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HomeMy WebLinkAboutContract 50170 Received Date: 1/23/2018 Received Time: 12:26 p.m. Developer and Project Information Cover Sheet: Developer Company Name: PB Ventana 1,LLC Address, State,Zip Code: 4145 Travis St. Ste. 202,Dallas,TX,75204 Phone&Email: 214-954-7008,petergl2mbinv.com Authorized Signatory,Title: Peter Pincoffs,peter@pmbinv.com Project Name: Ventana Phase 2 --::�Brief Description: Water, Sewer,Paving, Storm Drain, Street Lights Project Location: Southwest corner of Aledo Rd and Chapin School Rd Plat Case Number: FP-17-071 Plat Name: Ventana Mapsco: 86N Council District: 3 CFA Number: 2017-110 City Project Number: 101127 OFFICIAL RECORD CITY SECRETARY FT.WORTH,TX City of Fort Worth,Texas Standard Community Facilities Agreement-Ventana Phase 2 CFA Official Release Date:02.20.2017 Page 1 of 11 STANDARD COMMUNITY FACILITIES AGREEMENT THE STATE OF TEXAS § City Secretary COUNTY OF TARRANT § Contract No. 50170 WHEREAS, PB Ventana 1, LLC , ("Developer"), desires to make certain specific improvements as described below and on the exhibits attached hereto ("Improvements")related to a project generally described as Ventana Phase 2 ("Project")within the City or the extraterritorial jurisdiction of Fort Worth, Texas ("City"); and WHEREAS, the City has no obligation to participate in the cost of the Improvements or Project; and WHEREAS,any future City participation in this CFA is subject to the availability of City funds and approval by the Fort Worth City Council and shall be memorialized as an amendment to this Agreement; and WHEREAS, the Developer and the City desire to enter into this Community Facilities Agreement ("CFA" or "Agreement") in connection with the collective Improvements for the Project. NOW,THEREFORE,for and in consideration of the covenants and conditions contained herein,the City and the Developer do hereby agree as follows: 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, as amended, is hereby incorporated into this 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 and to cause all contractors hired by Developer to comply with the Policy in connection with the work performed by said contractors. B. Developer shall provide financial security in conformance with paragraph 6, Section 11, of the Policy and recognizes that there shall be no reduction in the collateral until the Project has been completed and the City has officially accepted the Improvements. Developer further acknowledges that said acceptance process requires th Developer's contrac r(s) OFFICIAL RECORD City of Fort Worth,Texas CITY SECRETARY Standard Community Facilities Agreement-Ventana Phase 2 ARY CFA Official Release Date:02.20.2017 I T-WORTH,YAC Page 2 of 11 to submit a signed affidavit of bills paid and consent of Surety signed by its surety to ensure the contractor has paid any sub-contractor(s) and suppliers in full. Additionally, the contractor will provide in writing that the contractor has been paid in full by Developer for all the services provided under this contract. C. Developer agrees to cause the construction of the Improvements contemplated by this Agreement and that said construction shall be completed in a good and workmanlike manner and in accordance with all City standards and the City-approved construction plans, specifications and cost estimates provided for the Project and the exhibits attached hereto. D. The following checked exhibits describe the Improvements and are incorporated herein: Water(A) M;, Sewer(A 1) �, Paving(B) `, Storm Drain(B-1) , Street Lights& Signs (C) ". E. The Developer shall award all contracts for the construction of the Improvements in accordance with Section 11,paragraph 7 of the Policy and the contracts shall be administered in conformance with paragraph 8, Section II, of the Policy. Developer shall ensure its contractor(s)pays the then-current City-established wage rates. F. For all Improvements included in this Agreement for which the Developer awards construction contract(s),Developer agrees to the following: i. To employ a construction contractor who is approved by the director of the department having jurisdiction over the infrastructure to be constructed, said contractor to meet City's requirements for being prequalified, insured, licensed and bonded to do work in public ways and/or prequalified to perform water/wastewater construction as the case may be. ii. To require its contractor to furnish to the City a payment and performance bond in the names of the City and the Developer for one hundred percent (100%) of the contract price of the infrastructure, and a maintenance bond in the name of the City for one hundred percent (100%) of the contract price of the infrastructure for a period of two (2)years from the date of final acceptance insuring the maintenance and repair of the constructed infrastructure during the term of the maintenance bond. All bonds to be furnished before work is commenced and to meet the requirements of Chapter 2253,Texas Government Code. City of Fort Worth,Texas Standard Community Facilities Agreement-Ventana Phase 2 CFA Official Release Date:02.20.2017 Page 3 of 11 iii. To require the contractor(s) it hires to perform the construction work contemplated herein to provide insurance equal to or in excess of the amounts required by the City's standard specifications and contract documents for developer-awarded infrastructure construction contracts. The City shall be named as additional insured on all insurance required by said documents and same will be evidenced on the Certificate of Insurance (ACORD or other state-approved form) supplied by the contractor's insurance provider and bound in the construction contract book. iv. To require its contractor to give 48 hours advance notice of intent to commence construction to the City's Construction Services Division so that City inspection personnel will be available;to require the contractor to allow the construction to be subject to inspection at any and all times by City inspection forces,to not install or relocate any sanitary sewer, storm drain, or water pipe unless a responsible City inspector is present and gives his consent to proceed, and to make such laboratory tests of materials being used as may be required by the City. V. To require its contractor to have fully executed contract documents submitted to the City in order to schedule a Pre-Construction Meeting. The submittal should occur no less than 10 working days prior to the desired date of the meeting. No construction will commence without a City-issued Notice to Proceed to the Developer's contractor. vi. To delay connections of buildings to service lines of sewer and water mains constructed under this Agreement, if any, until said sewer and water mains and service lines have been completed to the satisfaction of the Water Department. G. Developer shall provide at its expense, unless otherwise agreed to by City, all engineering drawings and documents necessary to construct the improvements under this Agreement. H. Developer shall cause the installation or adjustment of the required utilities to serve the development or to construct the Improvements required herein. I. City shall not be responsible for payment of any costs that may be incurred by Developer in the relocation of any utilities that are or may be in conflict with any of the community facilities to be installed hereunder. City of Fort Worth,Texas Standard Community Facilities Agreement-Ventana Phase 2 CFA Official Release