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Home My WebLink AboutContract 57948-A1Date Received: Apr 19, 2023 Time Received: 3:15 p.m. City Secretary Contract No.: 57948-A1 FIRST AMENDMENT TO CITY SECRETARY CONTRACT NUMBER 57948 A COMMUNITY FACILITIES AGREEMENT AND COMPLETION AGREEMENT BETWEEN THE CITY OF FORT WORTH, PMB VENTANA DEVELOPER SOUTH, LLC AND CIERA BANK This FIRST AMENDMENT TO CITY SECRETARY CONTRACT NUMBER 57948 ("First Amendment") is made and entered into by and between the City of Fort Worth, ("City"), a home -rule municipal corporation of the State of Texas, PMB Ventana Developer South, LLC ("Developer"), a Texas limited liability company, and Ciera Bank ("Lender"). WHEREAS, the City and Developer entered into a Community Facilities Agreement for the construction of public infrastructure improvements for a Project known as Ventana Phase 6A- 2, City Project Number 103437 ("CFA"); and WHEREAS, City, Developer and Lender executed a Completion Agreement as the financial guarantee for the CFA ("Completion Agreement"); and WHEREAS, the CFA and the Completion Agreement are filed with the City Secretary as City Secretary Contract Number 57948; and WHEREAS, Developer desires to provide the City with a Development Bond as the financial guarantee for the remaining water and sewer Improvements to be constructed pursuant to the CFA; and WHEREAS, in order to allow Developer to proceed to construction on Ventana Phase 7, City and Developer have agreed to amend the CFA to allow for the partial acceptance of certain Improvements being constructed pursuant to the CFA; NOW THEREFORE, City, Developer and Lender, acting herein by and through their duly authorized representatives, enter into the following agreement, which amends City Secretary Contract No. 57948: 1. Section 5 of the CFA is amended to add the following paragraph: Developer has delivered to the City a Development Bond in the amount of $534,213.15 guaranteeing Developer's obligation to complete construction of the remaining water and sewer Improvements and pay all contractors and material suppliers. City and Developer agree that the Completion Agreement shall remain in effect as the financial guarantee for all other Improvements OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX City of Fort Worth, Texas Amendment No. I to City Secretary Contract No. 57948 Page I of 9 2. Attachment 2 of the CFA is amended in its entirety to be and read as set forth in Exhibit A of this First Amendment. 3. a. All other provisions of the City Secretary Contract No. 57948 which are not expressly amended herein, shall remain in full force and effect. b. All terms in this First Amendment that are capitalized, but not defined, shall have the meanings ascribed to those terms in City Secretary Contract No. 57948. [SIGNATURES ON FOLLOWING PAGE] City of Fort Worth, Texas Amendment No. 1 to City Secretary Contract No. 57948 Page 2 of 9 IN TESTIMONY WHEREOF, the City and Developer have executed this First Amendment to be effective on the date signed by the City's Assistant City Manager. CITY OF FORT WORTH Dana BurciG��loff Dana Burg�hdoff (Ap?(Ap? 8, 202315:10 CDT) Dana Burghdoff Assistant City Manager Date: Apr 18, 2023 Recommended by: Dwayne Hollars (Apr 18, 2023 11:21 CDT) Dwayne Hollars Contract Compliance Specialist Development Services Approved as to Form & Legality: Richard A. McCracken (Apr 18, 202312:08 CDT) Richard A. McCracken Sr. Assistant City Attorney M&C No. N/A Date: Apr 18, 2023 Form 1295: N/A °4a ATTEST: ........ *40 P g -10 s a°nyn�z6ga4 Jannette S. Goodall City Secretary DEVELOPER PMB Ventana Developer South, LLC /l. /QU g� K. Taylor Baird Vice President Date: Apr 17, 2023 LENDER: Ciera Bank 121L Justin 8, 20231 09:47 CDT) Justin Cowart Regional President Date: Apr 18, 2023 Contract Compliance Manager: By signing, I acknowledge that I am the person responsible for the monitoring and administration of this contract, including all performance and reporting requirements. Rebecca Diane Owen (Apr 18, 2023 11:27 CDT) Rebecca Diana Owen Development Manager OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX City of Fort Worth, Texas Amendment No. 1 to City Secretary Contract No. 57948 Page 3 of 9 EXHIBIT A ATTACHMENT 662" Phased CFA Provision City Project No. 103437 The Improvements being constructed by Developer pursuant to this Agreement will be served by and are dependent upon the Ventana Pumping Facility Expansion improvements project being constructed by Developer under a separate CFA (City Project Number 103523; IPRC 22- 0042, City Secretary Contract Number 58071), (hereinafter the "Separate CFA"). Therefore, this Agreement shall be considered a "Phased CFA" and the provisions contained in this section shall apply to this Agreement. The improvements being constructed by Developer under the Separate CFA shall be defined as the "Parent Project." 