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HomeMy WebLinkAboutContract 53958 Received Date: 06/01/2020 •f • J Received Time: 4:13 PM Developer and Project Information Cover Sheet: Developer Company Name: HT Hwy 114 Development LP Address, State,Zip Code: 2200 Ross Avenue Suite 4200 W,Dallas ,TX,75201 Phone&Email: 972-716-2914, dustin.davidsona4hines.com Authorized Signatory,Title: Robert W. Witte, Senior Managing Director Project Name: Tradition Central Phase 1 B Brief Description: Water, Sewer,Paving:Storm Drain, Street Lights. Project Location: 114 and Sam Reynolds Rd. 1 Plat Case Number: FP-19-114 Plat Name: Mapsco: 'Council District: CFA Number: CFA20-0003 City Project Number: 102509 UMCIAL RE ORD CMV SECRE ABiY City of Fort Worth,Texas !FT. Wqwk bfly Standard Community Facilities Agreement Rev.10/5/19[NPCI CSC No.53958 STANDARD COMMUNITY FACILITIES AGREEMENT This COMMUNITY FACILITIES AGREEMENT("Agreement") is made and entered into by and between the City of Fort Worth ("City"), a home-rule municipal corporation of the State of Texas, acting by and through its duly authorized Assistant City Manager, and HT Hwy 114 Development LP ("Developer"),acting by and through its duly authorized representative. City and Developer are referred to herein individually as a"party"and collectively as the"parties." WHEREAS, Developer is constructing private improvements or subdividing land within the corporate limits of Fort Worth, Texas or its extraterritorial jurisdiction, for a project known as Tradition Central Phase 1B ("Project");and WHEREAS, the City desires to ensure that all developments are adequately served by public infrastructure and that the public infrastructure is constructed according to City standards; and WHEREAS, as a condition of approval of the Project, Developer is required to bear a portion of the costs of municipal infrastructure by constructing the public infrastructure necessary for the Project as described in this Agreement("Community Facilities"or"Improvements"); and WHEREAS,as a condition of approval of the Project,Developer is required to meet the additional obligations contained in this Agreement, and Developer may be required to make dedications of land,pay fees or construction costs,or meet other obligations that are not a part of this Agreement.; and WHEREAS,the City is not participating in the cost of the Improvements or Project; and WHEREAS,the Developer and the City desire to enter into this 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: 1. CFA Ordinance The Community Facilities Agreements Ordinance("CFA Ordinance"),as amended,is incorporated into this Agreement by reference, as if it was fully set forth herein. Developer agrees to comply with all provisions of the CFA Ordinance in the performance of Developer's duties and obligations pursuant to this Agreement and to cause all contractors hired by Developer to comply with the CFA Ordinance in connection with the work performed by the contractors. If a conflict exist between the terms and conditions of this Agreement and the CFA Ordinance,the CFA Ordinance shall control. 2. Incorporation of Engineering Plans The engineering plans for the Improvements that have been accepted by the City ("Engineering Plans")are incorporated into this Agreement by reference as if fully set out herein. Developer shall provide City of Fort Worth,Texas Page 2 of 18 Standard Community Facilities Agreement Rev.10/5/19[NPC] � LF'T.'�ORTH,.TX at its expense, unless otherwise agreed to by City, all engineering drawings and documents ne cess to construct the Improvements required by this Agreement. 3. Description of Improvements; Exhibits and Attachments The following exhibits describe the general Iocation, nature and extent of the Improvements that are the subject of this Agreement and are attached hereto and incorporated herein by reference: ® Exhibit A: Water © Exhibit A-1: Sewer ® Exhibit B: Paving ® Exhibit B-1: Storm Drain ® Exhibit C: Street Lights & Signs The Location Map and Cost Estimates are also attached hereto and incorporated here i by reference. To the extent that Exhibits A, A-1, B, B-1, C, the Location Map, or the Cost EstiL ates conflict with the Engineering Plans, the Engineering Plans shall control. If applicable, Attachmen 1 — Changes to Standard Community Facilities Agreement, Attachment 2 — Phased CFA Provisions, and Attachment 3 — Concurrent CFA Provisions, are attached hereto and incorporated herein fo all purposes. 4. Construction of Improvements Developer agrees to cause the construction of the Improvements contemplated by this Agree ent and that said construction shall be completed in a good and workmanlike manner and in accordance with all City standards and specifications, the Engineering Plans, the Cost Estimates provided for the Improvements,and this Agreement. Developer acknowledges that City will not accept the Improves ents until the City receives affidavits and lien releases signed by Developer's contractors verifying that the contractors, and all subcontractors and material suppliers, have been paid in full for constructin the Improvements, and consent of the surety on payment and performance bonds provided for the Improvements. 5. Financial Guarantee Developer has provided the City with a financial guarantee in the form and amounts set fo h in this Agreement which guarantees the construction of the Improvements and payment by Developer of all contractors, subcontractors, and material suppliers for the Improvements ("Financial Guarantee"). Developer shall keep the Financial Guarantee in full force and effect until released by the City and shall not reduce the amount of the Financial Guarantee unless authorized by the City in accordance with the CFA Ordinance. 6. Completion Deadline; Extension Periods This Agreement shall be effective on the date this Agreement is executed by the City's Assistant City Manager ("Effective Date"). Developer shall complete construction of the Improvements and obtain the City's acceptance of the Improvements within two (2) years of the Effective Date ("Term"). City of Fort Worth,Texas Page 3 of 18 Standard Community Facilities Agreement Rev.10/5/19[NPCI If construction of the Improvements has started during the Term, the Developer may request that this Agreement be extended for an additional period of time("Extension Period"). All Extension Periods shall be agreed to in writing by the City and the Developer as set forth in a written amendment to this Agreement. In no event shall the Term of this Agreement plus any Extension Periods be for more than three years. 7. Failure to Construct the Improvements (a) The City may utilize the Developer's Financial Guarantee to cause the completion of the construction of the Improvements if at the end of the Term, and any Extension Periods, the Improvements have not been completed and accepted by the City. (b) 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 construction of the Improvements before the expiration of the Term, and any Extension Period, if the Developer breaches this Agreement,becomes insolvent,or fails to pay costs of construction. (c) If the Financial Guarantee is a Completion Agreement and the Developer's contractors or suppliers are not paid for construction costs or materials supplied for the Improvements the contractors and suppliers may place a lien upon any property which the City does not have an ownership interest that is the subject of the Completion Agreement. (d) Nothing contained herein is intended to limit the Developer's obligations under the CFA Ordinance, this Agreement, the Financial Guarantee, Developer's agreements with Developer's contractors,or other related agreements. 