The URL can be used to link to this page

Home My WebLink AboutContract 52277 Received Date: 05/13/2019 Received Time: 10:02 AM Developer and Project Information Cover Sheet: Developer Company Name: 170 Northstar Ranch Developer,Inc Address, State,Zip Code: 3045 Lackland Rd,Fort Worth,TX 76116 Phone&Email: 817-731-7595,kgill@sableholdings.com Authorized Signatory, Title: Kim Gill,Vice President Project Name: Northstar Phase I Brief Description: Water, Sewer,Paving, Storm Drain, Street Lights Project Location: FM 3325 Parker County Plat Case Number: Plat Name: Mapsco: Council District: CFA Number: CFA18-0138 City Project Number: 101755 City of Fort Worth,Texas Standard Community Facilities Agreement-Northstar Phase I OFFICIAL RECORD CFA Official Release Date:02.20.2017 Page 1 of 12 CITY SECRETARY FT. WORTH,TX STANDARD COMMUNITY FACILITIES AGREEMENT THE STATE OF TEXAS § City Secretary COUNTY OF TARRANT § Contract No. 52277 WHEREAS, 170 Northstar Ranch Developer, Inc, ("Developer"), desires to make certain specific improvements as described below and on the exhibits attached hereto ("Improvements") related to a project generally described as Northstar Phase I ("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 co�/enants 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 II, 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 the Developer's contractor(s) City of Fort Worth,Texas Standard Community Facilities Agreement-Northstar Phase I OFFICIAL RECORD Official Release Date:02.20.2017 Page 2 of 12 CITY SECRETARY FT. WORTH➢TX 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) , Sewer(A-1) 4 Paving(B) , Storm Drain(B Street Lights & Signs (C) E. The Developer shall award all contracts for the construction of the Improvements in accordance with Section II,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-Northstar Phase I CFA Official Release Date:02.20.2017 Page 3 of 12 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 r iay be incurred by Developer in the relocation of any utilities that are or may be in conflict wit It any of the community facilities to be installed hereunder. City of Fort Worth,Texas Standard Community Facilities Agreement-Northstar Phase I CFA Official Release Date:02.20.2017 Page 4 of 12 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 CitV 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-Northstar Phase I CFA Official Release Date:02.20.2017 Page 5 of 12 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 contract,,.. 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 streetl ghts 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 lirnit 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-Northstar Phase I CFA Official Release Date:02.26.2017 Page 6 of 12 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. R. IMMIGRATION AND NATIONALITY ACT Developer shall verify the identity and employment eligibility of its employees who perform work under this Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon request by City, Developer shall provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Developer shall adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any Developer employee who is not legally eligible to perform such services. DEVELOPER SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM .ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY DEVELOPER, DEVELOPER'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. City, upon written notice to Developer, shall have the right to immediately terminate this Agreement for violations of this provision by Developer. S. PHASING OF DEVELOPMENT The public infrastructure being constructed pursuant to this CFA is dependent upon and connects to public infrastructure that Developer intends to construct pursuant to a separate community City of Fort Worth,Texas Standard Community Facilities Agreement-Northstar Phase I CFA Official Release Date:02.20.2017 Page 7 of 12 facilities agreement for City Project Number 101808. The City has agreed to allow Developer to execute this CFA, before Developer has executed the community facilities agreement for City Project Number 101808. The City and Developer agree that the City will not file the final plat related to this CFA before Developer and the City have executed the community facilities agreement for City Project Number 101808. Additionally,Developer and City agree that the green sheets and acceptance of the public infrastructure being constructed pursuant to this CFA will not be executed by the City until the public infrastructure being constructed pursuant to a community facilities agreement for City Project Number 101808 has been constructed and accepted by the City and the City has executed all green sheets for City Project Number 101808. City of Fort Worth,Texas Standard Community Facilities Agreement-Northstar Phase I CFA Official Release Date:02.20.2017 Page 8 of 12 Cost Summary Sheet Project Name: Northstar Phase I CFA No.: CFA18-0138 City Project No.: 101755 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 $ 1,248,523.30 2.Sewer Construction $ 1,279,431.70 Water and Sewer Construction Total $ 2,527,955.00 B. TPW Construction 1.Street $ 3,195,265.72 2.Storm Drain $ 1,869,732.50 3.Street Lights Installed by Developer $ 253,744.25 4. Signals $ - TPW Construction Cost Total $ 5,318,742.47 Total Construction Cost(excluding the fees): $ 7,846,697.47 Construction Fees: C. Water/Sewer Inspection Fee(2%) $ 50,559.10 D. Water/Sewer Material Testing Fee(2%) $ 50,559.10 Sub-Total for Water Construction Fees $ 101,118.20 E. TPW Inspection Fee(4%) $ 202,599.93 F. TPW Material Testing(2%) $ 101,299.96 G. Street Light Inspsection Cost $ 10,149.77 H. Signals Inspection Cost $ - H. Street Signs Installation Cost $ Sub-Total for TPW Construction Fees $ 314,049.66 