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HomeMy WebLinkAboutContract 42073 CITY SECRETARY CONTRACT NO, 14,;1-&—j 3 TRANSPORTATION IMPACT FEE CREDIT AGREEMENT X THIS TRANSPORTATION IMPACT FEE CREDIT AGREEMENT (the "Agreement") is made and entered into effective as of the Effective Date (as defined below), by and among THE CITY OF FORT WORTH, TEXAS (the "City"), a home rule municipal corporation situated in Tarrant, Denton, Parker, Johnson, and Wise Counties, Texas,and Pulte Homes of Texas,LP,a Texas Limited Partnership (the"Owner")(the City and the Owner a "Party", and collectively, the "Parties"). RECITALS WHEREAS, the City is a home rule municipal corporation duly organized and validly existing under the laws and statutes of the State of Texas and is located within Tarrant, Denton, Parker,Johnson, and Wise Counties, Texas; and WHEREAS, the Owner is the owner of approximately 48.784 acres in Tarrant County,Texas,as described by metes and bounds in Exhibit"A" (the"Property")located within the corporate boundaries of the City. A map of the Property showing its location is attached hereto as Exhibit "B"; and WHEREAS, the Owner desires to proceed with development of the Property as described or illustrated on the Development plan, attached hereto as Exhibit"C" which Development Plan identifies the intended land uses in relation to the lay-out of on-site and off-site transportation facilities necessary for serving full development of the Property;and WHEREAS,the City has adopted a Transportation Impact Fee program pursuant to Tex. Loc. Gov't Code chapter 395, Ordinance No. 18083, under which charges ("impact fees") are imposed on new development for transportation facilities serving the development and which are identified within the City's adopted transportation improvements plan; and WHEREAS, transportation impact fees must be collected and spent within the service area(s) in which the new development is located; and WHEREAS, the Property is located within service area C; and WHEREAS, the transportation facilities shown on the Development Plan are identified within the City's adopted transportation improvements plan; and WHEREAS, Ordinance No. 18083 Section 1-15 provides for credits against impact fees for dedication or construction of transportation improvements shown on the adopted transportation improvements plan; and OFFICIAL RECORD 1-16 CREDIT AGREEMENT CITY SECRETARY I WEST FORK RANCH FT. WORTH, TX Page 1 P02:37 IN WHEREAS, Owner agrees to dedicate and construct the transportation improvements shown on the Development Plan in exchange for credits against future transportation impact fees; and WHEREAS, Owner has submitted a final plat to the City for approval, subject to dedication and construction of the transportation improvements shown on the Development Plan; and WHEREAS,based on the anticipated traffic impacts from the development,the City, and Owner contemplate the necessity for the construction of system facilities,which must be credited against transportation impact fees otherwise due; and WHEREAS,the City,in accordance with Chapter 395,has determined the maximum transportation impact fees to be charged against new development within service area C to be $640.00 per service unit; and WHEREAS, the Owner has filed and recorded the following Final Plats: Parr Trust, D211138566 on June 13, 2011 (City of Fort Worth FP No. 011-001) NOW,THEREFORE,for and in consideration of the mutual agreements,covenants, and conditions contained herein,and other good and valuable consideration,the City and the Owner hereby covenant and agree as follows: 1. Recitals. The recitals contained in this Agreement are true and correct as of the Effective Date and form the basis upon which the Parties negotiated and entered into this Agreement. 2. Transportation Improvements. Owner agrees to dedicate the rights-of-way for and construct the system facilities identified in Exhibit "D" which is attached hereto and incorporated herein by reference. For any transportation improvement which has been dedicated or constructed by Owner on the Property and accepted by the City prior to execution of this Agreement,the improvement shall be identified as completed on Exhibit 3. Credits. The Parties agree that the estimated value of the credits for each transportation improvement, expressed in current dollars, shall be as set forth in Exhibit "E". The value of credits associated with the improvements first shall be reduced by the Schedule 2 impact fee associated with any lot for which a building permit has previously been issued,and the net value of credits shown on Exhibit"E"shall be considered as exact. 