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HomeMy WebLinkAboutContract 52513 Jul 8,2019 CSC No.52513 1:17 PM DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK This DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK ("Agreement") is entered into by the City of Fort Worth, Texas, a home-rule municipal corporation situated in Tarrant,Denton,Johnson,Wise and Parker Counties,Texas("City"),acting by and through its duly authorized Assistant City Manager; Sun Valley Industrial Park, L.P.; Sun Valley Properties, L.P.; South Loop 820, L.P.; Mosson L.P.; 5301 Sun Valley Drive, L. P.; SM Equities, LLC; and Sun Valley Developers, LLC, acting by and through their duly authorized representatives. RECITALS WHEREAS, Sun Valley Industrial Park, L.P.; Sun Valley Properties, L.P.; South Loop 820, L.P.; Mosson L.P.; 5301 Sun Valley Drive, L. P.; SM Equities, LLC shall be referred to in this Agreement collectively as the"Owner"; and WHEREAS, Sun Valley Developers, LLC shall be referred to in this Agreement as "Developer'; and WHEREAS, City, Owner and Developer shall be referred to in this Agreement individually as a"Party" and collectively as the "Parties"; and WHEREAS, the City and individual Owner entities or affiliates of Owner entities have been involved in a series of understandings and agreements related to the development of a location in the City of Fort Worth generally described as Greater Sun Valley Industrial Park Service Area A as more specifically set forth in Exhibit "A" which is attached hereto and incorporated herein for all purposes; and WHEREAS, the City,Empire Texas Equities,Ltd. ("Empire"), and Sun Valley Industrial Park, L.P. entered into an Economic Development Program Agreement, City Secretary Contract Number 43575, for the construction of public infrastructure and the expenditure of at least one million seven hundred thousand dollars in construction cost on two industrial-use buildings of at least twenty-five thousand square feet; and WHEREAS, the City and Sun Valley Industrial Park, L.P. entered into a Community Facilities Agreement, City Secretary Contract Number 43846, for the construction of public infrastructure required by the Economic Development Program Agreement; and WHEREAS,the City and Sun Valley Industrial Park,L.P. entered into a Memorandum of Understanding, City Secretary Contract Number 44744, by which it was determined that Sun Valley Industrial Park, L.P. was required to provided $357,441.32 worth of paving and storm drainage improvements to the western one-half of Marie Jones Road based on a rough proportionality analysis; and C�FFEC1Aa RECORD CITY SECRETARY FT`. t1U®RTH,TX DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK WHEREAS, during the design of the improvements contemplated by City Secretary Contract No. 44744 it was determined that the improvements could cause an increased risk of flooding within Sun Valley Industrial Park and the surrounding,area; and WHEREAS, the City entered into an agreement with Dunaway Associates, L.P. ("Dunaway") in City Secretary Contract Number 46506 for Dunaway to perform the Sun Valley Regional Drainage Study to develop a conceptual regional storm water management solution for the Sun Valley Industrial Park; and WHEREAS, Dunaway has now been retained by Empire as the design consultant for Owner's proposed plan for future development in Greater Sun Valley Industrial Park Service Area A; and WHEREAS, after detailed storm drain detention modeling performed by Dunaway and further review of Owner's future proposed development in Sun Valley Industrial Park, Dunaway has designed a public regional detention basin providing 12.73 acre-feet of storage ("Regional Detention Basin") within Lot 24X, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, as further identified in Attachment 1 to this Agreement as Exhibit#57,that will serve lots located with the Southern Sub-Region of Greater Sun Valley Industrial Park Service Area A. The Southern Sub-Region of Greater Sun Valley Industrial Park Service Area A is depicted in Exhibit"A"of this Agreement; and WHEREAS, City and Owner have agreed that Owner shall be responsible for twenty- five percent (25%) of the cost of the Regional Detention Basin ("Developer's Share"), and the City shall be responsible for severity-five percent (75%) of the cost of the Regional Detention Basin("City's Share")as set forth in this Agreement. City and Empire further agree that the City's Share shall not exceed$2,300,000.00 and in the event the City'ss Share reaches $2,300,000 Owner shall be responsible for one hundred percent (100%) of the additional costs exceeding $2,300,000.00; and WHEREAS,Dunaway has designed a private linear detention pond providing 0.401 acre- feet of peak storage ("Linear Detention Pond') that will serve 'ots located in the Northern Sub- Region of Greater Sun Valley Industrial Park Service Area A a s depicted in Exhibit "A" of this Agreement. The City and Empire agree that the City shall not participate in any of the cost of the Linear Detention Pond; and WHEREAS,the City and Owner desire to enter into this Agreement to establish the duties and responsibilities of the Parties and the benefits that will be conferred upon the Parties as a result of this Agreement; NOW THEREFORE, for and in consideration of the mutual agreements, covenants, and conditions hereinafter set forth,the Parties agree as follows: SECTION 1 INCORPORATION OF RECITALS DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 2 of 39 1.1 The recitals set forth above are true and correct and form the basis upon which the Parties have entered into this Agreement and are incorporated into this Agreement. SECTION 2 PROPERTY OWNERSHIP IN SUN VALLEY INDUSTRIAL PARK NORTHERN SUB-REGION 2.1 On the date this Agreement was executed by the Parties, the following properties within the Northern Sub-Region of Greater Sun Valley Industrial Park Service Area A were owned by Sun Valley Industrial Park, L.P.: 2.1.1 4900 David Strickland Road, Fort Worth Texas, 76119, David Strickland Survey, Abstract 1376, Tracts 39133 & 39C, as further described in Attachment 1 to this Agreement as Exhibit#1; 2.1.2 4940 David Strickland Road, Fort Worth, Texas 76119, David Strickland Survey, Abstract 1376, Tract 39C01, as further described in Attachment 1 to this Agreement as Exhibit#2; 2.1.3 4925 Vesta Farley Road, Fort Worth, Texas 76119, Lot 4, Block. 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#22; 2.1.4 4917 Vesta Farley Road, Fort Worth, Texas 76119, Lot 5, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#23; 2.1.5 4909 Vesta Farley Road, Fort Worth, Texas 76119, Lot 6, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#24; 2.1.6 4901 Vesta Farley Road, Fort Worth, Texas 76119, Lot 7, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#25; 2.1.7 4900 Vesta Farley Road, Fort Worth, Texas 76119, Lot 8, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#26; 2.1.8 4908 Vesta Farley Road, Fort Worth, Texas 76119, Lot 9, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#27; 2.1.9 4916 Vesta Farley Road, Fort Worth, Texas 76119, Lot 10, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#28; and DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 3 of 39 2.1.10 4924 Vesta Farley Road, Fort Worth, Texas 76119, Lot 11, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#29. 