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Home My WebLink AboutContract 53214 RECEIVED CITY SECRE MI Y DEC 12 2019 CONTRACT NO. 5F32 14 ------------- TRANSPORTATION IMPACT FEE CREDIT AGREEMENT THIS TRANSPORTATION IMPACT FEE CREDIT AGREEMENT (the "Agreement") is made and entered into effective as of the Effective Date (as defined below),by and among THE CITY OF FORT WORTH,TEXAS (the"City"),a Texas home rule municipal corporation,and BTC III Carter Logistics Center LLC, a Delaware limited liability company authorized to do business in Texas (the "Owner") (the City and the Owner a "Party", and collectively, the "Parties"). RECITALS WHEREAS, the Owner is the owner of approximately 29.985 acres in Tarrant County,Texas,as described by metes and bounds in Exhibit"A" (the"Property")located within the corporate boundaries of the City. A map of the Property showing its location is attached hereto as Exhibit "B"; and WHEREAS, the Owner desires to proceed with development of the Property as described or illustrated on the Development Plan, attached hereto as Exhibit"C",which identifies the on-site and/or off-site transportation facilities necessary for serving full development of the Property; and WHEREAS, the City has adopted a Transportation Impact Fee program pursuant to Texas Local Government Code Chapter 395, codified in City Code Chapter 30, Article VIII, et seq., as amended, under which impact fees are imposed on new development for impacts to the City's transportation facilities as a result of said development; and WHEREAS,transportation impact fees are collected and must be spent by the City on impact fee eligible transportation facilities identified within the City's adopted Transportation Improvements Plan ("TIP"), as amended, within the service area(s) in which the new development is located; and WHEREAS, the Impact Fee Program provides for credits against impact fees for dedication of right-of-way and/or construction of transportation improvements identified as impact fee eligible on the adopted TIP; and WHEREAS,the Property is located within service area X; and WHEREAS, the City has determined the maximum transportation impact fees to be assessed against new development within service area X to be $3,806 per service unit (vehicle-miles of demand); and OFFICIAL RECORD CITY SECRETARY Transportation Impact Fee Credit Agreement-CA-19-016 FT.AW RTH TX BTC III Carter Logistics Center Updated 2/15/19 WHEREAS,certain transportation facilities depicted on Exhibit"D"are identified as impact fee eligible within the City's adopted TIP and therefore eligible for impact fee credit; and WHEREAS, Owner has agreed to dedicate the right-of-way and/or constructed the transportation improvements shown on Exhibit "D" for which credits against transportation impact fees shall be granted; and WHEREAS, the Owner has received the following final plat (or concept plan) approval: Carter Industrial Park, FS-19-063; and WHEREAS, the Owner has dedicated 31,226 square feet of right-of-way for eligible arterial, Oak Grove Rd: Recorded as Instrument D219252891 recorded November 4, 2019. NOW, THEREFORE, for and in consideration of the mutual agreements, covenants, and conditions contained herein, and other good and valuable consideration, the City and the Owner hereby covenant and agree as follows: 1. Recitals. The recitals contained in this Agreement are true and correct as of the Effective Date and form the basis upon which the Parties negotiated and entered into this Agreement. 2. Transportation Improvements. Owner agrees to dedicate the rights-of-way for and/or construct the system facilities identified in Exhibit "D". For any transportation improvement which has been previously dedicated or constructed by Owner on the Property and accepted by the City prior to execution of this Agreement, the improvement shall be identified as completed on Exhibit "D". 