Date:02.20.2017 Page 4 of 11 J. Developer hereby releases and agrees to indemnify, defend and hold the City harmless for any inadequacies in the preliminary plans,specifications and cost estimates supplied by the Developer for this Agreement. K. Developer agrees to provide, at its expense, all necessary rights of way and easements across property owned by Developer and required for the construction of the current and future improvements provided for by this Agreement. L. The Developer further covenants and agrees to, and by these presents does hereby, fully indemnify, hold harmless and defend the City, its officers, agents and employees 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, its 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 the City of Fort Worth, its officers, servants, or employees. M. Developer will further require its contractors to indemnify, defend and hold harmless the City, its officers, agents and employees from and against any and all claims, suits or causes of action of any nature whatsoever, whether real or asserted, brought for or on account of any injuries or damages to persons or property, including death, resulting from,or in any way connected with,the construction of the infrastructure contemplated herein, whether or not such injuries, death or damages are caused, in whole or in part, by the alleged negligence of the City of Fort Worth, its officers, servants, or employees. Further,Developer will require its contractors to indemnify,and hold harmless the City for any losses, damages, costs or expenses suffered by the City or caused as a result of said contractor's failure to complete the work and construct the improvements in a good and workmanlike manner, free from defects, in conformance with the Policy, and in accordance with all plans and specifications. City of Fort Worth,Texas Standard Community Facilities Agreement-Ventana Phase 2 CFA Official Release Date:02.20.2017 Page 5 of 11 N. Upon completion of all work associated with the construction of the Improvements, Developer will assign to the City a non-exclusive right to enforce the contracts entered into by the Developer with its contractor along with an assignment of all warranties given by the contractor,whether express or implied. Further,Developer agrees that all contracts with any contractor shall include provisions granting to the City the right to enforce such contracts as an express intended third party beneficiary of such contracts. O. Inspection and material testing fees are required as follows: i. Developer shall pay in cash water and wastewater inspection fees and material testing fees equal to two percent(2%) for a total of 4%of the developer's share of the total construction cost as stated in the construction contract. ii. Developer shall pay in cash paving and storm drain inspection fees equal to four percent (4%) and material testing fees equal to two percent (2%) for a total of 6% of the developer's share of the total construction cost as stated in the construction contract. iii. Developer shall pay in cash the total cost of streetlights or if the city is not installing the streetlights, inspection fees equal to four percent(4%) of the developer's share of the streetlight construction cost as stated in the construction contract. iv. Developer shall pay in cash the total cost of street signs. P. COMPLETION WITHIN 2 YEARS i. Developer shall complete the Improvements within two (2) years, provided, however, if construction of the Improvements has started within the two year period,the developer may request that the CFA be extended for one additional year. ii. Nothing contained herein is intended to limit the Developer's obligations under the Policy, this Agreement, its financial guarantee, its agreement with its contractor or other related agreements. iii. The City may utilize the Developer's financial guarantee submitted for this Agreement to cause the completion of the construction of the Improvements if at the end of two(2)years from the date of this Agreement(and any extension period) the Improvements have not been completed and accepted. iv. The City may utilize the Developer's financial guarantee to cause the completion of the construction of the Improvements or to cause the payment of costs for City of Fort Worth,Texas Standard Community Facilities Agreement-Ventana Phase 2 CFA Official Release Date:02.20.2017 Page 6 of 11 construction of same before the expiration of two (2) years if the Developer breaches this Agreement, becomes insolvent or fails to pay costs of construction and the financial guarantee is not a Completion Agreement. If the financial guarantee is a Completion Agreement and the Developer's contractors and/or suppliers are not paid for the costs of supplies and/or construction, the contractors and/or suppliers may put a lien upon the property which is the subject of the Completion Agreement. Q. Developer acknowledges that in accordance with Chapter 2270 of the Texas Government Code,the City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel" and "company" shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this contract, Developer certifies that Developer's signature provides written verification to the City that Developer: (1) does not boycott Israel; and (2)will not boycott Israel during the term of the contract. (REMAINDER OF PAGE INTENTIONALLY LEFT BLANK) City of Fort Worth,Texas Standard Community Facilities Agreement-Ventana Phase 2 CFA Official Release Date:02.20.2017 Page 7 of 11 Cost Summary Sheet Project Name: Ventana Phase 2 CFA No.: 2017-110 City Project No.: 101127 An Engineer's Estimate of Probable Cost is acceptable. However,the construction contract price will ultimately determine the amount of CFA fees and financial guarantee. The bid price and any additional CFA payments will be required prior to scheduling a pre-construction meeting. An itemized estimate corresponding to each project-specific exhibit is required to support the following information. Items Developer's Cost A. Water and Sewer Construction 1 Water Construction $ 414,295.00 2.Sewer Construction $ 633,667.37 Water and Sewer Construction Total $ 1,047,962.37 B. TPW Construction 1.Street $ 1,607,571.75 2.Storrs Drain $ 485,650.00 3.Street Lights Installed by Developer $ 103,212.00 4. Signals $ - TPW Construction Cost Total $ 2,196,433.75 Total Construction Cost(excluding the fees): $ 3,244,396.12 Construction Fees: C. Water/Sewer Inspection Fee(2%) $ 20,959.25 D. Water/Sewer Material Testing Fee(2%) $ 20,959.25 Sub-Total for Water Construction Fees $ 41,918.50 E. TPW Inspection Fee(4%) $ 83,728.87 F. TPW Material Testing(2%) $ 41,864.44 G. Street Light Inspsection Cost $ 4,128.48 H. Signals Inspection Cost $ - H. Street Signs Installation Cost $ - Sub-Total for TPW Construction Fees $ 129,721 79 Total Construction Fees: $ 171,640.29 Choice Financial Guarantee Optionchoose one Amount Mark one Bond=1000% $ 3,244,396.12 Com Ietion Agreement 100%/Holds Plat $ 3,244,396.12 x Cash Eserov� VJat��r/Sanita Sewer=125% $ 1,309,952.96 Cash Escrow Pavia /Storm Drain=125% $ 2,745,542.19 Letter of Credit=125%w/2 r expiration period $ 4,055,495.15 City of Fort Worth,Texas Standard Community Facilities Agreement-Ventana Phase 2 CFA Official Release Date:02.20.2017 Page 8 of 11 ACCORDINGLY,the City of Fort Worth and Developer have each caused this instrument to be 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 PB Ventana 1,LLC Jesus J Chapa(Jan 23,2018) Jesus J. Chapa E. Pe er Pincoffs 111 Assistant City