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Home My WebLink AboutContract 40654cirr secREranr CONTRACT NO.[L5 CREDIT SALES AGREEMENT This Credit Sales Agreement (the "Agreement") is entered into by and between South Forks Trinity River Mitigation Group 1, LP., a Texas limited partnership ("SFTRMG1"), and the City of Fort Worth, Texas, a Municipal Corporation (the "Purchaser"). RECITALS: A. Pursuant to that certain Mitigation Banking Instrument Agreement dated December 2006 (the "MBI") between, among others, SFTRMG1., a Texas limited partnership, and South Forks Trinity River Mitigation Bank, Inc., a Texas corporation, (SFTRMB-Inc.) as the sponsor, and the U.S. Army Corp of Engineers ("USACE"), SFTRMB-Inc., as Sponsor of the Bank, established the South Forks Trinity River Mitigation Bank (SFTRMB) under Permit Number 200300558 (the "Bank"). B. Pursuant to the terms of the MBI, SFTRMG1, and SFTRMB-Inc., as Sponsor of the Bank, intend to develop, restore, enhance, create and preserve wetlands, open water and riparian habitat on certain real property described in the MBI in exchange for mitigation bank credits authorized by USACE (the "Credits"). C. The Purchaser is developing certain real property, and in conjunction with such development, USACE has required that the Purchaser provide off -site wetland mitigation to compensate for impacts to USACE jurisdictional wetlands. D. The Purchaser desires to purchase one and two tenth (1.2) Credits to satisfy the Purchaser's mitigation obligation. AGREEMENT: NOW, THEREFORE, for good and valuable consideration described in this Agreement, the receipt and sufficiency of which are hereby acknowledged, the Purchaser and SFTRMB agree as follows: 1.Sale of the Credits. SFTRMG1 hereby agrees to sell and assign, and does hereby sell, assignI transfer and convey to the Purchaser, and the Purchaser hereby agrees to purchase and accept, and does hereby purchase, accept, acquire and receive from SFTRMG1, one and two tenth (1.2) Credits. Upon full and complete execution of the Agreement and payment of the Credits as described below, Purchaser shall submit proof of purchase and transfer of ownership to the USACE, in a form which is sufficient to the USACE. Purchaser agrees to submit further documents to USACE and the Purchaser as may be reasonably necessary to show Purchaser's ownership of the Credits purchased. 2. Payment for Credits. In consideration of the delivery of the Credits, the Purchaser agrees to pay to SFTRMG1 the sum of twenty eight thousand eight hundred dollars ($28,800.00) for all of the Credits purchased pursuant to this Agreement. 3. Representations. (a) Representations of SFTRMG1. SFTRMG1 represents to the Purchaser the following: the Credits are free and clear of all liens, pledges, security interests or other encumbrances other than those imposed by the MBI; , OB-03-1 0 A 1 1: 45 I PI 07-27-1 0 P03 � 1 9 I N CITY SECRETARY FT WORTH, TX SFTRMG1 has duly taken all action necessary to authorize its execution and delivery of this Agreement and to authorize the consummation and performance of the transactions contemplated by this Agreement; and (iii) this Agreement, and all other agreements executed in connection with this Agreement, are the legal, valid and binding obligations of SFTRMB, enforceable in accordance with their terms except as such enforcement may be limited by bankruptcy, insolvency or similar laws of general application relating to the enforcement of creditors' rights. (iv) The Bank is operated, and will continue to be operated, in accordance with all applicable USACE laws, regulations, orders, permit requirements, agreements and guidance, including, without limitation, the MBI and Permit Number 200300558. (v) SFTRMG1 represents and/or warrants to Purchaser that it is aware USACE has required that the Purchaser provide off -site wetland mitigation to compensate for impacts to USACE jurisdictional wetlands and that SFTRMG1 is not aware of any circumstance, regulation or prohibition for Purchaser's use of the Credits to satisfy, in whole or part, any mitigation obligation of the Purchaser. (b) Representations of Purchaser. The Purchaser represents to SFTRMG1 the following: (i) the Purchaser is a municipal corporation, duly formed and validly existing; (ii) the Purchaser has duly taken all action necessary to authorize its execution and delivery of this Agreement and to authorize the consummation and performance of the transactions contemplated by this Agreement; and i) this Agreement, and all other agreements executed in connection with this Agreement, are the legal, valid and binding obligations of the Purchaser, enforceable in accordance with their terms except as such enforcement may be limited by bankruptcy, insolvency or similar laws of general application relating to the enforcement of creditors' rights. Other than as expressly set forth above, Purchaser does not make any representations or warranties to SFTRMG1. 