HomeMy WebLinkAboutContract 53496 Received Date: Feb 7,2020
Received Time: 8:07 AM
Developer and Project Information Cover Sheet:
Developer Company Name: Crowley 96,LLC
Address,State,Zip Code: 201 West Buford St.,Suite 101 Burleson,Texas 76208
Phone&Email: 817-247-5434 1 dshipman@shipmanco.com
Authorized Signatory,Title: David Shipman,Jr. ,Managing Member
Project Name: Southfork Estates Phases 2&3
Brief Description: Water,Sewer
Project Location: Far southwest sector,in the city of Fort Worth ETJ.It is accessed from
Longhorn Trl.And Old Cleburne—Crowley Rd.
Plat Case Number: FP-16-085 Plat"Name: Southfork Estates
Mapsco: Council District: N/A-ETJ
CFA Number: CFA19-0038 City Project Number: 102055 1 1PRC 19-0072
City of Fort Worth,Texas
Standard Community Facilities Agreement-Southfork Estates Phases 2&3 OFFICIAL RECORD
CFA Official Release Date:02.20.2017
Page 1 of 11 C P.r.
FT. WORTHR TX
STANDARD COMMUNITY FACILITIES AGREEMENT
THE STATE OF TEXAS § City Secretary
COUNTY OF TARRANT § Contract No. 53496
WHEREAS, Crowley 96, LLC, ("Developer"), desires to make certain specific
improvements as described below and on the exhibits attached hereto("Improvements")related to
a project generally described as Southfork Estates Phases 2 &3 ("Project")within the City or the
extraterritorial jurisdiction of Fort Worth,Texas ("City"); and
WHEREAS, the City has no obligation to participate in the cost of the Improvements or
Project; and
WHEREAS,any future City participation in this CFA is subject to the availability of City
funds and approval by the Fort Worth City Council and shall be memorialized as an amendment
to this Agreement; and
WHEREAS, the Developer and the City desire to enter into this Community Facilities
Agreement ("CFA" or "Agreement") in connection with the collective Improvements for the
Project.
NOW,THEREFORE,for and in consideration of the covenants and conditions contained
herein,the City and the Developer do hereby agree as follows:
General Requirements
A. The Policy for the Installation of Community Facilities ("Policy") dated March 2001,
approved by the City Council of the City of Fort Worth, as amended, is hereby incorporated
into this Agreement as if copied herein verbatim. Developer agrees to comply with all
provisions of said Policy in the performance of its duties and obligations hereunder and to
cause all contractors hired by Developer to comply with the Policy in connection with the
work performed by said contractors.
B. Developer shall provide financial security in conformance with paragraph 6, Section II, of
the Policy and recognizes that there shall be no reduction in the collateral until the Project
has been completed and the City has officially accepted the Improvements. Developer
further acknowledges that said acceptance process requires the Developer's contractor(s)
City of Fort Worth,Texas
Standard Community Facilities Agreement-Southfork Estates Phases 2&3 OFFICIAL RECORD
CFA Official Release Date:02.20.2017 CITV SECRETARY
Page 2 of 11
to submit a signed affidavit of bills paid and consent of Surety signed by its surety to
ensure the contractor has paid any sub-contractor(s) and suppliers in full. Additionally,
the contractor will provide in writing that the contractor has been paid in full by Developer
for all the services provided under this contract.
C. Developer agrees to cause the construction of the Improvements contemplated by this
Agreement and that said construction shall be completed in a good and workmanlike manner
and in accordance with all City standards and the City-approved construction plans,
specifications and cost estimates provided for the Project and the exhibits attached hereto.
D. The following checked exhibits describe the Improvements and are incorporated herein:
Water(A) ❑X, Sewer(A-1) ❑X,Paving(B) ❑, Storm Drain(B-1) ❑, Street Lights & Signs
(C) ❑.
E. The Developer shall award all contracts for the construction of the Improvements in
accordance with Section II,paragraph 7 of the Policy and the contracts shall be administered
in conformance with paragraph 8, Section II, of the Policy. Developer shall ensure its
contractor(s)pays the then-current City-established wage rates.
