HomeMy WebLinkAboutContract 31288 02-02-05A11 : 29 RCVD
COMMUNITY FACILITIES AGREEMENT
THE STATE OF TEXAS § City Secretary
COUNTY OF TARRANT § Contract No.��I Qffi
WHEREAS, Cabela'a Retail TX, L.P., a Nebraska limited partnership, by
Cabela's Retail GP, LLC, a Nebraska limited liability Company, its General
Partner, hereinafter called "Developer", desires to make certain improvements to
Cabela's- Lot 1, Block 1, Cabela Addition, an addition to the City of Fort Worth,
Texas; and
WHEREAS, the said Developer has requested the City of Fort Worth, a municipal
corporation of Tarrant and Denton Counties, Texas, hereinafter called "City", to do
certain work in connection with said improvements.
NOW, THEREFORE, KNOW ALL BY THESE PRESENTS:
That said Developer, acting herein by and through Tim Holland, its duly
authorized Director of Retail and the City, acting herein by and through Marc Ott, its
duly authorized Assistant City Manager, for and in consideration of the covenants and
conditions contained herein, do hereby agree as follows:
I. General Requirements
A. The Policy for the Installation of Community Facilities ("Policy") dated
March 2001, approved by the City Council of the City of Fort Worth, is
hereby incorporated into this Community Facilities Agreement as if
copied herein verbatim. Developer agrees to comply with all provisions of
said Policy in the performance of its duties and obligations hereunder.
B. The requirements of the Policy shall govern this Community Facilities
Agreement, provided, however, that any conflict between the terms of this
Community Facilities Agreement and the Policy shall be resolved in favor
of this Agreement.
C. Developer shall provide financial security in conformance with paragraph
6, Section II, of the Policy.
D. The Developer shall award all contracts for the construction of community
facilities in accordance with Section II, paragraph 7 of the Policy.
Cabela's
SAI
E. The contracts for the construction of the public infrastructure shall be
administered in conformance with paragraph 8, Section H, of the Policy.
F. The Developer further covenants and agrees to, and by these presents does
hereby, fully indemnify, hold harmless and defend the City, the Lone Star
Local Government Corporation (the "LGC"), and Tax Increment
Reinvestment Zone Number Ten, City of Fort Worth, Texas (or any
successor reinvestment zone) (the "TIF"), and/or their officers, agents,
members and employees (the "Indemnitees"), from all suits, actions or
claims of any character, whether real or asserted, brought for or on
account of any injuries or damages sustained by any persons (including
death) or to any property, resulting from or in connection with the
construction, design, performance or completion of any work to be
performed by said Developer, its contractors, subcontractors, officers,
agents or employees, or in consequence of any failure to properly
safeguard the work, or on account of any act, intentional or otherwise,
neglect or misconduct of said DEVELOPER, his 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 any or all of the Indemnitees In addition, Developer shall
promptly advise the City, the LGC and the TIF in writing of any action,
administrative or legal proceeding or investigation as to which this
indemnification may apply, and Developer, at its sole expense, shall
assume on behalf of any Indemnitees and conduct with due diligence and
in good faith the defense thereof with counsel satisfactory to the
Indemnitees; provided, however, that any Indemnitee shall have the right,
at its option, to be represented by advisory counsel of its own selection
and at its own expense. This indemnification shall not be limited to
damages, compensation or benefits payable under insurance policies,
workers' compensation acts, disability benefit acts or other employees'
benefit acts.
Cabela's 2
G. Developer shall install or adjust all of the required utilities to serve the
development or to construct the improvements required herein.
H. In the event that City participation exceeds $25,000, Developer agrees that
no street construction or storm drainage will begin prior to City Council
approval of this Community Facilities Agreement. (Article 104.100,
Ordinance 7234).
I. Developer agrees that no lot shall be occupied under a certificate of
occupancy until the improvements required herein have been constructed
(Article 104.100, Ordinance 7234).
J. Developer hereby releases and agrees to indemnify and hold the City, the
LGC and the TIF harmless for any inadequacies in the preliminary plans,
specifications and cost estimates supplied by the Developer pursuant to
this Community Facilities Agreement.
K. Developer agrees to provide, at its expense, all necessary rights of way
and easements across property owned by Developer required to construct
current and future improvements provided for in this Community
Facilities Agreement.