Total Construction Fees: $ 415,167.86 Choice Financial Guarantee Options,choose one Amount (I Mark one Bond=100% $ 7,846,697.47 Completion A reement=100%/Holds Plat $ 7,846,697.47 x Cash Escrow Water/Sanitary Sewer—125% $ 3,159,943.75 Cash Escrow Paving/Storm Drain=125% $ 6,648,428.09 Letter of Credit=125%w/2 r expiration period $ 9,808,371.84 City of Fort Worth, Texas Standard Community Facilities Agreement-Northstar Phase 1 CFA Official Release Date:02.20.2017 Page 9 of 12 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 dull authorized signatories effective as of the date executed by the City's City Manager or his/her designee. CITY OF FORT WORTH DEVELOPER 170 Northstat Ranch Developer,Inc Jesus J.Chapa(May 2,2019) Jesus J. Chapa Assistant City Manager Date: May 2,2019 kimgill�019) Name: Kim Gill Recommended by: Title: Vice 1hesident 4/ y Date: Mayr 2,2019 Evelyn Robe (May 2,2019) Evelyn Roberts/Jennifer Ezernack Project Assistant Planning and Development Contract Co$npliance Manager: By signing, I acknowledge that I am the person respgnsible for the monitoring and Approved as to Form &Legality: administratign of this contract, including ensuring all performance and reporting requirements. Richard A McCracken(May 2,2019) Richard A. McCracken Jennifer Ezernack on be alf of Janie Morales(May 2,2019) Assistant City NtAorney M&C No. Name: Jani¢Morales Date: Title: Development Manager Form 1295: N/A FORT ATTEST: �;' 0 did" I & & MaryyJ. yser(May 1'.�,2019) •• Pj �f Mary J. Kayser/Ronald Gonzales City Secretary/Assistant City Secretary City of Fort worth,Texas OFFICIAL RECORD Standard Community Facilities Agreement-Northstar Phase I CITY SECRETARY CFA Official Release Date:02.20.2017 Page 10 of 12 FT. WORTH,TX 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 ® Exhibit A-1: Sewer Improvements ® Water and Sewer Cost Estimates ® Exhibit B: Paving Improvements ® Paving Cost Estimate ® Exhibit 13-1: 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-Northstar Phase I CFA Official Release Date:02.20.2017 Page 11 of 12 ATTACHMENT"I" Changes to Standard Agreement Community Facilities Agreement City Project No. 101755 None. City of Fort Worth,Texas Standard Community Facilities Agreement-Northstar Phase I CFA Official Release Date:02.20.2017 Page 12 of 12 004243 DAP-BID PROPOSAL Pace 1 or6 SECTION 00 42 43 Developer Awarded Projects-PROPOSAL FORM Contractor Bid 11/19R018 NORTHSTAR-SECTION 1,PHASE I(EAST TRACT) C.P.No.: 101755 UNIT PRICE BID Bidder's Application Project Item Information Bidder's Proposal Bidlist Specification Unit of Bid Item No. Description Section No. Measure Quantity Unit Price Bid Value UNIT 1:WATER IMPROVE ENTS 1 3311.0161 6"Water Pipe 33 11 12 LF 120 $25.00 S3,000.00 2 3311.0261 8"Water Pipe 33 11 12 LF 16,852 $26.50 S446,578.00 3 3311,0441 12"Water Pipe 33 11 12 LF 776 $45.00 S34,920.00 4 9999.0001 12"Water Pipe w/Concrete Encasement 33 11 12 LF 40 $45.00 $1,800.00 5 3311.0442 12"Water Pipe w/Cement Stabilized Base 33 11 12 LF 12 $45.00 $540.00 6 3311.0541 16"Water Pipe 33 11 12 LF 2,473 $68.00 $168,164.00 7 9999.0002 16"Water Pipe w/Concrete Encasement 33 11 12 LF 113 $68.00 S7,684.00 8 3305.1105 30"Steel Casing Pipe 33 11 12 LF 16 $95.00 $1,520.00 9 3312.3002 6"Gate Valve 33 1220 EA 24 S850.00 $20,400.00 10 3312.3003 8"Gate Valve 33 1220 EA 41 $950.00 S38,950.00 11 3312.3005 12"Gate Valve 33 1220 EA 4 $2,000.00 S8,000.00 12 3312.3006 16"Gate Valve w/vault 33 1220 EA 2 S12,500.00 $25,000.00 13 3312.1002 2"Combination Air Valve Assembly 34 1230 EA 1 $7,800.00 S7,800.00 14 3312.4211 24"x 12"Tapping Sleeve and Valve 34 12 25 EA 1 $5,200.00 $5,200.00 15 3312.4212 24"x 16"Tapping Sleeve and Valve 34 12 25 EA 1 $5,600.00 S5,600.00 16 3312.0117 Connect.to Existing 4"-12"Water Main 33 1225 EA 6 $500.00 S3,000.00 17 3312.0106 Connection to Existing 16"Water Main 33 1225 EA 1 $1,000.00 S 1,000.00 18 3312.0001 Fire Hydrant 33 1240 EA 24 $3,400.00 $81,600.00 19 3311.0001 Ductile Iron Water Fittings w/Restraint 33 11 11 TON 12 S5,000.00 $60,000.00 20 3305.0109 Trench Safety 3305 10 LF 20,273 $0.10 S2,027.30 21 3312.2003 1"Water Service 33 12 10 EA 408 $780.00 $318,240.00 22 3312.2103 1-1/2"Water Service 33 1210 EA 1 $1,500.00 $1,500.00 23 3471.0001 Traffic Control 3471 13 MO 2 S3,000.00 S6,000.00 TOTAL UNIT I:WATER IMPROVEMENTS $1,248,523.30 CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS.DEVELOPER AWARDED PROJECTS Form Version April 2.2014 201708J-00 42 43-CP 107555-Contractor Bid hmn-DAP NORTHSTAR-PHASE 1-11-26-18(1) 004243 DAP-BID PROPOSAL Page 2 of 6 SECTION 00 42 43 Developer Awarded Projects-PROPOSAL FORM Contractor Bid 11/19/2018 NORTHSTAR-SECTION 1,PHASE 1(EAST TRACT) C.P.No.- 101755 UNIT PRICE BID Bidder's Application Project Item Information Bidder's Proposal Bidlist Description Specification I Unit of Bid Unit Price Bid Value Item No. Section No. Measure Quantity UNIT II:SANITARY SEWER I PROVEMENTS 1 3331.4115 8"Sewer Pipe 33 11 10 LF 17,777 $28.50 $506,644.50 2 3331.4116 8"Sewer Pipe,CSS Backfill 33 11 10 LF 666 $76.00 $50,616.00 3 9999.0010 8"Sewer Pipe w/Concrete Encasement 33 11 10 LF 494 $96.00 $47,424.00 4 3331.4215 15"Sewer Pipe 33 11 10 LF 1,551 $51,00 $79,101.00 5 3331.4225 18"Sewer Pipe 33 11 10 LF 70 $58.00 $4,060.00 6 3331.4226 18"Sewer Pipe w/Cement Stabilized Base 33 11 10 LF 20 $58.00 $1,160.00 7 13339.1001 4'Manhole 33 39 20 EA 80 $3,000.00 $240,000.00 8 13339.1002 4'Drop Manhole 3339 10 EA 4 $4,500.00 $I8,000.00 9 3339.1002 4'Shallow Manhole 33 39 10 EA 1 $2,500.00 $2,500.00 10 3339.1003 f Extra Depth Manhole 33 39 20 VF 430 $150.00 $64,500.00 11 3331.3102 4"Sewer Service,Two-way cleanout 33 31 50 EA 407 $400.00 $162,800.00 12 3331.3102 4"Sewer Service,Two-way cleanout(off-site) 333150 EA 8 $400.00 $3,200.00 13 3331.3301 8"Sewer Service,Two-way cleanout 33 31 