HomeMy WebLinkAboutContract 49519 7 89 r0
rr CITY SECRETARY
ra CONTRACT NO.
RECEIVED
COMPLETION AGREEMENT—SELF FUNDED
CITY OF FORT WORTH
�oCITYSECRETARY
c, T ompletion Agreement("Agreement"), is made and entered into by and between the
t
l e rt Worth, ("City") and Quail Valley Devco I, LLC, a Texas limited liability company,
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 25 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 16-144; and
WHEREAS, the Developer and the
City have entered into a Community Facilities
qAgreement, City Secretary Contract No. )y , relating to the development, Quail Valley
Phase 2C-On Site for water, sewer,paving and drainage improvements ("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
("CFA"); and
WHEREAS, the Developer is required to construct streetlight improvements in Quail
Valley Phase 2C-On Site and the Developer has requested a waiver from the City to allow the
Developer to construct the streetlights in Quail Valley Phase 2C On Site in a manner that differs
from the City's standard streetlight requirements; and
WHEREAS,the City has agreed to allow the Developer to execute a Community Facilities
Agreement for Quail Valley Phase 2C-On Site for the water, sewer, paving and drainage
improvements and a second Community Faculties Agreement for Quail Valley Phase 2C-On Site
for the streetlight improvements in the manner that is finally determined by the City to be
acceptable; and
WHEREAS,Developer and City agree that the City shall hold the fmal plat of the Property
until all required improvements, including but not limited to, water, sewer, paving, drainage and
City of Fort Worth, Texas
Standard Completion Agreement—Self-Funded
CFA Official Release Date: 07.01.2015 OFFICIAL RECORD
Page 1 of 8
CITY SECRETARY
FT.WORTH,TX
streetlights, are completed and accepted by the City and all Hard Costs contractors have been paid,
less retainage; 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 City Secretary Contract
No. in the aggregate should not exceed the sum of One Million Eight Hundred
Twenty-Four Thousand Nine Hundred Seven and 75/100 Dollars ($1,824,907.75),
hereinafter called the "Completion Amount". Notwithstanding 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 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
City of Fort Worth, Texas
Standard Completion Agreement— Self-Funded
CFA Official Release Date: 07.01.2015
Page 2 of 8
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 all required improvements for Quail Valley Phase 2C-On Site, including but
not limited to, water, sewer, paving, drainage and streetlights 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 all CFAs for Quail Valley Phase 2c-On Site 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 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.
City of Fort Worth, Texas
Standard Completion Agreement—Self-Funded
CFA Official Release Date: 07.01.2015
Page 3 of 8
B. Notice. Any notice required or permitted to be delivered under this Agreement shall
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
1000 Throckmorton Street
Fort Worth, Texas 76102
Attention: CFA Division
Julie Westerman, Development Manager
Email: Julie.Westermangfortworthtexas.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
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:
Quail Valley Devco I, LLC
8401 N. Central Expressway, Suite 350
Dallas, TX 75225
Attn: Clint Yeager
A party may change its address for notice upon prior written notice to the other parties
pursuant to the terms hereof.
City of Fort Worth; Texas
Standard Completion Agreement—Self-Funded
CFA Official Release Date: 07.01.2015
Page 4 of 8
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.