1-16 CREDIT AGREEMENT Page 2 WEST FORK RANCH 4. Ph_asinv-,. The Parties acknowledge that, where it is anticipated that the project shall be developed in phases, the anticipated construction of improvements by phase shall be as depicted in Exhibit"D",which is attached hereto and incorporated herein by reference. 5. Allocation of Credits by Phase. The general allocation of credits to each phase of the development shall be as shown on Exhibit"F",which is attached hereto and incorporated herein by reference. The Parties agree that the credits identified in this Agreement shall not be deemed to have been created until the system facility for which credit is given shall either be guaranteed through an executed Community Facilities Agreement or approved and accepted by the City. The Parties further agree that,prior to the application of a credit against transportation impact fees otherwise due for any unit of development; the following events shall take place: (a) The Parties have entered into a Community Facilities Agreement for the dedication or construction of the system facility; (b) The number of credits resulting from such improvement has been valued; and (c) Concurrent with final plat approval, a credit allocation shall be provided by the developer for the phase of development to which the credit is to be applied,which allocation may either assign the credit,expressed in dollars,to each finally platted lot or may create a credit-pool to be utilized by that phase of development. (d) To the extent that any credit balance remains after allocation of credits this Agreement may be amended to allocate such unused credits to subsequent phases of the development. 6. Proportionality. Owner agrees that the obligation to dedicate and construct improvements to serve the development shown on the Concept Plan, as provided in section 2 of this Agreement,and the credits against transportation impact fees attributed to such contributions and generally allocated to phases of the development herein, are roughly proportionate to the nature and extent of the development shown on the Concept Plan. 7. Term and Effective Date. The initial term of this Agreement shall be ten(10) years from its Effective Date, in accordance with Ordinance No. 18083, which shall be the date on which the last party executes the Agreement. 8. Agreement to Run with the Land. Owner shall have the right to assign this 1-16 CREDIT AGREEMENT Page 3 WEST FORK RANCH Agreement to any person or entity ("Owner's Assignee") with the written consent of the City, provided: (a) the assignment is in writing executed by the Owner and its assignee; and (b) the assignment incorporates this Agreement by reference and binds the Owner's Assignee to perform (to the extent of the obligations assigned) in accordance with this Agreement. Each Owner's Assignee shall become a Party to this Agreement upon the execution of such assignment. In no event may this Agreement be construed to authorize assignment of any credits attributable to a system facility to be dedicated or constructed hereunder for use outside the boundaries of the Property. 9. Amendment. This Agreement shall not be modified or amended except as follows: (a) Any amendment or modification to this Agreement or any Exhibit or schedule hereto shall be in writing and signed by the Parties. (b) Any revision, amendment, or modification to this Agreement, the Development Plan,or any Exhibit or schedule thereto,shall become effective on the date executed by the Parties or, as applicable, upon the date of approval by the City Council or designated city official. 10. Exhibits. The exhibits attached to this Agreement are incorporated as part of this Agreement for all purposes as if set forth in full in the body of this Agreement. 