8. Termination If Developer desires to terminate this Agreement before Developer's contractors begin constructing the Improvements,Developer agrees to the following: (a) that Developer and City must execute a termination of this Agreement in writing; (b) that Developer will vacate any final plats that have been filed with the county where the Project is located; and (c) to pay to the City all costs incurred by the City in connection with this Agreement, including time spent by the City's inspectors at preconstruction meetings. 9. Award of Construction Contracts (a) Developer will award all contracts for the construction of the Improvements and cause the Improvements to be constructed in accordance with the CFA Ordinance. (b) Developer will employ construction contractors who meet the requirements of the City to construct the Improvements including,but not limited,to being prequalified,insured,licensed and bonded to construct the Improvements in the City. City of Fort Worth,Texas Page 4 of 18 Standard Community Facilities Agreement Rev.10/5/19 1NPC] (c) Developer will require Developer's contractors to provide the City with payment and perform ince bonds naming the City and the Developer as dual obligees, in the amount of one hundred pe cent (100%) of the cost of the Improvements as required by the CFA Ordinance. The paymen and performance bonds shall guarantee construction of the Improvements and payment of all subcontractors and material suppliers. Developer agrees to require Developer's contractors to provide the City with a maintenance bond naming the City as an obligee, in the amount of one hundred percent (100%) of the cost of the Improvements, that guarantees correction of defects in materials and workmanship for the Improvements by the contractor and surety for a period o two (2) years after completion and final acceptance of the Improvements by the City. All bonds must be provided to the City before construction begins and must meet the requirements of theCity's Standard Conditions,Chapter 2253 of the Texas Government Code,and the Texas Insurance Code. (d) Developer will require Developer's contractors to provide the City with 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 must be named as an additional insured on all insurance policies. The Developer must provide the City with a Certifica e of Insurance (ACORD or form approved by the State of Texas), supplied by each contrac or's insurance provider, which shall be made a part of the Project Manual. (e) Developer will require the Developer's contractors to give forty-eight (48) hours' advance n tice of their intent to commence construction of the Improvements to the City's Construction Services Division so that City inspection personnel will be available. Developer will require Developer's contractors to allow construction of the Improvements to be subject to inspection at any and all times by the City's inspectors. Developer will require Developer's contractors to not install or relocate any sanitary sewer, storm drain, or water pipe unless a City inspector is present and gives consent to proceed, and to allow such laboratory tests as may be required by the City. (f) Developer will not allow Developer's contractors to begin construction of the Improvements intil a notice to proceed to construction is issued by the City. (g) Developer will not allow Developer's contractors to connect buildings to service lines of sewei and water mains constructed pursuant to this Agreement, if any, until said sewer, water mains and service lines have been completed to the satisfaction of the City. 10. Utilities Developer shall cause the installation or adjustment of utilities required to: (1) serve the Pro ect; and (2) to construct the Improvements required herein. City shall not be responsible for payment o 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 Improvements to be constructed pursuant to this Agreement. 11. Easements and Rights-of-Way Developer agrees to provide, at its expense,all necessary rights-of-way and easements required for the construction and dedication to the City of the Improvements provided for by this Agreement. City of Fort Worth,Texas Page 5 f 18 Standard Community Facilities Agreement Rev. 10/5/19[NPCI 12. Liability and Indemnification (a) DEVELOPER HEREBY RELEASES AND AGREES TO INDEMNIFY, DEFEND AND HOLD THE CITY HARMLESS FOR ANY INADEQUACIES IN THE PRELIMINARY PLANS, SPECIFICATIONS, ENGINEERING PLANS, AND COST ESTIMATES SUPPLIED BY THE DEVELOPER FOR THIS AGREEMENT. (b) THE DEVELOPER 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 ONACCOUNT OF ANY INJURIES OR DA MA GES S US TAINED B Y ANY PER S ONS,INCL UDING DEA TH, 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 ONACCOUNT 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. (c) DEVELOPER WILL 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 INANY WAY CONNECTED WITH, THE CONSTRUCTION OF THE IMPROVEMENTS 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, DEFEND, AND HOLD HARMLESS THE CITY FOR ANY LOSSES, DAMAGES, COSTS OR EXPENSES SUFFERED BY THE CITY OR CAUSED AS A RESULT OF SAID CONTRACTORS' FAILURE TO COMPLETE THE WORK AND CONSTRUCT THE IMPROVEMENTS IN A GOOD AND WORKMANLIKE MANNER, FREE FROM DEFECTS,IN CONFORMANCE WITH THE CFA ORDINANCE, AND INACCORDANCE WITH ALL PLANS AND SPECIFICATIONS. 13. Right to Enforce Contracts 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 Developer with its contractors,along with an assignment of all warranties given by the contractors,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. City of Fort Worth,Texas Page 6 of 18 Standard Community Facilities Agreement Rev. 10/5/19[NPCI 14. Estimated Fees Paid by Developer; Reconciliation Prior to execution of this Agreement, Developer has paid to the City the estimated cot of administrative material testing service fees, construction inspection service fees, and water testing lab fees in the amounts set forth in the Cost Summary section of this Agreement. Upon completion of the construction of the Improvements, the City will reconcile the actual cost of administrative material testing service fees, construction inspection service fees, and water testing lab fees with the estimated fees paid by Developer. If the actual costs of the fees are more than the estimated payments made by the Developer, the Developer must pay the difference to the City before the Improvements will be accepted by the City. If the actual costs of the fees are less than the estimated payments made by the Developer,the City will r and the difference to the Developer. If the difference between the actual costs and the estimated payments made by the Developer is less than fifty dollars($50.00),the City will not issue a refund and the Developer will not be responsible for paying the difference. The financial guarantee will not be released by the City or returned to the Developer until reconciliation has been completed by the City and any fees owed to the City have been paid by the Developer. 15. Material Testing The City maintains a list of pre-approved material testing laboratories. The Developer niust contract with material testing laboratories on the City's list. Material testing laboratories will provide copies of all test results directly to the City and the Developer. If the Improvements being constructed fail a test, the Developer must correct or replace the Improvements until the Improvements pass all retests. The Developer must pay the material testing laboratories directly for all material testing and retesting. The City will obtain proof from the material testing laboratories that the material testing laboratories have Deen paid in full by the Developer before the City will accept the Improvements. 