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 8
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:
Quail Valley Devco 1,LLC
By: RPG QVR Development, LLC
manager
Jesus J. Chapa
Assistant City Manager
Name: lint Yeager
Date: f l Title: Vice Preside
Approved as to Form &Legality:
Date:
oz, -410-11 -
Richard A. McCracken 8/15/111
Assistant City Attorney
ATTEST:
��AF FORT
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y J. Kayser
City Secretary
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Date:
City of Fort Worth, Texas OFFICIAL RECORD
Standard Completion Agreement-Self-Funded CITY SECRETARY
CFA Official Release Date: 07.01.2015 FT.WORTH,TX
Page 6 of 8 L - -
LIST OF EXHIBITS
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 8
City of Fort Worth, Texas
Standard Completion Agreement— Self-Funded
CFA Official Release Date: 07.01.2015
Page 8 of 8
EXHIBIT A
LEGAL DESCRIPTION
WHEREAS, Quail Valley Devco I, LLC and Walsh Ranches Limited Partnership are the
owners of a tract of land situated in the Heirs of C.H. Higbee Survey, Abstract No. 2740,
International & Great Northern R.R. Co. Survey, Abstract No. 2004, Parker County,
Texas, and being a portion of Tracts 2 and 3 as described in deed to Quail Valley Devco
I, LLC, as recorded in Document Number 201707571 of the Official Property Records of
Parker County, Texas(O.P.R.P.C.T.) and a portion of a tract of land as described in
deed to Walsh Ranches Lim
ited Partnership, a Texas Limited Partnership having a General Partner named Walsh
North Star Company, a Texas corporation as recorded in Volume 1699, Page 1765 of
the Deed Records of Parker County, Texas (D.R.P.C.T.), and being more particularly
described as follows:
BEGINNING at a 5/8 inch iron rod found with cap stamped "DUNAWAY ASSOC. LP" at
the northwest corner of the intersection of the westerly right of way line of southbound
Walsh Ranch Parkway(a variable width right of way) and the northerly right of way line
of Walsh Creek Boulevard, as shown on the final plat of LOTS 1X THRU 10X, BLOCK 1
AND WALSH RANCH PARKWAY RIGHT-OF-WAY, an addition to the City of Fort
Worth, Parker County, Texas, as recorded in Cabinet D, Page 637 of the Plat Records
of Parker County, Texas (P.R.P.C.T.);
THENCE, South 02 degrees 23 minutes 57 seconds East, along the westerly right of
way line of Walsh Creek Boulevard, a distance of 140.41 feet to a 5/8 inch iron rod
found with cap stamped "DUNAWAY ASSOC. LP" at the southwest corner of the
intersection of the westerly right of way line of southbound Walsh Ranch Parkway(a
variable width right of way) and the southerly right of way line of Walsh Creek
Boulevard, and being the beginning of a non-tangent curve to the right having a central
angle of 17 degrees 27 minutes 48 seconds, a radius of 250.00 feet, subtended by a
75.90 foot chord which bears North 83 degrees 40 minutes 03 seconds West;
THENCE, departing the westerly right of way line of said Walsh Creek Boulevard, and
along said curve to the right an arc distance of 76.20 feet to a 5/8 inch iron rod set with
plastic cap stamped "Huitt-Zollars", and being the beginning of a reverse curve to the
left having a central angle of 11 degrees 27 minutes 48 seconds, a radius of 250.00
feet, subtended by a 49.93 foot chord which bears North 80 degrees 40 minutes 03
seconds West;
THENCE, along said curve to the left an arc distance of 50.02 feet to a 5/8 inch iron rod
set with plastic cap stamped "Huitt-Zollars";
THENCE, North 86 degrees 23 minutes 57 seconds West, a distance of 215.63 feet to a
City of Fort Worth, Texas
Standard Completion Agreement—Self-Funded
CFA Official Release Date: 07.01.2015
Page 9 of 14
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars", and being the beginning of
a curve to the left having a central angle of 08 degrees 10 minutes 47 seconds, a radius
of 300.00 feet, subtended by a 42.79 foot chord which bears South 89 degrees 30
minutes 40 seconds West;
THENCE, along said curve to the left an arc distance of 42.83 feet to a 5/8 inch iron rod
set with plastic cap stamped "Huitt-Zollars", and being the beginning of a compound
curve to the left having a central angle of 09 degrees 29 minutes 45 seconds, a radius
of 1470.00 feet, subtended by a 243.35 foot chord which bears South 80 degrees 40
minutes 24 seconds West;
THENCE, along said curve to the left an arc distance of 243.63 feet to a 5/8 inch iron
rod set with plastic cap stamped "Huitt-Zollars";