3. Credits. The Parties agree that the estimated value of the credits for each transportation improvement, expressed in current dollars, shall be as set forth in Exhibit"E". The value of credits associated with the improvements first shall be reduced by the Schedule 2 impact fee associated with any lot for which a building permit has previously been issued, and the net value of credits shown on Exhibit "E" shall be considered as exact. 4. Phasing. The Parties acknowledge that, where it is anticipated that the project will be developed in phases, the anticipated construction of improvements by phase shall be as depicted in Exhibit "D", which is attached hereto and incorporated herein by reference. Transportation Impact Fee Credit Agreement-CA-19-016 Page 2 of 13 BTC III Carter Logistics Center Updated 2/15/19 5. Allocation of Credits by Phase. The general allocation of credits to each phase of the development shall be as shown on Exhibit"F",which is attached hereto and incorporated herein by reference. The Parties agree that the credits identified in this Agreement shall not be deemed to have been created until the system facility for which credit is to be granted has been dedicated and accepted (in the case of right-of-way) or constructed through an executed Community Facilities Agreement and final acceptance by the City has been obtained. The Parties further agree that, prior to the application of a credit against transportation impact fees otherwise due for any unit of development; the following events shall take place: (a) The number of credits resulting from such improvement has been valued; and (b) Concurrent with final plat approval, a credit allocation shall be provided by the developer for the phase of development to which the credit is to be applied,which allocation may either assign the credit,expressed in dollars,to each finally platted lot or may create a credit-pool to be utilized by that phase of development. 6. Term and Effective Date. The initial term of this Agreement shall be ten (10) years from its Effective Date. 7. Agreement to Run with the Land. Owner shall have the right to assign this Agreement to any person or entity ("Owner's Assignee")with the written consent of the City, provided: (a) the assignment is in writing executed by the Owner and its assignee; and (b) the assignment incorporates this Agreement by reference and binds the Owner's Assignee to perform (to the extent of the obligations assigned) in accordance with this Agreement. Each Owner's Assignee shall become a Party to this Agreement upon the execution of such assignment. In no event may this Agreement be construed to authorize assignment of any credits attributable to a system facility to be dedicated or constructed hereunder for use outside the boundaries of the Property. 8. Amendment. This Agreement shall not be modified or amended except as follows: (a) Any amendment or modification to this Agreement or any Exhibit or schedule hereto shall be in writing and signed by the Parties. (b) Any revision, amendment, or modification to this Agreement, the Development Plan, or any Exhibit or schedule thereto, shall become effective on the date executed by the Parties or,as applicable, upon the date of approval by the City Council or designated city official. Transportation Impact Fee Credit Agreement-CA-19-016 Page 3 of 13 BTC III Carter Logistics Center Updated 2/15/19 9. Exhibits. The exhibits attached to this Agreement are incorporated as part of this Agreement for all purposes as if set forth in full in the body of this Agreement. 10. Reimbursement. Developer has executed a Community Facilities Agreement, recorded as City Secretary Contract 52927, which includes the construction of impact fee eligible infrastructure improvements, specifically an extension of the western lanes of Oak Grove Rd from approximately 100 feet south of Joel East Rd to the south for approximately 2,080 linear feet, including related drainage and street lights. The transportation impact fee credit for the eligible improvements will be deemed to have been created upon final acceptance of those improvements by the City, as evidenced by a Notice of Completion for each infrastructure unit, as shown in