L. Developer agrees to construct proposed improvements as shown on the
exhibits attached hereto. The following exhibits are made a part hereof
Water—Exhibit "A"
Sanitary Sewer—Exhibit "A-1"
Paving—Exhibit "B"
Storm Drain—Exhibit B-1"
Street Lights and Signs—Exhibit "C"
M. Developer shall perform the usual and necessary management services
incident to the nature and scope of the construction and installation of the
community facilities described herein. Developer shall thoroughly inspect
the work of all contractors and subcontractors undertaking work on the
community facilities described herein. In addition, without involving the
City, the LGC or the TIF, Developer shall use its best efforts to fully and
completely settle, by litigation or otherwise, any claims of any contractor
or subcontractor, or any non-performance under any contract with any
is � f'
Cabela s 3 ]J��
contractor or subcontractor, relating to or arising out of the construction
and/or installation of the community facilities described herein.
N. Developer shall submit monthly certificates to the Director of the City's
Economic and Community Development Department relating to the
construction and installation of the community facilities described herein
pursuant to and in accordance with Section 3.4.4(c) of City Secretary
Contract No. 30651, such contract being the Master Economic
Development Agreement by and between Developer, the City, the LGC
and Tarrant County, Texas (the"MEDA").
O. The City, the LGC and any designee authorized by the City and/or the
LGC may inspect the design and construction of the community facilities
described herein pursuant to and in accordance with Section 3.4.5 of the
MEDA.
P. Developer shall cause all contactors and subcontractors undertaking work
on the construction or installation of any of the community facilities
described herein to provide insurance in accordance with Section 3.4.6 of
the MEDA.
Q. Developer shall require all contractors and subcontractors undertaking
work on the construction or installation of any of the community facilities
described herein to release, and to use their best efforts to cause their
insurers to release, all Indemnitees from any and all claims or causes of
action whatsoever which they or their insurers might otherwise possess
resulting in or from or in any way connected with any loss covered or
which should have been covered by insurance, including the deductible
portion thereof, maintained and/or required to be maintained by the
MEDA, this Community Facilities Agreement or other applicable
agreement.
H. Water and Sewer Facilities
A. Developer shall install the proposed water line(s), fire line(s) and/or
meters as shown on Exhibit A, the estimated cost of which is $288,740.
The City agrees to record the location of each said service line in respect
Cabela's 4w�'1
to the corner of the lot served, and to retain said records in its possession.
The Developer shall bear the cost of the water improvements as follows:
WATER FACILITIES:
Estimated Estimated
Developer Estimated Total
Cost City Cost Cost
Mains within $ 285,770 $ -0- $ 285,770
Development
Approach $ -0- $ -0- $ -0-
Easements* $ -0- $ -0- $ -0-
Service/Fire Line $ 2,970 $ -0- $ 2,970
Paving Repair/Water $ -0- $ -0- $ -0-
Sub-Totals, Water $ 288,740 $ -0- $ 288,740
* To be dedicated by the developer
The costs stated herein may be based upon construction estimates rather
than actual cost. The final cost to Developer shall be based upon the water
installation costs contained in the Inspector's final estimate tabulation.
B. Developer shall install sanitary mains as shown on Exhibit A-1, the
estimated cost of which is $108,430. The City agrees to record the
location of each said service line in respect to the corner of the lot served,
and to retain said records in its possession. The Developer shall bear the
cost of the sewer improvements as follows:
SANITARY SEWER FACILITIES:
Estimated Estimated
Developer Estimated Total
Cost City Cost Cost
Sanitary Sewer $ 108,430 $ -0- $ 108,430
Mains/Lines
Approach $ -0- $ -0- $ -0-
Easements * $ -0- $ -0- $ -0-
Service $ -0- $ -0- $ -0-
Engineering $ -0- $ -0- $ -0-
Sub-Totals, Sewer $ 108,430 $ -0- $ 108,430
Cabela's 5
The costs stated herein may be based upon construction estimates rather than
actual cost. The final cost to Developer shall be based upon the sanitary sewer
installation costs contained in the Inspector's final estimate tabulation.
Sub-Totals, Water $ 288,740 $ -0- $ 288,740
TOTAL
Water and Sewer $ 397,170 $ -0- $ 397,170
Construction Costs
CONSTRUCTION $ 7,943 $ -0- $ 7,943
INSPECTION FEE:
*To be dedicated by the developer.
1. The water installation costs contained in the Inspector's final
estimate tabulation.
III. Street and Storm Drain Facilities
A. The Developer(s) agree to install or to cause to have installed, the street,
storm drainage, street lighting, street name sign and other community
facilities improvements shown as "current improvements" on the attached
Exhibits B, B 1, and C.