1-16 CREDIT AGREEMENT WEST FORK RANCH Page 4 WITNESA WHERE F,the undersigned parties have executed this Agreement as of the day of w � 2011. CITY OF FORT WORTH,TEXAS PULTE HOMES OF TEXAS,L.P. a Texas Limited Partnership BY: Pulte Nevada I LLC a Delaware Limited Liability Company its General Partner By: Ole— Fernando Costa Clint Vincent Assistant City Manager Division Vice President Land Development Recommended By: NO M&C REQUIRED ,lp-f(Randle Harwood 11 Director, Planning and Development Approved as to Form and Legality: OFFICIAL RECORD CITY SECRETARY fb� L FT. WORTH, TX Marcia Wise Senior Assistant City Attorney ATTEST: ��Rr�a��� P Marty Hendrix v o o City Secretary ����}00 0°° d °0000°0° C1 1-16 CREDIT AGREEMENT aaa�nX4ti�p Page 5 WEST FORK RANC}I EXHIBIT LIST "A" Description of the Property "B" Map of Property "C" Development Plan Map "D" Transportation Improvements "E" Credits Against Transportation Impact Fees "F" Allocation of Credits ]-]6 CREDIT AGREEMENT Page 6 WEST FORK RANCH EXHIBIT A LEGAL DESCRIPTION TRACT I BEING a tract of land situated in the Milly Gilbert Survey,Abstract Number 565,"1'arrant County,Texas, and being a portion of those certain tracts of land described by deed to Martha Sue Parr(Tracts I & 3)as recorded in Volume 4186,Page 160, Real Property Records,Tarrant County,Texas, and being all of that tract of land described in a deed to Joe T. Lenamon,James C. Gilbert, and Dee S. Finley,Jr.as Trustees as recorded in Volume 8794, Page 2245 of said County Records and being more particularly described by metes and bounds as follows: BEGINNING at an old cedar post in concrete(concrete dated 194 1)found for the northwest corner of said Parr tract(tract 3)and being southwest corner of Lot 14, Block 10,Lasater Addition, Phase 1, Section 4,an addition to the city of Fort Worth as recorded in Cabinet A,Slide 9016 of the Plat Records of Tarrant County,Texas; THENCE N88032'03"E, 832.52 feet(previously recorded as N89°30'E)along the north line of said Parr tract and the south line of said Lasater Addition,Phase 1,Section 4 to an Axle found,being the southwest comer of that tract of land described in a Deed to Ellesmere Investment Corporation as recorded in Volume 6617, Page 99 of said County Records; THENCE N88°58'04"E,2215.93 feet(previously recorded as N89°30'E)along the north line of said Parr tract(tracts I & 3) and along the south line of said Ellesmere tract to a point for the northeast corner of said Parr tract(tract 1), from which a '/+ inch iron rod found bears S00°44'34"E, 1.26 feet; THENCE S00044'34"E, 5292.07(previously recorded as S00°I WE,5294.44')along the east line of said Martha Sue Parr tract(tract 1) to a 5/8 inch iron rod with yellow cap stamped "PELO'TON"set, being in the center line of the westerly terminus of Basswood Boulevard(a 130 foot wide public right-of-way)as dedicated by the plat of Santa Fe Enclave an addition to the city of Fort Worth as recorded in Cabinet A, Slide 12321 of said Plat Records; THENCE S 880 59'05"W,449.73 feet leaving the east line of said Parr tract to a 5/8"iron rod with a yellow cap stamped "PELOTON"set at the beginning of a curve to the left; THENCE 568.57 feet,along the arc of said curve, through a central angle of 31°19'24"whose radius is 1040.00 feet,and the long chord which bears S 73° 19'23"W,561.51 feet to a 5/8"iron rod with a yellow cap stamped"PELOTON"set; THENCE S 570 39'40"W,791.36 feet to a 5/8" iron rod with a yellow cap stamped"PELOTOW set at the beginning of a curve to the right; THENCE 587.53 feet,along the arc of said curve, through a central angle of 32°22'05` whose radius is 1040.00 feet, and the long chord which bears S 73°50'43"W, 579.74 feet to a 5/8" iron rod with a yellow cap stamped "PELOTOW set; THENCE N89058'I S"W, 390.41 feet to a 5/8" iron rod with yellow cap stamped "PELOTON"set in the west line of said Parr tract(tract 3) and being in the east line of that tract of land described in a deed to Retasal I, L.P. as recorded in Volume 16673, Page 260 of said County Records; THENCE N00°15'54"W, 1982.21 feet (previously recorded as N00'1 YE)along the west line of said Parr tract (tract 3) and along the east line of that tract of land described in a deed to Retasal 1, L.P.as recorded in Volume 16673,Page 260 of said County Records and then along the east line of that tract of land described in a deed to C.R. and Beth Lasater as recorded