16. Notices All notices required or permitted under this Agreement may be given to a party by hand- delivery or by mail, addressed to such party at the address stated below. Any notice so given shall be deemed to have been received when deposited in the United States mail so addressed with postage prepaid: CITY: DEVELOPER: Development Coordination Office HT Hwy 114 Development LP City of Fort Worth 2200 Ross Avenue Suite 4200 W 200 Texas Street Dallas, TX, 75201 Fort Worth, Texas 76102 With copies to: City Attorney's Office City of Fort Worth 200 Texas Street Fort Worth, Texas 76102 City of Fort Worth,Texas Page 7 of 18 Standard Community Facilities Agreement Rev. 10/5/19 1NPC] and City Manager's Office City of Fort Worth 200 Texas Street Fort Worth, Texas 76102 Or to such other address one party may hereafter designate by notice in writing addressed and mailed or delivered to the other party hereto. 17. Right to Audit Developer agrees that, until the expiration of three (3) years after acceptance by the City of the Improvements constructed pursuant to this Agreement, that the City shall have access to and the right to examine any directly pertinent books, documents, papers and records of the Developer involving transactions relating to this Agreement. Developer agrees that the City shall have access during normal working hours to all necessary Developer facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. The City shall give Developer reasonable advance notice of intended audits. Developer further agrees to include in all contracts with Developer's contractors for the Improvements a provision to the effect that the contractor agrees that the City shall, until the expiration of three (3)years after final payment under the contract, have access to and the right to examine any directly pertinent books, documents, papers and records of such contractor, involving transactions to the contract, and further,that City shall have access during normal working hours to all of the contractor's facilities,and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. City shall give Developer's contractors reasonable advance notice of intended audits. 18. Independent Contractor It is expressly understood and agreed that Developer and its employees, representative, agents, servants,officers,contractors,subcontractors,and volunteers shall operate as independent contractors as to all rights and privileges and work performed under this Agreement, and not as agents, representatives or employees of the City. Subject to and in accordance with the conditions and provisions of this Agreement, Developer shall have the exclusive right to control the details of its operations and activities and be solely responsible for the acts and omissions of its employees, representatives, agents, servants, officers, contractors, subcontractors, and volunteers. Developer acknowledges that the doctrine of respondeat superior shall not apply as between the City and its officers, representatives, agents, servants and employees, and Developer and its employees, representatives, agents, servants, officers, contractors, subcontractors, and volunteers. Developer further agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and Developer. It is further understood that the City shall in no way be considered a co-employer or a joint employer of Developer or any employees, representatives, agents, servants, officers, contractors, subcontractors, and volunteers of Developer. Neither Developer, nor any officers, agents, servants, employees or subcontractors of Developer shall be entitled to any employment benefits from the City. Developer shall be responsible and liable for any and City of Fort Worth,Texas Page 8 of 18 Standard Community Facilities Agreement Rev.10/5/19 1NPCI all payment and reporting of taxes on behalf of itself, and any of employees, representatives, ag nts, servants, officers, contractors, subcontractors,and volunteers. The City, through its authorized representatives and employees, shall have the sole and excl sive right to exercise jurisdiction and control over City employees. 19. Applicable Law; Venue This Agreement shall be construed under and in accordance with Texas law. Venue shall be in the state courts located in Tarrant County, Texas or the United States District Court for the No ern District of Texas, Fort Worth Division. 20. Non-Waiver The failure of the City to insist upon the performance of any term or provision of this Agreement or to exercise any right herein conferred shall not be construed as a waiver or relinquishment to any extent of City's right to assert or rely on any such term or right on any future occasion. 21. Governmental Powers and Immunities. It is understood that by execution of this Agreement, the City does not waive or surre ider any of its governmental powers or immunities. 22. Headings The paragraph headings contained herein are for the convenience in reference and are not intelided to define or limit the scope of any provision of this Agreement. 23. Severability In the event that any clause or provision of this Agreement shall be held to be invalid by any court of competent jurisdiction, the invalidity of such clause or provision shall not affect any o the remaining provisions hereof. 24. Review of Counsel City and Developer, and if they so choose, their attorneys, have had the opportunity to review and comment on this document;therefore any rule of contract construction or interpretation that would normally call for the document to be interpreted as against the drafting party shall not apply in interpretation of this Agreement, and each section, portion, and provision of this Agreement shall be construed solely on the basis of the language contained therein, regardless of who authored uch language. City of Fort Worth,Texas Page 9,of 18 Standard Community Facilities Agreement Rev. 10/5/19[NPCI 25. Prohibition on Boycotting Israel 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 with 10 or more full-time employees that has a value of$100,000 or more that is to be paid wholly or partly from public funds of the City 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 term"boycott Israel"has the meaning ascribed to it by Section 808.001 of the Texas Government Code. The term "company" has the meaning ascribed to it by Section 2270.001 of the Texas Government Code. To the extent that Chapter 2270 of the Government Code is applicable to this Agreement, by signing this Agreement, 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 this Agreement. 26. Immigration and Nationality Act 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. 27. Amendment No amendment, modification, or alteration of the terms of this Agreement shall be binding unless the same is in writing, dated subsequent to the date hereof, and duly executed by the City and Developer. 28. Assignment and Successors Developer shall not assign or subcontract all or any part of its rights,privileges,or duties under this Agreement without the prior written consent of City. Any attempted assignment or subcontract without the City's prior written approval shall be void and constitute a breach of this Agreement. 29. No Third-Party Beneficiaries The provisions and conditions of this Agreement are solely for the benefit of the City and Developer, and any lawful assign or successor of Developer, and are not intended to create any rights, contractual or otherwise,to any other person or entity. City of Fort Worth,Texas Page 10 of 18 Standard Community Facilities Agreement Rev. 10/5/19 1NPC1 30. Compliance with Laws, Ordinances,Rules and Regulations Developer, its officers, agents, servants, employees, and contractors, shall abide by and comply with all laws, federal, state and local, including all ordinances, rules and regulations of City. It is agreed and understood that, if City calls to the attention of Developer any such violation on the part of Developer or any of its officers, agents, servants, employees, or subcontractors, then Developer shall immedi tely desist from and correct such violation. 31. Signature Authority The person signing this Agreement on behalf of Developer warrants that he or she has the legal authority to execute this Agreement on behalf of the Developer, and that such binding authority has been granted by proper order,resolution,ordinance or other authorization of the entity. The City is fully entitled to rely on this warranty and representation in entering into this Agreement. 