F. For all Improvements included in this Agreement for which the Developer awards
construction contract(s), Developer agrees to the following:
i. To employ a construction contractor who is approved by the director of the
department having jurisdiction over the infrastructure to be constructed, said
contractor to meet City's requirements for being prequalified,insured,licensed and
bonded to do work in public ways and/or prequalified to perform water/wastewater
construction as the case may be.
ii. To require its contractor to furnish to the City a payment and performance bond in
the names of the City and the Developer for one hundred percent (100%) of the
contract price of the infrastructure,and a maintenance bond in the name of the City
for one hundred percent (100%) of the contract price of the infrastructure for a
period of two (2) years from the date of final acceptance insuring the maintenance
and repair of the constructed infrastructure during the term of the maintenance
bond. All bonds to be furnished before work is commenced and to meet the
requirements of Chapter 2253, Texas Government Code.
City of Fort Worth,Texas
Standard Community Facilities Agreement-Southfork Estates Phases 2&3
CFA Official Release Date:02.20.2017
Page 3 of 11
iii. To require the contractor(s)it hires to perform the construction work contemplated
herein to provide insurance equal to or in excess of the amounts required by the
City's standard specifications and contract documents for developer-awarded
infrastructure construction contracts. The City shall be named as additional insured
on all insurance required by said documents and same will be evidenced on the
Certificate of Insurance (ACORD or other state-approved form) supplied by the
contractor's insurance provider and bound in the construction contract book.
iv. To require its contractor to give 48 hours advance notice of intent to commence
construction to the City's Construction Services Division so that City inspection
personnel will be available;to require the contractor to allow the construction to be
subject to inspection at any and all times by City inspection forces,to not install or
relocate any sanitary sewer, storm drain, or water pipe unless a responsible City
inspector is present and gives his consent to proceed, and to make such laboratory
tests of materials being used as may be required by the City.
V. To require its contractor to have fully executed contract documents submitted to
the City in order to schedule a Pre-Construction Meeting. The submittal should
occur no less than 10 working days prior to the desired date of the meeting. No
construction will commence without a City-issued Notice to Proceed to the
Developer's contractor.
vi. To delay connections of buildings to service lines of sewer and water mains
constructed under this Agreement, if any, until said sewer and water mains and
service lines have been completed to the satisfaction of the Water Department.
G. Developer shall provide at its expense, unless otherwise agreed to by City, all engineering
drawings and documents necessary to construct the improvements under this Agreement.
H. Developer shall cause the installation or adjustment of the required utilities to serve the
development or to construct the Improvements required herein.
I. City shall not be responsible for payment of any costs that may be incurred by Developer in
the relocation of any utilities that are or may be in conflict with any of the community facilities
to be installed hereunder.
City of Fort Worth,Texas
Standard Community Facilities Agreement-Southfork Estates Phases 2&3
CFA Official Release Date:02.20.2017
Page 4 of 11
J. Developer hereby releases and agrees to indemnify, defend and hold the City harmless
for any inadequacies in the preliminary plans,specifications and cost estimates supplied
by the Developer for this Agreement.
K. Developer agrees to provide, at its expense, all necessary rights of way and easements across
property owned by Developer and required for the construction of the current and future
improvements provided for by this Agreement.
L. The Developer further covenants and agrees to, and by these presents does hereby,
fully indemnify, hold harmless and defend the City, its officers, agents and employees
from all suits,actions or claims of any character,whether real or asserted,brought for
or on account of any injuries or damages sustained by any persons (including death)
or to any property, resulting from or in connection with the construction, design,
performance or completion of any work to be performed by said Developer, its
contractors, subcontractors, officers, agents or employees, or in consequence of any
failure to properly safeguard the work, or on account of any act, intentional or
otherwise, neglect or misconduct of said Developer, its contractors, sub-contractors,
officers, agents or employees, whether or not such injuries, death or damages are
caused, in whole or in part, by the alleged negligence of the City of Fort Worth, its
officers, servants, or employees.
M. Developer will further require its contractors to indemnify, defend and hold harmless
the City,its officers, agents and employees from and against any and all claims, suits or
causes of action of any nature whatsoever, whether real or asserted, brought for or on
account of any injuries or damages to persons or property, including death, resulting
from,or in any way connected with,the construction of the infrastructure contemplated
herein,whether or not such injuries, death or damages are caused, in whole or in part,
by the alleged negligence of the City of Fort Worth, its officers, servants, or employees.