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 Project and the Child Project to properly connect to each other; changes to the design or construction of the improvements in the Parent Project 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. Developer further acknowledges and agrees that Developer has notified all of Developer's 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. In order to assist Developer in proceeding to construction of the buildings associated with the Ventana Phase 7 CFA, which will be dependent upon the Improvements being constructed pursuant to this CFA, the City has agreed to partially accept: (a) a portion of the water Improvements being constructed pursuant to this CFA which are more specifically identified in Table 1 ("Partial Water Improvements"); and (b) a portion of the sewer Improvements being City of Fort Worth, Texas Amendment No. 1 to City Secretary Contract No. 57948 Page 4 of 9 constructed pursuant to this CFA which are more specifically identified in Table 2 ("Partial Sewer Improvements"). Partial acceptance of the Partial Water Improvements and the Partial Sewer Improvements are subject to the following conditions: 1. The sewer upstream of the Phase 7 CFA must be plugged; 2. No meters for the Ventana Phase 6A-2 property will be released and no final connections to the Improvements in this Agreement shall be made until the Ventana Pumping Facility Expansion CFA is constructed and accepted by the City and all Improvements in this Agreement are constructed and accepted by the City; 3. As -built surveys for the portion of the sewer identified in Table 2 must be provided to the City; 4. The Partial Water Improvements and Partial Sewer Improvements, shall be constructed and accepted by the City, but the Partial Water Improvements and Partial Sewer Improvements shall only be allowed to provide water service to the Ventana Phase 7 property, and shall not provide service to any other property (including the property that is the subject of the Ventana Phase 6AI, 6A2, 6B or 8) until all Improvements included in this CFA are accepted by the City as evidence by the execution by the City's Assistant City Manager of the document commonly referred to as the green sheet; 5. The Partial Water Improvements and Partial Sewer Improvements shall only serve the Ventana Phase 7 CFA by providing fire flow for construction purposes only (not domestic service), and will not serve any other lots in the Ventana development until all the Improvements in this Agreement and the Parent Project has been constructed and accepted by the City; 6. All valves, including valves to isolate the Partial Water Improvements and Partial Sewer Improvements from all other public infrastructure that has been constructed or will be constructed in the future (including, but not limited to, Ventana Phase 6A-2 and Ventana Phase 6B CFA improvements) have been constructed and have a valve final; 7. If paving Improvements have not been poured over the Partial Water Improvements and Partial Sewer Improvements at the time of partial acceptance, all valves that will be partial accepted must have collars in place in accordance with the City's standard details; and 8. Partial acceptance will consist of a letter form the City indicating that the Partial Water Improvements and Partial Sewer Improvements have been constructed and accepted by the City, but no green sheet will be issued by the City for the partial acceptance; and 9. The Improvements in this Agreement will not be fully accepted by the City and the maintenance bonds will not be effective until the green sheet for all the Improvements in this Agreement is executed by the City's Assistant City Manager. City of Fort Worth, Texas Amendment No. 1 to City Secretary Contract No. 57948 Page 5 of 9 Developer understands and agrees that the partial acceptance of infrastructure in this Agreement and the issuance of building permits for Ventana Phase 7 is a one-time exception being made by the City to its normal processes and the Developer will not be allowed partial acceptance of any improvements on any other project in the future. Table 1 E 12. Gv FEET ` FOR w: A7N99. �QROJC��pN�.2 8" STUB \ pGO�S Q p it 1 RE CONNECT ON I" < , Pran u- ov AV.. eQ �GQ� 24" STUB FOR r ovA wl-.8TA.3.97.). 