32. Counterparts This Agreement may be executed in multiple counterparts, each of which will be deemed an original, but which together will constitute one instrument. 33. Entire Agreement This written instrument, together with any attachments, exhibits, and appendices, constitute the entire understanding between the City and Developer concerning the work to be performed hereunder and any prior or contemporaneous, oral or written agreement that purports to vary from the terms hereof 3hall be void. [REMAINDER OF PAGE INTENTIONALLY BLANK] City of Fort Worth,Texas Page 11 of 18 Standard Community Facilities Agreement Rev.10/5/19[NPC] 34. Cost Summary Sheet Project Name: Tradition Central Phase I CFA No.: CFA20-0003 City Project No.: 102509 Items Developer's Cost A. Water and Sewer Construction 1. Water Construction $ 811,386.00 2.Sewer Construction $ 891,240.00 Water and Sewer Construction Total $ 1,702,626.00 B. TPW Construction 1.Street $ 2,258,247.00 2.Storm Drain $ 1,480,295.00 3.Street Lights Installed by Developer $ 235,062.00 4. Signals $ TPW Construction Cost Total $ 3,973,604.00 Total Construction Cost(excluding the fees): $ 5,676,230.00 Estimated Construction Fees: C. Construction Inspection Service Fee $67,375.00 D. Administrative Material Testing Service Fee $50,323.00 E. Water Testing Lab Fee $1,800.00 Total Estimated Construction Fees: $ 119,498.00 Choice Financial Guarantee Options,choose one Amount Mark one' Bond=100% $ 5,676,230.00 Completion Agreement=100%/Holds Plat $ 5,676,230.00 x Cash Escrow Water/Sanitary Sewer-125% $ 2,128,282.50 Cash Escrow Paving/Storm Drain=125% $ 4,967,005.00 Letter of Credit=125% $ 7,095,287.50 City of Fort Worth,Texas Page 12 of 18 Standard Community Facilities Agreement Rev.10/5/19 1NPC1 IN WITNESS WHEREOF,the City and Developer have each executed this Agreement by heir duly authorized signatories to be effective on the date executed by the City's Assistant City Manager. CITY OF FORT WORTH DEVELOPER HT Hwy 114 Development LP ,awa&Uj4a Dana Burghdoff( 29,202 :51 CDT) Dana Burghdoff Robert W.Witte(May 29,202014:51 CDT) Assistant City Manager Name:Robert W. Witte Title: Senior Managing Director Date: May 29,2020 Date: May 29,2020 Recommended by: r Evelyn Robehs ay 29,202014:53 CDT) Evelyn Roberts/Jennifer Ezernack Project Assistant Planning and Development Approved as to Form &Legality: Richard A.McCracken(May 29,202016:02 CDT) Contract Compliance Manager: Richard A.McCracken Sr.Assistant City Attorney By signing, I acknowledge that I am the person M&C No. N/A responsible for the monitoring and Date: administration of this contract,including ensuring all performance and reporting Form 1295: N/A requirements. ATTEST: Zaa4,rl� Zer� Laurie Lewis(May 29,202015:04 CDT) Name: Laurie Lewis Title: Interim Development Manager Mary J.Kayser/Ronald Gonzales City Secretary/Assistant City Secretary �ORµ,T �••:0 C) �lax: OFFICIAL RECORD . CITY SECRETARY FT WORTH,T City of Fort Worth,Texas Page 13 of 18 Standard Community Facilities Agreement Rev.10/5/19[NPC] 1 �� The following attachments are incorporated into this Agreement. To the extent a conflict exists between the main body of this Agreement and the following attachments, the language in the main body of this Agreement shall be controlling. Included Attachment ® Attachment 1 - Changes to Standard Community Facilities Agreement ® Attachment 2—Phased CFA Provisions ❑ Attachment 3 —Concurrent CFA Provisions © Location Map © Exhibit A: Water Improvements X Exhibit A-1: Sewer Improvements ❑X Exhibit B: Paving Improvements © Exhibit 13-1: Storm Drain Improvements © Exhibit C: Street Lights and Signs Improvements © Cost Estimates (Remainder of Page Intentionally Left Blank) City of Fort Worth,Texas Page 14 of 18 Standard Community Facilities Agreement Rev.10/5/19 1NPC] ATTACHMENT"1" Changes to Standard Community Facilities Agreement 0 'ProjectNo. 102509 None City of Fort Worth,Texas Page 15 of 18 Standard Community Facilities Agreement Rev. 10/5/19[NPC] ATTACHMENT "2" Phased CFA Provision City Project No. 102509 The improvements being constructed by Developer pursuant to this Agreement will connect to and be dependent upon improvements Developer is constructing under separate Community Facilities Agreements that have not been completed and accepted by the City. Water for the water lines installed pursuant to this Agreement will be supplied by the NS- II water line Developer will construct pursuant to a separate Community Facilities Agreement for City Project Number 102234 ("NS-11 CFA"). The sanitary sewer installed pursuant to this Agreement will connect to and be dependent upon the sanitary sewer lines that will be constructed by Developer in the Tradition Central Phase I Community Facilities Agreement, City Project Number 102508 ("Phase I CFA") and the Winding Meadows Drive to Service Tradition CFA, City Project Number 102307 ("Winding Meadows CFA"). The roads being installed pursuant to this Agreement will connect to and be dependent upon the roads being constructed by Developer in the Winding Meadows CFA and in the Phase IA CFA. The storm drains being installed pursuant to this Agreement will connect to and be dependent upon the storm drains being constructed by Developer in the Phase IA CFA and the Winding Meadows CFA. Based upon the forgoing, this Agreement shall be considered a "Phased CFA" and the provisions contained in this Attachment 2 shall apply to this Agreement. The improvements being constructed by Developer under the separate Community Facilities Agreements (NS-11 CFA, Winding Meadows CFA, and Tradition Phase IA CFA) shall be defined as the"Parent Projects." The improvements being constructed by Developer under this Agreement shall be defined as the "Child Project." Developer acknowledges and agrees that due to Developer's election to construct a Phased CFA,the potential exists for technical, delivery, acceptance or performance problems (hereinafter "Construction Problems"). Construction Problems may include, but are not limited to: failure of the improvements to comply with the approved plans or City Specifications; failure of the improvements in the Parent Projects and the Child Project to properly connect to each other; changes to the design or construction of the improvements in the Parent Projects that impact the design and construction of the improvements in the Child Project; construction delays, delay claims, or claims for liquidated damages; increased costs for the Developer; failure of the improvements to pass inspection or material testing; or rejection by the City of some or all of the improvements and Developer having to remove and reconstruct the improvements at Developer's expense. In addition, Developer understands and agrees that disputes may arise between Developer's contractors or their subcontractors relating to responsibility for the Construction Problems. Developer shall be solely responsible for resolving disputes between contractors or disputes between contractors and subcontractors. City of Fort Worth,Texas Page 16 of 18 Standard Community Facilities Agreement Rev.10/5/19 1NPCI Developer further acknowledges'and agrees that Developer has notified all of Develop is contractors for the Project that Developer has elected to construct a Phased CFA, the provisions of this section, the risks associated with a Phased CFA, and that the City shall not: bear any responsibility for Developer's decision to proceed with a Phased CFA. The City will not conduct a final inspection,record the final plat, or issue building permits for the Improvements being constructed pursuant to this Agreement until the final inspection, acceptance, and recording of the final plats for the improvements being constructed pursuant to the NS-II CFA, the Winding Meadows