Further,Developer will require its contractors to indemnify,and hold harmless the City
for any losses, damages, costs or expenses suffered by the City or caused as a result of
said contractor's failure to complete the work and construct the improvements in a good
and workmanlike manner, free from defects, in conformance with the Policy, and in
accordance with all plans and specifications.
City of Fort Worth,Texas
Standard Community Facilities Agreement-Southfork Estates Phases 2&3
CFA Official Release Date:02.20.2017
Page 5 of 11
N. Upon completion of all work associated with the construction of the Improvements,
Developer will assign to the City a non-exclusive right to enforce the contracts entered into
by the Developer with its contractor along with an assignment of all warranties given by the
contractor,whether express or implied. Further, Developer agrees that all contracts with any
contractor shall include provisions granting to the City the right to enforce such contracts as
an express intended third party beneficiary of such contracts.
O. Inspection and material testing fees are required as follows:
i. Developer shall pay in cash water and wastewater inspection fees and material
testing fees equal to two percent(2%) for a total of 4% of the developer's share of
the total construction cost as stated in the construction contract.
ii. Developer shall pay in cash paving and storm drain inspection fees equal to four
percent (4%) and material testing fees equal to two percent (2%) for a total of 6%
of the developer's share of the total construction cost as stated in the construction
contract.
iii. Developer shall pay in cash the total cost of streetlights or if the city is not installing
the streetlights, inspection fees equal to four percent(4%) of the developer's share
of the streetlight construction cost as stated in the construction contract.
iv. Developer shall pay in cash the total cost of street signs.
P. COMPLETION WITHIN 2 YEARS
i. Developer shall complete the Improvements within two (2) years, provided,
however, if construction of the Improvements has started within the two year
period,the developer may request that the CFA be extended for one additional year.
ii. Nothing contained herein is intended to limit the Developer's obligations
under the Policy, this Agreement, its financial guarantee, its agreement with
its contractor or other related agreements.
iii. The City may utilize the Developer's financial guarantee submitted for this
Agreement to cause the completion of the construction of the Improvements if at
the end of two(2)years from the date of this Agreement(and any extension period)
the Improvements have not been completed and accepted.
iv. The City may utilize the Developer's financial guarantee to cause the completion
of the construction of the Improvements or to cause the payment of costs for
City of Fort Worth,Texas
Standard Community Facilities Agreement-Southfork Estates Phases 2&3
CFA Official Release Date:02.20.2017
Page 6 of 11
construction of same before the expiration of two (2) years if the Developer
breaches this Agreement, becomes insolvent or fails to pay costs of construction
and the financial guarantee is not a Completion Agreement. If the financial
guarantee is a Completion Agreement and the Developer's contractors and/or
suppliers are not paid for the costs of supplies and/or construction, the contractors
and/or suppliers may put a lien upon the property which is the subject of the
Completion Agreement.
Q. Developer acknowledges that in accordance with Chapter 2270 of the Texas Government
Code,the City is prohibited from entering into a contract with a company for goods or services
unless the contract contains a written verification from the company that it: (1) does not
boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms
"boycott Israel" and "company" shall have the meanings ascribed to those terms in Section
808.001 of the Texas Government Code. By signing this contract, Developer certifies that
Developer's signature provides written verification to the City that Developer: (1)does not
boycott Israel; and(2)will not boycott Israel during the term of the contract.
IMMIGRATION AND NATIONALITY ACT
R. Developer shall verify the identity and employment eligibility of its employees who perform
work under this Agreement, including completing the Employment Eligibility Verification
Form(I-9). Upon request by City, Developer shall provide City with copies of all I-9 forms
and supporting eligibility documentation for each employee who performs work under this
Agreement. Developer shall adhere to all Federal and State laws as well as establish
appropriate procedures and controls so that no services will be performed by any Developer
employee who is not legally eligible to perform such services. DEVELOPER SHALL
INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES,
LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY
DEVELOPER, DEVELOPER'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR
LICENSEES. City, upon written notice to Developer, shall have the right to immediately
terminate this Agreement for violations of this provision by Developer.