2.2 On the date this Agreement was executed by the Parties, the following properties within the Northern Sub-Region of Greater Sun Valley Industrial Park Service Area A were owned by Sun Valley Properties, L.P.: 2.2.1 5012 David Strickland Road, Fort Worth, Texas 76119, Lots 3, 4, 5 & 6, Block 1,Weisenberger City Addition of the City of Fort Worth,Texas,as further described in Attachment 1 to this Agreement as Exhibit#3; 2.2.2 5036 David Strickland Road,Fort Worth,,'Texas,76119,Lots 9& 10,Block 1, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#4; 2.2.3 5104 David Strickland Road, Fort Worth, Texas 76119, Lots 12, 13, 14 & 15, Block 1, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#5; 2.2.4 5227 Vesta Farley Road, Fort Worth, Texas 76119, Lot 10R1, Block 12, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#10; 2.2.5 5237 Vesta Farley Road,Fort Worth,Texas 76119,Lots 33A&34A,Block 12, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#11; 2.2.6 5229 Vesta Farley Road, Fort Worth, Texas 76119, Lots 35 & 34B, Block 12, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#12; 2.2.7 5225 Vesta Farley Road, Fort Worth, Texas 76119, Lot 36, Block 12, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#13; 2.2.8 5217 Vesta Farley Road,Fort Worth,Texas 76119,Lots 37&38,Block 12, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#14; 2.2.9 5209 Vesta Farley Road, Fort Worth, Texas 76119, Lot 40R, Block 12, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#15; DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 4 of 39 2.2.10 5021 Vesta Farley Road, Fort Worth, Texas 76119, Lot 35, Block 1, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#18; 2.2.11 5017 Vesta Farley Road, Fort Worth, Texas 76119, Lot 36, Block 1, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#19; 2.2.12 5013 Vesta Farley Road, Fort Worth, Texas 76119, Lot 37, Block 1, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#20; 2.2.13 5009 Vesta Farley Road, Fort Worth, Texas 76119, Lot 38, Block 1, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#21; 2.2.14 5000 Vesta Farley Road, Fort Worth, Texas 76119, Lot 1, Block 2, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#30; 2.2.15 5004 Vesta Farley Road, Fort Worth, Texas 76119, Lot 2, Block 2, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#31; 2.2.16 5008 Vesta Farley Road, Fort Worth, Texas 76119, Lot 3, Block 2, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#32; 2.2.17 5200 Vesta Farley Road, Fort Worth, Texas 76119, Lots 1 & 2, Block 11, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#33;and 2.2.18 5208 Vesta Farley Road, Fort Worth, Texas 76119, Lots 3 & 4, Block 11, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#34. 2.3 On the date this Agreement was executed by the Parties, the following properties within the Northern Sub-Region of Greater Sun Valley Industrial Park Service Area A were owned by South Loop 820, L.P.: 2.3.1 5216 David Strickland Road,Fort Worth, Texas 76119,Lot 4R1,Block 12, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#6; DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 5 of 39 2.3.2 5228 David Strickland Road, Fort Worth, Texas 76119, Lot 8, Block 12, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#7; 2.3.3 5236 David Strickland Road, Fort Worth, Texas 76119, Lot lOR2, Block 12, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#8; 2.3.4 5300 East Loop 820 South,Fort Worth Texas,76119,Lots 12& 13R,Block 12, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#9; 2.3.5 5133 Vesta Farley Road, Fort Worth, Texas 76119, Lots 28B, 29 & 30, Block 1,Weisenberger City Addition of the City of Fort Worth,Texas,as further described in Attachment 1 to this Agreement as Exhibit#16; and 2.3.6 5400 East Loop 820 South, Fort Worth, 'Texas 76119, Lots 12, 13, 14R1 & 14R2, Block 11, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#37. 2.4 On the date this Agreement was executed by the;Parties, the following properties within the Northern Sub-Region of Greater Sun Valley Industrial Park Service Area A were owned by Mosson L.P.: 2.4.1 5029 Vesta Farley Road, Fort Worth,Texas, 76119,Lots 33 &34,Block 1, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#17. 2.5 On the date this Agreement was executed by the Parties, the following properties within the Northern Sub-Region of Greater Sun Valley Industrial Park Service Area A were owned by 5301 Sun Valley Drive, L. P.: 2.5.1 5216 Vesta Farley Road, Fort Worth, Te).as 76119, Lots 5 & 6, Block 11, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#35; and 2.5.2 5301 Sun Valley Drive,Fort Worth,Texa 76119, Lots 7 through 11 Block 11, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as a portion of Exhibit h36. 2.6 The properties listed in Section 2 of this Agreement shall be referred to herein collectively as the"Northern Sub-Region Properties." DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 6 of 39 SECTION 3 PROPERTY OWNERSHIP IN SUN VALLEY INDUSTRIAL PARK SOUTHERN SUB-REGION 3.1 On the date this Agreement was executed by the Parties, the following properties within the Southern Sub-Region Greater Sun Valley Industrial Park Service Area A were owned by 5301 Sun Valley Drive,L. P.: 3.1.1 5301 Sun Valley Drive, Fort Worth, Texas 76119, Lots 32 through 36, Block 11, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as a portion of Exhibit#36;; and 3.1.2 5217 Sun Valley Drive, Fort Worth, Texas 76119, Lots 37 & 38,Block 11, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#38. 3.2 On the date this Agreement was executed by the Parties, the following properties within the Southern Sub-Region Greater Sun Valley Industrial Park Service Area A were owned by Sun Valley Properties, L.P.: 3.2.1 5001 Sun Valley Drive, Fort Worth, Texas 76119, Lots 38 through 40, Block 2,Weisenberger City Addition of the City of Fort Worth,Texas,as further described in Attachment 1 to this Agreement as Exhibit#39; 3.2.2 5000 Sun Valley Drive, Fort Worth, Texas 76119, Lots 1 & 2, Block 3, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#48; 3.2.3 5124 Sun Valley Drive, Fort Worth, Texas 76119, Lots 17 & 18, Block 3, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#49; 3.2.4 5136 Sun Valley Drive, Fort Worth, Texas 76119, Lots 19 & 20, Block 3, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#50; 3.2.5 5300 Sun Valley Drive Fort Worth, Texas 76119, Lots 10 & 11, Block 10, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#51; 3.2.6 5304 Sun Valley Drive, Fort Worth, Texas 76119, Lot 12, Block 10, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#52; DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 7 of 39 3.3 On the date this Agreement was executed by the Parties, the following properties within the Southern Sub-Region of Greater Sun Valley Industrial Park Service Area A were owned by Sun Valley Industrial Park, L.P.: 3.3.1 4925 Sun Valley Drive, Fort Worth, Texas 