in Volume 12871, Page 179 of said County Records and then along the east line of that tract of land described in a deed to"Texas Electric Service Company as recorded in Volume 7603, Page 180 of said County Records and then again along the remainder of said Lasater tract to a 5/8 inch iron rod with yellow cap stamped"PELOTON"set; THENCE continuing along the west line of said Parr Tract (tract 3) S89058'26"W,48 1.10 feet (previously recorded as N89°27'W,480.00')to a I" iron rod found,said point being in the east line of that tract of land described in a deed to Vista Oaks Development, Ltd. as recorded in Volume 16542, Page 163 of said County Records; THENCE N00°I 9'32"W,4002.03 feet(previously recorded as N00°08'1~.4004.16')along the west line of said Parr Tract(tract 3)and along the east line of said Vista Oaks tract and then along the east line of tracts of land described in a deed to Gary Fritchen and wife Nancy L. Fritchen as recorded in Document No. D206387393 of said County Records and then along the east line of Lasater Addition, Phase II, Section 3,as recorded in Cabinet A,Slide 8913 of said Plat Records to the POINT OF BEGINNING and containing 16,531,041 square feet,or 379.501 acres of land,more or less. EXHIBIT B i ew $479 F F R± € ~ ' +a + 6 4%7 ,%7 y { ` ' 3 I- 287 �� !w► 156 ' r.4 7 �...�. s j PARR TRUST ADDITION OWNER DEVELOPER ENGINEER WEST FORK PULTE HOMES PELOTON -- ,� 1 14 AKF_ft+,,Pc r)P',t ',1 l7 E ',,OA :,r•F 'F+_nom 1- GRAPHIC SCALE PHASE ""NF = '04 1N`"' rF i.EP T. r�+•1 EXHIBIT C i Mow E �.1� _. f Ia1Yc /' i•Xw�o OWNG CA � �„_� ����, 'bC� z � • ' ' uta..' _ • .Yn.t+;e�srvIlr101rJ11 AfTMtI;'j`owai TOM ..• a r;,r m•:w �� loo.m.r ren ooc. •Iwc�awrta. .vroa �n�s:' t •�• wi MAU V tl � • . ....,1••»t 1 _ f•I � � •r ,u .•� I � lNYC [.•'�, ;.• lam- L-. c 11 R , h • xt -_ •+ . "'...`�:.�. I'?•^__.c. '..=:�i! :.� �_ `r '' ' ;...'�Yy'i,: tJd S. SFr -� ` m .ww _ _I+t all �'-i .. •�. 4.T �.r �� .�� wr V,.f [si{IIw C IDYllla .. • _,~' ' �.� wP rr 4t•Y.II.1�_ Cf:[rMi K i]I+It♦ .. Y�++ w•.. 'C. _•L...�___�_ EIg 4 C N•1 �, t'h IWIItL 4 .. •�f+ltil wi tom.F CC1{111(, INISING � 1 IO ArG Iouw � � •-7 •�] �� i t�.r•ti y' •:•4{'I.M�- _ L, _. y` ° .I.,. aha- {: r � :....:� _.�. ....:T_IgIIC - .."'•� �.._ _ ti� ��•_ � ors{rlc t - � � ��_ ai�� --- .I• � :• tow .� � '* �• i r , ,s. ,�� , It �' .- ..°aliLl� ��� f.ICrI1L moi• d-.�s.l y (( 4y` •.R tw.r. �:� � eMa •.w�. + Wv110.'.. Y..•N.MMP -- �PWR IwI/{1 N i EXHIBIT D WEST FORK RANCH CREDITAGREEMENT " Developer Built Roads* Status Accepted Anticipated 'Eligible for Credit Against Transportation Impact Fees FORTWORTH, r a DOE ASSOCIATED NUMBER IMPROVEMENTS LIMITS 6624 Basswood Blvd West of Horseman Rd to Almondale Or 6624 Horseman Rd Basswood Blvd to future E Bailex Boswell Rd EXHIBIT E Credits Against Transportation Impact Fees Net Credit Value of Capacity Provided Basswood Blvd $ 376,667.67 Horseman Rd $ 1,176,764.31 Value of Existing Demand $ _ Net Credit Available $ 1,553,431.98 West Fork Ranch Ph I Prepared: July 5, 2011 City Project No.01694 D.O.E. No. 6624 I EXHIBIT E Credits Against Transportation Impact Fees Capacity Provided by Basswood Boulevard Paving ItemNo. Description Unit Quantity Unit Price 1 Site Prep:Clear,Strip and Grub Credit Available AC 1.5 $ 300.00 $ 450.00 2 Unclssified Street Excavation CY 6,163 3 Fill Material Borrow $ 1.58 $ 9,737.54 CY 9,596 $ 1.58 $ 15,161.68 4 9.5"Reinf.Conc. Pvmt w/7"Curb for 28'B-B Arterial Street SY 4,209 5 6"Lime Stabilized Sub rade for 28'B-B Street $ 29.00 $ 122,061.00 6 H drated Lime 30#/SY 4,354 $ 2.00 $ 8,708.00 TON 65 $ 14000 $ 9,100.00 7 5'Wide . ,4"Thick Sidewalk LF 770 8 Ri ht Turn Island w/ADA Access $ 11.00 $ 8,474.40 9 T e H Barrier Free Ram EA 1 $ 1,200.00 $ 1,200.00 10 Std.Street Header EA 2 $ 800.00 $ 1,600.00 11 Std.Street Barricade LF 28 $ 10.00 $ 280.00 LF 28 $ 20.00 $ 560.00 12 Remove Barricade&Connect to Ex. Header EA 1 13 Street Markings $ 200.00 $ 200.00 LS 1 $ 1,500.00 $ 1,500.00 14 Traffic Signs EA 3 15 Ad'ust To of Blow Off Valve for 16"Water Main $ 400.00 $ 1,200.00 EA 1 $ 500.00 $ 500.00 16 Ad'ust To of Air Release Valve for 16"Water Main EA 1 17 Revision to Rebar Size $ 500.00 $ 500.00 LS 1 $ 6,700.00 $ 6,700.00 18 Erosion Control LS 0.034 $ 50 056.00 $ 1,701.90 n-..-.