Manager E.Peter Pincoffs III(Jan 22,2018) Date: Jan 23,2018 Name: Peter Pincoffs Title: peter@pmbinv.com Recommended by.' Date: Jan 22,2018 r E,,[,,,R�e, -,Jin 21,2018) ATTEST: (Only if required by Developer) Evelyn Roberts/Jennifer Ezernack Project Assistant Planning and Development Department Signature Name: Approved as to Form &Legality: Contract Compliance Manager: AVI?4ZrV44 RcCAZAE Ricahrd A.McCracken(Jan 23,2018) By signing, I acknowledge that I am the Richard A. McCracken person responsible for the monitoring and Assistant City Attorney administration of this contract, including M&C No. N/A ensuring all performance and reporting Date: Jan 23'2018 requirements. Form 1295: N/A Clg&6i J e Scarlett Morales(Jan 23,2018) ATTEST: Name: Janie Morales Title: Development Manager Mary J.Kayser(Jan 23,2018) Mary J. Kayser/R told.G e City Secretary/As tacit•. ity S AS OFFICIAL OFFICIAL RECORD City of Fort Worth,Texas CITY SECRETARY Standard Community Facilities Agreement-Ventana Phase 2 FT.WORTH,TX CFA Official Release Date:02.20.2017 Page 9 of 11 Check items associated with the project being undertaken; checked items must be included as Attachments to this Agreement Included Attachment ® Attachment 1 -Changes to Standard Community Facilities Agreement ® Location Map ® Exhibit A:Water Improvements Water Cost Estimate ® Exhibit A-1: Sewer Improvements Sewer Cost Estimate ® Exhibit B: Paving Improvements ® Paving Cost Estimate ® Exhibit B-1: Storm Drain Improvements ® Storm Drain Cost Estimate ® Exhibit C: Street Lights and Signs Improvements ® Street Lights and Signs Cost Estimate (Remainder of Page Intentionally Left Blank) City of Fort Worth,Texas Standard Community Facilities Agreement-Ventana Phase 2 CFA Official Release Date:02.20.2017 Page 10 of 11 ATTACHMENT"1" Changes to Standard Agreement Community Facilities Agreement City Project No. 101127 None City of Fort Worth,Texas Standard Community Facilities Agreement-Ventana Phase 2 CFA Official Release Date:02.20.2017 Page 11 of 11 No Comments SCALE.1' = 300' ---- / GEORGE CREEK Rd1D 1 2 1 22 24 ffi 21 3 ffi — O 4 27 72 `e S j / � a ffi 1 ffi e Fsj a / 14e ffi 1 27 7♦e V \` 10 20 ° 21 1e ffi CONNECT TO H ` EXISTING 8' 17 22 17 24 V 12 / Lu it poPE cKr.x •2YQ \ �1 7 O CONNECT TO 1'+ ffi 2 a a e 4 },� - CONNECT M EXISTING ' 9 ! '� ffi 24 9 9 EXISTING 8' _ a2 1 30 <. £ 71•, fee l7.r.. 2e - -- -- U 17 21 •.\, 25 5 '._ l_• -r- �. 'j. 2.4 l 4 �' e 32 _.... -- s _._ U YIO�t A1C 97ir M TT=nl �n r - 13 11 T. CONNECT TO 25 =` EXISTING 8'CONNECT �. 5 WATER .,EXISTING -- I EXHIBIT 'A' 4 � . 3 '-'DC7 •- :- " VENTANA 9 I LEGEND 13 I e PROPOSED WATER LINE PHASE 2 ® e " s 13 PROPOSED GATE VALVE fa_ .4PROPOSED FIRE HYDRANT Bs LIMITS OF PROJECT — — — 1N6 777 MAIN STREET EXISTING WATER SERVICE FORT WORTH, TX 76102 9 — PROPOSED WATER LINES ARE 8' UNLESS PHONE 817-735-6000 T- OTHERWISE INDICATED LEGEND _ PROPOSED SANITARY SEWER Z' PROPOSED MANHOLE EXISTING SANITARY SEWER _ EXISTING MANHOLE SCALE.1' 300• LIMITS OF PROJECT —^— ® 32 ] / 1 e — ] 4. 47 12 fm 4 1 14 { 4 7{ a 2325 N ^ m 444(, 22 16 / �� 1F 17 24 �. h C {1e ,�.,1r 12 0 1{ 1 1s 4 1 1 0 T e+ 10 1{ u 12 CONNECT TO 72 _. LL EXISTING 14 10'L1NE 17 `21 13 21 2\- I ITI e r ] .1a ��.. �'� ,� W � TTI I.FT777! SEWER 21 EXHIBIT 'A1' VENTANA { =z'l7 �'�', ;r PHASE 2 14 Bs ------ ------ 777 MAIN STREET `- -------------- _— ------------ --_---- FORT WORTH, TX 76102 9 ——— ————�i —————— PHONE 817-735-6000 31I SCALE: 300' � /\ � I� xi 34 13 3s_'y ._. 28 11 s t2 I4z', ¢2ar2122 ( 26 ✓' 2 r ! 2� . 27 ry / S 2e 13 14 25 1 1rc 27 ° I� 16 24 �_. LEGEND ; = 13 168 PROPOSED 29'B—B 22 17 24 ROADWAY 50'ROW 12 17 6' THICKNESS PROPOSED 3TB—B ti ROADWAY/ 60'RO Wa 20 7.5' THICKNESS 7 PROUNDABOUT DABOUT 21 7.5 THICCKNESv � a r 2 J 2 ' 3 '�� PROPOSED 2-19' y ! ROADWAY//80' ROW 7.5 THICKNESS 14 < 72 a" 1° 5 4 Y an 2 2 1 d _ (BY OSED E 4!SIDEWALK 35 121 J z7 �, PROPOSED 4'SIDEWALK a d (BY HOMEBUILDER) 0 a " i PROPOSED ADA RAMPS a • 17 1s e t '% m k — BY DEVELOPER) 13 'z za LIMITS OF PROJECT 13 LS 74 .. 14 7 VEnisN�Ppq x ° m ° PAVING EXHIBIT 'B' 22 «�7T 3 s° 14 " '; IVENTANA 17 7S 7.. PHASE 2 — 1 is 14 13 4 BS N.\ J ----- / \\— ------------ 777 MAIN STREET - ---- --- � ,° --- -----_ ------ FORT WORTH, TX 76102 i --_..--- ----- -------- ------- -------- PHONE 817-735-6000 i � j� LEGEND PROPOSED STORM DRAIN LINE �1 Z PROPOSED INLET PROPOSED MANHOLE --- EXISTING STORM DRAIN LINE P f SCALE I' 300' LIMITS OF PROJECT C / / -<x I 21' Lr i t K K �_a�a. 94 s1 11 x'li ixai 1376� ,.26 e T _ 30 _ f j 27 1_271 1e 14 �;,, � 27 I 1° 94 s 9° 123 25 R - 17 t 7! 17 1'U 7 ° 0 10 11\19 10 ! i' __--_.... \ 1° 21- i; ...... 1 1s a 1 7 O � a 91 Sqf ° 3 14 Q t to V STORM DRAIN r =r 14 EXHIBIT 'B1' o a 12r, °� �: r ah i VENTANA PHASE 2 , ..._ 14 6_f Bs i// �.\ 14. '- 777 MAIN STREET —————— ————— _____ _.-----�— FORT WORTH, TX 76102 ———-°-—— PHONE 817-735-6000 LEGEND PROPOSED SINGLE STREET LIGHTF LIMITS OF PROJECT , y>? 31 3° m SCALE.1' = 300' �� —_ _ 4 i � � 363534 2 GEORGE ��`'c,,.1:- 7F 24 2e 21 23 2E 27 —�'-J 3 11 30 J, 20 21 g O27 ° 12 20 4'''' 1 4 7 / .I ° 2e 1J 6hLm US d NJ 14 a 25 14. 27 6 .. / \L 15 24 1 2e ---- ..-.- ^ O u le m 13 1e le s n / 17 22 fl 24 �/` 1e 12 le a le �Y t' _ ,. 1e 4 21124 p•'... 2 , 4 11 y �,x 12 14 i 2a 3 12 14 13 s1 ,p 16 �# za n 20 .-, T7 as 15 a e� 34 1 i 12 , — a 4 \ 1110 31 17 n ° 7° 2 s e 16 13 w 714 24 STREET LIGHTS e°4 21 �� ,° ° e i:.: EXHIBIT 'C' 3 ) ,4 11 VENTANA 81 17 13 --.. .. �- ' � 1e � PHASE 2 2 ,° ,2 w 'r S Ro to 14 ,e # Bs as � iI�' ----- \ ————— ------------ = 777 MAIN STREET ———— ———— FORT WORTH. TX 76102 ——- --- ----------- ---` PHONE 817-735-6000 LEGEND �+ PROPOSED STREET SIGN LIMITS OF PROJECT 32 s SCALE:1' v 300' �% — —— �i 3 GEORGE CREOC ROM O 4 1Z 4 t 7 70 t !! s 14 �� � s � ffi13 a 1.5 la Is 11 ,7 7 s s ' '4�•4t Ozo t i. RW .,."�. ,� e4 iC•• 1s s s ____'• �� f0 e \� 3 s 1 7t 7 t 2 , tet* fG p 33 7p p 7 a r Y = STREET SIGNS 10 ' � � ,�� / EXHIBIT 'C1' �4 / VENTANA sg to is © � _ - PHASE 2 Bs ----- ------------- 777 MAIN STREET ----, �'– ------------- *I ------ FORT WORTH, TX 76102 �" ------ ------ ---------- ----- PHONE 817-735-6000 QUANTITY MATRIX Project item lnlbPOUBinc EdCmned Vdue of Public Impw®eWa CNTLwATURiMPROVEMENT3 Mxl 1]dcrgmiux SR<ifu.riun Saucn -'a Pqe i. PaP= Pqe i. Paga P.ys 11Fa IPFc RPa Pala Ps(•r Y41' P4dP BW uai Bid Inm�� \u. tka..wa 110 0➢4 OI? 011 nIP ��! JIb �I] 0IX 1 RI4 Q-- ��1J115!'R'CWuIaP, Si 1110, 111: LF 1,150.S .`.+Ipl S 204,[50.00 "I]_I Uccle 6m B'Yv Fi_,yrRntrai0t :TMJ 3.955 pUt 00 S 14.150.00 �i1201101 Fue It— 11 Ii40 L.t 8.S S 31.120.00 ��1�003 8'Grte�al�'cR Bos ,1312:11 I',\ 16 S 1,230.00 S 20,000.0 .12.YAti 1'RwR Sprue I:IIt IA 4 F 450.00 $ I1t,250.00 6 �OtA1041'— S 0.10 S 3,125.IM1 ,1!!.lot 91iPIN`:L�rtn 11.5 uu L4 1.S 300.m S )1MLQQ 1 li -- ----- TOTAL mif t-WATkm twRs7VEMFns - - 3 414,293.0 R!PY tw.O9l�w�m.�ap�w6ldMryl+Qsun�:a<n nr.s.. QUANTITY MATRIX FrzrmN.r 7tcen lcfirrmnr;�xl F.alimsted Value of Public Impw®mb �� °eNr�9rxrr•w": N�ew.� ..,.... - FR77'.II-�6W'�ItSL4tPR4Y{SbIEF[5. ...... „+,n '�v4. �... ,^ansv^rv,�o,• RiAut � Spate�m5«Sim ['.ail of PRe P.. P.ee PYe P.gc P•8c P.ec Pqe PY• Pb• PMe Page Page Rw Vab w1•nr. Bd Vaba II®14o. tta. \kame 0'_? 92A 024 02t 029 030 031 .2 033 034 Qamity 1 3331.4201 10•Smr Pi (SDR-]b.1-11 Vi?J) 331110.1 ?I I2 LF I m.$ wa. s 1s.lw.a. •.1]0 2 990x1111028•3 Pip(SDR-26 ASTT1.2J11 .1)111,!311 12 U 2839.S 3500 S 99.36500 :?1`11 3 334141158-Sews Pp.(SDR-26 ASTM 3034) Il 11!,3]4112 LF 1. 586 '298.