HomeMy WebLinkAboutContract 33594-A1 CITY SECRETARY
CONTRACT NO.33
FIRST ANIENDMENT TO DEVELOPMENT AGREEN1FNT BETWEEN THE CITY OF
FORT" WORTH ,AND W4 RAYWIRE I L.P FOR HAYWIRE RANCH PHASE I
STATE OF TEXAS §
COUNTY OF TARRANT §
This First Amendment to Development Agreement Between the City of Fort Worth and
W/.l Haywire I LP for Haywire Ranch Phase I (this "First Amendment") is entered into among
the City of Fort Worth, Texas, a home-rule municipal corporation situated in Tarrant, Denton,
Johnson,Parker, and Wise Counties, Texas(the"City"), acting by and through its duly authorized
Assistant City Manager; 35I Development LLC, a Texas limited liability company, and L. 4..
Haywire Investments, LP, a Texas limited partnership (collectively, "Owner"); (collectively, the
"Parties"), effective upon execution this First Amendment by all Parties(the"Effective Date").
RECITALS
WHEREAS, the City and, WI] Haywire LP entered into that certain Development
Agreement Between the City of Fort Worth and WIJ Haywire I LP for Haywire Ranch Phase I
effective August 21, 2006 (CSC No. 33594) recorded in the Real Property Records of Tarrant
County as Instrument No. D217228750(the "Ar� Bement"); and
WHEREAS, the Agreement governs the development of 264.483 acres of land described
on Exhibit A attached hereto,which is encompassed by Live Oak Creek Municipal Utility District
No. 1 of Tarrant. County, formerly known as City of Fort Worth Municipal L:tility District No. 2
of Tarrant County, a municipal utility district located within Tarrant County, Texas, created
pursuant to Article XVI, Section 59, of the Texas Constitution, Chapters 49 and 54 of the Texas
Water Code, and Chapter 8139, Special District Local Laws Code (the"District"); and
WHEREAS,W17 Haywire I LP sold 133.138 acres of land in the District to L.U. Haywire,
LP and 23.711 acres of land in the District to 351 Development, LLC on or about December 19,
2016, all of which is undeveloped or in the process of being developed; and
WHEREAS, the remainder of the land in the District is owned by end-buyers of single-
family homes; and
WHEREAS, the development of the land within the District is novo known as Live Oak
Creek; and
WHEREAS, Wl,l Haywire, LP transferred its rights and obligations under the Agreement
to Owner; and --- _-,
First Amendment to Development Agreement-PageQ
'OFFICIAL RE-CORD
CITY SECRETARY �✓
t ;
FT. WORTH, TX _---'
WHEREAS, the Parties wish to amend the Agreement to update certain information, to
extend certain deadlines concerning reimbursement of developers by the District, and to extend
the term of the Agreement;
NOW, THEREFORE, in consideration of the premises, mutual promises, covenants,
obligations, and benefits herein contained, the City, Owner, and the District agree as follows.
I. Section 4.10 is amended to read as follows:
All agreements entered into by the District with landowners or developers for
reimbursement of costs incurred in connection with the District shall provide that: (i) the
District will not reimburse the landowner or developer for costs not evidenced by the
issuance of Bonds on or before November 15, 2031; and (ii) the landowner or developer
waives all claims against the City for reimbursement of obligations not evidenced by the
issuance of Bonds on or before November 15,2031.
2. Article VII, "Term of Agreement" is amended to read as follows:
This Agreement is a development agreement authorized by Section 212. 172 of the Local
Government Code. This Agreement will terminate on the earlier to occur of: (a)November
15, 2031; or(b)full purpose annexation of the Development pursuant to Section 6.02. The
term of this Agreement shall not be affected by the annexations permitted by Section 6.06
of this Agreement or by the limited purpose annexation of any commercial property
pursuant to the Strategic Partnership Agreement.
3. The Notice addresses in Section 9.01 for the Owner are replaced in their entirety as set out
below and the Notice address for the City is updated as follows:
To the Owner:
L. O. Haywire Investments, LP
2227 Routh Street
Dallas, TX 75201
351 Development LLC
2227 Routh Street
Dallas, TX 75201
To the City:
200 Texas Street
Fort Worth, Texas 76102
4. Except as specifically amended in this First Amendment, the Agreement shall remain in.
full force and effect in accordance with its original terms and conditions.
First Amendment to Development Agreement-Page 7
S. Owner shall record this First Amendment in the Real Property Records of Tarrant County,
Texas and provide a file-marked copy of the recorded First Amendment to the City's
Planning and Development Director within ten (10)days after the Effective Date.