B. As shown below in the "Summary of Cost for Street and Storm Drain
Facilities", the Developer shall fund its share of "current improvements"
and shall pay to the City for its share of the cost of street, storm drainage,
street lighting, street name signs as shown on the attached Exhibits B, B1,
and C. The estimated total cost of current improvements and related
support services specified in this agreement, including design,
construction and inspection is estimated to $ 1,867,159.84.
Item Developer City Cost Total Cost
Cost
A. Construction $ -
1. Streets* $1,054,686.00 -0- $ 1,054,686.00
2. Storm Drainage $740,660.00 -0- $ 740,660.00
3. Street Lights** $0.00 -0- $ -
4. Street Name Signs** $0.00 -0- $
B. Engineering Design -0- $ -
C. Construction Engineering -0-
and Management by DOE (4%)1$ 71,813.84 -0- $ 71,813.84
Cabela's 6
TOTALS
$ 1,867,159.84 $ - $ 1,867,159.84
* Includes installation of traffic signal at SH170 and Cabela's Drive
—To be installed by Developer
Notes:
1. All Preliminary Plats filed er July 2000, will require street cost The developersidewalksis responsible reets.
Sidewalk cost is included under
installation of sidewalk.
2. Developer's column for Item C represents two percent (2%)cost for construction
inspection fees and materials testing less 10%for contingency cost.
(*)Represents City participation for construction fees based on actual cost.
3. City not preparing plans andspecifications.
IN TESTIMONY W11EREOF, the City of Fort Worth has caused this instrument to be
executed in quadruplicate in its name and on its behalf by its Assistant City Manager,
attested by its City Secretary, with the corporate seal of the City affixeddda said Developer
has executed this instrument in triplicate, at Fort Worth, Texas this the oo��ee�x y ` 4
200
Approval Recommended:
Water Department Transportation and Public Works
Department
C
Robert ode, P. E.
S. Frank Crumb, P.E. Director
Acting Director
ATTEST: City Of Fort rth
B ,
Marty Hendri Marc Ott
City Secretary Assistant ity Manager
App ored as to
Cabela's Retail TX, LP
By: Cabela's Retail GP, LLC
.� Its General Part er
Asist t tty Attorney
Cabela's 7 H
rate
ATTEST:
By:
�C rporate Secretary Tim Holland, Director of Retail
Cabela's 8
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CARTER & BURGESS
777 MAIN ST. FORT WORTH,TX 76102
PHONE NO. (817) 735-6000
PRELIMINARY OPINION OF PROBABLE COST
Cabela's
CITY OF FORT WORTH, TEXAS
C&B Job No.: 013541
Prepared for:
CABELA'S, INC.
Date: June, 2004
CONSTRUCTION COSTS
GRADING 111,480
WATER DISTRIBUTION SYSTEM 288,740
SANITARY SEWER COLLECTION SYSTEM 108,430
STORM DRAINAGE SYSTEM 735,540
STREET IMPROVEMENTS 863,760
STREET LIGHTING SYSTEM 109,220
SUBTOTAL CONSTRUCTION COSTS $2,217,170
CONTINGENCY 10%) 221,72011
I� 8 �]0
�����i�Y����V���:l:�ii�����.................................................:.......:.......:.......:'i'i'i':. .:.�;.;l��7 y:.;
MISCELLANEOUS COSTS
CITY INSPECTION FEE (2%) 44,340
PERMITTING (2%) 44,340
ENGINEERING & SURVEYING (12%) 266,060
TESTING & OBSERVATION (3%) 66,520
SUBTOTAL MISC. COSTS $421,260
CONTINGENCY (10%) 42,130
SUMMARY
CONSTRUCTION COSTS 2,438,890
MISCELLANEOUS COSTS 463,390
.:..:::.:..:.....:....::: ::C�:
0
\h1 C No. 991403010 Page 1
GRADING
ITEM DESCRIPTION QTY UNIT PRICE AMOUNT
1 Strip and Stockpile 6" Layer of Topsoil 8,136 CY 2.00 16,272.00
2 Unclassified Excavation 18,000 CY 4.00 72,000.00