76119, Lot 12, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#40; 3.3.2 4917 Sun Valley Drive, Fort Worth, Texas 76119, Lot 13, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#41; 3.3.3 4909 Sun Valley Drive, Fort Worth, Texas 76119,.Lot 14, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#42; 3.3.4 4901 Sun Valley Drive, Fort Worth, Texas 76119, Lot 15, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#43; 3.3.5 4900 Sun Valley Drive, Fort Worth, Texas 76119, Lot 16, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#44; 3.3.6 4908 Sun Valley Drive, Fort Worth, Texas 76119, Lot 17, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#45; 3.3.7 4916 Sun Valley Drive, Fort Worth, Texas 76119, Lot 18, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#46; 3.3.8 4924 Sun Valley Drive, Fort Worth, Texas 76119, Lot 19, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#47; 3.3.9 4925 Kaltenbrun Road, Fort Worth, Texas 76119, Lot 20, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#53; 3.3.10 4917 Kaltenbrun Road, Fort Worth, Texas 76119, Lot 21, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#54; DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 8 of 39 3.3.11 4909 Kaltenbrun Road, Fort Worth, Texas 76119, Lot 22, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#55; 3.3.12 4901 Kaltenbrun Road, Fort Worth, Texas 76119, Lot 23, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#56; 3.3.13 4900 Kaltenbrun Road, Fort Worth, Texas 76119, Lot 24X, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#57; 3.3.14 4908 Kaltenbrun Road, Fort Worth, Texas 76119, Lot 25R, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#58; 3.3.15 4916 Kaltenbrun Road, Fort Worth, Texas 76119, Lot 26, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#59; 3.3.16 4924 Kaltenbrun Road, Fort Worth, Texas 76119, Lot 27, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#60; and 3.3.17 5528 Marie Jones Road, Fort Worth, Texas 76119, Lot 28, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#61. 3.4 On the date this Agreement was executed by the Parties, the following properties within the Southern Sub-Region of Greater Sun Valley Industrial Park Service Area A were owned by SM Equities, LLC: 3.4.1 5104 Kaltenbrun Road, Fort Worth, Texas 76119, Lot 12, Block 4, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#62; and 3.4.2 5108 Kaltenbrun Road, Fort Worth, Texas 76119, Lot 13, Block 4, Weisenberger City Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#63. 3.5 The properties listed in Section 3 of this Agreement shall be referred to herein collectively as the"Southern Sub-Region Properties." SECTION 4 AGREEMENT LIMITED TO PROPERTIES LISTED HEREIN DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 9 of 39 4.1 The benefits conferred by this Agreement shall not apply to any property that is not listed in Sections 2 or 3 of this Agreement at the time this Agreement is executed by the Parties. If any additional properties not listed in Sections 2 or 3 of this Agreement that are located in the Greater Sun Valley Industrial Park Service Area A are obtained by Owner after execution of this Agreement, Owner shall not enjoy the benefits of this Agreement with respect to those properties. SECTION 5 AGREEMENTS REQUIRED FOR DEVELOPMENT 5.1 Owner and Developer shall not develop any property within the Greater Sun Valley Industrial Park Service Area A and the City shall not approve a final plat or issue a building permit for any property located with the Greater Sun Valley Industrial Park Service Area A that are owned by Owner or Developer until the Community Facilities Agreement for the Regional Detention Basin has been executed by' the Owner, Developer, and City, and the Stormwater Facility Maintenance Agreement for the Linear Detention Pond has been executed by Owner and City. SECTION 6 REGIONAL DETENTION BASIN 6.1 Except as provided in Section 9 of this Agreement,Sun Valley Industrial Park,L.P., in conjunction with Dunaway, have designed and Developer shall construct a public Regional Detention Basin on Lot 24X, Block 1 of the Sun Valley Industrial Park Addition of the City of Fort Worth to provide 12.73 acre-feet of storage for the Southern Sub-Region of Greater Sun Valley Industrial Park Service Area A. 6.2 Sun Valley Industrial Park, L.P. has submitted engineering and construction plans designed by Dunaway for the Regional Detention Basin to the City's Infrastructure Plan Review Center for review. Review and acceptance of the plans by the City shall not relieve Sun Valley Industrial Park, L.P., Developer or Dunaway of liability for any errors or omissions with respect to the plans. City shall retain its sovereign immunity with respect to the design and construction of the Regional Detention Basin. 6.3 Developer shall construct the Regional Detention Basin pursuant to a Community Facilities Agreement ("CFA") executed between the City, Developer and Sun Valley Industrial Park, L.P. Developer and Sun Valley Industrial Park, L.P. shall comply with the City's CFA Policy with regard to the design and construction of the Regional Detention Basin. Developer shall publicly bid the construction of the Regional Detention Basin in coordination with the City. The winning responsible low bidder shall be selected to construct the Regional Detention Basin. The City will make progress payments to Developer no more frequently than one time per month during construction of the Regional Detention Basin based upon invoices signed by the contractor and approved by the City and Developer,in order for Developer to pay the construction contractor or reimburse Developer for payments to the construction contractor. 6.4 After construction of the Regional Detention Basin by Developer and acceptance of the Regional Detention Basin by the City, Sun Valley Industrial Park, L.P. shall transfer ownership of Lot 24X, Block 1 of the Sun Valley Industrial Park Addition of the City of Fort DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 10 of 39 Worth, a 3.361 acre lot upon which the Regional Detention Basin is constructed, by donating the lot to the City without any cost to the City. Sun Valley Industrial Park, L.P. shall receive credit towards Developer's Share of the cost of the Regional Detention Basin for the value of the donated lot, with an agreed value of$3.31 per square foot, for a total credit of$484,601.08. 6.5 After acceptance of the Regional Detention Basin by the City, the Regional Detention Basin shall become a capital asset of the City and the City shall be responsible for the maintenance of the Regional Detention Basin. Sun Valley Industrial Park, L.P. or a property owner's association created by Owner shall execute a storm water detention pond maintenance services agreement with the City whereby Sun Valley Industrial Park, L.P., or a property owner's association, shall provide complete maintenance of all of trees, pre-cast screening wall and metal fencing and may at its option provide enhanced maintenance of landscaping on the lot on which the Regional Detention Basin is located that exceeds the level of maintenance the City would normally provide. 