Exhibit "G" signed by the Assistant City Manager. Upon City acceptance of improvements and application by Developer, this Agreement will be amended to add the credit created by the accepted infrastructure. Additionally upon request by Developer, City will refund to Developer any transportation impact fees that have been paid by Developer for then-issued building permits within Carter Industrial Park, Final Plat FS-19-063, which can be offset by the total amended credit amount. (Remainder of Page Intentionally Left Blank) Transportation Impact Fee Credit Agreement-CA-19-016 Page 4 of 13 BTC III Carter Logistics Center Updated 2/15/19 IN WITNESS WHEREOF, the undersigned parties have executed this Agreement to be effective as of the date subscribed by the City's Assistant City Manager. CITY OF FORT WORTH,TEXAS OWNER BTC III Carter Logistics Center LLC a Delaware limited liability company By: Build-To-Core Industrial Partnership III LLC Dana Burghdoff A Delaware limited liability company Interim Assistant ity Manager its Sole Member Date: `- - By: BCG BTC III Managing Member LLC a Delaware limited liability company its Investment Managi g Member Recommended By: o etCgiing erburg Randle Harw MaDire r of Development Director, Planning and Development Approved as to Form and Legality: Q2�2t�- Douglas Black Assistant City Attorney City Contract Compliance Manager: M&C: None required ;r� Form 1295: None requireda 0&• By signing, I acknowledge that I am the person A. "'' ri responsible for the monitoring and administration of a .. this contract, including ensuring all performance and ATTEST: reporting requirements. ary J. a Jlraduate lie Westerman City Secretary Engineer OFFUAL RECORD Y SECRETARY FT WORTH,TX Transportation Impact Fee Credit Agreement-CA-19-016 age-5 of 13 BTC III Carter Logistics Center Updated 2/15/19 EXHIBIT LIST "A" Description of the Property "B" Map of Property "C" Development Plan "D" Eligible Transportation Improvements "E" Credits Against Transportation Impact Fees "F" Allocation of Credits "G" Example Notice of Completion Transportation Impact Fee Credit Agreement-CA-19-016 Page 6 of 13 BTC III Carter Logistics Center Updated 2/15/19 EXHIBIT A Description of Property WHEREAS, BTC III Carter Logistics Center LLC is the owner of a 29.9851 acre tract of land situated in the Elizabeth Teague Survey, Abstract No. 1544 and the J Jennings Survey, Abstract No. 875, City of Fort Worth, Tarrant County, Texas; said tract being part of Block 7, Carter Industrial Park, an addition to the City of Fort Worth according to the plat recorded in Volume 388-31, Page 52 of the Plat Records of Tarrant County, Texas; said tract being more particularly described as follows: BEGINNING at a 1/2-inch iron rod with"BRITTAIN & CRAWFORD" cap found in the east right-of-way line of Oak Grove Road (an 80-foot wide right-of-way); said point being the northeast corner of said Block 7; THENCE South 0°29'25" East, along the said west line of Oak Grove Road, a distance of 2081.74 feet to a "+" cut found for corner; THENCE South 89°27'10" West, departing the said west line of Oak Grove Road, a distance of 626.78 feet to a 5/8-inch iron rod with"CARTER & BURGESS" cap found for corner; THENCE North 0°31'24" West, a distance of 2082.07 feet to a 5/8-inch iron rod with "JACOBS" cap found for corner in the north line of said Block 7; THENCE North 89°28'58" East, along the said north line of Block 7, a distance of 627.98 feet to the POINT OF BEGINNING and containing 29.9851 acres or 1,306,152 square feet of land, more or less. Transportation Impact Fee Credit Agreement-CA-19-016 Page 7 of 13 BTC III Carter Logistics Center Updated 2/15/19 EXHIBIT B Map of Property 'TRAM N x N PL� P UI _ ALTA MESA PP K aY. = - - t�q 4 cy`pG 1HI HLAND L VAQRA W {p A£RCFiq _- 11 O o kSt IR I j y I AR -� JOEI EAST ---- - -� EL N BRIE y H_AL 6R K �O ICTCR AN a 7 CRATE I, �, 4 ANOC I ION SITE LOCATIO f �� a a K .o P_ CHCOI JOHN BURGUESSI _ 2 = NC LE y�. R4HQL I 6 Au .EL �Fiq �l m� o ar t t yp O _tANGELA SARR a RUSELL --VAUC N Q L t^ uARIE E 1 LONA J NEk- - EVERMAN FONA VADEN LOCATION MAP MAPSCO# 105E COIN: 102226 OAK GROVE ROAD OWNREEKnROUP�OPER: �` FORT WORTH.TEXAS 4075 MACARTHUR Ca RT lot-111LIy i 1 SUITE.. SEPTEMBEF22019 NEWPOR*BrACH.CA «ivk7J!xi6,c� CONTACT:PL7 ER VANDERBLRG avar sst+ PHONE:(9L9}89[-1912 swL u ro..