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COMPLETION AGREEMENT—SELF FUNDED
This Completion Agreement("Agreement"), is made and entered into by and between the
City of Fort Worth, ("City") and VICTORY AT HERITAGE, LLC, a Texas Limited Liability
Corporation, authorized to do business in Texas, ("Developer"), effective as of the last date
executed by a Party hereto. The City and the Developer may collectively be called the "Parties".
WITNESSETH:
WHEREAS, the Developer owns that certain tract of real property that contains
approximately 21.5 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 16-058 or FSS; and
WHEREAS, the Developer and the City have entered into a Community Facilities
Agreement relating to the development, VICTORY AT HERITAGE, LLC for Paving, Drainage,
Water, Sewer("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 EIGHT HUNDRED SEVENTY FOUR THOUSAND TEN
AND 08/100 Dollars ($874,010.08), hereinafter called the "Completion Amount".
Notwithstanding the foregoing, it is acknowledged that the actual costs of completion of
City of Fort Worth, Texas
Standard Completion Agreement—Self-Funded
CFA Official Release Date: 07.01.2015 OFFICIAL RECORD
Page 1 of 10 CITY SECRETARY
FT. WORTH, TX
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 City Requirements. 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 the Property as provided herein is to guarantee the Developer's
obligations under the CFA are completed.
City of Fort Worth, Texas
Standard Completion Agreement— Self-Funded
CFA Official Release Date: 07.01.2015
Page 2 of 10
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 subject to
mechanic's and materialman's liens;
C. A requirement that each contractor contracting with the Developer release the City
from any claim that is related to the Property; and
D. A requirement that each contractor contracting with the Developer include in each
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 of 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 shall
be deemed received on actual receipt by the appropriate parry at the following
addresses:
(i) Notice to the City shall be addressed and delivered as follows:
City of Fort Worth
Planning & Development Department
1000 Throckmorton Street
Fort Worth, Texas 76102
Attention: CFA Division
Julie Westerman, Development Manager
Email: Julie.Westerman@,fortworthtexas.gov
Confirmation Number: 817-392-2677
and/or
CFA Division
Email: CFAgfortworthtexas.gov
Confirmation Number: 817-392-2025
With a copy thereof addressed and delivered as follows:
City of Fort Worth, Texas
Standard Completion Agreement— Self-Funded
CFA Official Release Date: 07.01.2015
Page 3 of 10
City of Fort Worth
1000 Throckmorton Street
Fort Worth, Texas 76102
Attention: Douglas W. Black
Assistant City Attorney
Confirmation Number: 817-392-7615
(ii) Notice to the Developer shall be addressed and delivered as follows:
VICTORY AT HERITAGE,LLC
8001 LBJ FRWY#400
DALLAS, TX 75251
A parry 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 understandings or written or oral agreements among the Parties concerning the
subject matter hereof.
G. Amendment. This Agreement may only be amended by a written instrument
executed by all of the Parties to this Agreement.
City of Fort Worth, Texas
Standard Completion Agreement— Self-Funded
CFA Official Release Date: 07.01.2015
Page 4 of 10
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)
City of Fort Worth, Texas
Standard Completion Agreement— Self-Funded
CFA Official Release Date: 07.01.2015
Page 5 of 10
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: DEVELOPER:
VICTORY AT H RITAGE, LLC
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Assistant City Manager Name: T Y RAMJI
Title: PRESIDENT
Date: ��/ � `-7�,�
Date:
Approved as to Form &Legality:
Richard A. McCracken
Assistant City Attorney
ATTEST: r
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Mary J. I a. er $ 8
City Secretary
M&C:
Date:
Foc—
OFFICIAL RECORD
CITY SECRETARY
FT- WOR
City of Fort Worth, Texas
Standard Completion Agreement–Self-Funded
CFA Official Release Date: 07.01.2015
Page 6 of 10
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
CFA Official Release Date: 07.01.2015
Page 7 of 10
ATTACHMENT 4"
Changes to Standard Agreement
NONE.