50 EA 1 $1,600,00 $1,600.00 14 3301.0002 Post-CCTV Inspection 33 01 31 LF 20,578 $2.80 $57,618.40 15 3301.0101 Manhole Vacuum Testing 33 01 30 EA 85 $150.00 $12,750.00 16 3339.0001 Epoxy Manhole Liner 33 39 60 VF 127 $200.00 $25,400.00 17 3305.0109 Trench Safety 3305 10 LF 20,578 $0.10 $2,057.80 TOTAL UNIT II:SANITARY SEWER IMPRO EMENTS $1,279,431.70 CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS.DEVELOPER AWARDED PROJECTS Fom Version April 2.2014 2017081-00 42 43-CP 107555+Contractor Bid Item-DAP NORTHSTAR-PHASE 1-11-2&48(1) 004243 DAP-BED PROPOSAL PW3oft SECTION 00 42 43 Developer Awarded Projects-PROPOSAL FORM Contractor Bid 11/19/2018 NORTHSTAR-SECTION 1,PHASE 1(EAST TRACT) C.P.No.: 101755 UNIT PRICE BID Bidder's Application Project Item Information Bidder's Proposal Bidlist Description Specification Unit of Bid Unit Price Bid Value Item No. Section No. Measure Quantity UNIT III:DRAIN kGE IMPROVE] ENTS I 3305.0109 Trench Salkty 3305 10 LF 9,509 $0.50 $4,754.50 2 3341.0502 54"RCP,Class Ill 3341 10 IF 360 $195.00 $70,200.00 3 3341.0409 48"RCP,Class 111 3341 10 LF 339 $145.00 $49,155.00 4 3341.0402 42"RCP,Class 111 3341 10 LF 1,993 $135.00 $269,055.00 5 3341.0309 36"RCP,Class III 3341 10 LF 139 $1 10.00 $15,290.00 6 3341.0302 30 RCP,Class III 3341 10 LF 2,353 $75.00 $176,475.00 7 3341.0205 24"RCP,Class 111 3341 10 LF 1,169 $65.00 S75,985.00 8 3341.1101 4'x2'Box Culvert 3341 10 LF 134 $195.00 $26,130.00 9 3341.1102 4x3'Box Culvert 3341 10 LF 1,036 $208.00 $215,488.00 10 3341.1201 YxY Box Culvert 3341 10 LF 1,980 $225.00 $445,500.00 11 3341.1202 5'x4'Box Culvert 3341 10 LF 6 $250.00 $1,500.00 12 3349.0001 4'Storm Junction Box 33 49 10 EA 7 $3,500.00 $24,500.00 13 13349.0002 5'Storm Junction Box 33 49 10 EA 9 $4,800.00 $43,200.00 14 9999.0030 5'Storm Junction Box Detention Discharge 3349 10 EA 1 $6,350.00 $6,350.00 15 3349.0003 6 Storm Junction Box 33 49 10 EA 3 $6,000.00 $18,000.00 16 3349.0004 T Storm Junction Box 3349 10 EA 1 $7,000.00 $7,000.00 17 3349.0006 Storm Junction Structure(Detention Discharge Box) 3349 10 EA 1 $7,000.00 $7,000.00 18 3349.7002 Y x 5'Drop Inlet Structure 3349 10 EA 1 $4,500.00 $4,500.00 19 3349.4114 54"SETP-CD TXDOT 4:1 33 49 40 EA I $8,500.00 $8,500.00 20 3349.4111 42"SETP-CD TXDOT 4:1 33 49 40 EA I S4,500.00 $4,500.00 21 3349.4107 30"SET(1)(FW)TXDOT 8:1 33 49 40 EA 1 $2,100.00 $2,100.00 22 3349.4105 24"SET(1)(FW)TXDOT 4:1 33 49 40 EA 2 $1,200.00 $2,400.00 23 3349.4105 24"TYPE CH-PW-O TXDOT 4:1 33 49 40 EA 1 $2,400.00 $2,400.00 24 9999.0031 Dual Y x 3'Type PW-TXDOT 2:1 33 49 20 EA 1 $12,500.00 $12,500.00 25 9999.0032 4'x Y Type PW-1-TXDOT 4:1 33 49 20 EA 1 $8,500.00 $8,500.00 26 3349.5001 10'Curb Inlet 33 49 20 EA 3 $3,750.00 $11,250.00 27 3349.5002 15'Curb Inlet 33 49 20 EA 1 $4,675.00 $4,675.00 28 3349.5003 20'Curb Inlet 33 49 20 EA 38 $6,500.00 $247,000.00 29 3137.0104 Medium Stone,Riprap,dry(1276") 31 37 00 Sy 1,411 $75.001 $105,825.00 TOTAL UNIT III:DRAINAGE IMPROVEMENTS $1,869,732.50 CRY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS-DEVELOPER AWARDED PROJECTS Form Version April 2,2014 201708J-00 42 43-CP 107555-Contractor Bid liens-DAP NORTHSTAR-PHASE t-I 1-26-18(1) 004243 DAP-BID PROPOSAL PUe 6 of 6 SECTION 00 42 43 Developer Awarded Projects-PROPOSAL FORM Contractor Bid 11/192018 NORTHSTAR-SECTION 1,PHASE 1(EAST TRACT) C.P.No.: 101755 UNIT PRICE BID Bidder's Application Project Item Information Bidders Proposal Bidlist Description Specification Unit of Bid Unit Price Bid Value Item No. Section No. Measure Quantity Bid Summary UNIT I:WATER IMPROVEMENTS $1,248,523.30 UNIT II:SANITARY SEWER IMPROVEMENTS $1,279,431.70 UNIT III:DRAINAGE IMPROVEMENTS $1,869,732.50 UNIT IV:PAVING IMPROVEMENTS UNIT V:STREET LIGHTING IMPROVEMENTS Total Construction Bid $4,397,687.50 Contractor agrees to complete WORK for FINAL ACCEPTANCE within _days calendar days after the date when the CONTRACT commences to run as provided in the General Conditions. END OF SECTION CRY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS-DEVELOPER AWARDED PROJECTS Foam Version April 2,2014 2017081-00 42 43-CP 107335:Conizaaw 8W Items-DAP NORTHSTAR-PHASE I-11-26-18(1) 004243 DAP-BID PROPOSAL Pop 4 of 6 SECTION 00 42 43 Developer Awarded Projects-PROPOSAL FORM Contract Bid 11/19/2018 NORTHSTAR-SECTION 1,PHASE 1(EAST TRACT) C.P.No.: 101755 UNIT PRICE BID Bidder's Application Project Item Information Bidder's Proposal Bldllst Description Specification Unit of Bid Unit Price Bid Value Item No. Section No. I Measure Quantity UNIT IV:PAVII OG IMPROVEM ENTS, 1 3213.0101 6"Conc Pvmt(29'B-B) 32 13 13 SY 46,662 $31.12 $1,452,121.44 2 3211.0501 6"Lime Treatment 32 11 29 SY 49,695 $1.93 $95,911.35 3 3211.0400 Hydrate Lime 32 11 29 TN 745 $149.53 $111,399.85 4 3213.0103 7"Conc Pvmt(37'B-B) 3213 13 SY 17,523 $37.96 $665,173.08 5 3211.0502 8"Lime Treatment 32 11 29 SY 18,662 S2.19 $40,869.78 6 13211.0400 Hydrate Lime 321129 TN 374 S149.53 $55,924.22 7 3213.0103 7"Conc Pvmt(43'B-B) 3213 13 SY 10,086 $36.70 $370,156.20 8 3211.0502 8"Lime Treatment 32 1129 SY 10.742 $2.19 $23,524.98 9 3211.0400 Hydrate Lime 321129 TN 215 $149.53 S32,148.95 10 3212.0302 2"Asphalt Pvmt Type D 32 12 16 SY 1,267 S14.28 $18,092.76 11 3212.0501 4"Asphalt Pvmt Type B 32 12 16 SY 1.267 1 $31.30 $39,657.10 12 13211.0501 6-Lime Treatment 321129 SY 1,349 $2.13 $2,874.13 13 321 1.0400 Hydrate Lime 3211 29 TN 20 $149.53 S2,990.60 14 3213.0301 4"Concrete Sidewalk (5'Width) 32 13 20 SF 8,934 $5.20 $46,456.80 15 3213.0501 Barrier Free Ramp-Type R-1 32 13 20 EA 65 S1,533.83 $99,698.95 16 3213.0504 Barrier Free Ramp-Type M-2 32 13 20 EA 9 S1,469.97 $13,229.73 17 3213.0506 Barrier Free Ramp-Type P-1 32 13 20 EA 2 $1,463.31 $2,926.62 18 9999.0030 5-foot B-B Conc.Flume w/6"Curb and Metal Plate 33 49 40 LF 123 over sidewalk section $73.69 $9,063.87 19 