[The remainder of the page is intentionally left blank.1
First Amendment to Development Agreement-Page 3
IN WITNESS WHEREOF. each Party has caused this First Amendment to be executed by
its undersigned duly authorized representative in multiple copies on the date or dates indicated
below.
ATTEST: CITY OF FORT WORTI3
�.QRT� By: .�-
Mary Kayser. City Secre "' p� Jay Chapa, Assistant City Manager
TEA
t3"
5
APPROVED AS TO FORM AND
AAGALITY,�
Assistant City Attorney
STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me, on the day of 2017,
by Jay Chapa, Assistant City Manager of the City of Fort Worth, Texas on behalf of said city.
Notary Public, State of Texas
''; y MARKS,SAMCHEZ
} My Notary id#2256490
§�J Explros december 19,2021 printed Name: -1/(T 4 G _ 4,�) Ll
My Commission Expires: f r C1
OFFICIAL RECORD
First Amendment to Development Agreement-Page 4 CITY SECRETARY
FT.WORTHS TX
351 DEVELOPMENT, LLC,
a Texas limitability company
By:
Bob Ladd, Manager
Date: �- �v 1-7
STATE OF TEXAS §
§
COUNTY OF §
This instrument was acknowledged before me, on the day of Q- t�` , 2017,
by Bob Ladd, Manager of 351 Development, LLC, a Texas limited liability co pany, on behalf
of said limited liability company.
Notary Public, tate of Texas
[SEAL]
Printed Name:
r �-'.
My Commission Expires:-9—`3 — 1
A'vstiyMILDaEDAPACHEC (DOUGLAS)
Not rY ubl6c.
r - slate of Texas
MY Camm,5sion Expires
" Jury 03, 2018
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH$ TX
First Amendment to Dev Agt 9.15.17'vZ-Page 5
L.O. HAYWIRE INVESTMENTS L.P.,
a Texas limited liability partnership
By: L.O. Haywire Investments GP LLC,
a Texas limited liability company,
General P
By:
Bob Ladd, Manager
Date: , L- Co ` 1-
STATE OF TEXAS §
COUNTY OF §
This instrument was acknowledged before me, on the 4 day of ' 2017,
by Bob Ladd, Manager of L.O. Haywire Investments GP LLC general partne of L.O. Haywire
Investments L.P., a Texas limited partnershi , on be f of said limited partner 'p.
Notary Public, tate of Texas
[SEAL]
/.�Printed Name: dZ,` �( .
My Commission Expires:
MILDRED PACHECO[DOUGLAS}
'_',•a ��= Notary Public.state of Texas
My Commission Expires
July 03, 2018
OFFICIAL RECORD
CITY SECRETARY
FP.WORTH,TX
First Amendment to Dev Agt 9.15.17 v2-Page 6
EXHIBIT"A"
Legal Description of the Development
BEING all that tract of land in Tarrant County, Texas, being all of the J.T. ALLEN SURVEY,
Abstract No. 67, and a portion of the C.E. NEWMAN SURVEY, Abstract NO. 1183, the W.K_
GANDY SURVEY, Abstract No. 1890, the F.W. SCHODEVERLING SURVEY, Abstract No.
1398, the C.E.P.1. MFG COMPANY SURVEY, Abstract No. 382, the T. & N.O. RR_
COMPANY SURVEY, Abstract No. 1566, and the S.B. HOPKINS SURVEY, Abstract No. 672,
and being a portion of the 738.20 acre Tract of land conveyed to OBIE P. LEONARD,JR.,R.W.
LEONARD, MARGERY ANN HODGES, and MARTHA JANE ANTHONY, by the deed
recorded in Volume 4897, Page 227 of the Deed. Records of Tarrant County, Texas, and being
further described as follows:.