3 Compliance with NPDES SWPPP 1 LS 1,000.00 1,000.00
4 Construction Entrance 1 Each 3,000.00 3,000.00
5 Inlet Protection 4 Each 300.00 1,200.00
6 Silt Fence 4,960 LF 3.50 17,360.00
7 Rock Berm 1 Each 650.00 650.00
TOTAL GRADING $111,480.0011
WATER DISTRIBUTION SYSTEM
ITEM DESCRIPTION QTY UNIT PRICE AMOUNT
1 Connect to Existing 16" Water Main 3 Each 2,000.00 6,000.00
Remove Plug & Connect to Exist 12"
2 Water Main 1 Each 750.00 750.00
3 12" Water Pipe 3,824 LF 54.00 206,496.00
4 10" Water Pipe 339 LF 48.00 16,272.00
5 6" Water Pipe 229 LF 32.00 7,328.00
6 12" Gate Valve and Box 4 Each 1,300.00 5,200.00
7 10" Gate Valve and Box 4 Each 1,050.00 4,200.00
8 6" Gate Valve and Box 9 Each 525.00 4,725.00
9 2" Domestic Meter and Box 1 Each 900.00 900.00
10 2" Irrigation Meter and Box 2 Each 900.00 1,800.00
11 1" Domestic Meter and Box 1 Each 270.00 270.00
12 Fire Hydrant, Mueller 9 Each 2,000.00 18,000.00
13 Air Release Valve 1 Each 2,200.00 2,200.00
14 12", 10", 8", 6" Cast Iron Fittings 4 Tons 2,000.00 8,200.00
15 Ballast Stone 100 CY 8.00 800.00
16 Crushed Limestone 100 CY 8.00 800.00
17 Class E Concrete 10 CY 40.00 400.00
18 Class B Concrete 10 CY 40.00 400.00
19 Trench Safety 1 LS 4,000.00 4,000.00
TOTAL WATER DISTRIBUTION SYSTEM $288,740.00
SANITARY SEWER COLLECTION SYSTEM
ITEM DESCRIPTION QTY UNIT PRICE AMOUNT
1 Connect to Existing Manhole 1 Each 1,800.00 1,800.00
Construct 4' Dia Manhole Over Existing
2 12" Sanitary Sewer 1 Each 4,500.00 4,500.00
3 12" Sanitary Sewer SDR-26 1,709 LF 45.00 76,905.00
Standard 4' Sanitary Sewer Manhole to
4 6' Depth 6 Each 1,600.00 9,600.00
Extra Depth for Standard 4" Sanitary
5 Sewer Manhole in Excess of 6' Depth 64 VF 140.00 8,960.00
[:=Adjust Existing Manhole To Grade 9 VF 140.00 1,260.00
71 Ballast Stone 100 CY 8.00 800.00
\h1 C No. 991403010 Page 2
8' Crushed Limestone 100 CY 8.00 800.00
9 Class E Concrete 10 CY 40.00 400.00
10 Class B Concrete 10 CY 40.00 400.00
11 Trench Safety 1 LS 3,000.00 3,000.00
TOTAL SANITARY SEWER COLLECTION SYSTEM $108,430.00
STORM DRAIN SYSTEM
ITEM DESCRIPTION QTY UNIT PRICE AMOUNT
1 42" Class III RCP 103 LF 88.00 9,064.00
2 36" Class III RCP 892 LF 74.00 66,008.00
3 30" Class III RCP 85 LF 60.00 5,100.00
4 24" Class III RCP 24 LF 50.00 1,200.00
5 21" Class III RCP 196 LF 45.00 8,820.00
6 18" Class III RCP 12 LF 35.00 420.00
Standard 15' Recessed Curb Inlet
7 (Stage 1) 2 Each 1,500.00 3,000.00
Standard 10' Recessed Curb Inlet
8 (Stage 1) 2 Each 1,000.00 2,000.00
9 15' Curb Inlet Per TxDOT Detail 1 Each 2,500.00 2,500.00
Standard 4'X4' Drop Inlet Per TxDOT
10 Detail 1 Each 5,500.00 5,500.00
Standard 4' Square Storm Drain
11 Manhole 3 Each 3,500.00 10,500.00
12 3 - 9'X6' Box Culverts 273 LF 800.00 218,400.00
13 2 - 8'X5' Box Culverts 396 LF 750.00 297,000.00
Parallel Wing for 30° Skewed 2 - 8'X5'
14 Box Culvert 1 Each 10,000.00 10,000.00
Parallel Wing for 30° Skewed 3 - 9'X6'
15 Box Culvert 1 Each 12,000.00 12,000.00
Parallel Wing for Non-Skewed 3 - 9'X6'
16 Box Culvert 1 Each 12,000.00 12,000.00
17 Parallel Wing for Non-Skewed Conspan 2 Each 15,000.00 30,000.00
Remove and Dispose of Existing
18 Headwall 1 Each 1,500.00 1,500.00
19 White Rock Rip Rap 585 CY 65.00 38,025.00
20 Trench Safety 1 LS 2,500.00 2,500.00
TOTAL STORM DRAIN SYSTEM $735,540.00
STREET IMPROVEMENTS
ITEM DESCRIPTION QTY UNIT PRICE AMOUNT
Fine Grading and Subgrade
1 Preparation 24,905 SY 0.50 12,452.50