19999.0031 6.5-foot B-B,4"thick Pilot channel 33 49 40 SF 2,514 $8.19 $20,589.66 20 9999.0032 Furnish/Install Alum.Sign and Decorative Post w/Stop 3441 30 EA 33 $36,192.75 (RI-1) S1,096.75 21 9999.0033 Fumish/Install Alum.Sign and Post w/Left Turn (W 1- 34 41 30 EA 9 $8,618.85 IL),(30"00") $957.65 22 9999.0034 Furnish/Install Alum.Sign and Post w/Right Turn 34 41 30 EA 9 $8,618.85 (W I-I R),(30"00") $957.65 23 9999.0035 Furnish/Install Alum.Sign and Post w/Speed Limit 34 41 30 EA 18 $17,237.70 (W13-1P),(30"x30") $957.65 24 19999.0036 Street Name Plates for Street Intersections 34 41 30 EA 74 $240.75 $17,815.50 25 9999.0037 Street barricade(street dead ends) 31 36 00 LF 150 $26.48 $3,972.00 TOTAL UNIT IV:PAVING IMPROVEMENTS $3,195,265.72 CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS-DEVELOPER AWARDED PROJECTS Font Version April 2,2014 2017=-00 42 43-CP 107555-Contactor Bid Items-DAP NORTHSTAR-PHASE 1-01-11-19xis 004243 DAP•BID PROPOSAL PW5of6 SECTION 00 42 43 Developer Awarded Projects-PROPOSAL FORM Contractor Bid 11/192018 NORTHSTAR-SECTION 1,PHASE i(EAST TRACT) C.P.No.: 101755 UNIT PRICE BID Bidder's Application Project Item Information Bidder's Proposal Bidlist Description Specification Unit of I Bid Unit Price Bid Value it.No. Section No. Measure Quantity UNIT V:STREET LIGHTING IMP ROVEM S 9999.0050 Install-Holophene-Columbia Aluminum Pole, 1 Washington-14.5'Luminaire WFCL2-070HO-30K-AS-BK-L5- 34 41 20 EA 124 $450.00 S55,800.00 RFD-ACC-H-PCS 2 3441.3303 Furnish/Install Rdwy Illum Foundation TY 7 34 41 20 EA 124 S850.00 $105,400.00 3 2605.3015 Furnish/Install 2-Inch Conduit PVC SCH 80(T) 26 05 33 LF 8535 S8.00 $68,280.00 4 13441.3401 Furnish/Install ti 10 Copper Electric Conductor 3441 10 CLF 8535 S2.55 $21,764.25 5 3441.1501 Furnish/Install Ground Box Type B 3441 10 EA 5 S500.00 S2,500.00 Note: Tri-County Electric is providing Item 5-1 for the Contractor to install. TOTAL UNIT V:STREET LIGHTING IMPROVEMENTS $253,744.25 CrrY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUNIENTS-DEVELOPER AWARDED PROJECTS Form Version April 2,2014 20I7081-00 42 43-CP 101r555-Conmmr Bid hems-DAP NORTHSTAR-PHASE I-11.26-I8 004243 DAP-BID PROPOSAL Pege 6 of 6 SECTION 00 42 43 Developer Awarded Projects-PROPOSAL FORM Contractor Bid 11/19R018 NORTHSTAR-SECTION 1,PHASE 1(EAST TRACT) C.P.No.: 101755 UNIT PRICE BID Bidder's Application Project Item Information Bidder's Propose] Bidlist Specification Unit of Bid Description Section Price Bid Value Item is, Section No. Measure Quantity Bid Summary UNIT 1:WATER IMPROVEMENTS UNIT II:SANITARY SEWER IMPROVEMENTS UNIT III:DRAINAGE IMPROVEMENTS UNIT IV:PAVING IMPROVEMENTS UNIT V:STREET LIGHTING IMPROVEMENTS $253,744.25 Total Construction Bid $253,744.25 Contractor agrees to complete WORK for FINAL ACCEPTANCE within _dap calendar days after the date when the CONTRACT commences to run as provided in the General Conditions. END OF SECTION CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS-DEVELOPER AWARDED PROJECTS Form Vasion April 2.2014 201708J-00 42 43-CP 107555-Contractor Bid Items-DAP NORTHSTAR-PHASE I-11.26-1 a 81 �G 287 �O,L NORTHSTAR PARKWAY—C='N 101808 (NOT EXISTING INFRASTRUCTURE) PROJECT NORTHSTAR LOCATION (TRACT 1) PROJECT LOCATION Q '�� 11T N.T.S. (TRACT 2) 81 �y }{� 718 x 287 Q 7, �z m i AVONDALE—HASLET cn BOAZ c� z AVONDALE �-- B287 3�: P ,O 81 _ TINSLEY AVON 287 BLUE MOUND CITY PROJECT NO. 101755 WATER NO. 56008-0600430-101755-001480 LOCATION MAP SEWER NO. 56008-0700430-101755-001480 "NORTHSTAR SECTION 1, PHASE 1" X-725757STORM DRAIN N0. W-2597 WELCH ENGINEERINCY, INC. CONSUL 77NG ENGINEERS E M 24'W �PA T 8W � 1.1 a P�QP C� NORTHSTAR PARKWAY-CPN 101808`�: (NOT EXISTING INFRASTRUCTURE) �� ROP. 8"W PR P. 8"W 0 /PROP. 16"W / ROP. 8"W PROP. 8"W N EXIST. 247W w R . 8"W Z SCV0'I01t CT. e T Qp X\ XI Q PROP. 6 W y� PROP. 12"W V. H R W u, ROP. 8"W PROP. 16"W ROP. 8"W z BELLATRIX DRIVE OPROP. 8"W PROP. 8"W �9AFT HROP. B'W PROP. 16'W GS O? ' PROP. 8"W I R $ D I E PROP. 8"W ROP. 16"W I �V' ... Yl ROP. 8"W 40 PROP. 8"W IV ROP. 8"W 0, DI EXIST 74'w 100% DEVELOPER'S COST -„ 16", 12" AND 8" WATER LINES, FIRE HYDRANTS, GATE VALVES AND ASSOCIATED APPURTENANCES SCALE: 1"=500' EXHIBIT „A" CITY PROJECT NO. 101755 WATER NO. 56008-0600430-101755-001480 WATER IMPROVEMENTS SEWER NO. 56008-0700430-101755-001480 "NORTHSTAR SECTION 1, PHASE 1 X---257T5sTORM DRAIN N0. w-2597 WELCH T NC. CONSUL 77NG ENGINEERS SHEET 1 OF 2 F R PARKWAY—CPN 101808 TING INFRASTRUCTURE) 09QP� / PROP. 8"W / PROP. 8"W tu N Z W a it w [PROP. 8" - 100% DEVELOPER'S COST 16 12" AND 8" WATER LINES, FIRE HYDRANTS, GATE VALVES AND ASSOCIATED APPURTENANCES SCALE: 1"=200' EXHIBIT 99A99 CITY PROJECT NO. 101755 WATER NO. 56008-0600430-101755-001480 WATER IMPROVEMENTS SEWER NO. 56008-0700430-101755-001480 "NORTHSTAR SECTION 1, PHASE 1 STREET-57/sroRM DRAIN N0. W-2597 WELCH ENGINEERIN0, I NC. CONSUL 771VG ENGINEERS SHEET 2 OF 2 �E.NST. BSS �----, _ ROP. 8"SS a PROP. 8"SS \ \ EXIST. B' \RO\15"SS / �O� \ 4 PROP. 12"SS \ PROP. 8"SS PROP. B"SS PROP. 15"ss \ NORTHSTAR PARKWAY—CPN 101808 ----- PROP. 15"SS (NOT EXISTING INFRASTRUCTURE) \ Et7/T 8'ss PROP. I SS G'(. PROP.8"SS Q(L , J �` 18SS/ ,. PROP. 8"SS JCJ��G VP PROP. 8"SS PROP. 18s5 — \ p` PROP. 8"SS PROP. 8"SS PROP. 8"SS PROP. 12"SS PROP. 8S5 W PROP. 8"S a� 1.pTOR CT' \y�\ PROP. 8"SS N PROP. 8"55 PROP. 8"SS PROP. 12"SS PROP. 8" C7 PROP. 8"SS J `v PROP. 8"SS BELLATRIX DRIVE PROP. 8"SS PROP. 12'sS`r R �Q.PROP. 8"SS I ROP. a"ss PROTEUS DRIVE Of. 8"SS t/ ?V PROP. 8"S PROP. 8'SS PROP. 8"SS ELARA DRIVE _ V 7 ] L DIONE PLACE PROP. 8"SS 7� 100% DEVELOPER'S COST 8" SANITARY SEWER LINES AND ASSOCIATED APPURTENANCES SCALE: 1"=500' EXHIBIT „A_1opCITY PROJECT NO. 101755 WATER NO. 56008-0600430-101755-001480 SANITARY SEWER IMPROVEMENTS SEWER NO. 56008-0700430-101755-001480 STREE"NORTHSTAR SECTION 1, PHASE 1" X---25757STORM DRAIN N0. W-2597 WELCH ENGINEERIl*TG, I NC. CONSUL TING ENGINEERS SHEET 1 OF 2 NORTHSTAR PARKWAY-CPN 101808 Py (NOT EXISTING INFRASTRUCTURE) i PROP. 8"SS J� O¢� PROP. 8"SS TEPORARY ® SEPTIC / TANK PROP. 8"SS w 0.' C N W PROP..8"SS a w U) PROP. 8-SS LJ 100% DEVELOPER'S COST 8" SANITARY SEWER LINES AND ASSOCIATED APPURTENANCES SCALE: 1"=200' EXHIBIT "A-1 99 CITY PROJECT NO. 101755 WATER NO. 56008-0600430-101755-001480 SANITARY SEWER IMPROVEMENTS SEWER NO. 56008-0700430-101755-001480 STREET"NORTHSTAR SECTION 1, PHASE 1" X---25757STORM DRAIN N0. W-2597 WELCH ENGINEERma, I NC. CONSUL T/NG ENGINEERS SHEET 2 OF 2 kit _ BELLATRIX DRIVE MEN �111iI�i�111 �� -=- .,- ILA • � ►i..