City of Fort Worth, Texas
Standard Completion Agreement— Self-Funded
CFA Official Release Date: 07.01.2015
Page 8 of 10
EXHIBIT A
LEGAL DESCRIPTION
Being a tract of land situated in the William McCowen Survey, abstract Number 999, city of Fort
Worth, Tarrant County, Texas, being a portion of a tract of land described in deed to CADG
FCE10, LLC. Recorded in Instrument number D214115412, County Records, Tarrant County,
Texas (C.R.T.C.T.) and being more particularly described by metes and bounds as follows:
Beginning at a 1/2 inch iron rod with yellow plastic cap stamped "Fort Worth Surveying" found
at the southeast corner of said CADG FCE10, LLC. tract and at the intersection of the west line
of Interstate 35W(a variable width right-of-way)recorded in Volume 13825, Page 113 and
Instrument Number D199129863, C.R.T.C.T. and the north right-of-way line of Heritage Trace
Parkway(a 120 foot wide right-of-way)recorded as Park Glen Boulevard in Instrument Number
D201057259, C.R.T.C.T.;
Thence S 89'36' 34" W, 390.72 feet with the south line of said CADG FCE10, LLC.tract and
the common north right-of-way (R.O.W.) line of said Heritage Trace Parkway/Park Glen
Boulevard to a 5/8 inch iron rod with yellow plastic cap stamped "Peloton" set at the southeast
corner of Tehama Bluffs recorded in Instrument Number D216102074 C.R.T.C.T. and in the east
R.O.W. line of Calaveras Road (a variable width R.O.W.)recorded in Instrument Number
D216102074 C.R.T.C.T.;
Thence with the east line of said Tehama Bluffs the following courses and distances;
N 46-03' 07" W, 14.10 feet to a 1/2 inch iron rod with yellow plastic
Cap stamped "Fort Worth Surveying" found;
N 00-1940" W, 143.06 feet to a 1/2 inch iron rod with yellow plastic
Cap stamped "Fort Worth Surveying" found at the beginning of a curve to the left;
With said curve to the left, an arc distance of 46.36 feet, a delta of 53°07'42", a radius of 50.00
feet, a long chord which bears N 26°53'05"W, 44.72 feet to a 1/2 inch iron rod with yellow
plastic cap stamped "Fort Worth Surveying" found;
N 00-23' 02" W, 1,373.16 feet to a 1/2 inch iron rod with yellow plastic
Cap stamped "Fort Worth Surveying" found at the northeast corner of Lot 43X,Block 1 of said
Tehama Bluffs and in the south R.O.W. line of Bald Mountain Road(a variable width R.O.W.)
recorded in instrument number D216102074 C.R.T.C.T.;
Thence with said south R.O.W. line the following courses and distances;
N 89°36'58" E, 696.27 feet to a 5/8 inch iron rod with yellow plastic cap stamped "Peloton" set;
City of Fort Worth, Texas
Standard Completion Agreement—Self-Funded
CFA Official Release Date: 07.01.2015
Page 9 of 11
S 45054'14"E, 13.88 feet to a 1/2 inch iron rod with yellow plastic cap stamped "Fort Worth
Surveying" found at the southeast corner of said Bald Mountain Road and in the west R.O.W.
line of said Interstate 35W;
Thence with the east line of said CADG FCE10, LLC. tract and the common west R.O.W. line of
said Interstate 35W the following courses and distances;
S 00033'02"E,497.77 feet to a Texas Department of Transportation R.O.W. marker found;
S 17045'15"W, 699.90 feet to a 5/8 inch iron rod with yellow plastic cap stamped "Peloton" set;
S 00029' 57" E, 249.68 feet to a Texas Department of Transportation R.O.W. marker found;
S 42025' 50" W, 102.59 feet to a 1/2 inch iron rod with yellow plastic cap stamped "Fort Worth
Surveying" found;
S 00°28' 10" e, 68.50 feet to the point of beginning and containing 21.549 acres or 938,666
square feet of land more or less.
City of Fort Worth, Texas
Standard Completion Agreement—Self-Funded
CFA Official Release Date: 07.01.2015
Page 10 of 11
EXHIBIT B
APPROVED BUDGET
Section I
130
Water $24:4, 28
Sewer $1.44,488OQ
Sub-total $388,618 28
Section II
Interior Streets $76,265 55
Storm Drains $409;126 25!
Sub-total $485,391:80.
Section III
Street Lights
Sub-total
TOTAL $874,010 08
City of Fort Worth, Texas
Standard Completion Agreement—Self-Funded
CFA Oficial Release Date: 07.01.2015
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