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CITY SECRETARY I
CONTRACT NO.
COMPLETION AGREEMENT—SELF FUNDED
This Completion Agreement("Agreement"), is made and entered into by and between the
City of Fort Worth, ("City") and 351 Develotnnent, 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 11.109 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 017-048 or FS N/A; and
WHEREAS, the Developer and the City have entered into a Community Facilities
Agreement relating to the development, Live Oak Creek,Phase 3B for Water, Sanitary Sewer,
Pavin%&orm,Drain,&Sheet Lights("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 seven-hundred four-thousand-six hundred,five and sixty-
four Dollars ($704,605.64), hereinafter called the "Compief ount".
3458
Notwithstanding the foregoing, it is acknowledged that the actual 2 com of
City of Fort Worth, Texas -:33 �o
Standard Completion Agreement—Self-P d m
CFA Official Release Date: 07.01.2015 BFFICIAL RECORD
Page 1 of 12 CITY SECRETARY f y o Q
FT, WORTH, TX o� y
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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 12
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 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.Westerman a�fortworthtexas.gov
Confirmation Number: 817-392-2677
and/or
CFA Division
Email: CFA@fortworthtexas.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 12
City of Fort Worth
1000 Throckmorton Street
Fort Worth, Texas 76102
Attention: Douglas W. Black
Assistant City Attomey
Confirmation Number: 817-392-7615
(ii) Notice to the Developer shall be addressed and delivered as follows:
351 Development,-LLC.
P.O.Box 1122
Argyle, TX 76226
A party 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 12
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 12
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:
351 Develo n , LLC.
TEStlS J G N'Af�} -
Assistant City Manager Name: Sive Gee
Title: Manager
Date: � ^� � <
Date: er Z� �4
Approved as to Form& Legality:
Richard A. McCracken
Assistant City Attorney
ATTEST:
OR �
Mary J. Ka r _
City Secretary
M&C:
Date: _
�i�--
City of Fort Worth, Texas
Standard Completion Agreement—Self-Funded
CFA Official Release Date: 07.01.2015 OFFICIAL. RECORD
Page 6 of 12 CIT' $La'C ETARy
t T. WORTI1y TX
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 12
ATTACHMENT "1"
Changes to Standard Agreement
Self-Funded Completion Agreement
None _
City of Fort Worth, Texas
Standard Completion Agreement—Self-Funded
CFA Oficial Release Date: 07.01.2015
Page 8 of 12
EXHIBIT A
LEGAL DESCRIPTION
BEING a tract of land situated in the J.T. Allen Survey,Abstract Number 67,City of Fort Worth,
Tarrant County, Texas,being a portion of that tract of land described by deed to W/J Haywire I,
L.P., recorded in Instrument Number D206260623, County Records, Tarrant County, Texas, and
being more particularly described by metes and bounds as follows:
BEGINNING at a 1/2 inch iron rod with plastic cap stamped"JBI"found at the northwest corner
of Lot 1,Block MM,Live Oak Creek, Phase 2, Section 1, an addition to the City of Fort Worth
recorded in Instrument Number D216081634, said County Records, being in the west line of said
W/J Haywire I tract, being in the east right-of-way line of Haywire Ranch Road, an 80 foot right-
of-way, recorded in Cabinet A, Slide 12888, said County Records;
THENCE N 24012'l 0"E, 193.64 feet, with said east right-of-way line to a 5/8 inch iron rod with
plastic cap stamped"PELOTON"found,the beginning of a curve to the left;
THENCE with said curve to the left, and said east right-of-way line, an arc distance of 96.74
feet, through a central angle of 04026'03",having a radius of 1250.00 feet, the long chord which
bears N 21°59'08"E, 96.71 feet,to a 1/2 inch iron rod with plastic cap stamped"JBI"found,
being the southwest comer of Lot 1, Block NN,Live Oak Creek, an addition to the City of Fort
Worth,recorded in Cabinet A. Slide 12888, said County Records;