•��i ; 1 IN I Ta Ta1 NORTHSTAR PARKWAY-CPN 101808 P� (NOT EXISTING INFRASTRUCTURE) QA oll?�� a a s P�� Pl m v e W 0 0 oI Z W a w 100% DEVELOPER'S COST 6" PAVEMENT W/2% CROSS SLOPE ON 6' LIME SUBGRADE ® 100% DEVELOPER'S COST 7" PAVEMENT W/2% CROSS SLOPE ON 8" LIME SUBGRADE 100% DEVELOPER'S COST 2' TYPE D SURFACE COURSE, 4' TYPE B BASE COURSE ON 6" LIME SUBGRADE SCALE: 1"=200' EXHIBIT „B„ CITY PROJECT NO. 101755 WATER NO. 56008-0600430-101755-001480 PAVING IMPROVEMENTS SEWER NO. 56008-0700430-101755-001480 STRE�T"NORTHSTAR SECTION 1, PHASE 1" X---25757STORM DRAIN N0. W-2597 WELCH ENC NEERWO, INC. CONSULTING ENGINEERS SHEET 1 OF 2 IL I �E1- k-�- Q` S 24�RCP ofAIL SEEALLPER 1T(IX24'RCP Q• 9 TAM HEADWALL \y 24'REP O,Q ...___-WA►SET(1xFW) TiDOT HEADWALL PER 20• •• \ \\�`O ALL SMIXFW) / T"T TDOT HEADWALL alk \ NORTHSTAR PARKWAY-CPN 101808 24•RCP DETAIL M-w.•o AIL PW (NOT EXISTING INFRASTRUCTURE) klo. 4z2 54 24'RCP 20• W FW1E fg 36'RCP24RCP Q 0• ` 30 RCP 24 R /ZO•20• -RCP � 2 4 A �,`5 p mp c�V --- � INLET�J 24 / 30-RCP 24'RCP 17 / 3o acv 10 30 RCA N 4e'RCP 2Q 24'RCD S'FIME T D0 ` PER 20• DETAIL SET(1xFW) \(` 24•RCP q pTOR C'T I 24'RCP 2 4 10• 24.E 5L'V�. JO 0 3B-RCP T O 4 ` \ Z srRcp 42 RCP BELLATRIX DRIVE /�1 O ` 24 10• 4{•RCP •RCP— —20• 24-RCP 10 'RCP 4' jO` f0• 10• 4'ItCP 1 4Y2 10• 4'R}� D' 1 4-RCP— 1 4'RCp y 42'rCP ZD O? 24'RCP 4. P T U I 42'RCP �. 42 20• 4'R 0• 4 4'RCP (7 30'RCP\ 20• 24 RCP 4'RCP FRCP 'il•R 1'RCP yQ X ^ 20 T#10T HEADSIEMPER"REL IV 20• O` DETAIL SETP�D all ` Y DI E4T t Sit osu� �,y]T\ I_j-I- f TZCB ---- Lr 3•v3,RCB UDOT HEADWALL PER DETAIL PW 10', 15, OR 20' INLET-, 100% DEVELOPER'S COST STORM SEWER AND INLET SCALE: 1'=500' AND ASSOCIATED APPURTENANCES EXHIBIT "B-19' CITY PROJECT NO. 101755 WATER NO. 56008-0600430-101755-001480 STORM DRAIN IMPROVEMENTS SEWER NO. 56008-0700430-101755-001480 STRT"NORTHSTAR SECTION 1, PHASE 1" X--25757STORM DRAIN N0. W-2597 WELCH ENGINEEPuNcy, INC. CONSUL 77NG ENGINEERS SHEET 1 OF 2 P� NORTHSTAR PARKWAY-CPN 101808 (NOT EXISTING INFRASTRUCTURE) �24"RCP 20'RCP�� \ 20' Q ` 0 RCP 24"RCP �1^ EX 54 RCP 20 30"RCP /24"RCP 4"RCP 20' LLI W W I ff �� 30"RCP 1 � � 10'. 15, OR 20' INLETS, 100% DEVELOPER'S COST - STORM SEWER AND INLET AND'ASSOCIATED APPURTENANCES SCALE: 1"=200' EXHIBIT "B-1» CITY PROJECT NO. 101755 WATER NO. 56008-0600430-101755-001480 STORM DRAIN IMPROVEMENTS SEWER NO. 56008-0700430-101755-001480 "NORTHSTAR SECTION 1, PHASE 1" X 2E5E75 STtN2M DRAIN N0. w-2597 WELCH EWCHVEERWO, I NC. CONSUL 77NG ENGINEERS SHEET 2 OF 2 NORTHSTAR PARKWAY-CPN 101808 (NOT EXISTING INFRASTRUCTURE) Ug Cl• i m C \ G W SC LPtoR Ct' U 0 BELLATRIX DRIVE R S D I Al IV DII I f I I I 1 1 Ti— i i i i I I i I I i I i I ! *-- PROPOSED STREET LIGHT (100% DEVELOPERS COST) A -- PROPOSED STREET SIGN (100% DEVELOPERS COST) ■ -- PROPOSED GROUND BOX (100% DEVELOPER'S COST) SCALE: 1"=500' CITY PROJECT NO. 101755 EXHIBIT c 99 WATER NO. 56008-0600430-101755-001480 EWER NO. 56008-0700430-101755-001 80 STREET LIGHTS STREET/STORM DRAIN NO. W-2597 X-25757 "NORTHSTAR SECTION 1, PHASE 1" WELCH ENGINEERIIgTG, I NC. CONSUL 771VG ENG/NEERS SHEET 1 OF 2 i A NORTHSTAR PARKWAY-CPN 101808 Q (NOT EXISTING INFRASTRUCTURE) S�P� �O A c z a ac uj *-- PROPOSED STREET LIGHT (100% DEVELOPER'S COST) -- PROPOSED STREET SIGN (100% DEVELOPER'S COST) ■ -- PROPOSED GROUND BOX (100% DEVELOPER'S COST) SCALE: 1"=200' EXHIBIT »C CITY PROJECT NO. 101755 WATER NO. 56008-0600430-101755-001480 STREET LIGHTS SEWER NO. 56008-0700430-101755-001480 "NORTHSTAR SECTION 1, PHASE 1" X--2575STORM DRAIN N0. w-2597 WELCH IF TgcyINEERIlmG, I NC. CONSUL 77NG ENGINEERS SHEET 2 OF 2 COMPLETION AGREEMENT—LENDER FUNDED This Completion Agreement("Agreement)is made and entered into by and among the City of Fort Worth ("City"), and 170 NORTHSTAR RANCH DEVELOPER, INC., a Texas CORPORATION("Developer'", and BANCORPSOUTJ3 BANK ("Lcndcr'-), 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 Tract One: 137.565 Acres and Tract Two: 5.325 Acres jo,,i l: 142.890 Acres):- acres 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 18-090 or FS<Nurnber>; and WHEREAS, the.Developer and the City have entered into a Community Facilities J. Agreement relating to the development of M3 T-45TA� e SEC I,QN 1 I3AS1 ;1,:("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 20 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 SEVEN MILLION EIGHT HUNDRED THIRTY NINE THOUSAND FOUR HUNDEED FORTY ONE AND TWENTY-TWO CENTS Dollars ($7,839,442 22), 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 Le nder 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 s 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 City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 JLE CFA Official Release Date:07.01.2015 Page 2 of 20 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. 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 CIA, 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 Ci 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. City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 JLE CFA Official Release Date:07.01.2015 Page 3 of 20 The Developer hereby authorizes and instructs the Le-tder 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. 