--Subtotal $ 189,634.S2 Storm Drain Item No. Description Unit Quantity Unit Price 19 8'x4' RCB Credit Available 20 48" RCP LF 204 $ 255.00 $ 52,020.00 LF 45 $ 100.00 $ 4,500.00 21 42" RCP LF 62 22 36"RCP $ 90.00 $ 5,580.00 23 24" RCP LF 16 $ 65.00 $ 1,040.00 24 10'Recessed Curb Inlet LF 46 $ 45.00 $ 2,070.00 25 5'S uare Manhole EA 1 $ 2,200.00 $ 2,200.00 26 Std. Manhole Riser EA 1 $ 2,500.00 $ 2,500.00 27 36"Headwall EA 1 $ 1,000.00 $ 1,000.00 EA 1 $ 2,000.00 $ 2,000.00 28 18" Rock Ri Ra 29 12" SY 46 $ 75.00 $ 3,450.00 Rock Ri Ra SY 45 30 Channel Gradin $ 50.00 $ 2,250.00 LF 261 =Subtotal $ $ 1,044.00 31 Trench SafetyLF 373 32 Remove& Haul Off Exist Hdwl and Ri Ra $ 373.00 LS 1 400.00 33 48" Headwall EA 1 34 8'x4' Headwall $ 2,400.00 EA 1 4,500.00 Storm 87,327.00 CONSTRUCTION SUBTOTAL $ 276,961.52 West Fork Ranch Ph I Prepared: July 5, 2011 City Project No.01694 D.O.E. No. 6624 EXHIBIT E Credits Against Transportation Impact Fees Capacity Provided by Basswood Boulevard Other Eligible Items Description En ineerin ,Surve in and Material Testin Street Lignting LightingZ of Pavin &Storm Drain $ 55,392.30 ROW Dedication 6� of Paving&Storm Drain $ 16,617.69 10% of Pavin &Storm Drain $ 27,696.15 Total Value of Capacity Provided $ 376,667.67 West Fork Ranch Ph I Prepared: July 5, 2011 City Project No. 01694 D.O.E. No. 6624 EXHIBIT E Credits Against Transportation Impact Fees Capacity Provided by Horseman Road Paving ItemNo. Description Unit Quanti Unit Price Amount 1 SiiSigns e Pr,-n.Clear,Stri and Grub AC g clssified Street Excavation $ 300.00 $ 2,400.00 CY 35,905.1 $ 1.58 $ 56,730.06 l Material Borrow CY 19,323.3 " Reinf.Conc. Pvmt w/7"Curb for 43'B-B Collector Street SY 17,339 $ 1.58 $ 30,530.81 Lime Stabilized Sub rade for 43' B-B Street $ 25.00 $ 433,475.00 drated Lime 30#/SY SY 18,605 $ 2.00 $ 37,210.00 TON 279 $ 140.00 $ 39,060.00 ide,4"Thick Sidewalk LF 2,737 e H Barrier Free Ram $ 11.00 $ 30,104.80 EA 12 $ 800.00 $ 9,600.00 eet Markings LS 1 ffic Si ns $ 5,000.00 $ 5,000.00 EA 5 $ 400.00 $ 2,000.00 isionto Rebar SizeLS 1 sion Control $ 13,400.00 $ 13,400.00 walk Escrow Check a able to TPW LS 0.2 $ 50,056.00 $ 10,011.20 LS 1 $ 38,576.00 $ 38,576.00 Paving Subtotal $ 708,097.87 Storm Drain Item No. Description Unit 14 27"RCP Quantity Unit Price Amount 15 24"RCP LF 29 $ 48.00 $ 1,392.00 16 21" RCP LF 1,032 $ 45.00 $ 46,440.00 17 10'Recessed Curb Inlet LF 1,045 $ 42.00 $ 43,890.00 EA 16 $ 2,200.00 $ 35,200.00 18 10'Curb Inlet EA 1 $ 2,000.00 $ 2,000.00 E22 4'S uare Manhole EA 2 $ 2,200.00 $ 4,400.00 5'S uare Manhole EA 1 $ 2,500.00 $ 2,500.00 48"Headwall EA 2 42"Headwall $ 2,300.00 $ 4,600.00 EA 1 $ 2,200.00 $ 2,200.00 24"Headwall EA 2 24 12"Rock Rip Ra $ 1,500.00 $ 3,000.00 SY 72 25 Channel Gradin $ 50.00 $ 3,600.00 LF 1,433 $ 4.00 $ 5,732.00 26 Trench Safety LF 2,216 $ 1.00 $ 2,216.00 Storm Drain Subtotal $ 157,170.00 CONSTRUCTION SUBTOTAL $ 865,267.87 Other Eligible Items Description Engineering,Surveying and Material Testin o Amount 20% of Paving&Storm Drain $ 173,053.57 Street Lighting 6% of Paving&Storm Drain ROW Dedication $ 51,916.07 10% of Paving&Storm Drain $ 86,526.79 Total Value of Capacity Provided $ 1,176,764.31 West Fork Ranch Ph I Prepared: July 5, 2011 City Project No.01694 D.O.E. No. 6624 ��•45!!I !!Cvv�• a 4 "84F� V i aA rALW R 1�1i�1^ �i TTS �\i W. obi � n O.W t[_ 9" M r �A24.. ID QkN '� �' .�:•, � r-lau,.. 1� H� � '� 1 '+�1 g� s Kk !!:, g M 1� I RIC ��© - 06 rae .e 9; 583 : �i�ita a4�Q 'p"MOMM .* Ig moggrEwm All ��1 7'f. 1 �.:p tOtfl. 2f 4 MlM1 1Ee 5 not a e3t5 S 559 3t ���m© D►'�� �� �b�� � � �"�C�aaa� '= X51 t, 2 a ZAto u5 $!1 n� e SFIP� ° aq it I I 56M 9 >v ��Q*4i 6.59 Q5 �• �Q �gQg9k � ;T n;,, aid Ar t may. -air r na ?95 k� ¢ac�bf�- raw 6�;;� �aaor �. =� - � +► y,, BUSINESS ORGANIZATIONS INQUIRY- VIEW ENTITY Page 1 of 1 TEXAS SECRETARY of STATE UCC I Business Organizations I Trademarks I Notary I Account I Help/Fees I Briefcase I Logout BUSINESS ORGANIZATIONS INQUIRY-VIEW ENTITY Filing Number: 10034910 Entity Type: Domestic Limited Partnership Original Date of Filing: August 12, 1997 (LP) Formation Date: g Entity Status: In existence N/A Tax ID: 17527201275 Duration: FEIN: Perpetual Name: PULTE HOMES OF TEXAS, L.P. Address: 1234 Lakeshore Dr Ste 750A Coppell, TX 75019 USA REGISTERED AGENT FILING HISTORY__ NAMES ASSOCIATED MANAGEMENT ASSUMED NAMES_ ENTITIES_ Last Update Name December 16,2009 Pulte Nevada I LLC Title Address General Partner 1234 Lakeshore Dr#750A Coppell,TX 75019 USA Order Return to Search Instructions: * To place an order for additional information about a filing press the 'Order'button. https://direct.sos.state.tx.us/corp_inquiry/corp_inquiry-entity.asp?spage=mgmt&:Spaeefr... 