THENCE, South 14 degrees 04 minutes 29 seconds East, a distance of 150.00 feet to a
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars";
THENCE, South 73 degrees 44 minutes 47 seconds West, a distance of 100.38 feet to
a 5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars";
THENCE, South 68 degrees 39 minutes 27 seconds West, a distance of 134.02 feet to
a 5/8 inch iron rod set with plastic cap stamped "Hunt-Zollars";
THENCE, South 64 degrees 39 minutes 25 seconds West, a distance of 50.25 feet to a
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars";
THENCE, South 61 degrees 18 minutes 12 seconds West, a distance of 109.91 feet to
a 5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars";
THENCE, South 58 degrees 25 minutes 34 seconds West, a distance of 90.10 feet to a
518 inch iron rod set with plastic cap stamped "Huitt-Zollars";
THENCE, South 55 degrees 57 minutes 29 seconds West, a distance of 114.06 feet to
a 5/8 inch iron rod set with plastic cap stamped "Hunt-Zollars";
THENCE, South 53 degrees 58 minutes 23 seconds West, a distance of 50.16 feet to a
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars";
THENCE, South 52 degrees 00 minutes 57 seconds West, a distance of 111.75 feet to
a 5/8 inch iron rod set with plastic cap stamped "Huift-Zollars";
THENCE, North 39 degrees 20 minutes 07 seconds West, a distance of 150.00 feet to a
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars", and being the beginning of
a non-tangent curve to the left having a central angle of 00 degrees 26 minutes 58
City of Fort Worth, Texas
Standard Completion Agreement—Self-Funded
CFA Official Release Date: 07.01.2015
Page 10 of 14
seconds, a radius of 2520.00 feet, subtended by a 19.76 foot chord which bears South
50 degrees 26 minutes 24 seconds West;
THENCE, along said curve to the left an arc distance of 19.76 feet to a 5/8 inch iron rod
set with plastic cap stamped "Huitt-Zollars";
THENCE, North 39 degrees 47 minutes 05 seconds West, a distance of 60.00 feet to a
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars", and being the beginning of
a non-tangent curve to the right having a central angle of 00 degrees 26 minutes 58
seconds, a radius of 2580.00 feet, subtended by a 20.24 foot chord which bears North
50 degrees 26 minutes 24 seconds East;
THENCE, along said curve to the right an arc distance of 20.24 feet to a 5/8 inch iron
rod set with plastic cap stamped "Huitt-Zollars";
THENCE, North 39 degrees 20 minutes 07 seconds West, a distance of 144.95 feet to a
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars";
THENCE, South 54 degrees 36 minutes 55 seconds West, a distance of 40.21 feet to a
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars";
THENCE, North 33 degrees 35 minutes 09 seconds West, a distance of 92.60 feet to a
5/8 inch iron rod set with plastic cap stamped "Huift-Zollars";
THENCE, North 28 degrees 44 minutes 49 seconds West, a distance of 72.78 feet to a
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars";
THENCE, North 19 degrees 58 minutes 19 seconds West, a distance of 110.00 feet to a
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars", and being the beginning of
a non-tangent curve to the right having a central angle of 02 degrees 46 minutes 08
seconds, a radius of 885.00 feet, subtended by a 42.76 foot chord which bears North 71
degrees 24 minutes 46 seconds East;
THENCE, along said curve to the right an arc distance of 42.77 feet to a 5/8 inch iron
rod set with plastic cap stamped "Huitt-Zollars";
THENCE, North 17 degrees 12 minutes 10 seconds West, a distance of 173.09 feet to a
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars";
THENCE, North 00 degrees 30 minutes 11 seconds East, a distance of 73.24 feet to a
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars", and being the beginning of
a non-tangent curve to the right having a central angle of 03 degrees 11 minutes 06
seconds, a radius of 1125.00 feet, subtended by a 62.53 foot chord which bears South
City of Fort Worth, Texas
Standard Completion Agreement—Self-Funded
CFA Official Release Date: 07.01.2015
Page 11 of 14
87 degrees 54 minutes 16 seconds East;
THENCE, along said curve to the right an arc distance of 62.54 feet to a 5/8 inch iron
rod set with plastic cap stamped "Huitt-Zollars";
THENCE, North 03 degrees 41 minutes 17 seconds East, a distance of 294.62 feet to a
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars";
THENCE, South 68 degrees 51 minutes 13 seconds East, a distance of 16.67 feet to a