2 6" Lime Stabilized Subgrade 24,905 SY 1.50 37,357.50
3 Hydrated Lime (30#/SY) 375 Tons 100.00 37,500.00
4 4" HMAC Base Course 24,280 S= 7.50 182,100.00
5 8" Reinforced Concrete Pavement 23,570 SY 22.00 518,540.00
\h1 C No. 991403010
r
6 7" Concrete Curb 5,595 LF 1.50 8,392.50
7 6" Concrete Curb 4,660 LF 1.25 5,825.00
Standard 15' Recessed Curb Inlet
8 (Stage 2) 2 Each 1,800.00 3,600.00
Standard 10' Recessed Curb Inlet
9 (Stage 2) 2 Each 1,300.00 2,600.00
10 Spread Topsoil to a Depth of 6" 4,210 CY 4.00 16,840.00
11 Traffic Sign R1-1 (Stop Sign) 2 Each 380.00 760.00
Traffic Sign R3-7R (Right Lane Must
12 Turn Right) 2 Each 450.00 900.00
Traffic Sign R3-71- (Left Lane Must Turn
13 Left) 2 Each 450.00 900.00
Traffic Sign R3-8 Modified (Dual Right
14 Turns) 1 Each 450.00 450.00
15 Traffic Sign W4-21- (Lane Reduction) 1 Each 450.00 450.00
16 Traffic Sign FR6-1 R (One Way) 2 Each 450.00 900.00
17 Type 11-CR-4 Pavement Markers 241 Each 8.00 1,928.00
18 Type W-4 Pavement Markers 960 Each 3.60 3,456.00
Standard 16" Wide White Solid Stop
19 Bar 4 Each 530.00 2,120.00
20 8" Solid White Stripe 1,326 LF 5.50 7,293.00
21 Full Depth 2' Sawcut 926 LF 6.00 5,556.00
Sawcut, Remove & Dispose of Exist
22 Concrete Pavement and Curb 210 SY 6.50 1,365.00
23 Traffic Control and Channelizing Devices 1 LS 8,000.00 8,000.00
Irrigation Conduits; 1-6" & 2-2" Schedule
24 80 PVC with End Caps 373 LF 12.00 4,476.00
TOTAL STREET IMPROVEMENTS $863,760.00
STREET LIGHTING SYSTEM
ITEM DESCRIPTION QTY UNIT PRICE AMOUNT
Street Light Pole - Double Arm
1 Assembly 14 Each 3,700.00 51,800.00
Street Light Fixture - Flat Glass
2 Luminaire, 200 W HPS Lamp 28 Each 350.00 9,800.00
Type No 5 Concrete Drilled Shaft
3 Foundation, with Anchor Bolts 14 Each 500.00 7,000.00
4 Lighting Contactor 1 Each 750.00 750.00
2" Schedule 40 PVC Conduit with 344
5 and 148 1,815 LF 5.50 9,982.50
2" Schedule 80 PVC Conduit with 344
6 and 148 605 LF 6.00 3,630.00
2" Schedule 80 PVC Conduit with 242
[:::]and 148 1 70 LF 10.00 700.00
\h1 C No. 991403010 Page 4
` 2-2" & 1-1/4" Schedule 80 PVC with End
8 Caps 1,350 LF 15.00 20,250.00
1-10" & 2-6" Schedule 8 PVC with End
9 Caps 168 LF 20.00 3,360.00
10 Pull Boxes 16 Each 75.00 1,200.00
111 Lighting Contactor 1 Each 750.00 750.00
TOTAL STREET LIGHTING SYSTEM $109,220.00
\h1 C No. 991403010 Page 5
I. STREET LIGHT COST ESTIMATE
QUANTITY UNIT COST TOTAL COST
INTERSECTIONS 0 EA $ 2, 000 $0, 000 . 00
MID-BLOCK RESIDENTIAL 0 EA $ 2, 000 $0, 000 . 00
CHANGE OF DIRECTION RESIDENTIAL 0 EA $ 2, 000 $0, 000 . 00
MID-BLOCK COLLECTOR 0 EA $ 2, 000 $0, 000 . 00
MID-BLOCK ARTERIAL PARKWAY 0 EA $ 2, 500 $0, 000 . 00
MID-BLOCK ARTERIAL MEDIAN 14 EA $ 2, 500 $35, 000 . 00
RELOCATE EXISTING LIGHT 0 EA $ 1, 500 $0, 000 . 00
Subtotal $35, 000.00
City' s Cost $00, 000 . 00
Developer's Subtotal $35, 000. 00
10% Contingencies $3,500. 00
Project Total $38,500 .00
Adjacent Developer's Cost $0, 000.00
Developer's Cost $38,500.00
2% Inspection Fee $0, 00.00
(CFA CODE 2004100)
DEVELOPER'S COST: $38,500. 00
CABELAS
July 14, 2004
Fort Worth, Texas
August 12, 2004
PAGE I OF Exhibit C
w+�
II. STREET LIGHTS WORK DESCRIPTION:
1 . The Developer shall provide for the installation of streetlights at
the approximate locations shown in Exhibit "C", immediately after
final acceptance of the street construction, in accordance with
engineering plans and specifications approved by the Transportation
and Public Works Department .