City of Fort Worth,Texas
Standard Community Facilities Agreement-Southfork Estates Phases 2&3
CFA Official Release Date:02.20.2017
Page 7 of 11
Cost Summary Sheet
Project Name: Southfork Estates Phases 2&3
CFA No.: CFA19-0038 City Project No.: 102055 1 IPRC19-0072
An Engineer's Estimate of Probable Cost is acceptable. However,the construction contract price
will ultimately determine the amount of CFA fees and financial guarantee. The bid price and
any additional CFA payments will be required prior to scheduling a pre-construction meeting.
An itemized estimate corresponding to each project-specific exhibit is required to support the
following information.
Items Developer's Cost
A. Water and Sewer Construction
1. Water Construction $ 350,756.20
2.Sewer Construction $ 431,239.00
Water and Sewer Construction Total $ 781,995.20
B. TPW Construction
1.Street $ -
2.Storm Drain $
3.Street Lights Installed by Developer $
4. Signals $
TPW Construction Cost Total $ -
Total Construction Cost(excluding the fees): $ 781,995.20
Construction Fees:
C. Water/Sewer Inspection Fee(2%) $ 15,639.90
D. Water/Sewer Material Testing Fee(2%) $ 15,639.90
Sub-Total for Water Construction Fees $ 31,279.80
E. TPW Inspection Fee(4%) $ -
F. TPW Material Testing(2%) $
G. Street Light Inspsection Cost $
H. Signals Inspection Cost $
H. Street Signs Installation Cost $
Sub-Total for TPW Construction Fees $ -
Total Construction Fees: $ 31,279.80
Choice
Financial Guarantee Options,choose one Amount Mark one
Bond=100% $ 781,995.20
Completion Agreement=100%/Holds Plat $ 781,995.20 X
Cash Escrow Water/Sanitary Sewer--125% $ 977,494.00
Cash Escrow Paving/Storm Drain=125% $ -
Letter of Credit=125%w/2 r expiration period $ 977,494.00
City of Fort Worth,Texas
Standard Community Facilities Agreement-Southfork Estates Phases 2&3
CFA Official Release Date:02.20.2017
Page 8 of 11
ACCORDINGLY,the City of Fort Worth and Developer have each caused this instrument to be
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
Crowley 96,LLC
Lana e r
Dana Burghdofl eb 6,2020)
Dana Burghdoff
Interim Assistant City Manager " '' Z
Date:Jeb 6,2020 David Shipman(Feb , 020)
Name: David Shipman,Jr.
Recommended by: Title: Managing Member
Tennifer Ezernacl<
Date: Feb 4,2020
Jennifer Ezernack(Feb 5,2020)
Evelyn Roberts/Jennifer Ezernack
Project Assistant
Planning and Development Contract Compliance Manager:
By signing, I acknowledge that I am the
person responsible for the monitoring and
Approved as to Form &Legality: administration of this contract, including
ensuring all performance and reporting
d A. iytG a-c e requirements.
Richard A McCracken(Feb 6,2020)
Richard A.McCracken �7r�r'1%2�G �tti�D�`u"�21
Janie Scarlett Morales(Feb 6,2020)
Assistant City Attorney
M&C No. Name: Janie Morales
Date: Feb 6,2020 h Title: Development Manager
Form 1295:
ATTEST: C3 r
-7
Mary J. yser(Feb(i,2 0)
Mary J.Kayser/Ronald Gonzales _
City Secretary/Assistant City Secretary
City of Fort Worth,Texas
Standard Community Facilities Agreement-Southfork Estates Phases 2&3 OFFICIAL RECAR
CFA Official Release Date:02.20.2017
Page 9 of 11 CM SFCRETARY
FT WUj .
G
Check items associated with the project being undertaken; checked items must be
included as Attachments to this Agreement
Included Attachment
❑X Attachment 1 -Changes to Standard Community Facilities Agreement
® Location Map
❑X Exhibit A:Water Improvements
❑X Exhibit A-1: Sewer Improvements
❑X Water and Sewer Cost Estimates
❑ Exhibit B: Paving Improvements
❑ Paving Cost Estimate
❑ Exhibit 13-1: Storm Drain Improvements
❑ Storm Drain Cost Estimate
❑ Exhibit C: Street Lights and Signs Improvements
❑ Street Lights and Signs Cost Estimate
(Remainder of Page Intentionally Left Blank)
City of Fort Worth,Texas
Standard Community Facilities Agreement-Southfork Estates Phases 2&3
CFA Official Release Date:02.20.2017
Page 10 of 11
ATTACHMENT"1"
Changes to Standard Agreement
Community Facilities Agreement
City Project No. 102055 1 IPRC 19-0072
None.