6.6 Based upon the benefit conferred by the Regional Detention Basin as outlined in Subsection 6.7 of this Agreement, Owner and Developer shall be responsible for twenty-five percent(25%)of the cost of the Regional Detention Basin("Developer's Share")and the City shall be responsible for seventy-five percent(75%)of the cost of the Regional Detention Basin("City's Share")as set forth in this Agreement. The cost of the Regional Detention Basin shall only include design and engineering, value of donated land, construction, material testing and inspection fees, bond premiums, and relocation of utilities. Attorney fees shall not be included in the cost of the Regional Detention Basin. Each Party shall be responsible for their own attorney fees. As part of the CFA, Owner and Developer have chosen to install an irrigation system and trees on the lot where the Region Detention Basin will be constructed and to pay the difference in the cost to upgrade the chain-link fence to a wrought iron fence ("elective improvements"). Owner and Developer will not receive credit towards Owner's Share of the cost of the Regional Detention Basin for the cost of the elective improvements. Owner and Developer may receive a credit toward Owner's Share of the cost of the Regional Detention Basin for construction management services, but City shall not pay any fee to Owner or Developer for construction management services. Owner and Developer shall receive credit towards Developer's Share of the cost of the Regional Detention Basin for the engineering design and engineering project coordination Based upon the Assumptions and a detailed study(SWM-2016-0616)that was conducted by Dunaway, Dunaway has determined that the Regional Detention Basin will provide 2.97 acre feet of storage volume for Owner's properties located in the Southern Sub-Region of Greater Sun Valley Industrial Park Service Area A when the properties are developed in accordance with the Assumptions. The remaining 9.76 acre-feet of storage volume of the Regional Detention Basin shall provide a regional public benefit. The formula for the 25% Developer Share and 75% City's Share of the cost of the Regional Detention Basin is based upon the 2.97 acre-feet storage volume provided to Owner's properties located in the Southern Sub-Region of Greater Sun Valley Industrial Park Service Area A. 6.8 Upon acceptance of the Regional Detention Basin by the City,the City, Owner and Developer will reconcile the cost of the Regional Detention basin to determine the Developer's Share and the City's Share of the cost. Either Party may be liable to the other Party for a payment DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page It of 39 to reconcile the 25% and 75% cost allocation, limited by the City's maximum contribution of $2,300,000.00. 6.9 Dunaway has determined that based upon the Assumptions,the Regional Detention Basin will meet Owner's peak flow rate requirement for each of Owner's lots in the Southern Sub- Region of Greater Sun Valley Industrial Park Service Area A when those properties are developed in accordance with the Assumptions. The analysis performed by Dunaway assumes that future development in Greater Sun Valley Industrial Park Service Area A will convey storm water directly into public right-of-way or public drainage easements. Future development will have to meet City drainage criteria in effect at the time of development, but each of Owner's lots will receive the benefit of the Regional Detention Basin set forth in this Agreement. Upon acceptance of the Regional Detention Basin by the City,Owner shall file a notice in the deed records of Tarrant County, Texas, in substantially the form set forth in Exhibit "B" of this Agreement, for each property owned by Owner that is listed in Section 2 of this Agreement. SECTION 7 LINEAR DETENTION POND 7.1 Except as provided in Section 9 of this Agreement, Owner, in conjunction with Dunaway,will design and construct a Linear Detention Pond on the following lots that will provide 0.401 acre-feet of peak storage volume for the Northern Sub-Region of Greater Sun Valley Industrial Park Service Area A: 7.1.1 4908 Vesta Farley Road, Fort Worth, Texas 76119, Lot 9, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#27; 7.1.2 4916 Vesta Farley Road, Fort Worth, Texas 76119, Lot 10, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#28; 7.1.3 4909 Sun Valley Drive, Fort Worth, Texas 76119, Lot 14, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#42; and 7.1.4 4901 Sun Valley Drive, Fort Worth, Texas 76119, Lot 15, Block 1, Sun Valley Industrial Park Addition of the City of Fort Worth, Texas, as further described in Attachment 1 to this Agreement as Exhibit#43. 7.2 Owner has submitted engineering plans designed by Dunaway for the Linear Detention Pond to the City showing that the Linear Detention Pond meets the requirements contained in the City's Drainage Criteria Manual. Review of the plans by the City shall not relieve Owner or Dunaway of liability for any errors or omissions with respect to the plans. City shall retain its sovereign immunity with respect to the design of the Linear Detention Pond. DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 12 of 39 7.3 Owner will construct the Linear Detention Pond in accordance with the plans prepared by Dunaway. City shall not participate in any of the cost of the Linear Detention Pond. 7.4 No later than thirty(30) days after executing this Agreement, Owner shall execute a storm water facility maintenance agreement with the City by which Owner will agree to maintain the Linear Detention Pond. Owner may contract with a property owner's association created by Owner for management of the storm water facility maintenance agreement. 7.5 To determine the storm water peak flow rate mitigation benefit provided by the Linear Detention Pond, the Soil Conservation Service hydrologic method has been used. The following assumptions were used for the calculation: Type D soils, and 100% impervious area with a curve number of 98, in accordance with the North Texas Council of Governments iSWM Technical Manual on Hydrology (September 2014 Edition). Based on a detailed study (SWM- 2016-0616) that Dunaway completed, Dunaway has determined that the Linear Detention Pond will provide 0.401 acre feet of peak storage volume for Owner's properties located in the Northern Sub-Region of Greater Sun Valley Industrial Park Service Area A when the properties are developed in accordance with the Assumptions. Future development will have to meet City drainage criteria in effect at the time of development, but Owner's properties located in the Northern Sub-Region of Greater Sun Valley Industrial Park Service Area A will receive the benefit of the Linear Detention Pond set forth in this Agreement so long as the Linear Detention Pond is in existence and is properly maintained. The analysis performed by Dunaway assumes that future development in Greater Sun Valley Industrial Park Service Area A will convey storm water directly into public right-of-way or public drainage easements. After construction of the Linear