�.Hcpw Na�s'�n Transportation Impact Fee Credit Agreement-CA-19-016 Page 8 of 13 BTC III Carter Logistics Center Updated 2/15/19 EXHIBIT C Development Plan •'1-'n; YF_ w��iy'" is JI n amQd�SZyNOJyr C)2{7.5 aacaiwzzv�p3� lac oA'H¢i"Sw�"paSsactIF '�t qa h' Al _OL LSt3l30fy__ - #`m �r 8f f U=w10�0 MO cc tl{ 1• S S t{ { �1� }{} ; It?tii } T S` f r j!{Iji -+ eU i tf'. �t � if` €.) u 9- i I! i ` t�{► �F{ d"£ 4 f O €�.�. S �31 .IS [ l { f S 1) ;{!r {R Itft fr S { f S' i• { n Y;' �� `. ;it tlt{ `°� (.➢i �j � Ttf :fr t}�it�� .,� f. jfi T! 3• � , �• &�?{c�{II {{!{ $:;(( @@}{��t i }•tA :af�a� ��tslc is �{te.¢ri'i ��,,�:� �('i{ ¢t ftftE:it�){f{��(A•- §A r•?f vst:�€�'t{ oll!€li'1{€f� � #? $!b {ff3tttaj :��1 S�{FE T i 1 Jig, 41 }" _ ,y;..� {^ a ��,� i �� {�_ €fi # + ��F ..T� �•1 F{ F(dtji { �' - r - � °jrj -�€€g�# t; 11F5 `� � #s �`d ¢ ��4;4it •�'-_,;,.=� a 4i`ci@{I`t�� t}€• ;as ��R 't�{.} .s� :t? i3S t :° 5� a i�vSa � c � �Lt 5'TF YQt{t� g1! t t f• g4� �� s.. s1 f a 1 :• t, <pEkT ..� I -,1'_- ••^ ,`.. 1.-'t :_#~ .S . � '_`,.`I � Y 3k Y2 __- �.;� _l �... f a4 f : r'• i 1 'y`„„3 i—3�'-_l�•-..�t ---f� � :3.:ii:� E:� �S{1� �1 E, �j Ei �� {�' Transportation Impact Fee Credit Agreement-CA-19-016 Page 9 of 13 BTC III Carter Logistics Center Updated 2/15/19 EXHIBIT D Transportation Improvements J+.. e's T C iii Carter Logistics Center Credit Agreement ■'�* Credit Eligible items. Dedicated ROW a FORT WORTH.. go M- 1 Q . --aq, 6-; - 1uoE. sr ( E i_EAST pry 1 . t 1' ` - ` - Oigible improvements Limits From 100feet south of Joel 3 Oak Grove Rd East Rd for approximately 2,080 feet to the south IMP Transportation Impact Fee Credit Agreement-CA-19-016 Page 10 of 13 BTC III Carter Logistics Center Updated 2/15/19 EXHIBIT E Credits Against Transportation Impact Fees Right-of-Way Valuation for Oak Grove Rd 2017 Transportation Improvements Plan Project X-18 Estimated Construction Costs from 2017 $7,361,000.00 rransportation Improvements Plan Value of Total Project Right-of-Way(20%of $1,472,200.00 Construction Cost) Total Project Length (LF) 6,60 Arterial Cross-Section Width(LF) 110 Additional ROW needed for Roundabout(SF) 0 Total Project Right-of-Way(SF) 726,000 Right-of-Way Value Per Square foot $2,03 TAD Value as of 09/10/19 TAD Account 0043715,9 Total Area(SF) 1,264,982 Appraised Value $2,904.00 Value per Square Foot $0.01 Right-of-Way Dedication Oak Grove Rd FS-19-063-Recorded as instrument D2192S2891 Total area of ROW to be dedicated 31,226 =H is Value per SF $2.03 Total Credit Available $ 63,388.78 Existing Demand Net Credit Available 63,388.7ti Transportation Impact Fee Credit Agreement-CA-19-016 Page 11 of 13 BTC III Carter Logistics Center Updated 2/15/19 EXHIBIT F Allocation of Credits Credit shall be allocated on a first-come, first-served basis within the boundaries of the final plat for Lots 6, 7 and 8, Block 7 of Carter Industrial Park, FS-19-063. Transportation Impact Fee Credit Agreement-CA-19-016 Page 12 of 13 BTC III Carter Logistics Center Updated 2/15/19 EXHIBIT G Example Notice of Completion City Secretar; FORTWORTH. Contract No. �2�27_TBD Date Received NOTICE OF PROJECT COMPLETION (Developer Projects) The Transportation&Public Works Department upon the recommendation of the Project Manager has accepted the following project as complete. Project Name: OAK GROVE RD SOUTH OF JOEL FAST RD City Project No.: 102226 improvement Type(s): ❑Pavir-g ❑D-ainage ❑Street tights ❑Traffic Signals Oritif it Contract-,Puce: Amount of Approved Change Orders: TBD Revised Contract Amount: TBD Tt tal Cost Work Completed: TBD Contractor Date Title Company Name Project Inspector Date Project Manager Date CFA Manager Date Ass:stant '-ty Manager Date Transportation Impact Fee Credit Agreement-CA-19-016 Page 13 of 13 BTC III Carter Logistics Center Updated 2/15/19