City of Fort Worth,Texas
Standard Community Facilities Agreement-Southfork Estates Phases 2&3
CFA Official Release Date:02.20.2017
Page 11 of 11
Q .
o
Wn � � LU
CO
u L O
(n Qg N
LJU
n a w Y N x -L � �
'^
O Q o z
= 2� a U
j >
O
ti
00
❑ g
LL
❑U®
0
~+N
3AI2lp 3PJb'3 J 7
w a
J J z w W z y a
o J?o N
o o m a
LO U w
Lo ¢ �m
Z N o
O N
2 z
c� z O
z � W
O]
~N
U d �JNowM
f 31M 2i0 3MAne3no M Q a J o
w W O Z y�
J W N
w 0, Q
M C H
O O U w
�m
oN
w
w O
J
0 94 O
LU 1�
Z
D
00
W
J
U
1105
q .
ando--
LLI
�Q
Li VJ 06 N Q
N R v W 4 2 W N
wM2PLp z E — N w
�W°ZN x n � a Y W m H
0om�a W i �! 0 n = Q
U w U L i W
X
m "' 2 uj W
N �
_ O O
J V//)
07
Z m W ti W
Q d5 In 1 ti N
W W J H N LO
J V M
Z w ¢ > w aI rn H LO
J Z 3 w a ¢ �I>�zv CD
LU W o�m(n O
LU
LL N K Ln'O T
O
Z ao U
U O (/)
W Of X
J d W
J tLd i I A,
TAJ
dal uv
3S H
�_ 'W �l
aJ 1H:i !23Jdr a ally Ul
LI
77
Of
F
f3S tHdF_
I ]J� M3SH _ I
` nnnnn 1 n inn f
A . w
� n 0
• co LU
v/LQ �
J ^M ^ W o , -�/ N
x �z°� " i t w W z w oo Oo � �, o w
o J W N oa _ �
wo
W M = _ = a w
z w o � � a o �
z
J w
w of O N o o ` Q
W w 2 z
x
z aw z w
y/ S W (n ; J LO l0
W i0 0 X
N
W ¢ a0 N
W O O N
LO
CO
N .y u N 0
Q V < ¢ 1O N �i m 0
z t l
�
N 4L
w X X
J d w LUI LLL1 I t
1
lvbl H 31 12iO3
77
1n F� T P T I
��
N ch lsm
V NJOA 3S VHc
_ = i
a a
gd m — —
I, 7TI E 3S H
$ � 711
W{ s b N H Oa 0 J
7 I
n I M�F I
3S H
nnnnnnnnnn � i�
034241
DAP•BID P ROPOSA'.
Page I�0
SECTION 00 42 43
Developer Awarded Projects-PROPOSAL FORM
UNIT PRICE BID Bidder's Application
Projecr item rnfonnalion $iddees proposal
$idlist I[un Sprrificasion Unit of $id
No. Description Section No. Ncasure L1niI?rice Did Va[uc
11uanliE}'
UNIT I:WATER IMPROVEMENTS
1 3311-0261 8"PVC Water Pipe 33 11 12 LF_ 1 14 $25.04 $162.350,00
2 33i2.0001 Fire Hydrant wd Gate Va_hm 33 12 40 EA _ 3 $3,970.00 511,994.00
3 3312.20031"Water Service 331210 — El1 — 189 $735.t10 $_138,915.00
4 3312.3003 8"Gate VJslve dr Box 33 12 20 EA 17 $12380.00 $23. 60,06
5 33'€2.0117_Canneciiyn to Existing X-12"Water Main 33 12 25 _ EA 4 $1,100.00 $4,400.00
001 Q 8 3311.0ucUle Iron Water Fi wl ttings Restraint 3311 11 70N _1.0 $4,700.00 $41671,80
7 3305.01 D9 Trench Safety 330510 LF -
_ __ 6494 $0.10 SB49.40
$ 3471.0013 Traffic CantTal— — 3471 14 MO - 1 $4,44Q.00 - $4,400.00
9 — -- -- .—__—
_....1 a
12
_
14 ——.. ..