1 / FUTURE CONNECTION FUTURE I VENTANA ISD 1' rev aaw N -2 BTA 77.94.93 J NP � I �O O Q�G 8" STUB 0 PQ FOR FUTU / I CONNE / LEGEND ,u connection to � raxTTaL accsrrAxcs Ventana 6-B WATER LINE EXISTING WATER UNE / LIMITS OF PRO.ECT PROPOSED WATER LINES ARE 8" APPROVED FOR UNLESS OTHERWISE INDICATED CONSTRUCTION OWNERDEVELOPER VENTANA PHASE 6B Notes: PMB VENTANA WATER \ CPN 103677 Isolate from other 6A-2 water not included in partial aooeptanoe. DEVELOPER SOUTH, LLC Table 1 If pavement not in -place, then all vaults must have unimproved collars 4001 MAPLE AVENUE VEWANA PHASE 4A-2 installed. SUITE - AI I ison latiovalves must have valve final and al I Portions of waterline identified tified must have final serv;ce repots poor to Partial acceptance_ 7 DALLAS, TX 5219 [REMAINDER OF PAGE BLANK] City of Fort Worth, Texas Amendment No. 1 to City Secretary Contract No. 57948 Page 6 of 9 Table 2 Y � LEGEND PARTIAL ACCEPTANCE SANITARY SEWER \ EXISTING SANITARY SEWER APPROVED FOR LIMITS OF CONSTRUCTION "( PROJECT VENTANA PHASE 6A-2 ,RO PROPOSED SANITARY SEWER ARE CPN 103437 O�G 8' UNLESS OTHERWISE INDICATED / Notes: - Isolate iron other flA-2 sewer not inc u=-c �Y acceptarw - If pavement not in -place, then all manholes must have concrete collars in place prior to partial acceptance. - All portions of sewer infrastructure identified here r --.r - r final service reports prior to partial acceotance. / o liM zoo FEET L 11111111111FINNIMEN I r 11 FUTURE VENTANA ISD CONNECT TO EX 6' MH VENTANA LIFT STATION CPN101675, X-25947 56008-0700430— i 102076-001380 APPROVED FOR 00 YY Y CONSTRUCTION \ VENTANA PHASE 6B \ 21" END & PLUG \CPN 103677 O EVELOPER / Line C STA 0+00 I PMB VENTANA SEWER EVELOPER SOUTH, LLC Table 2 4001 MAPLE AVENUE V9IFANAfY1M"-2 / Provide as -built survey for this section of SU1TE 270 DALLAS, TX 75219 sewer before partial acceptance. Developer shall not make the final connection of the Improvements in the Child Project to the improvements in the Parent Project until the improvements in the Parent Project have been constructed and accepted by the City and the City has consented to Developer making the connection. Developer agrees that if this Agreement is for improvements relating to the construction, renovation or modification of one or more single family residential homes or structures, the City will not record the plat related to the Project until the improvements are constructed and accepted by the City. Developer agrees that if this Agreement is for improvements relating to the construction, renovation or modification of one or more commercial buildings or structures, the City of Fort Worth, Texas Amendment No. 1 to City Secretary Contract No. 57948 Page 7 of 9 Developer shall not receive a Certificate of Occupancy from the City for the building(s) related to the Project until the improvements in this Agreement are constructed and accepted by the City. Developer further understands and agrees that completion of the improvements under this Agreement 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 ANY AND ALL DAMAGES, INCL UDING B UT NOT LIMITED TO ANYAND ALL ECONOMIC DAMAGES PROPERTY LOSS, PROPERTY DAMAGES AND PERSONAL INJURY, (INCLUDING DEATH), OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED. DEVELOPER HEREBY EXPRESSLY RELEASES AND DISCHARGES CITY FROM ANY AND ALL LIABILITY FOR DAMAGES, INCL UDING, B UT NOT LIMITED TO ANY AND ALL ECONOMIC DAMA GES, PR OPER TY L OSS, PR OPER TY DAMA GE AND PERSONAL INJURY (INCLUDING DEATH) ARISING OUT OF OR IN CONNECTION WITH, DIRECTLY OR INDIRECTLY, THE CONSTRUCTION OF THE IMPROVEMENTS OR DEVELOPER'S DECISION TO CONSTRUCT A PHASED CFA. DEVELOPER, AT ITS SOLE COST AND EXPENSE, AGREES TO AND DOES HEREBY INDEMNIFY, DEFEND PROTECT, AND HOLD HARMLESS CITY, AND CITY'S OFFICERS, REPRESENTATIVES, AGENTS, EMPLOYEES, AND SERVANTS FOR, FROM AND AGAINST ANYAND ALL CLAIMS (WHETHER AT LAW OR INEQUITY), LIABILITIES, DAMAGES (INCLUDING ANY AND ALL ECONOMIC DAMAGES, PROPERTY LOSS, PROPERTY DAMAGES AND PERSONAL INJURIES INCLUDING DEATH), LOSSES, LIENS, CAUSES OFACTION, SUITS, JUDGMENTS AND EXPENSES (INCLUDING, BUT NOT LIMITED TO, COURT COSTS, ATTORNEYS' FEES AND COSTS OF INVESTIGATION), OFANYNATURE, KIND OR DESCRIPTIONARISING OR ALLEGED TO ARISE BY OR IN ANY WAY RELATED TO CONSTRUCTION OF THE IMPROVEMENTS OR DEVELOPER'S CHOICE TO CONSTRUCTA 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 THE IMPROVEMENTS OR DEVELOPER'S CHOICE TO CONSTRUCT A PHASED CFA 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. City of Fort Worth, Texas Amendment No. 1 to City Secretary Contract No. 57948 Page 8 of 9 DEVELOPER: K. is 8altall K. Taylor Baird Vice President City of Fort Worth, Texas Amendment No. 1 to City Secretary Contract No. 57948 Page 9 of 9