$ 1500 S 183,430.00 0 ???I.?101 J'Swm 9wiae 33 JIw FA 196. S Mplm f 11].600.00 5 50116-c-E'r--Por ""Pp 430510 CY 50.8$ 91 W f 1661.12 6 3339.1MI-1s k 333910,33 V. EA w.3 J,089.W s 124.SIO.W t ?x.100?4Exaa lk3n6 M.MNe 333910,333920 vF 33.3'1 S 165.00 S L`,00505 8 3:34 U0111 Epos swhnl.l.im 3J 3960 VF Jn03 116.69 5 180.00 f 21A0+.2U 9 IlO0109 imv:M1 Gfen 3) 1A5 1,SY 1,JW. 1365 4,016.S 1.00 10 3N1.-Pm,M k.,.- 0510}}0111 LFLF IAS IyT I,Jl9 1.545 Y,.16.$ 1.10 S 11 3301-0101 Vrhulc VTe , 3301 JO FA J. w.s 15000 S hda00 12 1125.0101 I emo ?I!1. LS 1.s 400.w SfflA4S ?(q W ' UMS'3S.38WHR IMPROVEMENTS1.'.. -_. -, ,,•.. - .. .-; r. I•:},< .m.a ,,.,, - '-.._. S 637.66]x'1 n1.:1.!s.ue1®.M,.mm.m pv211mn luau waw.9ue l.�s.ma®a��1.mw..asem.v�.aamnew.,e� ..s.Jav QUANTITY MATRIX Pm*t 1�m bsonnown 'W" 1,ft K-W 1IF,5TORM04MVFMENTS P— P.- P.. P.,. —I p- N. I _ It—N., 1�- 115, 011 057 018Q—, It •41X205 11-1., 334110 1.I l.8i` S . s -1,2111-1 .-Is 21.11111.ll..1. 33 41 Itt U 202. 607.S — s �7.1 30.111'r.Cl.,[1[ 33 At 10 1 2.1 117.S 76W 5 s 18JXI s 1 331,H11918-RCP.1' ,III 1 241..S I.. s 31—. 7 3341.1102 ak3'Bvx C.Nw 33 it to I.F 164.5 — $ 31.In. . 3341.13N 41 10 It 21. 3 4,7m. 9 13305.0112 C.—C.I� t1l 17 2$ —m 5 slo.. 10 3349.5603 W 0 .Wk a,4920 1..3 4 1 14.S zw— 3 4A00.0 It 3349-1 IR R--I.WL 49 m 2.b 72--1349.500211'r 1— 4. 2 Ii 1 4 13 3311.5—20 C'.-- 1`I 20 F I "'..u0 s 14 33490W3 J'S—,t 1—JI- 3+4910 L 2 It.s s "o.w—, 15 334-2 5 3.A 118006 s 1 1)2 16 1.5 M-F—IW A 3319 3 W s 17 ul9v.W115 48"-1—C FW4)Hk. 41 3149 yl 1..t 1:3 INI W s la w99..,lo .I TOTAL LWI WROVE2,JENfS 485,650.00 QUANTITY MATRIX Rhvyzxx iron lne': » EamiwmFsxf'vwhm ak FnJ9t� Cc9gw>vvaz9enYs Utiff IV-PAYING 16&ROVEMIWM.i Bid4,1 .4N� SFe f.,li.A scrim Lni1W Pye Pgce Fr6e P- P,prP,pe P.6, Pye Peva I'rK PMc Pye P,ae Ppe BN I4m Nw 9T5 rt'M naR 118^_ Inn 191 102 LL' IW 164 129 )Ji Ijmfaw U�d Frouv�" I 3zu.lol 6•fm Wm1 :2 11,,I; 1 51YR =a++s z6.J4 s + s ai2'.6J5.Irr 3%1 OLO!7.5•C�Pml55..7T ".11 OSV 16'Imc Tlcrmsnt a:1129 Sl' 28.19{.S 5 5 '+±.533.56 11959'a'Larc T2,mmr A2112951' 9.948.s n $ 3J-Va11 5 321 t I'——I Stil .1129 f\ 3.s Ylrl il9 s 39..^-Ik ry! 6 .IXY�i211 HxBMrd l.mr136o 51"1 121129 1^9.s AN.19p. S 23,9.0._M i :.-11!141 3213311 SF 24,9.46 5 J.2] 5 193.1�6.4r 8 ?21'.5.1 RamaFrye R..,Type R-1 321529 S 24.u?.r.1W1 9 32.1?-NN Bonn 1—R.mR T4pc\1 22I3M GA 13.S' 1165..9 5 16,J{5�Yr1 19 B,niu FrecRmp l\Te PI i2r1 F.'A T..S 1.265.. S 6.655 i;rh ll ?-1 1115N I—r—k—,1-C-_ '21321, L.1 i.S I.:ti441r1 E 13 ..JI IIUU Rn L,."OP j1 P.1w 1 02}1 15 Sl' 430-S tax lye 5 ui1:Ir ar li 'YYN INWI6�Al+s f;Nt lMm.dr. 96990.1, S.E 132'k 1pt f 9.6p4nNi E.t IJ 9999.1,1,119 J'Cmm,r 999999 IF �IbS. E ! 5 !S'.^? 15 3217.920.9-SLD Pwr lla.,FL{S tl) 32 11 IF 35.s 1; S felt 16 9999.91916•N'ahe l.._.1.T Linc 7',,) .9119119 IF Ib S T.99 S 9SV.J 17 321'1.5.1 2}'9.D Pmr ll ,,H11.1R') 3]1 129 LF - J99.5 6.f. s 1 3.Irt cJt IB ,1.5 n191 S;L'P:P slanrauuc 31_59. IS 1. S 599AG 4 LOT-AL 1MrMPAVING IXIPROVENIEKF'� Aa..FiIR F+ID.oam„+aes��J pwmilup W+s91,r W 1mry Msdtlm hs,>au P.ge� QUANTITY MATRIX Tr.>u.:..:;cm IrY rmalion F�imefed Vdm of Public Improve , I' .-., ..",-r *'M _ ,,•_.' 1IN37V.Sl'RSCI Lt�IfP5lA4<P,S)2'H617QLpS '.- -__ _ __ _ -._,;a�^�.'. ___.- T':%.m„+sFAv..,•.,r�` Bidtixl D--p- h 'f air -14 Ratc P. llp Pqe r- P.9. tyre Pyle P45. , n:d w Ilam V9. 1- -1. IraxurtN 41.. F - - n7.S 55500 S !•0-5.00 Sld-3 ABId<P.v(RI�1) 2 JilI.J.J Fulvlb'W WI Alum Sip Ground Vam<C' N 41 30 F 2$ 59500 $ 1.170 00 511 Le11 TumA IS\0911.1-II,WI}IP) 3 341.4003 Fumeb WWl Aim Sion Im-A%-C. 34130 F 2 3 15500 3 'j- S.-R.hl .170..SIS-R.hl Tum I,1'1I R.-'lP) 4 311.4.3 Fmei.h-Alm -.-h-,Cil, 344130 F 5.S 45000 S 2"... SW:N.+Il lkl cml(W 1J 21 5 3111.IIgJ FIuviA InxWI Alm Syp iireund I-CY NJI. E, 3 3-3 515. $ 1.755.. SW.Y'A<Id 3 Fnm Ld!IIU-IAl-`W+) 6 3J41-3 F-h InxWl.iFm Swe--d .4 11 JO SW.,\Sm A4mmr IR.47 T 31. 3bmnilW ) NCS 555.. 3 SIA-I1e.W'.y t BW A-(R&1.R54b) 9 44414.3 FmnW Insall llm Syn Olvmd hlwe[Ci .44130 E1 S 450.. $ 511-SIW lml+IR]-1) 9 3441.40.Fmi<h i-1131m Sip Qomd\/wm[Ci 34130 EA 36.S JIO.. 3 "'mm Sld.Bic+/:Pnu Ib3x 10 4441.4003 Fmnuh 111+1.11-315,1round Vaunt Ci 341. F 1. 7.S lt5.m S 4.095.. SIJ.•PN1.1un -(WI I.',W16-7P) 11 3}11.4.3 Funi.F 1..+I.tl AWm 6iRn l:'nwmd 11-1 Ci 340130 F 13 535.. 3 I.1- Sli R,.u.1J.iw 2 I S?BAH 4W=+.W I}IP, �17P1 12 3W1.4m3 Fmnl.h 11.1.11 alum Sign 1n9m-.1 cA, 344130 F+3 2 3 $IS.. 3 I'mm SIE-Pvv4.lnm Cm<xunik.Need 1 Vt I I-2, WtE 9Ft IJ 3441.3301 Rd..lOum F.nal+li.n 111 344120 EA N.S 65010 S .,.lul I'll 1411.33011,11RM.f9m Funvd.lim 7l': NJI II F 13.S I 3 -.11x1111 1' 4 Rd 111am 1.+hl+n';;.11mn91cum .mm F 11.3 _.. 1 5 I..7- ryr<c-1..mr.mmbl+P raAl 15 7.U01U Rd 10m A..mbly Tl'33B 1<in33n 36.3 325. 3 11.1m.0, Pol✓duvi4 ane-bly pc...hl 17 99-9..11 Ad plum p.u++bh'IY 33B Ian 6uhlc am .m. E{ 5 3.S 325. 5 975.00 41,1 me.u<mbly e<hl 11 311.1419 tiC5l0 hnululd p<s Cantr 344119 F 1A93. 1:.611 3 S 2?.IJIm 9*A .1V 1w lu00 •<hm Ftl.1.w.uxm®..'n®�sE4�.....Prvl+�+piw luny A.9..N..1?ID.PBumw�r m p�ob`eMe.w1.1�`P�N 90lu..lm QUANTITY MATRIX SUMMARY ;Nnlesi P¢aua➢nflxm¢wpnn F.+Aixuarsd W®5��a a7f FhGhlk [saxurnrmtm� F 0]AL UNIT]-WATER IMMOVEME7[s l0l ALUN.`T!I�FWFRIbWROVFMI:MI'ti 3 c».no.*.•v TffFAI,I'NI': "M VROVFMLWI:S 3 ass-ssanrt TOIAI.l'NI:' ••�;.`i::I:+�(1'ROVFMITII'S s IW7Ps'1t.'13 t.: TOL rV r'h'T:''....:.:: �.:.t:•.:l!I'�2+:�\I.\iFN'.:+ 3 tui�I246 --_ - 'YOFAI.]YIFROYf"L1EtiT5 r �' 5 3,214,3%I2 e.r..s w.i:¢a.uamwvr�.arerr.�pwa�i.a,av r.rv,wi¢ City Secretary Contract number COMPLETION AGREEMENT—LENDER FUNDED This Completion Agreement("Agreement)is made and entered into by and among the City of Fort Worth ("City"), and PB Ventana 1, LLC, a Texas Limited Liability Company ("Developer"), and Ciera Bank ("Lender'), effective as of the date subscribed by the City's City Manager or Assistant City Manager. The City, the Developer and the Lender are hereinafter collectively called the "Parties". WITNESSETH: WHEREAS, the Developer owns that certain tract of real property that contains approximately 64 Jacres that is 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 17-071 or FS<Nuber>; and WHEREAS, the Developer and the City have entered into a Community Facilities Agreement relating to the development ofntPapw("CFA"); and WHEREAS, the City has required certain assurances of the availability of funds to complete the water and sewer utilities, streets/paving,storm drain, street lights and street signs for the development of the Property("Improvements"), and WHEREAS, in order to provide such assurances as have been required by the City, the Lender has agreed to advance certain funds to the City for Hard Costs (which term is hereinafter defined)subject to,and in accordance with,the terms,provisions and conditions of this Agreement; and WHEREAS, the Developer has granted to the Lender as additional security for the Loan (which term is hereinafter defined) a security interest in all plans and specifications for the development of the Property(collectively,the"Plans"); and WHEREAS, the Parties desire to set forth the terms and conditions of such accommodations as are described above. City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 JLE CFA Official Release Date:07.01.2015 Page 1 of 24 NOW THEREFORE,for and in consideration of the benefits to be derived from the mutual observance by the Parties of the terms and conditions hereof, and for and in consideration of Ten Dollars($10.00)and other good and valuable consideration,the receipt,adequacy and sufficiency of which are hereby acknowledged, the Parties agree 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 required to complete the Improvements in the aggregate should not exceed the sum of Ur �e million two,hundred forty-four thousand three hundred ninety six:Dollars and twelve cents ($3,244,396.12), hereinafter called the "Completion Amount". Notwithstanding the foregoing, it is acknowledged that the actual costs of completion of the Improvements 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. 