18 - - --
19
20
21
— —_
22 --
23 - ---
24 - -
26
27 ---—
28
29
--31 -— --- - - -- —
332
33
34
36
36 — - — —
37 -
39
-
42 --
_Z.._ — - - --_ -
44 — -
45
TOTAL UNIT I WATER IMPROVEMENTS $350.756,20
CITY OF FART WORTH
STANDARD CONSTR IXTIDN SPECMCATIO!J DOCUM E1 TS-DEVELOPER A WARDED PROJECTS
F."vn:icn:N Ix �MIa
CIF W u'.55-L',ili,y 9]42+?_Qi•F Prop��e.aP.a}s•
0042 ss
VA?•8IU PROPOSAL
Page 2 O[3
SECTION 00 42 43
Oeveloper Awarded Projects-PROPOSAL FORM
UNIT PRICE BID Bidder's Application
Project fleet Information Bidders Proposal
Bidligi hem $pecifikalion tlnil0f Sid
No I]escriplion Secliaa too. \Icasure Quantily Unit Price Hid Value
UNIT II:SANITARY SEWER IMPROVEMENTS
1 3331.4115 8"Sewer Main 33 3l_20 LF _ 62981 $32.00 $2D1,538.40
2-3339.1001 4'Manhole 33 3910 EA 22 $2,500.00 S55,OOD.Ofl
T.R_ _ _ . - - -- —.. -.-._
3^3339.1003 Exlr th Oepth Manhole{ 6.0'] 33 39 10 VF _ __ fis $150.00 $9,900.0_0
4 3331.3101 4" Sewer Service 33 31 SQ EA- J_ _ 189 $_670,00 $126,63-0.00
5 3301.0002 Post-CCTV Inspection 33 01 31 LF 6298 $2.50 $15,745.00
_6 330i.0101 Manhole Vacuum Testing_ __ 33_01.30 _ EA _ 22 $_110.00 $2,420,0_0
7 3305A109 Trench Safety 33�5 7D LF 629-8 51.00 55,298-00
�._ -- - - - _._-------- - - -- - -
8 0330.0001 Concrete Encase Sewer Pipe 03 30 00 LF 240 $50.00 512,000.00
-- - --___- _. -_.- ... _._- - . ---•-
9__3305.0202 Cement Stabilized Backfiil 33 05 10 LF 90 $19,00.. S1 7710.00
10
11 -- -- - - ---- -- - - - --
14
16
20
-
_ 77
21
22
23
24 -
25 - - - - - -- — - -
26
28
_29-
30 - - - --- - -- - -
~31 - - - -----
33 -- - - - - -- -.
34
- 35 - - - - -
36 - - --. - -
37 - -
38 -
39 -
40
-41 - _ --- -- - -- - ---- - -
43
44
45
TOTAL UNIT It:SANITARY SEWER IMMOVEMENTS1 S431,239.001
CITY OF FORT'AURTFl
STAN7A RD C OINST RI,, TION SKCIF ICAT ION pOCL'M E!!TS•DEVELOPER AWA Rf;E D PROJ ECTS
Fain Vv5j Llsr!1_V N COFW W55•t'rilin--pl 12 43 Bid P-pppsa_D kP,I«
0041 It
DAP.R m PROPOSAL
A")or)
SECTION ov+x 43
Developer Awarded Pro]eels-PROPOSAL FORM
UNIT PRIDE 131D Bidder's application
Froje"Ilan tnfl3mildon Bidders Proposal
SidlislItem Dtacriptiun Spmifieatton Unitar Bid
No. Swum No. Mnsurc iy Unit Price B d Valet
QuRnti
Bid Summary
UNIT k WAFER IMPROVEMENTS $350 756.20
UNIT II:SANITARY SEVER IMPROVEMENTS _ $431L23$_t7P
TorAI Cobrlrartioa Bid $781,995.20
This Bid issubmitted by the tatity aAtmed below:
BmpER: SY:
T7TLE: Pre dent
DATF; mtTer 19.zo 19
COD trannrserretstoinmplert WORK forRNALACCEPTA,YC'F,+,iihta 1W wurhiaYdmT+■frrr Ike d ate whtwtke
CONTAACTtommtom to rua a provided in tht CeIDe171 Con dI tic n&
END OF SECUON
MY OF FORS WORTH
STA7fDARD CQNM WMH SPEC6ICATION DOCVMEMS•DEVELOM AWO.DM PROTECTS
rom V,n, M..,),;ao rvYtiu lY.ss�:ari❑ar+:u wa n,t,,,l W4..