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 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 20 the Property and the completion of the Improvements that are contained in the CIA 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 CIA 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 CIA 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. 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 20 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 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: 170 NORTHSTAR RANCH DEVELOPER,._INC 3045 LACKLAND ROAD FORT WORTH,TEXAS 76116 Email: kgill@sableholdings.com (iii) Notice to the Lender shall be addressed and deliv.red as follows: BANCORPSOUTH BANK Attention: Michael Schmidt 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 20 14841 North Dallas Parkway, Suite 135 Dallas, Texas 75254 Email: Michael:Schmidt@bxs.coin 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 20 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: 170 NORT$HSTAR RANCH DEVELOPER, INC. Jesu-I C',3pa(May9,201V Jesus J. Chapa Assistant City Manager kimgill(�2019)— Name: KIMBERLY (TILL Title: ViCF PRESIDENT Date: May 2,2019 Approved as to Form and Legality: Date: May ,2019 LENDER: BANCORPSOUTH BANK Richard A.McCracken(May 2,2019) Richard A. McCracken Assistant City Attorney miohaoi sohmia�- michaelschmid[(May 2,20 d) ATTEST: Name: MICHAEL SCHMIDT Q�C•...• �iO Title: VICE PRESIDENT % Mara 1. ssr U Mary ser(May l,2019) i Contract Compliance Manager: Mary J. Kayser >Ar '•. r�* By signing I acknowledge that I am the City Secretary •... person respdnsible for the monitoring and administration of this contract, including M&C: '" ensuring all performance and reporting Date: require smw e�nts. Jennife�na'ck on behalf of Janie Morales(May 2,2019) Janie S. Morales Planning Manager City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised CFA Official Release Date:07.01.2015 Page 8 of 20 OFFICIAL RECORD CITY SECRETARY FT.WORTH,TX KMBERLY GILL, 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 KEMBERLY GILL. GUARANTOR By: Name: iC[MHERLY GILL. Title: VICE PRESIDENT City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME CFA Official Release Date:07.01.2015 Page 9 of 20 OFFICIAL RECORD CITY SECRETARY List of Exhibits to the Completion Agreement Attachment 1 —Changes to the Standard Completion Ag:-eement 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 20 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 20 EXHIBIT A STATE OF TEXAS COUNTY OF TARRANT TRACT ONE BEING a 137.565 Acres of land out of the M.Ashton Survey,Abstract 1,Wise County,Texas,the M.Ashton Survey,Abstract 1, Denton County, Texas, the M. Ashton Survey Abstract 8, Tarrant County Texas, and the M.E.P. &P. R.R. Survey,Abstract 1136, and being a portion of that certain tract of land described in deed to 170 Northstar Ranch Developer, Inc., recorded in Instrument Number D218275295, Deed Records, Tarrant County, Texas, Instrument Number 145498, Deed Records, Denton County, Texas, and Instrument Number 201814592, Official Records, Wise County,Texas.The bearings for this survey are based on the Texas State Plane Coordinate System, Texas North Central Zone (4202), North American Datum 1983, as determined using static observations and NOAA/NGS OPUS calculations. Said 137.565 Acres being described by metes and bounds as follows: BEGINNING at an "X" cut found at the most southerly southeast corner of said Northstar tract and in the west right of way line of Willow Springs Road, a variable width right-of-way; THENCE South 89°47'42"West,along the south line of said Northstar tract,a distance of 2373.85 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; THENCE departing said south line and continuing over and across said Northstar tract the following courses and distances: North 0°12'18" West, a distance of 491.77 Feet to a 1/2" iron rocl with plastic cap stamped "RPLS 4818" set at the point of curvature of a non-tangent curve, concave to the north,having a radius of 2820.00 Feet a central angle of 2°33'44", and a chord of 126.10 Feet bearing North 84°57'28" West; Westerly along said curve, a distance of 126.11 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; South 51°43'47"West, a distance of 14.22 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 JLE CFA Official Release Date:07.01.2015 Page 12 of 20 South 7°02'04"West, a distance of 10.00 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; North 82°57'56"West, a distance of 50.00 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; North 7°02'04" East, a distance of 10.00 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; North 37°39'39"West, a distance of 14.22 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set at the point of curvature of a non-tangent curve, concave to the north,having a radius of 2820.00 Feet a central angle of 0°13'11", and a chord of 10.81 Feet bearing North 82°08'41"West; Westerly along said curve, a distance of 10.81 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; North 7°57'55" East, a distance of 50.00 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set at the point of curvature of a non-tangent curve, concave to the north,having a radius of 2770.00 Feet a central angle of 0°12'25", and a chord of 10.00 Feet bearing South 82'08'18"East; Easterly along said curve, a distance of 10.00 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; North 52°20'41" East, a distance of 14.07 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; North 7°02'04" East, a distance of 220.01 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; North 37°37'33"West, a distance of 14.23 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set