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HomeMy WebLinkAboutContract 49841 CITY SECRETARY qqg CONTRACT NO. COMPLETION AGREEMENT—SELF FUNDED This Completion Agreement("Agreement"), is made and entered into by and between the City of Fort Worth, ("City") and NT, &kff a Texas limited liability company, authorized to do business in Texas, ("Developer"), effective as of the last date executed by a Party hereto. The City and the Developer may collectively be called the "Parties". WITNESSETH: WHEREAS, the Developer owns that certain tract of real property that contains approximately 15.635 acres of land located in the City,the legal description of which tract of real property is marked Exhibit "A"—Legal Description, attached hereto and incorporated herein for all purposes, ("Property"); and WHEREAS, the Developer intends to develop the Property as an addition to the City through plat FP 16-124 or FS ; and WHEREAS, the Developer and the City have entered into a Community Facilities Agreement relating to the development, Pine Meadows Phase II for Paving, Drainage, Water, Sewer, Street Lights) ("Improvements"); and WHEREAS, the City has required certain assurances that the Developer will cause to be constructed to City standards the Improvements pursuant to the Community Facilities Agreement; and WHEREAS, the Parties desire to set forth the terms and conditions of such accommodations as are described above. NOW, THEREFORE, for and in consideration of the mutual covenants and agreements hereinafter set forth, it is hereby agreed by and between City and Developer as follows: 1. Recitals. The foregoing recitals are true, correct and complete and constitute the basis for this Agreement and they are incorporated into this Agreement for all purposes. 2. The Completion Amount. The City and the Developer agree that the Hard Costs(as shown on Exhibit`B")required to complete the Community Facilities in the aggregate should not exceed the sum of Nine Hundred Thirty-Two, Five Hundred Twenty-Four and 48/100 Dollars($932,524.48), hereinafter called the"Completion Amount". Notwithstanding the City of Fort Worth,Texas Standard Completion Agreement—Self-Funded Revised 09.07.2017 JLE CFA Official Release Date: 07.01.2015 Page 1 of 12 OFFICIAL RECORD CITY SECRETARY FT.WORTH,TX foregoing, it is acknowledged that the actual costs of completion of the Community Facilities may vary as a result of change orders agreed to by the Parties,but such variances for the purposes of this Agreement shall not affect the Completion Amount as used herein. City hereby waives the requirement for developer to deposit a financial guarantee of 100% of the Hard Costs under the CFA Policy. 3. Completion by the Developer. The Developer agrees to complete the Community Facilities and pay all Hard Costs in accordance with City standards,the CFA,the Plat, and the Plans as approved by the City. For the purposes of this Agreement, the development of the Property shall be deemed complete upon acceptance by the City of the Community Facilities pursuant to Section 6, hereof. 4. Satisfaction of the City Reguirements. The City agrees that the assurances and covenants contained in this Agreement satisfy all requirements of the City with respect to Developer's Financial Guarantee, as described in the CFA Policy, or other requirements for security in connection with the development of the Property and the completion of the Community Facilities that are contained in the CFA or in any other agreement relating thereto, and the City hereby accepts the assurances and covenants contained herein in lieu thereof. To the extent the CFA irreconcilably conflicts with this Agreement, the provisions of this Agreement shall control. 