BEGINNING at a P.K. nail set at the Southwest corner of the aforesaid 738.20 acre Tract of land
said point lying in the approximate center line of White Settlement Road, and also being the
Southeast corner of the Tract of land conveyed to J.J. DEARING AND BETSY 10 DEARING
BROWDER by the deed recorded in Volume 8317, Page 475 of the Deed Records of Tarrant
County, Texas, and ROBERT DEARING BROWDER by the deed recorded in Volume 14336,
Page 556 of the Deed Records of Tarrant County, Texas;
THENCE North 00 degrees 00 minutes 45 seconds West, ax 25.00 feet, passing a five-eighths
inch iron rod found in the North right-of-way line of White Settlement Road, in all 4703.06 feet,
along the West boundary line of said 738.20 acre Tract of land and the East boundary line of the
aforesaid J.J DEARING, BETSY JO DEARING, and ROBERT DEARING BROWDER
TRACT to a one-half inch iron rod set for comer;
THENCE North 89 degrees 59 minutes 15 seconds East, 163.32 feet, departing the West
boundary line of said 738.20 acre Tract to a one-half inch iron rod set for corner;
THENCE North 69 degrees '31 minutes 20 seconds East, 120.00 feet to a one-half inch iron rod
set for corner lying in a come to the left;
THENCE Southeasterly, 733.50 feet,along said curve to the left having a radius of 2230.00 feet,
center angle of 18 degrees 50 minutes 45 seconds, chord bearing South 29 degrees 54 minutes 03
seconds East, 730.19 feet to a one-half inch iron rod set at the end of said curve;
THENCE South 39 degrees 19 minutes 25 seconds East; 1034.09 feet to a one-half inch iron rod
set for corner;
THENCE North 50 degrees 40 minutes 35 seconds East, 132.28 feet to a three-fourths inch iron
rod found at the inner L. corner of the East boundary line of the aforesaid 738.20 acre Tract, said
point being the Southwest comer of the Tract of land conveyed to JACK G. WILKINSON and
ELNA WILK1NSON by the deeds recorded in Volume 5368, Page 844, and Page 847, Volume
5399, Page 91, and Page 94 of the Deeds Recorded in Tarrant County. Texas and to BRUCE
Exhibit A-First Amendment to Development Agreement--Page I
WILKINSON and CAROLYN WILKINSON FIERER recorded in Volume 7800, Page 2290 and
Page 2293 of the Deed Records of Tarrant County, Texas.
THENCE North 89 degrees 53 minutes 04 seconds East, 1850.88 feet along the Northerly
boundary line of said 738.20 acre Tract and the South boundary line of the aforesaid JACK G.
WILKINSON AND ELNA WILKTNSON, and BRUCE WILKINSON AND CAROLYN
WILKINSON FIERER Tract to a one-inch iron pipe found at an angle point in the East boundary
line of the aforesaid 738.20 acre Tract of land; said point being the Northwest comer of the Tract
of land conveyed to WESTPOINT INVESTORS LI"M1TED PARTNERSHIP recorded in the
Deed Records of Tarrant County,Texas under County Clerk's file number D204187877;
TE BICE South 00 degrees 29 minutes 40 seconds East, 3058.94 feet along the West boundary
line of said WESTPOINT INVESTORS LIMITED PARTNERSHIP and the East boundary line
of the aforesaid 738.20 acre Tract of land to a five-eighths inch iron rod found at the most
Easterly Southeast corner of the aforesaid 738.20 acre Tract of land, and an angle point in the
aforesaid WESTPOINT INVESTORS LIMITED PARTNERSHIP Tract;
THENCE South 89 degrees 37 minutes 12 seconds West, 2036.40 feet along the Northerly
boundary line of the aforesaid WESTPOINT INVESTORS LIMITED PARTNERSHIP Tract,
and the North boundary line of a Tract of land conveyed to GENE A. THON PSON according to
the deed recorded in Volume 6429, Page 104 of the Deed Records of Tarrant County,Texas, and
the North boundary line of a Tract of land conveyed to ROBERT DEAN JOHNSON according
to the deed recorded in Volume 14336, Page 514 and 515,Volume 14208,Page 33, and Volume
14221, Page 114 of the Deeds Records of Tarrant County, Texas and the North boundary line of
the Tract of land conveyed to HAROLD V. JOHNSON, 111, recorded in the Deed Records of
Tarrant County, Texas, under County Clerk's file number D203289978, to a one-half inch iron
rod set at the Northwest comer of the aforesaid HAROLD V. JOHNSON, III, Tract. Said point
being an angle point in the boundary line of the aforesaid 738.20 acre Tract of land;
THENCE South 00 degrees 28 minutes 56 seconds East, 638.10 feet along the West boundary
line of the aforesaid HAROLD V. JOHNSON, III, Tract and the East boundary line of said
738.20 acre Tract to a P.K. nail set in the approximate center line of the aforesaid White
Settlement Road from which a five-eighths inch iron rod found lies North 00 degrees 28 minutes
56 seconds West, 25.00 feet;
THENCE North 75 degrees 57 minutes 38 seconds West, 1280.87 feet along the approximate
center line of White Settlement Road and the Southerly boundary line of the aforesaid 738.20
acre Tract of land to THE PLACE OF BEGINNING and containing 11,520,896 square feet or
26.1.483 acres of land..