3. Adjustments to the Completion Amount. The Lender may from time to time make advances to the Developer for the development of the Property under the development loan that has been made by the Lender to the Developer for the purpose of financing the costs of constructing the Improvements for the Property (the "Loan") subject to, and in accordance with, the terms, conditions and provisions of the Loan Documents (which term is hereinafter defined) evidencing and securing the Loan. Some of those advances shall be for Hard Costs as specified in the "Approved Budget" relating to the Loan, a copy of which Approved Budget is marked Exhibit "B", attached hereto and incorporated herein for all purposes, with the Hard Costs line items highlighted. The term"Hard Costs"shall mean the actual costs of construction and installation of the Improvements. To the extent that advances under the Loan are for the payment of Hard Costs, the Completion Amount shall be deemed reduced, dollar for dollar. The Lender may withhold statutory retainage from any advances under the Loan or pursuant to this Agreement. All such retainage withheld,to the extent it is attributable to Hard Costs, shall also reduce the Completion Amount dollar for dollar. All retainage withheld by the Lender for Hard Costs that are advanced to the City pursuant to this Agreement shall be released to the City as provided in the Texas Property Code upon expiration of the statutory retainage period. City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME CFA Official Release Date:07.01.2015 Page 2 of 24 4. Completion by the Developer. The Developer agrees to complete the Improvements on or before the date for completion that is established in the Loan Documents plus thirty (30)days (the"Completion Date"), in accordance with the CFA,the Plans approved by the Lender and the City and all documents evidencing or securing the Loan (collectively, the "Loan Documents"). For the purposes of this Agreement, the development of the Property shall be deemed complete upon acceptance by the City of the Improvements. The City shall promptly notify the Lender and the Developer upon such acceptance. 5. Completion by the City. In the event that either: (A) the development of the Property is not completed by the Completion Date for any reason whatsoever,or(B)the Developer is in default under the Loan, then the Lender, at its sole option, may request the City to complete development.The City may, at its sole option and at the cost and expense of the Developer,within 10 days from receipt of Lender's request, notify Lender that it will undertake to complete the Improvements and the City shall then commence, pursue, and complete the Improvements in a reasonably timely, diligent and workmanlike manner in accordance with the Plans, subject to the terms of this Agreement. The Lender and the Developer agree that the City may use the Plans as necessary to complete the Improvements. If the City does not timely elect to complete the construction of the Improvements or if the Lender does not request the City to complete construction of the Improvements, then the Lender may at its election terminate this Agreement, or at its option, proceed to complete the Improvements, or foreclose on any of its collateral, or take any and all such action as may be provided under the Loan Documents. 6. Advance of Completion Costs to the City and Delivery of Hard Costs Collateral to the City. In the event the Lender has requested the City and the City has elected to complete the Improvements,Lender shall transfer to the City all remaining undisbursed Hard Costs specified in the Approved Budget within 10 days of the date that the City elected to complete and provided Lender with written notice of such election. The Developer hereby authorizes and instructs the Lender to make the transfer of any remaining undisbursed Hard Costs specified in the Approved Budget to the City within 10 days of notification that the City elects to complete the Improvements. City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME CFA Official Release Date:07.01.2015 Page 3 of 24 In the event the cost to complete the Improvements exceeds the moneys transferred to the City, City shall notify Lender and Developer in writing of the need of additional funds. The additional funds required to complete the Improvements shall be delivered to the City within 10 business days following notification to Lender and Developer. Failure to deliver the additional funds shall relieve the City of the obligation to complete the Improvements, in which event City shall use the Hard Costs funds in its possession to pay the contractor(s)all funds due it/them. Any remaining undisbursed Hard Costs shall be returned to Lender within a reasonable time. 7. Completion by the Lender. The Lender may, at its discretion, but shall not be obligated to, undertake to complete the Improvements if there is any default under any Loan Documents in lieu of requesting the City to complete the Improvements. If the Lender elects to complete the Improvements, any Hard Costs it expends shall, dollar for dollar, reduce the Completion Amount. 8. Easements. In the event the City or the Lender undertakes the completion of the Improvements, the Developer(and to the extent necessary the Lender) grants to the City and the Lender open access to the Property and shall execute and deliver such temporary easements over and across the entirety of the Property for the purpose of access and use for the completion of the construction of the Improvements in accordance with this Agreement. To the extent requested by the City and the Lender, written temporary construction easements in form acceptable to the City and the Lender shall be executed by the Developer and filed of record. Nothing in this paragraph shall reduce any rights of the Lender or obligations of the Developer under the Loan Documents. 9. Lender's Rights. Nothing in this Agreement shall affect any portion of the Lender's collateral for the Loan or limit or impair the Lender's right to foreclose the same or deal with the collateral as it elects in accordance with the Loan Documents. 10. 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 performance bond or other financial security in connection with the development of the Property and the completion of the Improvements that are contained in the CFA or in any other agreement relating thereto, and the City hereby accepts the assurances and covenants contained City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME CFA Official Release Date:07.01.2015 Page 4 of 24 herein in lieu thereof. To the extent the CFA irreconcilably conflicts with this Agreement, the provisions of this Agreement shall control. 11. Termination. This Agreement shall terminate upon the earlier to occur of the following: (a) acceptance by the City of the Improvements; (b) mutual written agreement of all of the Parties; or(c)the reduction of the Completion Amount to zero. However,release of the plat shall be governed by paragraph 12 hereof and termination pursuant to (b) or (c) of this paragraph 11 shall not require the City to release the plat. 12. Final Plat. The Parties acknowledge and agree that the City shall hold the final plat of the Property until the Improvements 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. 