07/??i')nt 1 CEI2TIFI.ED RESOLUTIONS OF TIME BOARD OF MANAGERS OF PULTE NEVADA I LLC I, Jan M. Klym, hereby certify that I am a duly elected and acting Assistant Secretary of PULTE NEVADA I LLC, a Company authorized and existing under the laws of the State of Michigan; that attached is a true copy of the resolutions adopted by the Board of Managers of the Company at a special meeting duly called and held on September 10, 2009, in accordance with the provisions of the Delaware Limited Liability Company Act; and that such resolutions have not been rescinded or modified, and do not contravene any provisions of the Articles of Organization or Operating Agreement of said Company. 2009. IN WITNESS WHEREOF, I have here unto set my hand this 10th day of September, an M. Klym, Assi `ti Secretary STATh OF MICHIGAN ) COUNTY OF OAKLAND } On September 10, 2009, before me, Donna Marie Matyanowski, a Notary Public in quid for said State, personally appeared .Can M. Klym, personally knoNkii to me to be the person whose name is subscribed to the within instrument and acknowledged to me that she executed the same in her authorized capacity, and that by her signature on the instrument the entity upon behalf of which the person acted,executed the instrument. WITNESS }�m,�y,hand and official seal. AA Donna Marie Matyanowski, Notary Public Oakland County, Michigan My Commission Expires: 05/25/2013 PULTE NEVADA I LLC SIGNING POWER RESOLUTIONS A. DEFINITIONS. As used in these resolutions: "si nin ower" means the power and authority to execute and deliver an agreement, instrument or other document. "General SieninoPower" means signing power relating to the ordinary course of business of PULTE NEVADA 1 LLC (the "Company") generally, without restriction to a particular Division or project, both in the Company's own capacity and as General Partner for Pulte Homes of Texas,L.P., and in any instances where it is the managing partner or managing member of a joint venture (the "Partner__ shio"). "Division Specific SitminJZ Power" means signing power relating only to the ordinary course of business of a Division over which the officer, manager, or employee in question has management responsibility, both in the Company's own capacity and as managing partner or managin Partnershipg member of the . B, I'UI� ZPOSE. The purpose of these resolutions is to establish the signing power of certain employees of the Company, both in the Company's own capacity and as managing partner or managing member of the Partnership. Copies of these resolutions may be delivered to title companies and other parties who require evidence of the signing power of an employee. No employee of the Company may subdelegate his or her signing power except as expressly provided in these resolutions by use of the words: "Other title(s)or person(s)designated in writing by . . .", C. RESOLUTIONS. General Signing Power or the Division SpeciRESOLVED, that the following officers,managers, or employees of the Company shall have the fic Signing Power,as indicated in the charts below: llevelonmcnt oCReal Proneriy I. General Deveto rnent. Applications, tentative and final subdivision plats and maps, development agreements, land development agreements, amenity contractor agreements and all other documents that are relevant or incident to the development of real properly in which the Company or the Partnership has any interest, other than documents contemplated in part VI below: I General Signing Power Division Specific Si�nin�Power Chairman of the Board Area President Chief Executive Officer Area VP Finance President Area VP Land Executive Vice President Division President Senior Vice President Division VP/Director Finance Vice President Division VP/Director of Land Develo ment/Ac uisition House Construction Agreements. Contractor agreements, construction agreements. contracts, purchase