Detention Pond by Owner, Owner shall file a notice in the deed records of Tarrant County, Texas, in substantially the form set forth in Exhibit"C" of this Agreement, for each property owned by Owner that is listed in Section 3 of this Agreement. SECTION 8 LIMITATION ON BENEFITS OF REGIONAL DETENTION BASIN AND LINEAR DETENTION POND 8.1 The benefit to Owner of the Regional Detention Basin is limited to meeting the City's storm water peak flow rate requirements based upon the Assumptions for Owner's properties that are located in the Southern Sub-Region of Greater Sun Valley Industrial Park Service Area A and listed in Section 4 of this Agreement. The benefit to Owner of the Linear Detention Pond is limited to meeting the City's storm water peak flow rate requirements based upon the Assumptions for Owner's properties that are located in the Northern Sub-Region of Greater Sun Valley Industrial Park Service Area A and listed in Section 3 of this Agreement. NOTHING IN THIS AGREEMENT SHALL BE CONSTRUED TO EXEMPT OWNER FROM ANY OTHER STORM WATER REQUIREMENT OF THE CITY OF FORT WORTH OR ANY OTHER GOVERMENTAL ENTITY WITH RESPECT TO OWNER'S PROPERTIES LOCATED IN SUN VALLEY INDUSTRIAL PARK AND LISTED IN SECTIONS 3 AND 4 OF THIS AGREEMENT. EXECUTION OF THIS AGREEMENT AND CONSTRUCTION OF THE REGIONAL DETENTION BASIN AND THE LINEAR DETENTION POND SHALL NOT AUTHORIZE OWNER TO ALTER THE DIRECTION OR INTENSITY OF THE FLOW OF WATER ONTO NEIGHBORING PROPERTIES. OWNER SHALL COMPLY WITH DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 13 of 39 SECTION 11.086 OF THE TEXAS WATER CODE AND ALL OTHER FEDERAL, STATE AND LOCAL LAWS RELATED TO STORM WATER. The benefits of this Agreement for properties served by the Regional Detention Basin shall cease to exist if the Regional Detention Basin is removed. The benefit of this Agreement for properties served by the Linear Detention Pond shall cease to exist if the Linear Detention Pond is removed or is not properly maintained. 8.2 If the City's stormwater design criteria changes in the future, Owner's lots shall receive the benefits set forth in this Agreement, but shall be required to meet any additional standards or regulations set forth in the design criteria then in effect. 8.3 City and Owner agree that in accordance with Section 1.3 of the City of Fort Worth Stormwater Criteria Manual,the Stormwater Criteria shall be applicable to any future development or redevelopment of any of Owner's lots in Greater Sun Valley Industrial Park Service Area A that Owner owns at the time this Agreement is executed,even if the land disturbing activity is less than 1.0 acre, because the activity is part of a common plan of development that is 1.0 acre or more, because of the drainage study Dunaway has performed and this Agreement. SECTION 9 ELECTION NOT TO PROCEED 9.1 Should Owner and Developer elect not to construct the Regional Detention Basin or the Linear Detention Pond,the benefits of this Agreement for Owner's properties in Sections 2 and 3 of this Agreement shall not exist, and Owner shall 'be required to submit new plats, infrastructure plans, engineering studies, and building permits to the City for development of Owner's properties in Greater Sun Valley Industrial Park Service Area A. SECTION 10 TERMINATION OF CITY SECRETARY CONTRACT NUMBER 44744 10.1 Upon execution of this Agreement, Owner and City shall execute a notice of termination of City Secretary Contract Number 44744. SECTION 11 FUTURE DEVELOPMENT BY OWNER 11.1 Owner understands and agrees that execution of this Agreement does not alleviate the requirement that any requests for a plat,replat,or building permit for any of Owner's properties listed in Sections 2 and 3 of this Agreement shall be reviewed by the City for a determination of any required public infrastructure construction, dedication of]land or payment of fees by Owner that are roughly proportionate to the proposed development. SECTION 12 NON-DISCRIMINATION 12.1 Owner and Developer shall not engage in any unlawful discrimination based on race, creed, color, national origin, sex, age, religion, disability, marital status, citizenship status, DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 14 of 39 sexual orientation or any other prohibited criteria in any employment decisions relating to this Agreement, and Owner and Developer represent and warrant that to the extent required by applicable laws,they are an equal opportunity employer and shall comply with all applicable laws and regulations in any employment decisions. SECTION 13 CHARITABLE ORGANIZATION 13.1 Owner and Developer agree that, if they are a charitable organization, corporation, entity or individual enterprise having, claiming, or entitled to any immunity,exemption(statutory or otherwise) or limitation from and against liability Act of 1987, C.P.R.C., § 84.001 et seq., or other applicable law, that Owner and Developer hereby expressly waives their right to assert or plead defensively any such immunity or limitation of liability as against City. SECTION 14 INDEPENDENT CONTRACTOR 14.1 It is expressly understood and agreed that Owner and Developer and their employees, representative, agents, servants, officers, contractors, subcontractors, and volunteers shall operate as independent contractors as to all duties,rights and privileges under this Agreement, and not as agents, representatives or employees of City. Subject to and in accordance with the conditions and provisions of this Agreement, Owner and Developer shall have the exclusive right to control the details of their operations and activities and be solely responsible for the acts and omissions of their employees, representative, agents, servants, officers, contractors, subcontractors, and volunteers. Owner and Developer acknowledges that the doctrine of respondeat superior shall not apply as between the City and its officers, representatives, agents, servants and employees, and Owner and Developer and their employees, representative, agents, servants,officers,contractors,subcontractors,and volunteers. Owner and Developer further agree that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and Owner or Developer. It is further understood that City shall in no way be considered a Co-employer or a Joint employer of Owner or Developer or any employees,representative,agents, servants, officers, contractors, subcontractors, and volunteers of Owner or Developer. Neither Owner or Developer,nor any officers, agents, servants,employees or subcontractors of Owner or Developer shall be entitled to any employment benefits from City. Owner and Developer shall be responsible and liable for any and all payment and reporting of taxes on behalf of itself, and any of employees, representative, agents, servants, officers, contractors, subcontractors, and volunteers. 