CFA, and the Phase IA CFA. Developer fu her understands and agrees that completion of construction of the improvements under this Agreeirrient does not entitle Developer to obtain a final plat of the property until all other requirements of Federal law, State law, or the City Code relating to the filing and recording of a final plat have been met by Developer. BY CHOOSING TO CONSTRUCT A PHASED CFA, DEVELOPER ASSUMES ALL RISKS AND DEVELOPER SHALL BE LIABLE AND RESPONSIBLE FOR A NY AND ALL DAMAGES, INCLUDING BUT NOT LIMITED TO ANY AND ALL ECONOMICDAMAGESPROPERTYLOSS,PROPERTYDAMAGESAND PERSO,. AL INJURY, (INCL UDING DEATH), OF ANY KIND OR CHARACTER, WHETHER R1 AL OR ASSERTED. DE VELOPER HEREBYEXPRESSL YRELEASESAND DISCHAR ES CITY FROM ANY AND ALL LIABILITY FOR DAMAGES, INCLUDING, BUT 1 OT LIMITED TOANYANDALL ECONOMICDAMAGES,PROPERTYLOSS,PROPS TY DAMAGE AND PERSONAL INJURY(INCLUDING DEATH)ARISING OUT OF OR IN CONNECTION WITH,DIRECTL Y OR INDIRECTL Y, THE CONSTRUCTION OF THE IMPROVEMENTS OR DEVELOPER'S DECISION TO CONSTRUCT A PHASED CFA. DEVELOPER,ATITS SOLE COSTAND EXPENSE,AGREES TOAADDOESHEREBY INDEMNIFY, DEFEND PROTECT, AND HOLD HARMLESS CITY, AND CITY'S OFFICERS, REPRESENTATIVES, AGENTS, EMPLOYEES, AND SERVANTS FOR, FROMAND AGAINSTANYAND ALL CLAIMS(WHETHER ATLA W OR INEQUI Y), LIABILITIES, DAMAGES (INCLUDING ANY AND ALL ECONOMIC DAMA(ES, PROPERTYLOSS, PROPERTYDAMAGES AND PERSONAL INJURIES INCLUD G DEATH), LOSSES, LIENS, CAUSES OF ACTION, SUITS, JUDGMENTS ND EXPENSES (INCLUDING, BUT NOT LIMITED TO, COURT COSTS, ATTORN YS' FEES AND COSTS OF INVESTIGATION), OF ANY NATURE, KIND OR DESCRIPTION ARISING OR ALLEGED TO ARISE BY OR IN ANY WA Y RELA JED TO CONSTRUCTION OF THE IMPROVEMENTS OR DEVELOPER'S CHOICE TO CONSTRUCT A PHASED CFA, OR (2) BY REASON OF ANY OTHER CLAIM WHATSOEVER OF ANY PERSON OR PARTY OCCASIONED OR ALLEGED TO BE OCCASIONED IN WHOLE OR IN PART BY THE CONSTRUCTIONS OF HE IMPRO VEMENTS OR DEVEL OPER'S CHOICE TO CONSTR UCT A PHASED FA WHETHER OR NOT SUCH INJURIES DEATH OR DAMAGES ARE CAUSED IN City of Fort Worth,Texas Page 17 of 18 Standard Community Facilities Agreement Rev. 10/5/19[NPC] WHOLE OR IN PART, BY THE ALLEGED NEGLIGENCE OF THE CITY OF FORT WORTH,ITS OFFICERS, SERVANTS, OR EMPLOYEES. DEVELOPER: HT HWY 114 DEVELOPMENT LP Robert W.Witte(May 29,2020 14:51 CDT) Name: Robert W. Witte Title: Senior Managing Director City of Fort Worth,Texas Page 18 of 18 Standard Community Facilities Agreement Rev. 10/5/19[NPC] DocuSign Envelope ID:29E90507-AE53-4A7B-9lE8-675CE9920962 SECTION 00 42 43 Developer Awarded Projects-Bid Comparison Tradition-Central Phase I B-CPN:102509 UNIT PRICE BID Project Item Information Conatser Bldllst Description specification Section No. Unit of Bid Quantity Unit Price Bid Val Item Measure Tradition Central Phase 1B Paving Facilities 1 3213.0102 T'Cone Pvmt iCollector 3213 13 SY 6,244 $42.501 $265 70.00 2 3211.0502 8"Lime Treatment iCallector) 32 1129 SY 6,582 $3.50 $23.37.00 3 3211.0400 Hrdreted Lime Material 4 36 LBS./SY Collector 32 11 29 TON 118 $180.00 $21 40.00 4 3213.0101 6"Cone Pvmt Residential 3213 13 SY 29,788 $36.50 $1 050 62. 00 5 3211.0501 6"Lime Treatment Residential 321129 SY 30 773 $3.00 S92 19.00 6 3211.0400 Hvdn tad Lime Material u 30 LBS./SY'Residential 1 32 11 29 TON 462 S180.00 SET 60.00 7 3213.0101 6"Cone Pvmt(Alley 1 3213 13 SY 10,445 S37.50 S391.87.50 8 3211.0501 6"Lime Treatment Alley 32 11 29 SY 11.316 $3.00 S33 48.00 9 3211.0400 Hvdtated Lime Material�w 30 LBS./SY[Alin 32 11 29 TON 170 $190.00 $30 00.00 10 3213.0303 6"Conc Sidewalk 32 13 20 SF 21,095 $4.50 S94 27.50 11 3213.0506 Barrier Free Ramp,Tv P-1 321320 FA 58 $1.500.00 $87. 00.00 12 3213.0501 Barrier Free Ramp,T R-1 321320 EA 12 $1 600.00 $19 00.00 13 3441.4003 Furnistilbst"tl Alum Sign Ground Mount Citv Sid 34 41 30 EA 22 $750.00 S16.00.00 14 9999.0001 D3-1 Street Name Siou 34 41 30 EA 80 S250.00 $20,00.00 15 9999.0002 RI-1 Sto Sint 344130 EA 21 $750.00 $15,50.00 16 9999.0003 24'Thereto-Iv Stop Stripe 00 00 00 EA 4 $500.00 $2.0000 17 9999.0004 4'Solid Double Yellow Stripe 00 00 00 LF 1 308 $2.00 S2. 16.00 18 999.0005 End of Road Barricade 00 00 00 EA 4 S750.00 $3 .00 19 9999 ow Crnutete Header 00 00 00 LF 124 $20.00 $2 80.00 20 9949 O1a17 Cutrecct to Ex Pasrn o 00 00 00 LF 95 $20.00 $1. 00.00 21 9944.0008 Remo�v End of Road Batncadc 00 00 00 A 3 S 5000 Tradition Central Phase IB Paving Subtotal S2 47.00 Tradition Central Phase 13 Water 22 3311.0261 8'PVC Water Pipe 33 1112 LF 7,942 S38.00 S301 96.00 23 3311.0461 12"PVCWaterPire 3311 12 LF 1396 S62.00 S86 52.00 24 3305.0109 Trench Safety(Waterl 33 05 10 LF 9,338 $1.00 $9 38.00 25 3305.0003 8"Waterline Lowering 33 05 12 EA 15 $2500.00 $37 00.00 26 3305.0005 12"Waterline Lowering 33 05 12 EA 4 $3 00.00 $14.i 00.00 27 3311.0001 Ductile Iron Water Fittings w/Restraint 33 11 11 TON 2.10 $5500.00 $11 50.00 28 3312.0001 Sal,Fire Hvdrant Assemb]N w/6"Gate Valve&Box 33 1240 EA 9 S4500.00 $40 00.00 29 [9.0010 2.3003 8"Gate Valve 33 1220 EA 19 $1250.00 $23.50.00 30 2.3005 12"Gate Valve 33 1220 EA 1 $2,400.00 $2,00.00 31 2.0117 Connection toExistin•4"-12"Water Main 331225 EA 8 S1200.00 S9. .00 32 1.1118 4".12'Pressure Plue 14'eter1 0241 14 EA 2 St 000.00 S2. .00 33 2.2003 V Water Service 33 1210 EA 270 $1 000.00 $270. .00 34 9.0009 V Domestic Service 00 00 00 EA 1 $1200.00 $1 .00 34 V Iai ration Service 00 00 00 EA 1 .00 Tradition Central Phase 1B Water Subtotal $811 .00 Tradition Central Phase 1B Sewer 35 3331.4115 8"Sewer Pi 33 1110.33 31 12,33 3120 LF 5,718 1 $52.00 $2222 6.00 36 3331.4116 8'Sewer Pipe,CSS Backfill 33 11 10.33 31 12,3331 20 LF 468 $62.00 $29. 16.00 37 3331.4208 12"Sewer Pire 33 1110,33 31 12.33 31 20 LF 1,320 S76.00 SI003 0.00 39 3331.4209 12"Sewer Pity,CSS Backfill 33 11 10.33 31 12,333120 LF 100 $96.00 S9.6 0.00 39 3305.0109 Trench Safety(Sewerl 33 05 10 LF 7,606 $2.00 $152 2.00 40 1301(002 Post-CCTV Inspection 33 01 31 LF 7 b06 $3.50 $26 6 1.00 41 9994 WI 1 8"Sewer Pi. ,Steel Casing 00 00 00 LF 20 S160.00 $32 0.00 42 33391001 4'Manhole 33 39 10.33 39 20 EA 34 S4,800.00 $163 2 0.00 43 3301 41t)I Manhole Vacuum Testis• 33 01 30 EA 34 $150.00 S5 J 0.00 44 3339 1003 4'Extra De 0 Manhole 33 39 10,33 39 20 VF 143 $195,00 S27.8 5.00 45 3105 0113 Trench Water Stops 3305 15 EA 21 $250.00 $5.2 0.00 46 33313t01 4"Sewer Service 333150 EA 272 $750.00 S204 .00 47 0241 lilt 4'-12"Pressure Plu•ISewer 0241 14 EA 3 $1,000.00 $3 0 .00 48 99490013 Connection to Exlstiaa4'-12'Sewer 331225 EA I $1,500.00 S15 .00 Tradition Central Phase 1B Sewer Subtotal S891,2 0.00 crrr server eo"nt rtneo�wocataau.'rn+emsWrm�t.tawiwae A WMDeo MMrn 1 ef1 lnliio-wN w��a•rnN:rovm Pore W.W.M. r"r" DocuSign Envelope ID:29E90507-AE53-4A7B-91 E8-675CE9920962 SECTION 00 42 43 Developer Awarded Project-PROPOSAL FORM Tradition-Central Phase i B-CPN:102509 UNIT PRICE BID Project Item Information C"VI, B1� Description Specification Section No. W nleasurn Bid Quantity unit Price Tradition Central Phase 1B Storm Drain Facilities 49 3341.0201 21"RCP Clem111 334110 LF 2504 $55.00 S137720.00 50 3341.0205 24"RCP Class M 33 41 10 LF 1,199 S60.00 $71 940.00 51 3341.0208 27"RCP Class III 3541 10 LF 960 $65,00 S62 40000 52 3341.0302 30"RCP Class IB 3341 10 LF 87 $75.00 $6 525.00 53 3341.0309 36"RCP,Class 111 3341 10 LF 97 $105.00 $10 185.00 54 3341.0312 39"RCP.Class III 3341 10 LF 285 S120.00 $34200.00 55 3341.0402 42"RCP.Class IN 3341 10 LF 168 $135.00 $22-680.00 56 3341.0409 48"RCP,Class 111 3341 10 LF 360 $155.00 $55 800.00 57 3341-0502 54"RCP Class 111 3341 10 LF 221 $195.001 $43 095.00 58 3341.1201 5x3 Box Culvert 3341 10 IF 372 $275.001 $102,300.00 59 3341.1302 60 Box Culvert 3341 10 LF 663 $325.00 $215 475.00 60 3341.1303 6x4 Box Culvert 3341 10 LF 769 S335.001 S257 615.00 61 3305.0109 Trench Safety 330510 LF 7685 S2.00 S15370.00 62 3305.0112 Concrete Collar 33 05 17 EA 12 $1 000.00 $12 000.00 63 3349.0001 4'Storm Junction Box 334910 EA 4 S4500.00 $18 000.00 64 3349.0002 5'Storm Junction