orders, pricing schedules, scopes of work and all other documents that are relevant or incident to the construction of residential homes and amenities thereto in which the Company or the Partnership has any interest, other than documents contemplated in the paragraph immediately above this one: General Signing Power Division Specific 1 _ Si�rnin f Power } + Chairman of the Board Area President Chief Executive Officer Area VP Finance President Area VP Construction Operations Executive Vice President Area Purchasing Director -----� Senior Vice President Division President t _ _ Vice President — Division VP/Director Finance € Division VP/Director of Y Construction Operations Par� M � Division Purchasing u J, Director/Manager Page 2 oC 7 Sturm Water Man1=ement [I. Notices of intent, notices of termination, storm water pollution prevention plans, reports, certifications or other documentation that is relevant or incident to storm water management and erosion control in the development of real property and/or construction of homes in which the Company or the Partnership has any interest. General Signing Power ' Division Specific _ SiBening Power Chairman B of the oard Area President _ j Chief Executive Officer Area VP Finance President _ Area VP Land f Executive Vice President Division President e Senior _ Vice President Division VP/Director Pinanee Vice President Division VP/Director of Land Development/Acquisition v Division Storm Water Compliance - Re resentative Sale and Closintr of Residential Homes or Lots III. Contracts for the sale of residential homes or lots to consumers(not to another business). Generat Signing Power Division Specific .Signing Power Chairman of the Board Area President Chief Executive Officer Area VP Finance President Division President Executive Vice President Division VP/Director Finance Senior Vice.l?resident Division Controller Vice President Division VP of Sales General Sales Manager ClosinglHomebuyer Coordinator "Yo the following employees of either Pulte Mortgage LLC or CTX Mortgage Company, LLC: Vice President, Branch Manager and - -' Assistant Secretai - Page 3 of 7 Any of the following em7fnc. either Sun City Title Ageor PHC Title CorporatioPresident,Escrow ManagSupervisor,Director-Clo Services, and. Title Officer Other title(s) or person(s) designated in writing by either the L.. y Area President or Area VP Finance IV. Deeds of conveyance and all other documents that are relevant or incident to the sale and closing of residential homes or lots to consumers (not to another business), including any mortgage-related documents,such as buydown agreements or other relevant documents. ( f General Signing Power Division Specific Si Inin j Power Chairman of the Board Area President Chief Executive Off icer Area VP Finance President Division'President Executive Vice President Division VP/Director Finance Senior Vice President Division Controller Vice President Division VI'of Sales {3 K General Sales Manager Closing/Homebuyer Coordinator Any of the following employees of either Pulte Mortgage LLC or CTX Mortgage Company, LLC: Vice President and Branch Mana er Any of the following employees of �; either Sun City Title Agency, Inc. x or PNC Title Corporation: Vice " N President, Escrow Manager, Escrow Supervisor, Director-Closing Services,and Title Officer Other title(s)or person(s) t designated in writing by either the Area President or Area VP Finance Page 4 of 7 Closing ol'the Purchase and Sale of Real Property V. Contracts, deeds and all other closing documents for the purchase or sale of real property (other than the sale and closing of residential homes or lots to consumers). General Signing Power Division Specific SiA'nin g Power Chairman of the Board Area President Chief Executive Officer Area VP Finance President Area VP Land Executive Vice President Division President Senior Vice President Division VP/Director of Finance and General Counsel Other title(s) or Division VP of Land person(s)designated in Developmcnt/Acquisition writing by resolution(s) of the Board of Directors Real Property Financing and Land Ennking Transactions V1. Documents related to any of the following real property financings and land banking transactions: a. Traditional Financing=. Loan agreements, security