14.2 City,through its authorized representatives and employees, shall have the sole and exclusive right to exercise jurisdiction and control over City employees. Owner and Developer represents that all of their employees and subcontractors who perform under this Agreement shall be qualified and competent to perform the duties set forth herein. SECTION 15 INDEMNIFICATION DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 15 of 39 15.1 INDEMNIFICATION OWNER AND DEVELOPER AGREE TO INDEMNIFY, DEFEND, AND HOLD HARMLESS THE CITY, ITS OFFICERS, AGENTS, SERVANTS, REPRESENTATIVES, AND EMPLOYEES FOR, FROMAND AGAINST ANY AND ALL CLAIMS, LAWSUITS, ACTIONS, COSTS, AND EXPENSES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, THOSE FOR PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO ANY BUSINESS AND ANY RES UL TING LOST PROFITS) AND PERSONAL INJURY (INCLUDING, BUT NOT LIMITED TO, DEATH) THAT MAYRELATE TO,ARISE OUT OF, OR BE OCCASIONED BY(i) OWNER OR DEVELOPER'S BREACH OF ANY OF THE TERMS OR PROVISIONS OF THIS AGREEMENT OR(ii)ANYACT OR OMISSION OF OWNER OR DEVELOPER, OR THEIR OFFICERS, AGENTS, ASSOCIATES, EMPLOYEES, REPRESENTATIVES, VOLUNTEERS, CONTRACTORS (OTHER THAN THE CITY), OR SUBCONTRACTORS, RELATED TO THE PERFORMANCE OF THIS AGREEMENT, EVEN IF SUCH LIABILITIES ARISE FROM OR ARE ATTRIBUTABLE TO ANY ACT, OMISSION, NEGLIGENCE, GROSS NEGLIGENCE, BREACH OF CONTRACT, INTENTIONAL CONDUCT, VIOLATION OF STATUTE OR COMMON LAW, BREACH OF WARRANTY, PRODUCT DEFECT, STRICT PRODUCT LIABILITY, OR ANY OTHER ACT, OMISSION, OR CONDITION WHATSOEVER OF THE CITY OR ITS PROPERTY. SECTION 16 INSURANCE REQUIREMENTS 16.1 General Requirements. Owner and Developer shall furnish to City in a timely manner,but not later than the start of the Term of this Agreement,certificates of insurance as proof that they have secured and paid for the policies of insurance specified herein. If City has not received such certificates by such date, Owner, Developer or both shall be in default of the Agreement and City may, at its option, terminate the Agreement. Owner and Developer shall maintain the following coverages and limits thereof: 16.1.1 Commercial General Liability(CGL) Insurance i. $2,000,000 each occurrence; ii. $3,000,000 general aggregate per project; iii. $3,000,000 product/completed operations aggregate; and 16.1.2 Business Automobile Liability Insurance i. $1,000,000 each accident on a combined single limit or $250,000 Property Damage; ii. $500,000 Bodily Injury per person per occurrence; and iii. Insurance policy shall be endorsed to cover"Any Auto", defined as autos owned, hired, and non-owned when said vehicle is used in the course of this Agreement. 16.1.3 Workers' Compensation Insurance DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL DARK Page 16 of 39 i. Part A: Statutory Limits; and ii. Part B: Employer's Liability (1) $100,000 each accident; (2) $100,000 disease-each employee; and (3) $500,000 disease-policy limit 16.1.4 Professional Liability Insurance i. $1,000,000.00 each occurrence; and ii. $1,000,000.00 aggregate occurrence 16.1.5 Environmental Impairment Liability(EIL)and Pollution Liability i. $2,000,000 per occurrence; and ii. $2,000,000 aggregate 16.2 Additional Requirements 16.2.1 Such insurance amounts shall be revised upward at City's reasonable option and no more frequently than once every twelve (12)months, and City shall revise such amounts within thirty (30) calendar days following notice to Owner or Developer of such requirements. 16.2.2 Where applicable, insurance policies required herein shall be endorsed to include City as an additional insured as its interest may appear. Additional insured parties shall include employees, representatives, officers, agents, and volunteers of City. 16.2.3 The Workers' Compensation Insurance policy shall be endorsed to include a waiver of subrogation, also referred to as a waiver of rights of recovery, in favor of City. Such insurance shall cover employees performing work on any and all Services and projects. Owner and Developer shall maintain coverages, if applicable. 16.2.4 Any failure on the part of City to request certificate(s)of insurance shall not be construed as a waiver of such requirement or as a waiver of the insurance requirements themselves. 16.2.5 Insurers of Owner's and Developer's insurance policies shall be licensed to do business in the state of Texas by the Department of Insurance or be otherwise eligible and authorized to do business in the state of Texas. Insurers shall be acceptable to City insofar as their financial strength and solvency and each such company shall have a current minimum A.M. Best Key Rating Guide rating of A-: VII or other equivalent insurance industry standard rating otherwise approved by City. DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 17 of 39 16.2.6 Deductible limits on insurance policies shall not exceed $10,000 per occurrence unless otherwise approved by City. 16.2.7 In the event there are any local, federal or other regulatory insurance or bonding requirements for Owner's or Developer's operations, and such requirements exceed those specified herein,the former shall prevail. 16.2.8 Owner and Developer shall require their contractors and subcontractors to maintain applicable insurance coverages, limits, and other requirements as those specified herein; and, Owner and Developer shall require their contractors and subcontractors to provide Owner, Developer and City with certificate(s) of insurance documenting such coverage. Also, Owner and Developer shall require their subcontractors to have City and Developer endorsed as additional insureds (as their interest may appear) on their respective insurance policies. SECTION 17 COMPLIANCE WITH LA` IS 17.1 This Agreement is subject to all applicable federal., state and local laws,ordinances, rules and regulations, including, but not limited to, all provisions of the City's Charter and ordinances, as amended. Owner and Developer agree to comply with all applicable laws in performing the Services pursuant to this Agreement. 17.2 If City notifies Owner or Developer, or any of their officers, agents, employees, contractors, subcontractors, licensees, volunteers, or invitees of any violation of such laws, ordinances, rules or regulations, Owner and Developer shall immediately desist from and correct the violation. SECTION 18 PERMITS AND LIENS 18.1 Owner and Developer shall obtain and keep in effect at their own cost and expense all licenses and permits, and pay all taxes incurred or required in connection with this Agreement and its operations hereunder. 18.2 Developer agrees not to take any action that would result in the creation of any lien on City property. In the event that a lien is filed, as a result of any action of Developer, then Developer will take all necessary steps to bond around or remove the lien within ten(10) days of its filing. SECTION 19 ASSIGNMENT AND THIRD PARTY RIGHTS 19.1 Except as specifically set forth in this Agreement, Owner and Developer shall not assign, transfer, or subcontract their rights under this Agreement or any portion thereof without prior written approval of the City, and any attempted assignment, subcontract, or transfer of all or any DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 18 of 39 part hereof without such prior written consent shall be void. This Agreement shall be binding upon and shall inure to the benefit of the City, Owner and Developer and their respective successors and permitted assigns. 