13. Construction Contracts. Developer agrees to include in each Construction contract that it enters into for the completion of the Improvements the following: a.A statement that the City is not holding any security to guarantee any payment for work performed on the Improvements; 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 of the Improvements; and d. A requirement that each contractor contracting with the Developer include in each subcontract the statements contained in a.,b., and c. above. 14. 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—Lender-Funded Revised 09.07.2017 ME CFA Official Release Date:07.01.2015 Page 5 of 24 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 and Development Department 200 Texas Street Fort Worth,Texas 76102 Attention: CFA Division Janie Morales,Development Manager Email: Janie.Morales@fortworthtexas.gov Confirmation Number: 817-392-7810 and/or Attention: CFA Division Email: cfa@fortworthtexas.gov Confirmation Number: 817-392-2025 With a copy thereof addressed and delivered as follows: Richard A. McCracken Office of the City Attorney City of Fort Worth 200 Texas Street Fort Worth,Texas 76102 Confirmation Number: 817-392-7611 (ii) Notice to the Developer shall be addressed and delivered as follows: PB Ventana 1, LLC 4145 Travis Street, SLIAhn Q2 Dallas,TX 75204 Email: taylor@pmbinv.com (iii) Notice to the Lender shall be addressed and delivered as follows: Ciera Bank 1501 Summit Avenue Fort Worth,TX 76102 Email: justin.cowart@cierabank.com City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME CFA Official Release Date:07.01.2015 Page 6 of 24 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; provided, however, that this Agreement shall not supersede, amend or modify any of the Loan Documents or any portion thereof. G. Amendment. This Agreement may only be amended by a written instrument executed by all of the Parties to his 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—Lender-Funded Revised 09.07.2017 JLE CFA Official Release Date:07.01.2015 Page 7 of 24 ACCORDINGLY,the City of Fort Worth, Developer and Lender have each caused this instrument to be 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: PB Ventana 1, LLC Jesus J Chapa(Jan 23,2018) E. Peter PinG0AC5/ll Jesus J. Chapa E.Peter Pincoffs III(Jan 22,2018) Assistant City Manager Name EPeterxPinciyf's II[ Title: President oPB Ventana Manager, LLC,the General Partner of PB Ventana 1, LLC Date: Jan 23,2018 Approved as to Form and Legality: Date: Jan 22,2018 2V%G9I 4 W /�GC�GIG�f2`l LENDER: Ricahrd A.McCracken(Jan 23,2018) Ciera Bank Richard A. McCracken Assistant City Attorney ATTEST: JuIlWowarfrJan 18) Name: Justin Cowart Title: Senior Vice President. Mary T. &c sv er Mary J.Kayser(Jan 23,2018) Mary J. Kayser City Secretary M&C: Date: City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME CFA Official Release Date:07.01.2015 Page 8 of 24 FB, Long Term Hold 1, LP, the Guarantor of the Development Loan, is executing this Completion Agreement for the sole purpose of acknowledging that advances that are made by the Lender pursuant to this Completion Agreement shall be deemed to be advances that are made under the Loan that shall be subject to and covered by the Loan Documents and the Guaranty Agreement that was executed by E.Peter Puicoffs;III. GUARANTOR E. Peyer Knoo-ffs/Y By: E.Peter Pincoffs III(Jan 22,2018) Name: E. Peter Pincoffs, III Title:President of PB Managing Member I,LLC,the General Partner of PB Long Term Hold 1, LP City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 JLE CFA Official Release Date:07.01.2015 Page 9 of 24 List of Exhibits to the Completion Agreement Attachment 1 —Changes to the Standard Completion Agreement Exhibit A- Legal Description Exhibit B - Approved Budget City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME CFA Official Release Date:07.01.2015 Page 10 of 24 ATTACHMENT"1" Changes to Standard Completion Agreement None City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 JLE CFA Official Release Date:07.01.2015 Page 11 of 24 EXHIBIT A OWNER'S CERTIFICATE STATE OF TEXAS )( COUNTY OF TARRANT )( BEING A 64.552 ACRE TRACT OF LAND SITUATED IN THE E. TAYLOR SURVEY, ABSTRACT NO. 1560,THE D.T.FINLEY SURVEY,ABSTRACT NO. 1903,AND THE S.A. & M.G. RR. CO. SURVEY, ABSTRACT NO. 1479, CITY OF FORT WORTH, TARRANT COUNTY,TEXAS,AND BEING PART OF A 117.198 ACRE TRACT OF LAND, CONVEYED TO PB VENTANA 1, LLC., BY DEED RECORDED IN COUNTY CLERK'S FILE NO. D215129625, OFFICIAL PUBLIC RECORDS, TARRANT COUNTY, TEXAS, SAID 64.552 ACRE TRACT,WITH REFERENCE BEARING BASIS BEING GRID NORTH,TEXAS STATE PLANE COORDINATES, NORTH CENTRAL ZONE,NAD83 (NAD83 (2011) EPOCH 2010), DETERMINED BY GPS OBSERVATION, CALCULATED FROM DALLAS CORS ARP(PID- DF8984) AND ARLINGTON RRP2 CORS ARP (PID-DF5387), AND BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING AT A 1/2" IRON ROD WITH CAP STAMPED "FULTON" FOUND FOR THE SOUTHEAST CORNER OF SAID 117.198 ACRE TRACT, THE COMMON SOUTHWEST CORNER OF THE REMAINDER OF A 38.910 ACRE TRACT OF LAND CONVEYED TO SJ ROLLING HILLS DEVELOPMENT,LP,BY DEED RECORDED IN COUNTY CLERK'S FILE NO. D203176403, OFFICIAL PUBLIC RECORDS, TARRANT COUNTY, TEXAS, THE COMMON NORTHWEST CORNER OF A 24.308 ACRE TRACT OF LAND CONVEYED TO TEXAS ELECTRIC SERVICE COMPANY, BY DEED RECORDED IN VOLUME 5428,PAGE 543, OFFICIAL PUBLIC RECORDS, TARRANT COUNTY, TEXAS, AND BEING ON THE EAST LINE OF A TRACT OF LAND CONVEYED TO JOHNNY H VINSON, II, AND CHERYL R.VINSON,BY DEED RECORDED IN COUNTY CLERK'S FILE NO. D204159103, OFFICIAL PUBLIC RECORDS, TARRANT COUNTY, TEXAS, AND BEING ON THE City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME CFA Official Release Date:07.01.2015 Page 12 of 24 COMMON CITY LIMITS LINE OF FORT WORTH, AND BENBROOK. FROM WHICH A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED " BURY" FOUND BEARS SOUTH 00 DEGREES 22 MINUTES 10 SECONDS EAST,A DISTANCE OF 341.82 FEET, THENCE, SOUTH 60 DEGREES 58 MINUTES 38 SECONDS WEST,ALONG THE SOUTH LINE OF SAID 117.198 ACRE TRACT, PASSING AT A DISTANCE OF 1342.50 FEET,A 1/2" IRON ROD WITH CAP STAMPED "FULTON" FOUND,AND CONTINUING FOR A TOTAL DISTANCE OF 1613.31 FEET TO A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED "BURY" FOUND FOR THE SOUTHWEST CORNER OF SAID 117.198 ACRE TRACT, AND THE COMMON SOUTHEAST CORNER OF A 162.310 ACRE TRACT OF LAND CONVEYED TO PB LONG TERM HOLD I,LP., BY DEED RECORDED IN COUNTY CLERK'S FILE NO. D215129626, OFFICIAL PUBLIC RECORDS, TARRANT COUNTY, TEXAS; THENCE, NORTH 18 DEGREES 44 MINUTES 17 SECONDS WEST, ALONG THE WEST LINE OF SAID 117.198 ACRE TRACT AND SAID 162.310 ACRE TRACT,A DISTANCE OF 692.57 FEET TO A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER; THENCE,OVER AND ACROSS SAID 117.198 ACRE TRACT,THE FOLLOWING COURSES AND DISTANCES: NORTH 51 DEGREES 05 MINUTES 48 SECONDS EAST,A DISTANCE OF 41.24 FEET TO A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER; NORTH 38 DEGREES 54 MINUTES 12 SECONDS WEST,A DISTANCE OF 112.29 FEET TO A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER ON THE WEST LINE OF SAID 117.198 ACRE TRACT AND THE COMMON EAST LINE OF SAID 162.310 ACRE TRACT; City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 JLE CFA Official Release Date:07.01.2015 Page 13 of 24 THENCE, NORTH 18 DEGREES 44 MINUTES 17 SECONDS WEST, ALONG SAID