to the point of curvature of a non-tangent curve, concave to the north,having a radius of 2530.00 Feet a central angle of 095'04",and a chord of 11.09 Feet bearing North 82°02'51"West; Westerly along said curve, a distance of 11.09 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; North 8°04'42" East, a distance of 60.00 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set to the point of curvature of a non-tangent curve, concave to the north,having a radius of 2470.00 Feet a central angle of 0°13'55", and a chord of 10.00 Feet bearing South 82°02'16"East; Easterly along said curve, a distance of 10.00 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME CFA Official Release Date:07.01.2015 Page 13 of 20 North 52°22'56" East, a distance of 14.06 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; North 7°02'04" East, a distance of 89.64 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set at the point of curvature of a tangent curve, concave to the west, having a radius of 1475.00 Feet a central angle of 4°2222", and a chord of 112.54 Feet bearing North 4°50'53"East; Northerly along said curve, a distance of 112.57 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; North 2°39'42" East, a distance of 49.83 Feet to a 1/2" iron roe with plastic cap stamped "RPLS 4818" set; North 42'20'18"West, a distance of 14.14 Feet to a 1/2" iron rod with plastic cap stamped"RPLS 4818" set; North 87°20'18"West, a distance of 10.00 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; North 2°39'42" East, a distance of 50.00 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; South.87°20'18" East, a distance of 10.00 Feet to a 1/2" iron rocl with plastic cap stamped "RPLS 4818" set; North 47°39'42" East, a distance of 14.14 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; North 2°39'42" East, a.distance of 220.21 Feet to a 1/2" iron roc. with plastic cap stamped "RPLS 4818" set; North 41°46'15" West, a distance of 14.28 Feet to a 1/2" iron rod with plastic cap stamped"RPLS 4818" set to the point of curvature of a non-tangent curve, concave to the north,having a radius of 1515.00 Feet a central angle of 0°37'55",and a chord of 16.71 F(!et bearing North 85°41'55"West; Westerly along said curve, a distance of 16.71 Feet to a 1/2" i-on rod with plastic cap stamped "RPLS 4818" set; North 4°37'02" East, a distance of 50.00 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set to the point of curvature of a non-tangent curve, concave to the north,having a radius of 1465.00 Feet a central angle of 0°23'28",and a chord of 10.00 Feet bearing South 8503442"East; City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME CFA Official Release Date:07.01.2015 Page 14 of 20 Easterly along said curve, a distance of 10.00 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; North 48°20'46" East, a distance of 13.97 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; North 2°39'42" East, a distance of 74.07 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; South 87°20'18" East, a distance of 60.00 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; North 2°39'42" East, a distance of 35.96 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set to the point of curvature of a non-tangent curve, concave to the north,having a radius of 1345.00 Feet a central angle of 44'01'54", and a chord of 1008.38 Feet bearing North 69°22'04" East; Easterly along said curve, a distance of 1033.63 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; South 44°02'57"East, a distance of 35.92 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; North 45°56'46" East, a distance of 66.00 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; North 44°03'14"West, a distance of 35.92 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set to the point of curvature of a non-tangent curve, concave to the northwest, having a radius of 1345.00 Feet a central angle of 5°07'33", and a chord of 120.29 Feet bearing North 41°58'38" East; Northeasterly along said curve,a distance of 120.3 3 Feet to a 1/2"iron rod with plastic cap stamped "RPLS 4818" set; North 44°03'14"West, a distance of 10.07 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set to the point of curvature of a non-tangent curve, concave to the northwest, having a radius of 1335.00 Feet a central angle of 2°50'04", and a chord of 66.03 Feet bearing North 37°56'53" East; Northeasterly along said curve,a distance of 66.04 Feet to a 1/2"iron rod with plastic cap stamped "RPLS 4818" set; City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME CFA Official Release Date:07.01.2015 Page 15 of 20 North 36°3 V51"East,a distance of 169.50 Feet to a 1/2"iron rod with plastic cap stamped"RPLS 4818" set at the point of curvature of a tangent curve, concave to the southeast,having a radius of 1145.00 Feet a central angle of 4007'31",and a chord of 82.42 Feet bearing North 38°35'37"East; Northeasterly along said curve, a distance of 82.44 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; North 86°54'26" East, a distance of 13.89 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; South 47°05'30" East, a distance of 14.23 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; North 42054'30" East, a distance of 60.00 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; North 47005'30"West, a distance of 14.49 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818"set to the point of curvature of a non-tangent curve,concave to the southeast,having a radius of 1135.00 Feet a central angle of 46006'42", and a chord of 889.00 Feet bearing North 670 13'34" East; Northeasterly along said curve,a distance of 913.45 Feet to a 1/2"iron rod with plastic cap stamped "RPLS 4818" set; South 89043'05" East, a distance of 81.58 