5. Termination. This Agreement shall terminate upon the earlier to occur of the following: (a)acceptance by the City of the Community Facilities;or(b)mutual written agreement of the Parties. 6. Final Plat. The Parties acknowledge and agree that the City shall hold the final plat of the Property until the Community Facilities are completed and accepted by the City and all Hard Costs contractors have been paid, less retainage. Upon acceptance by the City and receipt of evidence from the Developer showing that all Hard Costs contractors have been paid, including but not necessarily limited to lien waivers and bills paid affidavits,the City shall within a reasonable time file the final plat for the Property in the Plat Records of the county where the Property is located. The purpose of the City retaining the final plat of City of Fort Worth,Texas Standard Completion Agreement—Self-Funded Revised 09.07.2017 ME CFA Official Release Date: 07.01.2015 Page 2 of 12 the Property as provided herein is to guarantee the Developer's obligations under the CFA are completed. 7. Construction Contracts. Developer agrees to include in each Construction contract that it enters into for the completion of the Community Facilities the following: A. A statement that the City is not holding any security to guarantee any payment for work performed on the Community Facilities; B. A statement that the Property is private property and that same may be subject to mechanic's and materialman's liens; C. A requirement that each contractor contracting with the Developer release the City from any claim that is related to the Property; and D. A requirement that each contractor contracting with the Developer include in each subcontract the statements contained in(a), (b) and(c)above. 8. Miscellaneous. A. Non-Assignment of Agreement. This Agreement may not be assigned by any of the Parties without the prior written consent of all the other Parties. B. Notice. Any notice required or permitted to be delivered under this Agreement shall be deemed received on actual receipt by the appropriate party at the following addresses: (i) Notice to the City shall be addressed and delivered as follows: City of Fort Worth Planning&Development Department 200 Texas Street Fort Worth,Texas 76102 Attention: CFA Division Janie Morales, Development Manager Email: Janie.Morales@fortworthtexas.gov Confirmation Number: 817-392-7810 and/or CFA Division Email: CFA(cc fortworthtexas.,_­,. Confirmation Number: 817-392-2025 City of Fort Worth,Texas Standard Completion Agreement—Self-Funded Revised 09.07.2017 JLE CFA Official Release Date: 07.01.2015 Page 3 of 12 With a copy thereof addressed and delivered as follows: City of Fort Worth 200 Texas Street Fort Worth, Texas 76102 Attention: Richard A. McCracken Assistant City Attorney Confirmation Number: 817-392-7611 (ii) Notice to the Developer shall be addressed and delivered as follows: Pine Meadows Development Company 5137 Davis Blvd North Richland Hills,Texas 76180 A party may change its address for notice upon prior written notice to the other parties pursuant to the terms hereof. C. Texas Law to Apply. This Agreement shall be construed under and in accordance with the laws of the State of Texas. D. Parties Bound. This Agreement shall be binding upon and inure to the benefit of the Parties and their respective legal representatives, successors and assigns. E. Legal Construction. In case any one or more of the provisions contained in this Agreement shall for any reason is held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision of this Agreement, and this