Box 334910 EA 1 $5500.00 $5 00.00 65 9999.0013 6x4 Stone Junction Box 00 00 00 EA 1 $6500.00 S6500.00 66 9999.0014 6x5 Storm Junction Box 00 00 00 EA l S7 0000 S7 00.00 67 9444 0315 7x4 Storm Junction Box 00 00 00 EA 1 $8 000.00 S8.000.00 68 49W 0016 8x4 Storm Junction Box 00 00 00 EA 3 S9 000.00 $27,000.W 69 Q"fh117 Sx5 Storm Junction Box 00 00 00 EA 1 $9.500.001 S9.500.00 70 9994 0018 13x5 Stone Junction Box 00 00 00 EA 1 $17,500.001 $17500.00 71 3340 5001 10'Curb Jnlet 33 49 20 EA 38 $3.400.001 $129200.00 72 3344 3OW I Y Curb Inlet 33 49 20 EA 2 $4,400.00 $8 800.00 73 4449 0019 Sinule Neenah R-3210-LLM 00 00 00 EA 11 $6 500.00 S71 500.W 74 9999 0020 Double Neenah R-3210-LLM 00 00 00 EA 8 S8.500.00 $68 000.00 75 1 I37 0104 Medium Stone Ritrap,dry 31 37 00 SY 332 S105,W S34 860.00 76 3137 0101 Concrete Riprap 31 3700 SY 34 S120.00 $4,080.00 77 9999 W21 4x6 Sloped Headwall 00 00 00 EA 1 S6 500.00 $6 00.00 78 o"00:21 3x5 Double Sloped Headwall 00 F.F. EA 1 $8500.00 $8,500.00 79 9gr1 CK7'1 S.D.24"End&Plu• 00 00 00 EA 1 $850.00 $850.00 SO 99.0024 S.D.42"End&Plua 00 00 00 EA $1,200.00 Tradition Central Phase 1B Storm]Drain Subtotal $1,480,295.00 Tradition Central Phase 1B lighting 81 605.3012 2"CONDT PVC SCH 40IT 1 26 05 33 LF 2 922 $12.00 $35 064.00 82 441.1408 NO 6 Insulated Elec Condr 3441 10 LF 8,766 $3.00 $26 98.00 83 441.1637 Tv 33A Arm 34 41 20 EA 32 $375.00 $12 000.00 84 441.3201 LED Lighting Fixture tR-21 34 41 20 EA 31 S850.00 S26350.00 85 441.3201 LED Li•tins:Fixture R-4 34 41 20 EA 1 $950.00 S950.00 86 441.3302 Rdw$Illum Foundation TY 3 5 6,and 8 35 41 20 EA 32 Sl 200.00 S38 400.00 87 1441.3342 Rdav Blum TY 18 Pole 34 41 20 EA $96:000.00 Tradition Central Phase 1B Li0ting Subtotal $235 062.00 Bid Summan Paving Facilities Subtotal S2"E58w47.00 Water Subtotal S811 86.00 Sewer Subtotal S891 A40.GQ Storm Drain Facilities Subtotal $1 80,195.00 Isightint FacilitiesSubtotal S235,062.0A Total Bid Svfi76:Jt10tt 100%Pa�rnettt Bond $75 tifl(1(10 100%Performance Bond $?1!1�rt1<N� 2-sear 100%Maintenance Bond S13tIZtlrur Grand Total SS.797"130.60 The bid is submitted by the entity listed below: Company: Conatw Construction TX,L.P. By: BrockIluggins Street Address: 5327 W ichita St. Print Name City,State,Zip Code: Ft.Worth,TX 76119 Plano:817-534-1743 Signora Title: President Date: 04/22/2020 Contractor agrees to complete WORK for FINAL ACCEPTANCE within 220 working days after the END OF SECTION CnrnFKera w aNONnmacasenweorwmu.oeyncrR AM,uo®noacn qb"x oft nra.•em.r ti la-vrt 14Lm rss.nrrrss.au m"ruynn.s..i 0 N O N w QC) m 0 1 U ARNE N LAKE LIMI lRTH QC) OR E CIfFY LIMI 0 0 JU TIN irl 0 84 L k � A E a 4 JUS 4,C < ti Q BILL OOK IT LL (� JOHN Y LAKE �ch C NOR O C NOL Ca er T m ' m NOR try p C ne Brancn L G �ON LA n U 1 m TH F LAKE C) I2a e y 0 1 r- 6� a� / N Ellzabet e m k Cr Q) WE XORTH p S LIMIT i LL_ VHC HNHTY MAP O NTS c p n CPN 102509 MAPSCO#641 D 0TRAD p i M®N O N CE�� PHABB 11J.1J I,- 0 LOCATED IN ca 0 c r1rY OF FORT WORM, TEXAS APRHL, 2020 0) RZEPARM FOR PPMARM BY: 0) L HINES INTERESTS, LP GOODWINs AIlBSHALL � L 22M ROSS AVENUE,SUM l l L'i 42W n CIVIL ENGINEERS—PLANNERS—SURVEYORS DALLAS,TX 75201 2405 IWILS q Drive,GrapevY®,Tom 78051 i (972)71Cr2903 Molro(81n mg-am 1111DMO CENTRAL]PHASE 1B WATER EXHIBIT"A" CPN 1025M O N N ON W E � S SCAM: 1" =300' OD ZX 1r MS///W4TE9 LINE EJiC 1rNS111 WATER UNE 1r INSIII WATER UNE O �'� ' , 6. 6• ]. B r 9 • p• 11 r Ip• q r N. e r �a LC eBD O 3W!rr 3 SY M y 36,•'•!1•'•t't ••,q 3 P '!6/al `•]]O?O P•'DB IDr%••B 9 IBrr ••Yp]I]••%I 6•_S'!N D!TN•o H a•YNa!B=«LO••OePI t t gI INAP••�S^I II •rn"]I"O• M• NIE 12`NSlIIYATERUNErfoanloNcormL:R4wc!r]!I1]••B Yr B'p JQr•S'I NffiPoPer I -: ' Giy OE . uK :«............ smjeazo "TEARES§6RE O ��90UN Q Brx U NT DWfl ]]r b•'!Pr H' !rI a LL- C PFRSS XJCTUE • •]O• %'ffir •r z0.PYr]Bp 0•IX ' ■ B ]! (L3OB1CX K 1J ] e aoa■ B O TRAMW CEMALFHW IA N - cm 102600 « e e ! ! ] a 777 L ocK n '° j.H�4✓ soot NM B G ffi U WAY % .1—A AfAE6 Y.a:Bw!! rn NOT E70 M O P WASIAUCTM TRAWW CEJM&cm KNUM N s WA p u N e B o e N d) NWE6 GNYONIlAPJS N a O 2 N YJ e P LL 41]Of m••'• q @^ Il p 9 B ] B ! J 1 / 14 fl p D / OO(W y 6 Q LL- O • B e � N Jt B e e q I] q B Po DV ffi P! N ffi % P] PB a !! e ul • N H O q SB I] tt « I] O Y V Ic II « 10Ot bIl OD ROO(W O �COf W N - N O "I O LEGEND cn W PROPOSED NSIII WATERLINE C) -N PROPOSED NSII WATER LINE aJ PMWAMOBY. PRBPAREDFOIL s W EXISTING WATER LINE Qp D 9 L jamM INTERESTS,LP 1-1 NOTE a�BOEEM_PLANNM_�MM 2200ROSEAVENU$SUTPE4200W 0 ALL WATER LINES SHOWN .. MWI DALLAS,TX 75201 D ARE 8' IN DIAMETER UNLESS ""'°�"� (972)716-2903 OTHERWISE NOTED 1 OF 5 TRADMON CENTRAL PRASE 1B SEWER E KH[BIT"A-1" OPN 10M O N N O W E N S ►SCAM: 1" =300' CD O •!B'!B 3i'!6'JS•.M•.0 '!P ']I •]q'1P'PB •. _ 'ROanFFE '�p •RV`9F�C I p4�9EP v IDT E7�'TN6BTR<ICTUiE TRAWTICK CENTRAL RNW 1 wlWp I PP I 11 C I � O t• J• C a' B i .p . .U S N •n .D .n � A 1 PI t �O L 9 Jq � •p e 3 10 ] BLOa(■ O iLa ri as S !� L A B B e e ! ¢r as Q I.L IqT DMTM M B i U .Jib U MPRAFTM IuE TRANTIM CENTRAL 1 S e n a MWE IA P ! A Cm OM OE OLkri e a > B 9 p 11 Q U N D Il A ! N OCIt ��,,,• v �a 1. I '� >Q N JJ JP JI !0 SP BB Pl ffi H N P! ffi PI t0 tl Q PI ffi 1J � � N H w AY ffi H N (A H I P J 1 J 6 ) B 9 p I Q U H D M n B W P L 0 1 m e _ i e a nnva N P PIrOE P B 9 J NU Q p 9 B > 6 e / 3 P Q e O p W a 0 8 ffi L ffi !I g M!0a B B i ffi]q Q IJ q17 N C A tl 49 v - tl M n e tl tB PI ffi PJ N H H P) H e li � C � 1 NOT u NFRASTRWTUE 2B !B 1O u TRADITION Vi,NTRA. D B li A B 1B 11 gJ 1] N H Pa P) H P9 Jq !I JP A N M !) !B Laa 00 ABY v PN K�•)RM � KYW � IX�ra�uAE �.�BB I IX 1bB&&L11110c \ 1EADOWB ORM O N CpN K%mm T— _O o LEGEND Y cn d) 6 — PROPOSED SEWER LINE C) S EXISTING SEWER LINE pRWAMDNY; pg PARED ppyt s (GOODWIN'1 HWO LP NOTE I b fARS�AL.T 9 ESZ'S, N ALL PROPOSED SANITARY SEWER aaBXM* s-RAWMM-SUMPEYM 2200ROSSAVENUE,SU1TE420OW L. LINES SHOWN ARE 8' IN DIAMETER s'°° ,,,,,,, �7°061 DALLAS,TX75201 / UNLESS OTHERWISE NOTED ce+as (972)716-2903 2 OF 5 TRADMON CENTRAL MASS 1B PAVING EXHIBIT"B" CFN 102509 O N N O W E N SCAM: 1" =300' ."NB`� PiTyplww Nor EOOTNO lFRASTWICT m TRAonwm CENTRAL PHAW IC g GD CFN=510 (.9 3 Y a' � I • J; e 1 B . 9 .tl • I/ • Q � CI .K ./) • B 2 1/ tl O u. •RIASE•IC •BLWiBFSF ] 40 ] B !P BLOB Y aOPt n SB 'U .1B iFF • I B I B O ]I ]0 D % n ?B D H 1S 12 fl Po B J B J Q4 O ) B �OOf Y M u .r,•�,f DW VEB K B ♦ J 0 n ! e ) B 9 tl ¢ 1 - 1NOT M K n B J N .ri••rrr L E06 M BLOtlf aPo a B PP BFPAsTRtcnm- p BLOOf 1111 B TRAORION CENTRAL d oaB B Q FHASE CA cm Km" I Se b .1B ,V R !/ ]O D D P) % % H D D PI Po B Q l;:' PI ♦. �,•rr D H GLI HlB Sure Bey" rru•. O 47 ~_ ( l ] ♦ 3 B ) B 9 tl 11 ¢ U K K I) D % K Q �C rw aatx W P RN9P N : yq ) • B . 9 �� , H e Oi. P F N NOT EOM= u ¢ I tl s ) e J ♦ ] f l n Q �.,4:�:�::>' I rFRASTAUCTTNRE J u O TROD CENTRALRME CPN K�OOtI a.oa oo Yr ::.:.�:.:...::::::;'.::.::.: ::�':...':: ':...:...::..::. ': e ) w / D n• � Po tl B Pe K ¢ n n ]! J)ar FE ¢ K RP H % „ P! !I 0 N n PI D JO U Ie LL I) 1Q IO L.L 44 u U r ,o W Ir o LEGEND IL �« v PROPOSED 29 B-B ROADWAY PROPOSED 37'B-B ROADWAY H W/50'R.0.W. W/60'R.O.W. 6' PCC PAVEMENT W/ 6' 7' PCC PAVEMENT W/ @' O LIME-STABILIZED SGBGRADE LIAE STABIL/ZED SUBGRADE N N SIDEWALK PER THIS CONTRACT 1-1 o PROPOSED I2'B-B ALLEY W/ 16'R.0.W. »»»»»..».»»»» SIDEWALK BY HOAE&ALDER a 6' PCC PAVEMENT W/ 6' p LIAE STABILIZED SUBGRADE O ADA RAWS PER THIS CONTRACT / aa) PMWARWNY: P213PAPMFOR. L (GOOMMI HM IlVTFMTS,LP i 1MfARS i i. 1{ ?200 ROSS AVENUE,SUM4200W m0NL DI011fflie-PL4 NNM-aUff4rA s U) 240 MMM Wn GMPWkn T. MW DA",TX 75201 MWO(")304M (972)71Cs-2903 3 OF 5 A 11QADMO CENTRAL PHASE IB STORM[DRAIN EIGMIT HIE-1" CPN 102509 O N O W E ;J9;JB !];3/�SB;SI�3]�sQ ,3!;JO�%APB • � ` _ I '0.0O1'FFF •°'b ,,lTamV �p�y���� YJ NOT EXWW 'PINSfl M: PIYSCP. TRACTTID 11 9 N CENTRAL PAW IC SOPBRBiA06SA SCAM: 1 =300 Cm mp P. J. ]• 6 , ) � ➢ . ¢ .d . .d .B fT � B P PI P p 9 ]¢ JJ 'k B 3 Po J BAIX■ 10fJ( b ]] 31 ]3 O ,N x YB % P) % 1S % 13 ffi F/ / Il B • 0 T B ) d •fy noa■ N tf'° O 0.0IXW B B T 9 p 11 ¢ O N B B A y 9 N r •.