19.2 The provisions and conditions of this Agreement are solely for the benefit of the City, Owner and Developer, and any lawful assign or successor of Owner or Developer, and are not intended to create any rights, contractual or otherwise,to any other person or entity. SECTION 20 RIGHT TO AUDIT 20.1 Owner and Developer shall maintain complete and accurate records with respect to this Agreement, including, but not limited to, any costs incurred. All such records shall be maintained on a generally accepted accounting basis and shall be clearly identified and readily accessible. 20.2 Owner and Developer agree that the City shall,until the expiration of three(3)years after the termination or expiration of this Agreement, have access to and the right to examine any books,documents,papers, and records of Owner or Developer relating to this Agreement. Owner and Developer agree that City shall have access during normal working hours to all necessary Owner and Developer facilities and shall be provided adequate and appropriate workspace to conduct audits in compliance with the provisions of the section. 20.3 Owner and Developer further agree to include in any subcontractor agreements a provision to the effect subcontractor agrees that the City shall, until the expiration of three (3) years after the termination or expiration of this Agreement,have access to and the right to examine any books, documents, papers and records of such subcontractor involving all Services and transactions relating to this Agreement and any subcontractor agreements. City shall have the right to access, during normal working hours, all subcontractor facilities and be provided adequate and appropriate workspace to conduct audits in compliance with the provisions of this section. SECTION 21 NOTICES 21.1 All notices required or permitted under this Agreement shall be conclusively determined to have been delivered when (1) hand-delivered to the other Parties, or their authorized agent, employee, servant, or representative, or(2)received by the other Parties or their authorized agent employee, servant or representative by reliable overnight courier or United States Mail, postage prepaid, return receipt requested, at the address stated below or to such address as one Party may from time-to-time notify the others in writing. To CITY: To OWNER: City of Fort Worth Sandra McGlothlin Transportation &Public Works Department 5301 Sun Valley Drive Attn: Director Fort Worth, Texas 76119 200 Texas Street DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 19 of 39 Fort Worth, Texas 76102 With copies to: To DEVELOPER: City of Fort Worth Sandra McGlothlin Attn: City Attorney 5301 Sun Valley Drive 200 Texas Street Fort Worth, Texas 76119 Fort Worth, Texas 76102 and City of Fort Worth Attn: City Manager's Office 200 Texas Street Fort Worth, Texas 76102 SECTION 22 VENUE AND CHOICE OF L* i 22.1 Owner, Developer and City agree that this A reement shall be construed in accordance with the laws of the State of Texas. If any action, whether real or asserted, at law or in equity, arises on the basis of any provision of this Agreement venue for such action shall lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas—Fort Worth Division. SECTION 23 AMENDMENTS, CAPTIONS,AND INTERPRETATION 23.1 Except as otherwise provided in this Agreement, the terms and provisions of this Agreement may not be modified or amended except upon the written consent of the City, Owner and Developer. 23.2 Captions and headings used in this Agreement are for reference purposes only and shall not be deemed a part of this Agreement. 23.3 In the event of any dispute over the meaning or application of any provision of this Agreement, this Agreement shall be interpreted fairly and reasonably, and neither more strongly for or against any party, regardless of the actual drafter of this,Agreement. SECTION 24 GOVERNMENTAL POWERS AND IMMUNITIES 24.1 It is understood that by execution of this Agreement, the City does not waive or surrender any of its governmental powers or immunities. SECTION 25 AUTHORIZATION, COUNTERPARTS, AND ELECTRONIC SIGNATURES DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 20 of 39 25.1 By executing this Agreement, Owner's agent and Developer's agent affirm that he or she are authorized to execute this Agreement and that all representations made herein with regard to Owner's and Developer's identity, address, and legal status are true and correct. 25.2 This Agreement may be executed in several counterparts, each of which will be deemed an original, but all of which together will constitute one and the same instrument. A signature received via facsimile or electronically via email shall be as legally binding for all purposes as an original signature. SECTION 26 SEVERABILITY AND NO WAIVER 26.1 It is agreed that in the event any covenant, condition or provision herein contained is held to be invalid by any court of competent jurisdiction, the invalidity of such covenant, condition or provision shall in no way affect any other covenant, condition or provision that does not materially prejudice either Owner, Developer or City in connection with the rights and obligations contained in the valid covenants, conditions or provisions of this Agreement. 26.2 The failure of any Party to insist upon the performance of any term or provision of this Agreement or to exercise any right granted hereunder shall not constitute a waiver of that Party's right to insist upon appropriate performance or to assert any such right on any future occasions. SECTION 27 FORCE MAJEURE 27.1 If any Party is unable, either in whole or part, to fulfill its obligations under this Agreement due to acts of God; strikes, lockouts, or other industrial disturbances; acts of public enemies; wars; blockades; insurrections; riots; epidemics;public health crises; earthquakes; fires; floods; restraints or prohibitions by any court, board, department, commission, or agency of the United States or of any state; declaration of a state of disaster or emergency by the federal, state, county, or City government in accordance with applicable law; issuance of an Imminent Threat Alert or Elevated Threat Alert by the United States Department of Homeland Security or any equivalent alert system that may be instituted by any agency of the United States; any arrests and restraints; civil disturbances; or explosions; or some other reason beyond the party's reasonable control (collectively, "Force Majeure Event"), the obligations so affected by such Force Majeure Event will be suspended only during the continuance of such Force Majeure Event. Owner and Developer hereby waive any claims they may have against the City for damages resulting from any such Force Majeure Event. SECTION 28 IMMIGRATION NATIONALITY ACT 28.1 Owner and Developer shall verify the identity and employment eligibility of their employees who perform work under this Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon request by City, Owner and Developer shall provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 21 of 39 performs work under this