2 . Streetlights on residential and /or collector streets can be
installed using overhead or underground conductors with the approval
of the Director of Transportation and Public Works .
3 . The City will install all the streetlights that use overhead or
underground conductors on residential, and collector streets. the
developer agrees to pay the city the amount shown below prior to the
City starting it's design efforts.
4 . Streetlights on arterial streets shall be installed with underground
conduit and conductors.
5 . The Developer agrees to dedicate all easements required for the
installation and maintenance of the street lights and to provide for
the installation of any electrical transformers required for the
proper operation of the street lights
6 . The estimated cost of this street light installation is detailed on
page 1 of exhibit C and is summarized below, the street lights will
remain the property of, and will be maintained by the City of Fort
Worth.
DEVELOPER'S COST: $38,500.00
CABELAS
July 14, 2004
FORT WORTH, TEXAS
(CFA CODE 2004100)
Page II of Exhibit C
III.
"STREETLIGHTS)
MID - BLOCK MEDIAN
CABELAS DR 14 (DOUBLE ARMS)
CABELAS
Page III of Exhibit C
Iv
STREET NAME SIGNS
1. The City of Fort Worth will install the street name signs upon final
approval of the street construction. The street name signs will remain
the property of, and will be maintained by, the City of Fort Worth.
2. The Developer will pay for the street name sign installations required
for this development to the extent of$100.00 per intersection. This
unit cost will be revised annually by the Department of Transportation
and Public Works to reflect prevailing costs of materials and labor.
3. This development creates the following two (2) intersections at a cost
to the Developer of$200.00:
Alliance Gateway Frwy (Hwy 170) & Cabelas Dr
N Freeway (I — 35) & Cabelas Dr
Cabela's, Lot 1, Block 1
CFA code: 20040100 July 13, 2004
CONSENT TO ACTION IN LIEU OF
FIRST MEETING OF THE SOLE MEMBER AND MANAGEMENT BOARD OF
CABELA'S RETAIL GP, LLC
The undersigned, being the sole member and all of the members of the Management
Board of Cabela's Retail GP, LLC, a Nebraska limited liability company, hereinafter referred to
as the "Company," hereby consent to the adoption hereof and do hereby adopt the following
resolutions and declare them to be in full force and effect as if adopted at a regular or special
meeting of the sole member and the Management Board of the Company:
RESOLVED, that the following individuals become and hereby are, elected as
the members of the Management Board of the Company to serve until the next
annual meeting of the sole member or until their successor or successors are
elected and qualified:
Dennis Highby
Mike Callahan
Tim Holland
RESOLVED FURTHER, the following individuals be, and they hereby are,
elected to hold all of the following offices set opposite their names until the next
annual meeting of Management Board or until their successor or successors are
elected and qualified:
Dennis Highby President
Mike Callahan Senior Vice President
David A. Roehr Vice President
Tim Holland Vice President
Ralph Castner Secretary and Treasurer
Dated effective June 9, 2004.
CABELA'S RETAIL, INC., a Nebraska
corporation, Sole Member
By: �
Its: < < Q T
A �-7
Dennis Highby, Mgnager
ike Callaha ,
Tim Holland, Manager
� AL
256302.1 j