°°• NOT DOBTUBNRASULCTME— al ohs B p B.oa NN 3ar �" O TRACRION CENTRAL B LRVA yk % Po 219 Cm OWN Po B ¢ YI ffi Q 23 4 LEe MB..iM617 ACAES U oEVELBPIk] LP. % IN3T.1B. s % -2 0.CIX tN 2 0.CQ{ Wk N O ] ¢ J ]aA e „ � � C N cn � uci 3 n W •' P3 ]l �W73V�d Il 11 ffi 1e Q �+1701+_'. ffi Y] N % % Pl NOT EMI •P /// ,o / CENTRAL B A B B Pp 31 / 009M B W �• ol doa m o IN II o O �c LEGEND N n PROPOSED STORM DRAIN LINE O' EXISTING STORM DRAIN LINE MWAMONY: PRWARIDPOIL s Cv00DwIlv! HENO ITS, LP N PROPOSED STORM DRAIN INLET 2ZOO ROSS AVENUE,SUITE 4200W _ CNL EMO��s_r+�Alr RB—suRVEroRa PROPOSED STORM DRAIN GRATE INLET 00 Rwuv Dlhm erqxwkwk T. Mml DAU AS,TX 75201 'Awo(ffl7)390- a (972)716-2903 UPROPOSED STORM DRAIN AND HEADWALL 4 0P 5 l I IIA101IQI I I Ics) \ spoil 011-1 • .o � mQ. am,.00� ao �amm��m aomom��.Gov � ♦ 0 amm����� ��moQmmoom �mmo C . -. i • . 'I . I . . . • COMPLETION AGREEMENT— SELF FUNDED This Completion Agreement — Self Funded ("Agreement"), is made and entered into by and between the City of Fort Worth ("City") and HT HWY 114 Development LP, a li �'ted partnership formed under the laws of and authorized to do business in Texas ("Develop r"), effective as of the last date executed by a Party hereto. The City and the Developer inay collectively be called the "Parties". WITNESSETH: WHEREAS, the Developer owns that certain tract of real property that contains approximately 244.415 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-19-114 or FS<Number>; and WHEREAS, the Developer and the City have entered into a Community Facilities Agreement relating to the development, Tradition Central Phase 1B for Water, Sewer, Paving, Storm Drain, 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 Five Million Six Hundred Seventy Six Thousand Two Hundred T irty Dollars ($5,676,230.00), hereinafter called the "Completion Amount". Notwithstanding 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 16 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 Citequirements. 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 JLE CFA Official Release Date: 07.01.2015 Page 2 of 16 the Property as provided herein is to guarantee the Developer's obligations under the QFA 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 subje t to mechanic's and materialman's liens; C. A requirement that each contractor contracting with the Developer release the ity from any claim that is related to the Property; and D. A requirement that each contractor contracting with the Developer include in ach 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 o 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 hall 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 ,@fortworthtexas. og_v 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 16 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: HT HWY 114 Development LP 2200 Ross Avenue, Suite 4200W Dallas, Texas 75201 Attention: Rob Witte, Dustin Davidson and Hanna Brown Email: rob.witte@hines.com, dustin.davidson@hines.com, hanna.brown@hines.com Phone: (972) 716-2925 (Rob) (972) 716-2914 (Dustin) (972) 716-2924 (Hanna) 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 City of Fort Worth, Texas Standard Completion Agreement—Self-Funded Revised 09.07.2017 JLE CFA Official Release Date: 07.01.2015 Page 4 of 16 i understandings or written or oral agreements among the Parties concerning the sub ect matter hereof. G. Amendment. This Agreement may only be amended by a written instrument exec ted by all of the Parties to this Agreement. 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) I City of Fort Worth, Texas Standard Completion Agreement—Self-Funded Revised 09.07.2017 JLE CFA Official Release Date: 07.01.2015 Page 5 of 16 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: Contract Compliance 21�eg 4vlf'y�iD1�GrTC By signing I acknowledge that I am the Dana Burghdoff(M 29,z02 7:51 CDT) person responsible for the monitoring and Dana Burghdoff administration of this contract, including Assistant City Manager ensuring all performance and reporting requirements. Date: � .�� May 29,2020 zau Z Laurie Lewis(May 29,202015:04 CDT) Approved as to Form & Legality: Name: Laurie Lewis Title: Interim Development Manager Richard A.McCracken(May 29,2020 16:02 CDT) Richard A. McCracken Assistant City Attorney ATTEST: Mary J. Kayser Y. City Secretary M&C: Date: .4 r City of Fort Worth, Texas Standard Completion Agreemerif '=S�e1f-Funded Revised 09.07.2017 JLE CFA Official Release Date: 07.01: 'if.. ' Page 6 of 16 0 CURL RECORD My SECRETARY L� - DEVELOPER: HT HWY 114 DEVELOPMENT LP By: HT Hwy 114 Development LLC, its general partner By: HT Hwy 114 LP, its sole member By: Hines Hwy 114 LLC, its general partner By: Hines Hwy 114 Associates LP, its sole member By: Hines Investment Management Holdings Limited Partnership, its general partner By: HIMH GP LLC, its general partner By: Hines Real Estate Holdings Limited Partnership, its sole member By: JCH Investments, Inc., its general partner By:Robert W.Witte(May 29,202014:51 CDT) r Name: Robert W. Witte f Title: Senior Managing Director City of Fort Worth, Texas Standard Completion Agreement—Self-Funded Revised 09.Q7017 IL E.-- --- CFA Official Release Date: 07.01.2015 OFFICIAL RECOI ID Page 7 of 16 CITY SECRE'TA 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 8 of 16 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 9 of 16 EXHIBIT A LEGAL DESCRIPTION All that certain lot, tract, or parcel of land, situated in a portion of the Guadalupe Cardinas Survey, Abstract No. 214, Denton County, Texas, being part of that certain called 396.67 net acre tract described as Tract 1 in a deed to HT HWY 114 Development LP recorded in Instrument No. 2019-131148 of the Deed Records of Denton County, Texas (DRDCT), and being more completely described as follows, to-wit: BEGINNING at a 1/2" capped iron rod found stamped "GOODWIN & MARSHALL" for an ell corner of said 396.67 acre tract and the Northeast corner of a called 309.43 net acre tract described in a deed to SLF IV-114 Assemblage, L.P. recorded in Instrument No. 2014-47796 (DRDCT); THENCE West along the South line of said 396.67 acre tract and the North line of said 309.43 acre tract, a distance of 64.93 feet to a 1/2" capped iron rod set stamped "GOODWIN & MARSHALL", hereinafter referred to as 1/2" capped iron rod set; THENCE North 0 deg. 3 min. 45 sec. West departing said North and South lines, a distance of 517.67 feet to a 1/2" capped iron rod set; THENCE North 44 degrees 41 minutes 08 seconds West, a distance of 7.12 feet to a 1/2" capped iron rod set; THENCE North 89 deg. 18 min. 31 sec. West, a distance of 3.85 feet to a 1/2" capped iron rod set; THENCE North 0 deg. 41 min. 29 sec. East, a distance of 50.00 feet to a 1/2" capped iron rod set; THENCE South 89 deg. 18 min. 31 sec. East, a distance of 3.19 feet to a 1/2" capped iron rod set; THENCE North 45 deg. 18 min. 52 sec. East, a distance of 28.10 feet to a 1/2" capped iron rod set; THENCE North 0 deg. 3 min. 45 sec. West, a distance of 411.89 feet to a 1/2" capped iron rod set; 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 16 THENCE South 89 deg. 56 min. 15 sec. West, a distance of 173.38 feet to a 1/2" capped iron rod set; THENCE North 0 deg. 3 min. 45 sec. West, a distance of 60.00 feet to a 1/2" capped iron rod set; THENCE North 45 deg. 3 min. 45 sec. West, a distance of 14.14 feet to a 1/2" capped iron rod set; THENCE North 0 deg. 3 min. 45 sec. West, a distance of 1 10.00 feet to a 1/2" capped iron rod set; THENCE North 44 deg. 56 min. 15 sec. East, a distance of 14.14 feet to a 1/2" capped iron rod set; THENCE North 0 deg. 3 min. 45 sec. West, a distance of 50.00 feet to a 1/2" capped iron rod set; THENCE North 45 deg. 3 min. 45 sec. West, a distance of 14.14 feet to a 1/2" capped iron rod set; THENCE North 0 deg. 3 min. 45 sec. West, a distance of 270.61 