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; South 0°16'55" West, a distance of 3.50 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; South 89043'05" East, a distance of 60.00 Feet to a 1/2" iron roc; with plastic cap stamped "RPLS 4818" set; North 0016'55" East, a distance of 3.50 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; South 89043'05"East,a distance of 307.02 Feet to a 1/2"iron rod with plastic cap stamped"RPLS 4818" set; South 47°35'05" East, a distance of 7.16 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set to the point of curvature of a non-tangent curve, concave to the east,having a radius of City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME CFA Official Release Date:07.01.2015 Page 16 of 20 1275.00 Feet a central angle of 10°42'20", and a chord of 237.88 Feet bearing South 11°12'12" East; Southerly along said curve, a distance of 238.23 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; South 0°27'26" East, a distance of 125.57 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; South 89°43'05" East, a distance of 25.00 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set in the east line of said Northstar tract; THENCE South 0°2726"East,along said east line, a distance of 1942.04 Feet to a "X"cut found at the most northerly southeast corner of said Northstar tract and in said west right-of-way line; THENCE South 32005'41"West, departing said east line and continuing along said west right-of- way line, a distance of 482.26 Feet to the POINT OF BEGINNING and containing a computed area of 137.565 Acres,more or less. TRACT TWO BEING a 5.325 Acres of land out of the T. & P. R.R. Company Survey,Abstract Number 1035, Wise County Texas and being a portion of that certain tract of land described in deed to 170 Northstar Ranch Developer, Inc., recorded in Instrument Number D218275295, Deed Records, Tarrant County, Texas, Instrument Number D 145498, Deed Records, Denton County, Texas, and Instrument Number 2018145902, Official Records, Wise County, Texas. The bearings for this survey are based on the Texas State Plane Coordinate System, Texas North Central Zone (4202), North American Datum 1983, as determined using static observations and NOAA/NGS OPUS calculations. Said 5.325 Acres being described by metes and bounds as follows: Commencing at a 5/8" iron rod found at the most westerly southwest corner of said Northstar tract, and being the northwest corner of Haslet Heights III, as recorded in Cabinet A, Slide 3327, Plat Records, Tarrant County, Texas, and being in the east right-of-way line of US Highway 287/US Highway 81, a variable width right-of-way; THENCE North 13°40'04"West, along the west line of said Northstar tract, and said east right-of- way line,a distance of 467.80 Feet to a TXDOT monument found; THENCE departing said west line and said east right-of-way line and continuing over and across said Northstar tract the following courses and distances: City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME CFA Official Release Date:07.01.2015 Page 17 of 20 North 88°37'05"East, a distance of 890.17 Feet to a 1/2"iron rod with plastic cap stamped"RPLS 4818" set, same being the POINT OF BEGINNING; North 00°20'57"West,a distance of 180.00 Feet to a 1/2" iron rod with plastic cap stamped"RPLS 4818" set; North 20°08'05"West,a distance of 224.56 Feet to a 1/2" iron rod with plastic cap stamped"RPLS 4818" set; North 33'01'42"West,a distance of 170.00 Feet to a 1/2"iron roil with plastic cap stamped"RPLS 4818" set; North 56'58'18"East, a distance of 125.00 Feet to a 1/2"iron rod with plastic cap stamped"RPLS 4818" set; North 11°58'18" East, a distance of 12.02 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; North 56°58'18" East, a distance of 63.00 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; South 78'01'42" East, a distance of 12.02 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; North 56'58'18"East, a distance of 154.44 Feet to a 1/2" iron rod with plastic cap stamped"RPLS 4818" set at the point of curvature of a tangent curve, concave to the southeast, having a radius of 1123.00 Feet a central angle of 01°47'59",and a chord of 35.28 Feet bearing North 57°52'17"East; Northeasterly along said curve, a distance of 35.28 Feet to a 1/2," iron rod with plastic cap stamped "RPLS 4818" set; South 31°13'43" East, a distance of 169.53 Feet to a 1/2" iron rocs with plastic cap stamped"RPLS 4818" set; South 14°31'16" East,a distance of 156.31 Feet to a 1/2" iron rod with plastic cap stamped"RPLS 4818" set; South 00°20'57" East, a distance of 360.00 Feet to a 1/2" iron roil with plastic cap stamped"RPLS 4918" set; North 8999'03" East, a distance of 120.18 Feet to a 1/2" iron rocs with plastic cap stamped"RPLS 4818" set; City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME CFA Official Release Date:07.01.2015 Page 18 of 20 South 00°20'57" East, a distance of 30.00 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; South 8999'03"West,a distance of 120.18 Feet to a 1/2" iron rod with plastic cap stamped"RPLS 4818" set; South 00°20'57" East, a distance of 60.00 Feet to a 1/2" iron rod with plastic cap stamped "RPLS 4818" set; South.899 9'03"West, a distance of 290.00 Feet to the POINT OF BEGINNING and containing a computed area of 5.325 Acres, more or less. City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME CFA Official Release Date:07.01.2015 Page 19 of 20 EXHIBIT B APPROVED BUDGET Section I Water $1,248 523.30 Sewer $1,2792431.70 Subtotal $2-,527,955.00 Section II Interior Streets $3,195,265.72 Storm Drains $1586973250 Subtotal $5,064;998.22 Section III Street Lights S :46,489,00 Sub-total $246,489.00 TOTAL $7,839,442.22 City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME CFA Official Release Date:07.01.2015 Page 20 of 20