COMPLETION AGREEMENT—SELF FUNDED
This Completion Agreement("Agreement"), is made and entered into by and between the
City of Fort Worth, ("City") and Crowley 96, LLC, a Texas Limited Liability Corporation,
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 43.89 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 FP-16-085 or FS<Number>; and
WHEREAS, the Developer and the City have entered into a Community Facilities
Agreement relating to the development, Southfork Estates Phases 2 and 3 for Water, Sewer
("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 Seven Hundred Eighty One Thousand Nine Hundred Ninety Five
Dollard and Twenty Cents Dollars ($781,995.20), hereinafter called the "Completion
City of Fort Worth, Texas
Standard Completion Agreement—Self-Funded Revised 09.07.2017 ME
CFA Official Release Date: 07.01.2015
Page 1 of 10
Amount". Notwithstanding the 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 Requirements. 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 10
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(afortworthtexas.gov
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 10
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:
Crowley 96, LLC
201 West Buford St., Suite 101
Burleson, Texas 76208
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 4of10
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 5of10
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:
Crowley 96, LLC
Oana ,r , Off
Dana Burghdoff eb 6,2020) 1 Jag
Dana Burghdoff David Shipman)Feb , 020)
Interim Assistant City Manager Name: David Shipman, Jr.
Title: Managing Member
Date: Feb 6,2020
Date: Feb 4,2020
.TenniFarCz�mjgaak Approved as to Form &Legality:
Jennifer Ezernack(Feb 5,2020)
Evelyn Roberts/Jennifer Ezernack
Project Assistant kgc,A�A, McG^ cery
Planning and Development Richard A.McCracken(Feb 6,2020)
Richard A.McCracken
FORT Assistant City Attorney
O<(`.. p` Feb 6 2020
�t ,,� Date:
ATTEST:
* Contract Compliance Manager
Mary J.'ayser(Feb 6,2 0) a By signing I acknowledge that I am the person
Mary J. Kayser responsible
City Secretary
for the monitoring and administration of this contract,
including
Date: Feb 6,2020
ensuring all performance and report requirements.
Janie Scarlett Morales(Feb 6,2020)
Janie Scarlett Morales
Development Manager
City of Fort Worth, Texas
Standard Completion Agreement—Self-Funded Revised 09.07.2017 JLE
CFA Official Release Date: 07.01.2015 s--- - -a
Page 6 of 10
OFFICIAL RECORD
CITY SECRETARY
FT WORTH,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 7of10
ATTACBMENT "I"
Changes to Standard Agreement
Self-Funded Completion Agreement
None.
City of Fort Worth, Texas
Standard Completion Agreement—Self-Funded Revised 09.07.2017 ME
CFA Official Release Date: 07.01.2015
Page 8of10
EXHIBIT A
LEGAL DESCRIPTION
LOTS 1-57, BLK A; LOTS 1-10,BLK B; LOTS 10-15,BLK D; LOTS 1-11, BLK E; LOTS 1-
29,BLK F; LOTS 1-25, BLK G; LOT 1,BLK M; LOT 1, BLK N; LOTS 1-2,BLK O; LOT 1,
BLK P 43.89 AC MAPSCO 117K. 117L ETJ/TARRANT CO
City of Fort Worth, Texas
Standard Completion Agreement—Self-Funded Revised 09.07.2017 ME
CFA Official Release Date: 07.01.2015
Page 9of10
EXHIBIT B
APPROVED BUDGET
Section I
Water $350,756.20
Sewer $431,239.00
Sub-total $781,995.20
Section II
Interior Streets $0.00
Storm Drains $0.00
Sub-total $0.00
Section III
Street Lights $0.00
Sub-total $0.00
TOTAL $781,995.20
City of Fort Worth, Texas
Standard Completion Agreement—Self-Funded Revised 09.07.2017 ME
CFA Official Release Date: 07.01.2015
Page 10 of 10