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars";
THENCE, North 72 degrees 19 minutes 04 seconds East, a distance of 110.57 feet to a
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars";
THENCE, North 45 degrees 54 minutes 57 seconds East, a distance of 72.34 feet to a
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars";
THENCE, North 74 degrees 11 minutes 30 seconds East, a distance of 198.20 feet to a
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars";
THENCE, North 74 degrees 15 minutes 07 seconds East, a distance of 350.74 feet to a
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars";
THENCE, North 83 degrees 38 minutes 43 seconds East, a distance of 200.84 feet to a
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars";
THENCE, North 59 degrees 50 minutes 22 seconds East, a distance of 174.20 feet to a
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars", and being the beginning of
a non-tangent curve to the left having a central angle of 03 degrees 50 minutes 00
seconds, a radius of 485.00 feet, subtended by a 32.44 foot chord which bears North 46
degrees 55 minutes 06 seconds East;
THENCE, along said curve to the left an arc distance of 32.45 feet to a 5/8 inch iron rod
set with plastic cap stamped "Huitt-Zollars";
THENCE, North 46 degrees 52 minutes 44 seconds East, a distance of 165.75 feet to a
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars";
THENCE, South 85 degrees 32 minutes 48 seconds East, a distance of 63.74 feet to a
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars";
THENCE, South 04 degrees 27 minutes 12 seconds West, a distance of 100.00 feet to
a 5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars";
City of Fort Worth, Texas
Standard Completion Agreement—Self-Funded
CFA Official Release Date: 07.01.2015
Page 12 of 14
THENCE, South 44 degrees 02 minutes 05 seconds West, a distance of 132.33 feet to
a 5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars";
THENCE, South 13 degrees 00 minutes 00 seconds West, a distance of 500.00 feet to
a 5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars";
THENCE, South 45 degrees 00 minutes 00 seconds East, a distance of 75.00 feet to a
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars";
THENCE, South, a distance of 174.03 feet to a 5/8 inch iron rod set with plastic cap
stamped "Huitt-Zollars", and being the beginning of a non-tangent curve to the right
having a central angle of 04 degrees 35 minutes 44 seconds, a radius of 1530.00 feet,
subtended by a 122.68 foot chord which bears North 85 degrees 01 minute 26 seconds
East;
THENCE, along said curve to the right an arc distance of 122.72 feet to a 5/8 inch iron
rod set with plastic cap stamped "Huitt-Zollars", and being the beginning of a reverse
curve to the left having a central angle of 03 degrees 13 minutes 15 seconds, a radius
of 600.00 feet, subtended by a 33.72 foot chord which bears North 85 degrees 42
minutes 41 seconds East;
THENCE, along said curve to the left an arc distance of 33.73 feet to a 5/8 inch iron rod
set with plastic cap stamped "Huitt-Zollars";
THENCE, North 84 degrees 06 minutes 03 seconds East, a distance of 164.53 feet to a
5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars", and being the beginning of
a curve to the left having a central angle of 13 degrees 57 minutes 32 seconds, a radius
of 250.00 feet, subtended by a 60.76 foot chord which bears North 77 degrees 07
minutes 17 seconds East;
THENCE, along said curve to the left an arc distance of 60.91 feet to a 5/8 inch iron rod
set with plastic cap stamped "Huitt-Zollars", and being the beginning of a reverse curve
to the right having a central angle of 17 degrees 27 minutes 32 seconds, a radius of
250.00 feet, subtended by a 75.88 foot chord which bears North 78 degrees 52 minutes
17 seconds East;
THENCE, along said curve to the right an arc distance of 76.18 feet to the POINT OF
BEGINNING and CONTAINING 26.65 Acres of land, more or less.
City of Fort Worth,Texas
Standard Completion Agreement—Self-Funded
CFA Official Release Date: 07.01.2015
Page 13 of 14
EXHIBIT B
APPROVED BUDGET
Section I
Water $323,999.75
Sewer $353,364.00
Sub-total $677,363.75
Section II
Interior Streets $925,391.00
Storm Drains $222,153.00
Sub-total $1,147,544.00
Section III
Street Lights $0.00
Sub-total $0.00
TOTAL $15824,907.75
City of Fort Worth, Texas
Standard Completion Agreement—Self-Funded
CFA Official Release Date: 07.01.2015
Page 14 of 14