COMMON LINE, A DISTANCE OF 231.92 FEET TO A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER; THENCE,OVERAND ACROSS SAID 117.198 ACRE TRACT,THE FOLLOWING COURSES AND DISTANCES: NORTH 51 DEGREES 05 MINUTES 48 SECONDS EAST,A DISTANCE OF 20.81 FEET TO A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER, AND THE BEGINNING OF A TANGENT CURVE TO THE LEFT HAVING A CENTRAL ANGLE OF 04 DEGREES 16 MINUTES 13 SECONDS, A RADIUS OF 530.00 FEET, AND A LONG CHORD THAT BEARS NORTH 48 DEGREES 57 MINUTES 41 SECONDS EAST A DISTANCE OF 39.49 FEET; ALONG SAID TANGENT CURVE TO THE LEFT,AN ARC DISTANCE OF 39.50 FEET TO A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER; NORTH 46 DEGREES 49 MINUTES 35 SECONDS EAST,A DISTANCE OF 19.79 FEET TO A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER; NORTH 43 DEGREES 10 MINUTES 25 SECONDS WEST,A DISTANCE OF 60.00 FEET A 5/8"IRON ROD WITH AYELLOW PLASTIC CAP STAMPED "JACOBS"SET FOR CORNER, AND THE BEGINNING OF A NON-TANGENT CURVE TO THE RIGHT HAVING A CENTRAL ANGLE OF 04 DEGREES 07 MINUTES 15 SECONDS, A RADIUS OF 740.00 FEET, AND A LONG CHORD THAT BEARS SOUTH 48 DEGREES 53 MINUTES 13 SECONDS WEST A DISTANCE OF 33.80 FEET; City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 JLE CFA Official Release Date:07.01.2015 Page 14 of 24 ALONG SAID NON-TANGENT CURVE TO THE RIGHT, AN ARC DISTANCE OF 33.80 FEET TO A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER ON THE WEST LINE OF SAID 117.198 ACRE TRACT,AND THE COMMON EAST LINE OF SAID 162.310 ACRE TRACT, THENCE,NORTH 18 DEGREES 44 MINUTES 17 SECONDS WEST,A DISTANCE OF 456.59 FEET TO A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER, FROM WHICH A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED 'BURY" FOUND BEARS NORTH 18 DEGREES 44 MINUTES 17 SECONDS WEST,A DISTANCE OF 192.12 FEET, THENCE,OVER AND ACROSS SAID 117.198 ACRE TRACT,THE FOLLOWING COURSES AND DISTANCES: NORTH 09 DEGREES 49 MINUTES 05 SECONDS WEST,A DISTANCE OF 222.04 FEET TO A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER; NORTH 34 DEGREES 51 MINUTES 40 SECONDS WEST,A DISTANCE OF 42.14 FEET TO A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER ON THE WEST LINE OF SAID 117.197 ACRE TRACT AND THE COMMON EAST LINE OF SAID 162.310 ACRE TRACT; THENCE, NORTH 00 DEGREES 11 MINUTES 15 SECONDS WEST, ALONG SAID COMMON LINE, A DISTANCE OF 182.76 FEET TO A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER; THENCE,OVERAND ACROSS SAID 117.198 ACRE TRACT,THE FOLLOWING COURSES AND DISTANCES: City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 JLE CFA Official Release Date:07.01.2015 Page 15 of 24 NORTH 89 DEGREES 37 MINUTES 03 SECONDS EAST,A DISTANCE OF 73.37 FEET TO A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER; NORTH 00 DEGREES 22 MINUTES 57 SECONDS WEST,A DISTANCE OF 50.00 FEET TO A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER; SOUTH 89 DEGREES 37 MINUTES 03 SECONDS WEST,A DISTANCE OF 73.20 FEET TO A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER ON THE WEST LINE OF SAID 117.198 ACRE TRACT,AND THE COMMON EAST LINE OF SAID 162.310 ACRE TRACT; THENCE, ALONG SAID COMMON LINE, THE FOLLOWING COURSES AND DISTANCES: NORTH 00 DEGREES 11 MINUTES 15 SECONDS WEST,A DISTANCE OF 153.21 FEET TO A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED 'BURY" FOUND FOR CORNER; NORTH 15 DEGREES 12 MINUTES 44 SECONDS WEST,A DISTANCE OF 421.44 FEET TO A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER; THENCE,OVER AND ACROSS SAID 117.198 ACRE TRACT,THE FOLLOWING COURSES AND DISTANCES: NORTH 88 DEGREES 19 MINUTES 07 SECONDS EAST,A DISTANCE OF 100.54 FEET TO A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER; City of Fort Worth,Texas Standard Completion Agreement--Lender-Funded Revised 09.07.2017 JLE CFA Official Release Date:07.01.2015 Page 16 of 24 NORTH 01 DEGREE 40 MINUTES 53 SECONDS WEST,A DISTANCE OF 50.00 FEET TO A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER; SOUTH 88 DEGREES 19 MINUTES 07 SECONDS WEST,A DISTANCE OF 112.57 FEET TO A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER ON THE WEST LINE OF SAID 117.198 ACRE TRACT,AND THE COMMON EAST LINE OF SAID 162.310 ACRE TRACT; THENCE, NORTH 15 DEGREES 12 MINUTES 44 SECONDS WEST, ALONG SAID COMMON LINE,A DISTANCE OF 413.63 FEET TO A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER; THENCE, NORTH 00 DEGREES 33 MINUTES 25 SECONDS WEST, OVER AND ACROSS SAID 117.198 ACRE TRACT,A DISTANCE OF 63.11 FEET, TO A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED "JACOBS" SET ON THE NORTH LINE OF SAID 117.198 ACRE TRACT AND THE COMMON SOUTH LINE OF A CALLED 3,893.555 ACRE TRACT OF LAND CONVEYED TO IONA LAND, L.P., BY DEED RECORDED IN COUNTY CLERK'S FILE NO. D203145633, OFFICIAL PUBLIC RECORDS, TARRANT COUNTY, TEXAS, FROM WHICH A 5/8" IRON ROD WITH A YELLOW PLASTIC CAP STAMPED "BURY" FOUND FOR THE NORTHWEST CORNER OF SAID 117.198 ACRE TRACT,AND THE COMMON NORTHEAST CORNER OF SAID 162.310 ACRE TRACT BEARS SOUTH 89 DEGREES 26 MINUTES 35 SECONDS WEST,A DISTANCE OF 16.50 FEET; THENCE, NORTH 89 DEGREES 26 MINUTES 35 SECONDS EAST,ALONG THE NORTH LINE OF SAID 117.198 ACRE TRACT, AND THE COMMON SOUTH LINE OF SAID 3,893.555 ACRE TRACT, A DISTANCE OF 507.69 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR THE NORTHWEST CORNER OF LOT 14, BLOCK 1 OF VENTANA, PHASE 1, AN ADDITION TO THE CITY OF FORT WORTH, City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 JLE CFA Official Release Date:07.01.2015 Page 17 of 24 AS RECORDED IN COUNTY CLERK'S FILE NO. D217076339, OFFICIAL PUBLIC RECORDS, TARRANT COUNTY, TEXAS, SAME BEING THE NORTHWEST CORNER OF SAID VENTANA,PHASE l; THENCE, ALONG THE WEST LINE OF SAID VENTANA, PHASE 1, THE FOLLOWING COURSES AND DISTANCES: SOUTH 03 DEGREES 46 MINUTES 53 SECONDS EAST,A DISTANCE OF 455.63 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR THE SOUTHWEST CORNER OF LOT 5, BLOCK 1 OF SAID VENTANA, PHASE 1,AND BEING ON THE NORTH RIGHT-OF-WAY LINE OF COLINA DRIVE, (A 50' RIGHT OF-WAY) OF SAID VENTANA, PHASE 1; NORTH 89 DEGREES 37 MINUTES 03 SECONDS EAST,A DISTANCE OF 115.04 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR CORNER; SOUTH 00 DEGREES 22 MINUTES 57 SECONDS EAST,A DISTANCE OF 180.00 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR THE SOUTHWEST CORNER OF LOT 7, BLOCK 3 OF SAID VENTANA,PHASE 1; NORTH 89 DEGREES 37 MINUTES 03 SECONDS EAST,A DISTANCE OF 295.00 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR THE NORTHWEST CORNER OF LOT 21, BLOCK 3 OF SAID VENTANA, PHASE 1; SOUTH 00 DEGREES 22 MINUTES 57 SECONDS EAST,A DISTANCE OF 492.00 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON"FOUND FOR CORNER ON THE SOUTH RIGHT-OF-WAY LINE OF TRAIL RIDGE DRIVE, (A VARIABLE WIDTH RIGHT-OF-WAY) OF SAID VENTANA, PHASE 1,AND ON THE NORTH LINE OF LOT 1X, BLOCK 6 OF SAID VENTANA,PHASE 1; City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 JLE CFA Official Release Date:07.01.2015 Page 18 of 24 SOUTH 89 DEGREES 37 MINUTES 03 SECONDS WEST,A DISTANCE OF 144.90 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR CORNER; NORTH 84 DEGREES 41 MINUTES 28 SECONDS WEST,A DISTANCE OF 20.17 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR THE NORTHWEST CORNER OF SAID LOT 1X, BLOCK 6; SOUTH 00 DEGREES 22 MINUTES 57 SECONDS EAST,A DISTANCE OF 553.21 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR THE SOUTHWEST CORNER OF SAID LOT 1X,AND THE BEGINNING OF A NON-TANGENT CURVE TO THE LEFT HAVING A CENTRAL ANGLE OF 12 DEGREES 43 MINUTES 06 SECONDS,A RADIUS OF 400.00 FEET,AND A LONG CHORD THAT BEARS