agreements, promissory notes,deeds of trust and all other documents that are relevant or incident to the financing of'the purchase and/or development of real property. b. Special Taxing District Financing, Loan agreements, security agreements, promissory notes, deeds of trust and all other documents under which the Company or the Partnership is a party that are relevant or incident to a Special Taxing District Financing (defined below), other than documents contemplated in Guarantees and Environmental Indemnities. "S_pecial Taxing District Financing" means a financing through the issuance of bonds by a community development district,community facilities district, municipal utility district, county or municipal improvement district, tax incremental district or other similar special Purpose unit of local government. c. Guarantees and Environmental Indemnities. Guarantees of payment or performance of the obligations of another entity (whether in the form of a payment guaranty, indemnity or other document), maintenance or remargining guarantees and environmental indemnities in connection with development (financing. Page 5 of 7 d. Land Banking Transactions. Assignments of contracts to purchase real property, options to purchase real property, development agreements and other documents evidencing arrangements with an intermediary, such as a land banker, to purchase or develop real property- General Signing Power Division Specific Signing Power Chief Financial Officer of � � , t the publicly traded ultimate Fr parent Treasurer of the publicly traded ultimate parent Licenses VII. Documents necessary to obtain licenses and department of real estate public reports or similar documents in California and other states(such as, without limitation, Arizona and Nevada). General Signing Power Division Specific Sipaing Power Chaimian Area President Chief Executive Officer Area VP Finance President Area VP Land Executive Vice President Division President Senior Vice President Division VP/Director of Finance Vice President Division VP/Director Sales 4 Division VP of Construction Operations Area VP/Division VP/Director band Ac uisition/Developmcnt Page 6 of 7 CC&Rs VIII. Restrictive covenants, conditions, restrictions, easements and other similar rights or restrictions, commonly known as CC&Rs, affecting real property or improvements on real property, and documents relating to CC&Rs, such as the organizational documents for the related homeowners' or property owners' association. General Signing Powe]Finance Division Specific g Shmin Power Chainnan of the BoardArea President Chief Executive OfficeArea VP Finance President Area VP Land Executive Vice PresideDivision President Senior Vice PresidentDivision VP/Director Vice President Division VP/Director Land Ac uisition/Develo ment RESOLVED FURTHER, that all lawful acts specifically described in the immediately preceding resolution, undertaken prior to the adoption of these resolutions, in the Company's own capacity or as managing partner or managing member of the Partnership,are hereby ratified, confirmed and adopted by the Company. RESOLVED FURTHER, that any Signing Power Resolutions or Powers of Attorney and Grants of Agency previously issued or adopted by the Company are hereby terminated, revoked and superseded in their entirety by these resolutions. Effective as of September 10, 2009. Page 11 of"/ Page 1 of 1 Chakrathouk, Manivanh From: Westerman, Julie Sent: Wednesday, August 03, 2011 9:16 AM To: Chakrathouk, Manivanh Cc: McCleeary, Julia Subject: RE: Contract: West Fort Ranch Transportation Impact Fee Credit Agreement Monni, No, an M&C is not required; it is an administrative agreement. Please let me know if you need any other information. Thanks, Julie From: Chakrathouk, Manivanh Sent: Wednesday, August 03, 20119:14 AM To: Westerman, Julie Subject: Contract: West Fort Ranch Transportation Impact Fee Credit Agreement Good morning Julie, Please advise if this contract requires an M&C? If so, please stop by the City Secretary's Office and provide a hard copy of one. Thank you, ucc� l�x �ia.cs Administrative Toclinician City Secretary C)ffice 1 1000 nroclCmorton St. I Ft Worth, TX. 76102 O: 817-392-6090 11 Manivar7li.( hakratlioul;r c).fos•t,,Norti(,ov.org 8/3/2011