Agreement shall be construed as if such invalid, illegal,or unenforceable provision had never been contained in this Agreement. F. Prior Agreements Superseded. This Agreement constitutes the sole and only agreement of the Parties with respect to the subject matter hereof and supersedes any prior understandings or written or oral agreements among the Parties concerning the subject matter hereof. G. Amendment. This Agreement may only be amended by a written instrument executed by all of the Parties to this Agreement. City of Fort Worth,Texas Standard Completion Agreement—Self-Funded Revised 09.07.2017 JLE CFA Official Release Date: 07.01.2015 Page 4of12 H. Headings. The headings that are used in this Agreement are used for reference and convenience purposes only and do not constitute substantive matters to be considered in construing the terms and provisions of this Agreement. (REMAINDER OF PAGE INTENTIONALLY LEFT BLANK) City of Fort Worth, Texas Standard Completion Agreement—Self-Funded Revised 09.07.2017 ME CFA Official Release Date: 07.01.2015 Page 5 of 12 Executed in quadruplicate in each entity's respective name by its duly authorized signatories effective as of the date executed by the City's City Manager or his/her designee. CITY OF FORT WORTH: DEVELOPER: Pine Meadows Development Company, LLC Jesus J. Chapa Assistant City Manager ame: rry d in Title: iyFiyd�t Date: �✓� —S Approved as to Form &Legality: Date: Richard A. McCracken Assistant City Attorney ATTEST: FORT Mary J. K s — City Secretary M&C: ^'� TEXPS Date: City of Fort Worth, Texas Standard Completion Agreement—Self-Funded Revised 09.07.2017 JLE CFA Official Release Date: 07.01.2015 Page 6of12 OFFICIAL RECORD CITY SECRETARY FM W- ORTH+TX Contract Compliance Manager: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. rn fte: /6 anie S. Morales Development Manager r w OFFICIAL RECORD CITY SECRETARY FT. WORTHY TX LIST OF EXHIBITS ATTACHMENT"1"-CHANGES TO STANDARD AGREEMENT EXHIBIT A- LEGAL DESCRIPTION EXHIBIT B - APPROVED BUDGET City of Fort Worth, Texas Standard Completion Agreement— Self-Funded Revised 09.07.2017 JLE CFA Official Release Date: 07.01.2015 Page 7 of 12 ATTACHMENT "1" Changes to Standard Agreement Self-Funded Completion Agreement None. City of Fort Worth, Texas Standard Completion Agreement—Self-Funded Revised 09.07.2017 JLE CFA Official Release Date: 07.01.2015 Page 8 of 12 EXHIBIT A LEGAL DESCRIPTION WHEREAS PINE MEADOWS LAND HOLDING COMPANY, L.L.C., A TEXAS LIMITED LIABILITY CORPORATION IS THE SOLE OWNER OF 15.635 ACRE TRACT OF LAND SITUATED IN CHARLES C. WHYTE SURVEY, ABSTRACT NUMBER 1611, AS CONVEYED TO PINE MEADOW LAND HOLDING COMPANY, L.L.C. BY SPECIAL WARRANTY DEED RECORDED IN INSTRUMENT NUMBER D214071827, D214071831, D214071832, D214071840, D214071835, D214071838, D214071833, AND D214231798, DEED RECORDS, TARRANT COUNTY, TEXAS, AND BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING AT A 2 INCH ALUMINUM CAP STAMPED "314"FOUND FOR THE SOUTHEAST CORNER OF LOT 2, BLOCK 1, O'DONNEL'S ADDITION, AN ADDITION TO THE CITY OF FORT WORTH, TARRANT COUNTY, TEXAS, AS RECORDED IN INSTRUMENT NUMBER D215078534, PLAT RECORD, TARRANT, COUNTY, TEXAS, AND THE NORTHEAST CORNER OF SAID 15.635 ACRE TRACT IN THE WEST LINE OF LOT 2, BLOCK 1, C.C. WHYTE ADDITION, AN ADDITION TO THE CITY OF FORT WORTH, TEXAS, AS RECORDED IN CABINET A, SLIDE 1677, OF SAID PLAT RECORDS; THENCE SOUTH 00 DEGREES 00 MINUTES 37 SECONDS EAST, 703.06 FEET WITH THE EAST LINE OF SAID 15.635 ACRE TRACT AND THE WEST LINE OF LOT 2, OF SAID C.C. WHYTE ADDITION ADDITION AND LOT 1, BLOCK 1, C.C. WHYTE ADDITION, AS RECORDED IN VOLUME 388-210, PAGE 64, OF SAID PLAT RECORDS