NORTH 57 DEGREES 27 MINUTES 21 SECONDS EAST A DISTANCE OF 88.61 FEET; ALONG SAID NON-TANGENT CURVE TO THE LEFT,AN ARC DISTANCE OF 88.79 FEET TO A 5/8"IRON ROD WITH PLASTIC CAP STAMPED "PELOTON"FOUND FOR CORNER; NORTH 51 DEGREES 05 MINUTES 48 SECONDS EAST,A DISTANCE OF 260.70 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR CORNER, AND THE BEGINNING OF A TANGENT CURVE TO THE RIGHT HAVING A CENTRAL ANGLE OF 07 DEGREES 09 MINUTES 29 SECONDS,A RADIUS OF 200.00 FEET,AND A LONG CHORD THAT BEARS NORTH 54 DEGREES 40 MINUTES 30 SECONDS EAST A DISTANCE OF 24.97 FEET; ALONG SAID TANGENT CURVE TO THE RIGHT,AN ARC DISTANCE OF 24.99 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR CORNER; NORTH 58 DEGREES 15 MINUTES 13 SECONDS EAST,A DISTANCE OF 55.25 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR CORNER, AND THE BEGINNING OF A TANGENT CURVE TO THE LEFT HAVING A CENTRAL City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 JLE CFA Official Release Date:07.01.2015 Page 19 of 24 ANGLE OF 07 DEGREES 09 MINUTES 29 SECONDS,A RADIUS OF 200.00 FEET,AND A LONG CHORD THAT BEARS NORTH 54 DEGREES 40 MINUTES 30 SECONDS EAST A DISTANCE OF 24.97 FEET; ALONG SAID TANGENT CURVE TO THE LEFT,AN ARC DISTANCE OF 24.99 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON"FOUND FOR CORNER; NORTH 51 DEGREES 05 MINUTES 48 SECONDS EAST,A DISTANCE OF 173.43 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR CORNER, AND THE BEGINNING OF A TANGENT CURVE TO THE LEFT HAVING A CENTRAL ANGLE OF 23 DEGREES 35 MINUTES 27 SECONDS,A RADIUS OF 430.00 FEET,AND A LONG CHORD THAT BEARS NORTH 39 DEGREES 18 MINUTES 07 SECONDS EAST A DISTANCE OF 175.80 FEET, ALONG SAID TANGENT CURVE TO THE LEFT,AN ARC DISTANCE OF 177.05 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR THE SOUTHWEST CORNER OF VENTANA PARKWAY, (A VARIABLE WIDTH RIGHT-OF- WAY), IGHTOF- WAY), OF SAID VENTANA, PHASE 1; SOUTH 62 DEGREES 29 MINUTES 40 SECONDS EAST, OVER AND ACROSS SAID VENTANA PARKWAY,A DISTANCE OF 80.00 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR CORNER,AND THE BEGINNING OF A NON- TANGENT CURVE TO THE RIGHT HAVING A CENTRAL ANGLE OF 23 DEGREE 35 MINUTES 28 SECONDS,A RADIUS OF 510.00 FEET,AND A LONG CHORD THAT BEARS SOUTH 23 DEGREES 35 MINUTES 28 SECONDS WEST A DISTANCE OF 208.51 FEET; ALONG SAID NON-TANGENT CURVE TO THE RIGHT, AN ARC DISTANCE OF 209.99 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR CORNER; City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 JLE CFA Official Release Date:07.01.2015 Page 20 of 24 SOUTH 51 DEGREES 05 MINUTES 48 SECONDS WEST,A DISTANCE OF 12.97 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR THE WEST CORNER OF LOT 5, BLOCK 11 OF SAID VENTANA, PHASE l; SOUTH 38 DEGREES 54 MINUTES 12 SECONDS EAST,A DISTANCE OF 180.00 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR THE SOUTHEAST CORNER OF VAQUERO ROAD, (A 50' RIGHT-OF-WAY), OF SAID VENTANA, PHASE 1,AND BEING ON THE NORTHWEST LINE OF LOT 1, BLOCK 14 OF SAID VENTANA, PHASE 1; SOUTH 51 DEGREES 05 MINUTES 48 SECONDS WEST,A DISTANCE OF 45.11 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR THE WEST CORNER OF SAID LOT 1, BLOCK 14; SOUTH 38 DEGREES 54 MINUTES 12 SECONDS EAST,A DISTANCE OF 105.98 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR THE SOUTH CORNER OF LOT 2 AND THE COMMON WEST CORNER OF LOT 3, BLOCK 14 OF SAID VENTANA, PHASE 1; SOUTH 37 DEGREES 48 MINUTES 37 SECONDS EAST,A DISTANCE OF 200.00 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR THE SOUTH CORNER OF LOT 6, BLOCK 14 OF SAID VENTANA,PHASE 1; NORTH 52 DEGREES 11 MINUTES 23 SECONDS EAST,A DISTANCE OF 170.00 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR THE SOUTHEAST CORNER OF CALIZA TRAIL, (A 50' RIGHT OF-WAY) OF SAID VENTANA, PHASE 1, ABD BEING ON THE SOUTHWEST LINE OF LOT 8, BLOCK 13 OF SAID VENTANA, PHASE 1; City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 JLE CFA Official Release Date:07.01.2015 Page 21 of 24 SOUTH 37 DEGREES 48 MINUTES 37 SECONDS EAST,A DISTANCE OF 74.78 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON"FOUND FOR CORNER;AND THE BEGINNING OF A TANGENT CURVE TO THE RIGHT HAVING A CENTRAL ANGLE OF 03 DEGREES 14 MINUTES 33 SECONDS,A RADIUS OF 175.00 FEET,AND A LONG CHORD THAT BEARS SOUTH 36 DEGREES 11 MINUTES 20 SECONDS EAST A DISTANCE OF 9.90 FEET; ALONG SAID TANGENT CURVE TO THE RIGHT,AN ARC DISTANCE OF 9.90 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR CORNER; SOUTH 34 DEGREES 34 MINUTES 04 SECONDS EAST,A DISTANCE OF 20.86 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR THE SOUTH CORNER OF SAID LOT 8; NORTH 54 DEGREES 13 MINUTES 09 SECONDS EAST,A DISTANCE OF 84.53 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR THE EAST CORNER OF SAID LOT 8, AND THE SOUTHWEST CORNER OF LOT 9, BLOCK 13 OF SAID VENTANA, PHASE 1; NORTH 75 DEGREES 45 MINUTES 06 SECONDS EAST,A DISTANCE OF 92.88 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR THE SOUTHEAST CORNER OF LOT 10,AND THE COMMON SOUTHWEST CORNER OF LOT 11, BLOCK 13, OF SAID VENTANA, PHASE 1; NORTH 89 DEGREES 37 MINUTES 04 SECONDS EAST,A DISTANCE OF 165.58 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR THE SOUTHEAST CORNER OF LOT 12, BLOCK 13, OF SAID VENTANA, PHASE 1; City of Fort Worth,Texas Standard Completion Agreement--Lender-Funded Revised 09.07.2017 JLE CFA Official Release Date:07.01.20 15 Page 22 of 24 NORTH 00 DEGREES 21 MINUTES 49 SECONDS WEST,A DISTANCE OF 376.95 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR THE SOUTHWEST CORNER OF LOT 17X, BLOCK 13 OF SAID VENTANA, PHASE 1; NORTH 89 DEGREES 37 MINUTES 04 SECONDS EAST,A DISTANCE OF 16.45 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR THE SOUTHEAST CORNER OF SAID LOT 17X; NORTH 00 DEGREES 21 MINUTES 49 SECONDS WEST,A DISTANCE OF 28.00 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR THE NORTHEAST CORNER OF SAID LOT 17X,AND BEING ON THE SOUTH RIGHT-OF-WAY LINE OF AFORESAID TRAIL RIDGE DRIVE; NORTH 89 DEGREES 37 MINUTES 04 SECONDS EAST,ALONG SAID SOUTH RIGHT-OF- WAY IGHTOF- WAY LINE OF SAID TRAIL RIDGE DRIVE,A DISTANCE OF 69.94 FEET TO A 5/8" IRON ROD WITH PLASTIC CAP STAMPED "PELOTON" FOUND FOR THE SOUTHEAST CORNER OF SAID TRAIL RIDGE DRIVE. SAID POINT BEING THE EASTERN MOST SOUTHEAST CORNER OF SAID VENTANA,PHASE 1,AND THE COMMON SOUTHWEST CORNER OF TRAIL RIDGE DRIVE, (A 50' RIGHT-OF-WAY) OF WHITESTONE CREST, PHASE ONE,AN ADDITION TO THE CITY OF BENBROOK,AS RECORDED IN COUNTY CLERK'S FILE NO. D217051083, OFFICIAL PUBLIC RECORDS, TARRANT COUNTY, TEXAS, AND BEING ON THE EAST LINE OF SAID 117.198 ACRE TRACT, AND THE COMMON WEST LINE OF AFORESAID 38.910 ACRE TRACT; THENCE, SOUTH 00 DEGREES 21 MINUTES 59 SECONDS EAST,ALONG THE EAST LINE OF SAID 117.198 ACRE TRACT,AND THE COMMON WEST LINE OF SAID 38.910 ACRE TRACT,A DISTANCE OF 983.45 FEET TO THE POINT OF BEGINNING AND CONTAINING A CALCULATED AREA OF 64.552 ACRES OF LAND. City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 JLE CFA Official Release Date:07.01.2015 Page 23 of 24 EXHIBIT B APPROVED BUDGET Section I Water $4147295.00 Sewer $633,667.37 Subtotal $1,047,962.37 Section II Interior Streets $1,607,571.75 Storm Drains $485,650.00 Subtotal $2,093,221.75 Section III Street Lights $103,212.00 Sub-total $103,212.00 TOTAL $3,244,396.12 City of Fort Worth,Texas Standard Completion Agreement- Lender-Funded Revised 09.07.2017 ME CFA Official Release Date:07.01.2015 Page 24 of 24 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. e Scarlett Morales(Jan 23,2018) Date: Jan 23,2018 Janie S.Morales Development Manager