4. Notices. Notices or other communications under this Agreement by either party to the other shall be given or delivered sufficiently if they are in writing and are delivered personally, or are dispatched by registered or certified mail, postage pre -paid, or facsimile, addressed or delivered to the other party as set forth on the signature pages to this Agreement. 5. Binding Agreement; Assignment. This Agreement, and its benefits and obligations, shall inure to and bind the respective heirs, executors, administrators, successors and assigns of the parties hereto. This Agreement may not be assigned by SFTRMG1 or the Purchaser without the written consent of the other. 6. Attorney's Fees. If there is a dispute between the Purchaser and SFTRMG1 under this Agreement, the prevailing party shall be entitled to recover all costs incurred, including OFFICIAL RECORD CITY SECRETARY T. WORTH, TX reasonable attorneys fees, paralegal's fees and appellate and post -judgment proceedings and all costs thereof. 7. Final Agreement. This Agreement embodies the whole agreement of the Purchaser and SFTRMG1. This Agreement shall supersede all previous communications, discussions, representations, advertisements, proposals or agreements either verbal or written, between the Purchaser and SFTRMG1 not otherwise contained in this Agreement. 8. Captions. The captions in this Agreement are included for convenience only and shall be given no legal effect whatsoever. 9. Modification. This Agreement may not be modified except by written instrument executed by both the Purchaser and SFTRMG1. 10. Choice of Laws: Venue. This Agreement shall be governed by the laws of the State of Texas, and the venue for all disputes with respect to this Agreement shall be in Tarrant County, Texas, 11. Partial Invalidity. Should any part of this Agreement be rendered void, invalid or unenforceable by any court of law for any reason, such a determination shall not render void, invalid or unenforceable any other part of this Agreement, provided, however, that the parties receive the full consideration bargained for hereunder. 12. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall constitute an original, and all of which shall constitute one and the same agreement. (the remainder of this page intentionally left blank] CITY SECRETARY T. WCRTHa TX IN WITNESS WHEREOF, the Purchaser and SrRMB have executed this Agreement effective for all purposes as of the _ day of , 2010. ,o��oRr h►�� y 0000ao° .9 % E: -3 aF�IC1A� RECt�t►� CITY SECRETARY SFTRMG1: South Forks Trinity River gation Group 1, LP a Texas limited partnership By: South Forks Trinity River Mitigation Bank, Inc. Its: General Partner By: Its: Johnny Mack Powers President Address: 1150 Highway 205 South Rockwall, Texas 75032 Telephone: 972/771.3738 Facsimile: 972/771,6881 THE PURCHASER: City of Fort Worth, Texas a Municipal Corporation By: Fernando Costa Its: Assistant City Manager Address: 1000 Throckmorton Fort Worth, Texas 76102 Telephone: 817, 392, 8042 Attest Hend�bc, City Secrets Approved as to Legality Christa Reynolds Assistant City Attorney TO: FROM: DATE: SUBJECT: t T T 11►M 1� �i�� l �l� 9 ►� ►� Mike Weiss, Transportation and Public Works Department Allison Tidwell, City Secretary's Office July 28, 2010 AGREEMENT FOR WETLANDS MITIGATION FOR KELLER-HICKS ROAD FROM ALTA VISTA TO PARK VISTA These documents are being forwarded to you for original signatures from South Forks Trinity River Mitigation Group. All signed copies of the contract must be returned with original signatures for final processing. Failure to return the documents will delay the final processing of the contract. Once we have received all of the documents, we will assign a contract number. Thank you in advance for your cooperation. If you have any questions, please call me at 817-392-6090. Attached: 3 sets