feet to a 1/2" capped iron rod set; THENCE North 45 deg. 3 min. 49 sec. East, a distance of 14.11 feet to a 1/2" capped iron rod set; THENCE North 0 deg. 3 min. 45 sec. West, a distance of 50.00 feet to a 1/2" capped iron rod set; THENCE North 44 deg. 56 min. 1 1 sec. West, a distance of 14.17 feet to a 1/2" capped iron rod set; THENCE North 0 deg. 3 min. 45 sec. West, a distance of 73.26 feet to a 1/2" capped iron rod set for a Point of Curvature of a circular curve to the right, having a radius of 475.00 feet, a central angle of 4 deg. 26 min. 8 sec., and being subtended by a chord which bears North 2 deg. 9 min. 19 sec. East - 3 .76 feet; THENCE in a northerly direction along said curve to the right, a distance of 36.77 feet to a 1/2" capped iron rod set; City of Fort Worth, Texas Standard Completion Agreement—Self-Funded Revised 09.07.2017 JLE CFA Official Release Date: 07.01.2015 Page 11 of 16 THENCE South 89 deg. 48 min. 37 sec. East non-tangent to said curve, a distance of 54.02 feet to a 1/2" capped iron rod set; THENCE South 77 deg. 08 min. 54 sec. East, a distance of 54.53 feet to a 1/2" capped iron rod set; THENCE South 77 deg. 24 min. 10 sec. East, a distance of 54.34 feet to a 1/2" capped iron rod set; THENCE South 79 deg. 56 min. 55 sec. East, a distance of 54.34 feet to a 1/2" capped iron rod set; THENCE South 82 deg. 29 min. 41 sec. East, a distance of 54.34 feet to a 1/2" capped iron rod set; THENCE South 85 deg. 06 min. 33 sec. East, a distance of 110.82 feet to a 1/2" capped iron rod set; THENCE North 89 deg. 56 min. 15 sec. East, a distance of 555.00 feet to a 1/2" capped iron rod set; THENCE North 0 deg. 3 min. 45 sec. West, a distance of 1 10.00 feet to a 1/2" capped iron rod set; THENCE North 45 deg. 3 min. 45 sec. West, a distance of 14.14 feet to a 1/2" capped iron rod set; THENCE North 0 deg. 3 min. 45 sec. West, a distance of 50.00 feet to a 1/2" capped iron rod set; THENCE North 89 deg. 56 min. 15 sec. East, a distance of 591.29 feet to a 1/2" capped iron rod set; THENCE North 38 deg. 42 min. 58 sec. East, a distance of 12.53 feet to a 1/2" capped iron rod set; THENCE North 12 deg. 30 min. 18 sec. West, a distance of 1.82 feet to a 1/2" capped iron rod set; City of Fort Worth, Texas Standard Completion Agreement—Self-Funded Revised 09.07.2017 JLE CFA Official Release Date: 07.01.2015 Page 12of16 THENCE North 77 deg. 29 min. 42 sec. East, a distance of 50.00 feet to a 1/2" capped iron rod set; THENCE South 12 deg. 30 min. 18 sec. East, a distance of 161.97 feet to a 1/2" capped iron rod set for a Point of Curvature of a circular curve to the right, having a radius of 150.00 feet, a central angle of 23 deg. 44 min. 36 sec., and being subtended by a chord which bears South 0 deg. 38 min. 0 sec. East - 61 .72 feet; THENCE in a southerly direction along said curve to the right, a distance of 62. 6 feet to a 1/2" capped iron rod set; THENCE South 60 deg. 5 min. 55 sec. East non-tangent to said curve, a distant of 166.86 feet to a 1/2" capped iron rod set for a Point of Curvature of a non- tangent circular curve to the right, having a radius of 470.00 feet, a central angle of 20 deg. 0 min. 36 sec., and being subtended by a chord which bear South 45 deg. 35 min. 1 sec. West - 163.31 feet, THENCE in a southwesterly direction along said curve to the right, a distance cf 164.14 feet to a 1/2" capped iron rod set; THENCE South 55 deg. 35 min. 19 sec. West, a distance of 228.64 feet to a 1/2" capped iron rod set; THENCE South 34 deg. 24 min. 41 sec. East, a distance of 60.00 feet to a 1/2" capped iron rod set; THENCE South 10 deg. 35 min. 19 sec. West, a distance of 14.14 feet to a 1/2" capped iron rod set; THENCE South 34 deg. 24 min. 41 sec. East, a distance of 402.00 feet to a 1/2" capped iron rod set for a Point of Curvature of a non-tangent circular curve t the right, having a radius of 50.00 feet, a central angle of 67 deg. 29 min. 5 set., and being subtended by a chord which bears South 37 deg. 32 min. 20 sec. East - 55.55 feet; THENCE in a southeasterly direction along said curve to the right, a distance of 58.89 feet to a 1/2" capped iron rod set; THENCE South 33 deg. 12 min. 10 sec. East non-tangent to said curve, a distance of 16.35 feet to a 1/2" capped iron rod set; City of Fort Worth, Texas Standard Completion Agreement—Self-Funded Revised 09.07.2017 JLE CFA Official Release Date: 07.01.2015 Page 13 of 16 THENCE South 68 deg. 20 min. 54 sec. East, a distance of 5.67 feet to a 1/2" capped iron rod set; THENCE South 34 deg. 24 min. 41 sec. East, a distance of 305.21 feet to a 1/2" capped iron rod set in the Southeast line of said 396.67 acre tract, said point being a Point of Curvature of a non-tangent circular curve to the left, having a radius of 5,742.22 feet, a central angle of 7 deg. 29 min. 8 sec., and being subtended by a chord which bears South 48 deg. 1 1 min. 19 sec. West- 749.66 feet; THENCE in a southwesterly direction along said curve to the left and said Southeast line, a distance of 750.20 feet to a 1/2" capped iron rod set; THENCE South 44 deg. 26 min. 29 sec. West non-tangent to said curve and continue along said Southeast line, a distance of 1,613.63 feet to a 1/2" capped iron rod set for the most southerly corner of said 396.67 acre tract; THENCE North 0 deg. 7 min. 1 1 sec. West along a West line of said 396.67 acre tract, at 195.96 feet pass a 1/2" capped iron rod found "illegible" for a Southeast corner of said 309.43 acre tract, continue a total distance of 1,056.84 feet to the POINT OF BEGINNING, containing 3,200,191 square feet or 73.466 acres of land, more or less. SAVE AND EXCEPT All that certain lot, tract, or parcel of land, situated in a portion of the Guadalupe Cardinas Survey, Abstract No. 214, Denton County, Texas, being all of the tracts of land described as Lots 1, 2, 3, 4, and 5 described in a deed to Mindy L. Koehne, Trustee recorded in Instrument NO. 2015-51145, of the Deed Records of Denton County, Texas (DRDCT), and being more completely described as follows, to-wit: COMMENCING at a 1/2" capped iron rod found stamped "GOODWIN & MARSHALL" for an ell corner of a called 396.67 net acre tract described as Tract 1 in a deed to HT HWY 1 14 Development LP recorded in Instrument No. 2019- 131 148 (DRDCT) and being in the Northeast corner of a called 309.43 acre tract described in a deed to SLF IV-1 14 Assemblage, L.P. recorded in Instrument No. 2014-47796 (DRDCT), from which 1/2" capped iron rod found "illegible" for an easterly corner of said 309.43 acre tract bears South 0 deg. 7 min. 11 sec. East- 860.88 feet; City of Fort Worth, Texas Standard Completion Agreement—Self-Funded Revised 09.07.2017 JLE CFA Official Release Date: 07.01.2015 Page 14 of 16 THENCE North 86 deg. 4 min. 55 sec. East departing said boundary lines, a distance of 365.25 feet to the most westerly corner of said Mindy L. Koehne lot , said point being the TRUE POINT OF BEGINNING; THENCE along the outer boundary lines of said Mindy L. Koehne lots the follow ng six (6) courses; North 44 deg. 26 min. 29 sec. East, a distance of 100.00 feet; South 45 deg. 33 min. 31 sec. East, a distance of 87.12 feet; North 44 deg. 26 min. 29 sec. East, a distance of 100.00 feet; South 45 deg. 33 min. 31 sec. East, a distance of 174.24 feet; South 44 deg. 26 min. 29 sec. West, a distance of 200.00 feet; North 45 deg. 33 min. 31 sec. West, a distance of 261.36 feet to the POINT OF BEGINNING, containing 43,560 square feet or 1.000 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 15 of 16 EXHIBIT B APPROVED BUDGET Section I Water $811,386.00 Sewer $891,240.00 Sub-total $1,702,626.00 Section II Interior Streets $2,258,247.00 Storm Drains $1,480,295.00 Sub-total $3,738,542.00 Section III Street Lights $235,062.00 Sub-total $235,062.00 TOTAL $5,676,230.00 City of Fort Worth, Texas Standard Completion Agreement—Self-Funded Revised 09.07.2017 JLE CFA Official Release Date: 07.01.2015 Page 16 of 16