Exhibit A-First Amendment to Development Agreement--Page 2
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 9/12/2017
DATE: Tuesday, September 12, 2017 REFERENCE NO.: **L-16074
LOG NAME: 06AMEND LIVE OAK RANCH MUD DEVELOPMENT &CREATION AGREEMENTS
SUBJECT:
Authorize Execution of First Amendment to Development Agreement for Live Oak Ranch and First
Amendment to Agreement Concerning Creation and Operation of Fort Worth Municipal Utility District No. 2
of Tarrant County so as to Extend the Terms of These Agreements to November 15, 2031 (ETJ NEAR
COUNCIL DISTRICT 3)
RECOMMENDATION:
It is recommended that the City Council authorize the City Manager or a designee to execute the following
agreements and take any actions to carry out such agreements:
1. First Amendment to Development Agreement for Live Oak Ranch; and
2. First Amendment to Agreement Concerning Creation and Operation of Fort Worth Municipal Utility
District No. 2 of Tarrant County.
DISCUSSION:
Fort Worth Municipal Utility District No. 2 of Tarrant County (District) encompasses 265.02 acres of land
on White Settlement Road in Fort Worth's extraterritorial jurisdiction. The District was created by special
act of the Texas Legislature in 2005. The City Council adopted Resolution No. 3359-05-2996 consenting
to creation of the District on May 30, 2006, consistent with legislation creating the district. The City
Council also approved the Agreement Concerning Creation and Operation of City of Fort Worth Municipal
Utility District No. 2 of Tarrant County City Secretary Contract(CSC No. 33593) and Development
Agreement Between the City of Fort Worth, Texas and W/J Haywire I LP, for Haywire Ranch, Phase 1
(CSC No. 33594).
Approximately 230 homes have been completed or are under construction within the District. The
remaining developable land has been purchased from W/J Haywire I LP by 351 Development, LLC, and
L.O. Haywire Investments LP. The development is now known as Live Oak Ranch.
The 2006 Agreements established November 15, 2021 for the District to issue bonds for reimbursement of
infrastructure costs. The District and the current owners have asked the City to extend the deadline to
issue bonds and the term of the Development Agreement to November 15, 2031. Such extensions are
consistent with extensions approved by the City Council for other districts in the City's extraterritorial
jurisdiction. At the City's request, the District has agreed to levy an ad valorem tax rate of not less than
$1.00 per$100.00 valuation, which funds will be used to pay District expenses and to establish a fund to
assist the City in absorbing the costs of the District when the City annexes all land in the District and
dissolves the District.
The property is located in the City's extraterritorial jurisdiction adjacent to COUNCIL DISTRICT 3.
FISCAL INFORMATION /CERTIFICATION:
The Director of Finance certifies that approval of the resolution and agreements will have no immediate
material effect on City funds. Any effect on expenditures and revenues will be budgeted in future fiscal
years.
FUND IDENTIFIERS (FIDS):
TO
Fund Department ccount Project Program Activity Budget Reference# mount
ID ID Year (Chartfield 2)
Logname: 06AMEND LIVE OAK RANCH MUD DEVELOPMENT CREATION AGREEMENTS Page 1 of 2
FROM
Fund Department Account Project Program Activity Budget Reference # Amount
ID ID Year (Chartfield 2)
CERTIFICATIONS:
Submitted for City Manager's Office by: Fernando Costa (6122)
Originating Department Head: Randle Harwood (6101)
Additional Information Contact: Mary Elliott (7844)
Logname: 06AMEND LIVE OAK RANCH MUD DEVELOPMENT CREATION AGREEMENTS Page 2 of 2
Live Oak Creek Ranch No. 1
Municipal Utility District - Approximately 265.02 Acres
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,T E SET T LEMENT
Live Oak Creek Ranch No. 1 Adjacent Cities n
Special Districts _ J County Boundaries Planning&Development Department FoRT�WORTxk
S/24/2017
Fort Worth City Limit(Full Purpose) 1:12,000
Fort Worth City Limit(Limited Purpose) COPYRIGHT 2017 CITY OF FORT WORTH UNAUTHORIZED REPRO-
DUCTION IS A VIOLATION OF APPLICABLE LAWS. THIS DATA IS TO
0 250 500 1,000 Feet BE USED FOR A GRAPHICAL REPRESENTATION ONLY. THE AC-
Fort Worth ETJ t CURACY IS NOT TO BE TAKEN/USED AS DATA PRODUCED FOR
ENGINEERING PURPOSES OR BY A REGISTERED PROFESSIONAL
LAND SURVEYOR. THE CITY OF FORT WORTH ASSUMES NO RE-
SPONSIBILITY FOR THE ACCURACY OF SAID DATA.
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