorize Agreement to Accept Transfer of Water Certificate of Convenience and Necessity from
Aqua Utilities, Inc. for Highland Meadows Development at the Intersection of U.S. Highway 287 and
Bonds Ranch Road
RECOMMENDATION:
It is recommended that the City Council authorize the City Manager to execute:
1. An agreement with Aqua Utilities, Inc. and SK Highland Meadows L.P. to accept transfer of the water
Certificate of Convenience and Necessity (CCN) for the Highland Meadows development at the intersection
of U.S. Highway 287 and Bonds Ranch Road.
2. Necessary documents required to be filed with the Texas Commission on Environmental Quality
(TCEQ) for the transfer to be completed.
DISCUSSION:
Aqua Utilities, Inc. is the holder of Certificate of Convenience and Necessity No. 11157 (CCN) issued by the
TCEQ. The CCN authorizes Aqua Utilities to be the sole provider of potable water service within the CCN
area.
CCN No. 11157 includes a 113.19-acre parcel located at the northeast corner of Highway 287 and Bonds
Ranch Road known as the Highland Meadows development. The City of Fort Worth annexed the parcel on
October 12, 2004 (Ordinance No. 16174) at the request of SK Highland Meadows L.P (Highland), the
proposed purchaser of the property.
Prior to the City's approval of the annexation, Aqua Utilities and Highland executed an agreement to allow
the portion of CCN No. 11157 covering the Highland Meadows parcel to be transferred to the City, upon
payment of$260,000 by Highland.
Approval of this Mayor and Council Communication will authorize the City Manager to execute the
agreement accepting transfer of the CCN, in order for the City to provide water service to the Highland
Meadows parcel, as well as necessary documents required to be filed with the TCEQ.
The agreement also contemplates that the City and Aqua Utilities will enter into discussions concerning sale
by the City to Aqua Utilities of supplemental water for the resort, a development on Eagle Mountain Lake
unrelated to the Highland Meadows development. The agreement provides that the City would provide
treated wholesale water to supplement Aqua Utilities' water supply if Aqua Utilities and the City negotiate
mutually acceptable terms and conditions. Any such agreement would be presented to the City Council for
approval.
Justin Ranch is adjacent to City Council District 2
Logname: 60HIGHLAND Pagel of 2
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that this action will have no material effect on City funds.
TO Fund/AccounVCenters FROM Fund/AccounVCenters
Submitted for City Manager's Office by: Marc Ott (8476)
Originating Department Head: S. Frank Crumb (Acting) (8207)
Additional Information Contact: S. Frank Crumb (Acting) (8207)
Logname: 60HIGHLAND Page 2 of 2