TO A 5/8 INCH IRON WITH YELLOW CAP STAMPED"ANA" SET FOR THE SOUTHEAST CORNER OF SAID 15.635 ACRE TRACT AND THE NORTHEAST CORNER OF THE REMAINDER OF 6.583 ACRE TRACT OF LAND CONVEYED TO INTERNATIONAL CHURCH OF THE FOURSQUARE GOSPEL BY DEED RECORDED IN INSTRUMENT NUMBER D198119009, DEED RECORD, TARRANT COUNTY, TEXAS; THENCE SOUTH 89 DEGREES 59 MINUTES 25 SECONDS WEST, 206.92 FEET WITH THE NORTH LINE OF SAID THE REMAINDER OF 6.583 ACRE TRACT TO A 5/8 INCH IRON WITH CAP STAMPED"ANA" SET FOR THE NORTHWEST CORNER OF THE REMAINDER OF 6.583 ACRE TRACT IN THE EAST LINE OF BLOCK 7, PINE MEADOWS, ADDITION TO THE CITY OF FORT WORTH AS RECORDED IN INSTRUMENT NUMBER D216107544, OF SAID PLAT RECORDS; THENCE NORTH 00 DEGREES 00 MINUTES 21 SECONDS WEST, 144.47 FEET WITH THE EAST LINE OF SAID BLOCK 7, TO A 1/2 INCH IRON WITH CAP STAMPED "MILLER5665"FOUND; THENCE SOUTH 90 DEGREES 00 MINUTES 00 SECONDS WEST, 104.78 FEET TO A 1/2 INCH IRON WITH CAP STAMPED"MILLER5665"FOUND; City of Fort Worth, Texas Standard Completion Agreement—Self-Funded Revised 09.07.2017 JLE CFA Official Release Date: 07.01.2015 Page 9 of 12 THENCE NORTH 00 DEGREES 00 MINUTES 00 SECONDS EAST, 18.06 FEET TO A 1/2 INCH IRON WITH CAP STAMPED "MILLER5665"FOUND; THENCE NORTH 90 DEGREES 00 MINUTES 00 SECONDS WEST, 760.00 FEET WITH THE NORTH LINE OF BLOCK 5 OF SAID PINE MEADOWS TO A 5/8 INCH IRON WITH CAP STAMPED "ANA" SET; THENCE SOUTH 00 DEGREES 00 MINUTES 00 SECONDS EAST, 6.29 FEET WITH THE NORTHERLY LINE OF SAID PINE MEADOWS TO A 1/2 INCH IRON WITH CAP STAMPED "MILLER5665" FOUND FOR THE NORTHEAST CORNER OF LOT 16, BLOCK 1, OF SAID PINE MEADOWS; THENCE NORTH 90 DEGREES 00 MINUTES 00 SECONDS WEST, 110.00 FEET WITH THE NORTHERLY LINE OF SAID PINE MEADOWS AND SAID LOT 16, TO A 1/2 INCH IRON WITH CAP STAMPED"MILLER5665" FOUND FOR THE NORTHWEST CORNER OF SAID BLOCK 1, IN THE EAST LINE OF THAT CERTAIN TRACT OF LAND AS CONVEYED TO SDA PROPERTIES LTD BY DEED RECORDED IN INSTRUMENT NUMBER D2070I9997, DEED RECORDS, TARRANT COUNTY, TEXAS; THENCE NORTH 00 DEGREES O1 MINUTES 20 SECONDS WEST, 556.01 FEET TO A 1/2 INCH IRON FOUND FOR THE NORTHWEST CORNER OF SAID 15.635 ACRE TRACT AND THE NORTHEAST CORNER OF THAT CERTAIN TRACT OF LAND AS CONVEYED TO RICKY W. COLLINS BY DEED RECORDED IN VOLUME 11677,PAGE 1829, OF SAID DEED RECORDS IN THE SOUTH LINE OF THAT CERTAIN TRACT OF LAND AS CONVEYED TO DGI ENTERPRISES LP, BY DEED RECORDED IN INSTRUMENT NUMBER D 208346159, OF SAID DEED RECORDS; THENCE SOUTH 89 DEGREES 44 MINUTES 32 SECONDS EAST, 324.45 FEET WITH THE NORTH LINE OF SAID 15.635 ACRE TRACT, AND THE SOUTH LINE OF SAID DGI ENTERPRISES LP TRACT TO A 1/2 INCH IRON FOUND IN THE SOUTH LINE OF LOT 1, BLOCK 1, OF SAID O'DONNEL'S ADDITION; THENCE SOUTH 89 DEGREES 29 MINUTES 10 SECONDS EAST, 857.38 FEET WITH THE NORTH LINE OF SAID 15.635 ACRE TRACT, AND THE SOUTH LINE OF BLOCK I, OF SAID O'DONNEL'S ADDITION TO THE POINT OF BEGINNING AND CONTAINNING 681,052 SQUARE FEET OR 15.635 ACRES OF LAND MORE OR LESS. City of Fort Worth, Texas Standard Completion Agreement—Self-Funded Revised 09.07.2017 JLE CFA Official Release Date: 07.01.2015 Page 10 of 12 City of Fort Worth,Texas Standard Completion Agreement—Self-Funded Revised 09.07.2017 ME CFA Official Release Date: 07.01.2015 Page 11 of 12 EXHIBIT B APPROVED BUDGET Section I Water $ 129,537.50 Sewer $166,392.50 Sub-total $ 295,930.00 Section II Interior Streets $ 413,225.48 Storm Drains $ 189,076.50 Sub-total $ 602,301.98 Section III Street Lights $34,292.50 Sub-total $ 34,292.50 TOTAL $932,524.48 City of Fort Worth, Texas Standard Completion Agreement—Self-Funded Revised 09.07.2017 JLE CFA Official Release Date: 07.01.2015 Page 12 of 12