THENCE S 65039'29"E, 102.95 feet, with the south line of said Lot 1,to a 1/2 inch iron rod with
plastic cap stamped"JBI"found,the beginning of a curve to the left;
THENCE with said curve to the left, an arc distance of 171.88 feet,through a central angle of
20°18'16",having a radius of 485.00 feet,the long chord which bears S 75°55'29"E, 170.98 feet
to a 1/2 inch iron rod with plastic cap stamped"JBI"found,the southeast comer of said Lotl;
THENCE N 00058'50"E, 150.99 feet,with the east line of said Lot 1,to a 1/2 inch iron rod with
plastic cap stamped"JBI"found,the beginning of a curve to the right;
THENCE with said curve to the right, an arc distance of 150.43 feet, through a central angle of
04015'23", having a radius of 2025.00 feet,the long chord which bears N 03°06'31"E, 150.40
feet, to a 1/2 inch iron rod with plastic cap stamped"JBI"found;
THENCE N 05014'1 3"E, 22.45 feet,to a 5/8 inch iron rod with plastic cap stamped
"PELOTON" found, being the southwest terminus of Adam Ave, as shown in Live Oak Creek,
an addition to the City of Fort Worth,recorded in Instrument Number D ,said County
Records;
THENCE with the west line of said Live Oak Creek,the following courses and distances:
City of Fort Worth,Texas
Standard Completion Agreement—Self-Funded
CFA Official Release Date: 07.01.2015
Page 9 of 12
S 84045'4T'E, 50.00 feet,to a 5/8 inch iron rod with plastic cap stamped"PELOTON"found;
S 86037'14"E, 422.89 feet,to a 5/8 inch iron rod with plastic cap stamped"PELOTON"found;
N 89016'38"E, 168.77 feet,to a 5/8 inch iron rod with plastic cap stamped"PELOTON"found;
S 00043'20"E, 110.00 feet,to a 5/8 inch iron rod with plastic cap stamped"PELOTON"found;
S 44016'40"W, 14.14 feet,to a 5/8 inch iron rod with plastic cap stamped"PELOTON" found;
S 0043'20"E, 50.00 feet,to a 5/8 inch iron rod with plastic cap stamped"PELOTON"found;
S 45°43'20"E, 14.14 feet, to a 5/8 inch iron rod with plastic cap stamped"PELOTON"found;
S 00043'20"E, 220.00 feet,to a 5/8 inch iron rod with plastic cap stamped"PELOTON"found;
S 44°16'40"W, 14.14 feet,to a 5/8 inch iron rod with plastic cap stamped"PELOTON" found;
S 00043'20"E, 50.00 feet,to a 5/8 inch iron rod with plastic cap stamped"PELOTON" found;
S 45043'20"E, 14.14 feet,to a 5/8 inch iron rod with plastic cap stamped"PELOTON"found;
S 00043'20"E, 111.41 feet,to a 5/8 inch iron rod with plastic cap stamped"PELOTON"found;
THENCE S 89027'02"W, 563.50 feet,to a 5/8 inch iron rod with plastic cap stamped
"PELOTON" found,being the northeast corner of Lot 10, Block MM, Phase 2, Section 1, Live
Oak Creek, an addition to the City of Fort Worth,recorded in Instrument Number D216081634,
said County Records;
THENCE S 89027'02"W, 59.90 feet,with the north line of said Phase 2, Section 1,to a 5/8 inch
iron rod with plastic cap stamped"PELOTON"found,the beginning of a curve to the right;
THENCE with said curve to the right, an arc distance of 334.34 feet,through a central angle of
24°43'05",having a radius of 775.00 feet,the long chord which bears N 78°08'28"W, 331.76
feet,to a 5/8 inch iron rod with plastic cap stamped"PELOTON"found;
THENCE N 65°46'55"W, 99.25 feet,with said north line, to the Point of Beginning and
containing 483,929 square feet or 11.109 acres 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 12
City of Fort Worth, Texas
Standard Completion Agreement—Self-Funded
CFA Official Release Date: 07.01.2015
Page 11 of 12
EXHIBIT B
APPROVED BUDGET
Section I
Water $256,664.03
Sewer $266,722.16
Sub-total $523,386.19
Section II
Interior Streets $509,230.75
Storm Drains $256,007.04
Sub-total $765,237.79
Section III
Street Lights $0.00
Sub-total $0.00
TOTAL $1,288,623.98
City of Fort Worth. Texas
Standard Completion Agreement—Self-Funded
CFA Official Release Date: 07.01.2015
Page 12 of 12
Contract Compliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and
administration of this contract, including
ensuring all performance and reporting
requirements.
Janie S. Morales
Development Manager
OFFICIAL RECORD
CI'T'Y SECRETARY
FT.WORTH,TX