Agreement. Owner and 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 Owner or Developer employee who is not legally eligible to perform such services. OWNER AND DEVELOPER SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY OWNER, DEVELOPER, OR THEIR EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. City, upon written notice to Owner or Developer, shall have the right to immediately terminate this Agreement for violations of this provision by Owner or Developer. SECTION 29 PROHIBITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT ISRAEL 29.1 Owner and Developer acknowledge 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 Agreement, Owner and Developer certifies that their signatures provides written verification to the City that Owner and Developer: (1) do not boycott Israel; and (2) will not boycott Israel during the term of the Agreement. SECTION 30 ENTIRE UNDERSTANDING 30.1 This Agreement (including the attached exhibits) contains the entire Agreement between Owner,Developer and City,and no oral statements or prior written matter not specifically incorporated herein are of any force and effect. No modifications are binding on any Party unless set forth in an Amendment to this Agreement executed by that Party. [SIGNATURES ON FOLLOWING PAGES] DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 22 of 39 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement this 8th day of July , 2019. CITY OF FORT WORTH: Dana o Dana Burghdoff ul 8,2019) Dana Burghdoff Interim Assistant City Manager Date: Jul 8,2019 Recommended by: �^�YG�" Greg 5�(Jul 8,2019) Greg Simmons, Assistant Director Transportation &Public Works Department APPROVED AS TO FORM AND LEGALITY: � v A mzeeAckHt' Richard A.McCracken(Jul 8,2019: Richard A. McCracken Assistant City Attorney M&C: C-29057 Date: 3/19/19 Form 1295: 2016-55973; 20 1 9-4509 1 7; 2019-450924; 2019-450933; 2019-450940; 2019-450944; and 2019-450947 ATTEST: F FORS Contract Compliance Manager: """"'•. 0' { By signing I acknowledge that I am the ,' ;1J� - person responsible for the monitoring and MaryJ.kayser(Jut 8,2 ) administration of this contract, including Mary J. Kayser ensuring all performance and reporting City Secretary * '', * requirements. c �AS Pat>^i'k 9&uciciw Patrick J buckiey(Jul 8,2- 019)- Name: Patrick J Buckley Title' Senior Professional Engineer OFFICIAL RECORD CITY SECRETARY FT. WORTH,TX DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page-29 of OWNER: SUN VALLEY INDUSTRIAL PARK,L.P. a Texas limited partnership By: McGlothlin Equities, L.L.C. a limited liability company its General Partner By: Sandra McGlo hlin(Jul 5,2019) Sandra McGlothlin Director SUN VALLEY PROPERTIES, L.P. a Texas limited partnership By: McGlothlin Equities, L.L.C. a limited liability company its General Partner By: Sandrlin(Jul 5,2019) Sandra McGlothlin Director SOUTH LOOP 820,L.P. a Texas limited partnership By: McGlothlin Equities, L.L.C. a limited liability company its General Partner By:Sandra McGlo hlin(July,2019) Sandra McGlothlin Director OFFICIAL RECORD CITY SECRETARY FT. WORTH,TX DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL,PARK Page 24 of 39 MOSSON L.P. a Texas limited partnership By: McGlothlin Equities, L.L.C., a limited liability company its General Partner By: Sandra MCGIolhlln(Jul 5,2019) Sandra McGlothlin Director 5301 SUN VALLEY DRIVE,L. P. a Texas limited partnership By: McGlothlin Equities, L.L.C., a limited liability company its General Partner By. Sandra McGlothlin(Jul 5,2019) Sandra McGlothlin Director SM EQUITIES,LLC a Texas limited liability company By. San ra McGlo hlin(Jul 5,2019) Sandra McGlothlin Director DEVELOPER: SUN VALLEY DEVELOPERS,LLC a Texas limited liability company By:Sandra McGlo hlin(July 2019) J Sandra McGlothlin Managing Member OFFICIAL RECORD CITY SECRETARY FT. WORTH,TX DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 25 of 39 Exhibit A Sun Valley Industrial Park How �r �I .Jit •}I _ T � A: � L 4 a _ . rF= - =fib 2 a } -; MAR!)OPM!D Y �---- . _ -L i Y *° -t.A" _ �y Joe I I Jl 4� _—- Immc Is R2R ' K Y as 4 D x l GREATER SUN VALLEY SERVICE AREA"A" g SUN VALLEY REGIONAL PONDWpY II FORT WORTH,TEXAS DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 26 of 39 Exhibit B COVENANT REGARDING STORM WATER FACILTY THIS COVENANT REGARDING STORM WATER FACILITY("Covenant"), is made effective as of(date),by and between, the CITY OF FORT WORTH,TEXAS, a home- rule municipal corporation of the State of Texas ("City"), as Grantor, and (insert entity name for each property), ("Owner"), as Grantee. WITNESSETH: WHEREAS, pursuant to a Development Agreement between City, Sun Valley Industrial Park, L.P.; Sun Valley Properties, L.P.; South Loop 820, L.P.; Mosson L.P.; 5301 Sun Valley Drive,L.P.; SM Equities,LLC and Sun Valley Developers,LLC,a public regional detention basin was constructed on City's real property which is described in Exhibit"A"which is attached hereto and incorporated herein by reference("City's Property") on (date); and WHEREAS,the Development Agreement has been filed in the official records of the City as City Secretary Contract No. ; and WHEREAS, the public regional detention basin provides the City of Fort Worth's storm water requirement for peak flow rate using the Soil Conservation Service hydrologic method,with the following assumptions used for the calculation: Type D soils, and 100% impervious area with a curve number of 98, in accordance with the North Texas Council of Governments iSWM Technical Manual on Hydrology (September 2014 Edition), for certain properties that Owner currently owns as set forth in this Covenant; NOW, THEREFORE, in consideration of the construction of the public regional detention basin and the Development Agreement, City and Owner agree that the following benefit shall apply to the real property described in Exhibit`B"which is attached hereto and incorporated herein by reference, ("Owners Property"): 1) The foregoing recitals are incorporated herein and made part of this Agreement. 2) The public regional detention basin shall provide Owner's Property with the following benefit: the City's storm water requirement for peak flow rate using the Soil Conservation Service hydrologic method when the Owner's Property is zoned as an industrial urban district,with,assuming Type D soils,and 100%impervious area with a curve number of 98, in accordance with the North Texas Council of Governments iSWM Technical Manual on Hydrology(September 2014 Edition) for the calculation, ("Benefit"). 3) It is the intent of City and Owner that the Benefit provided by the public regional detention basin for peak flow rate detention for Owner's Property shall run with the land and apply to all purchasers, successors, heirs and assigns of Owner's Property for so long as the public regional detention basin is in existence. DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 27 of 39 4) City's Property upon which the regional detention basin is constructed is burdened by allowing detention of storm water for Owner's Property(`Burden"). It is the intent of City and Owner that the Burden on City's Property shall run with the land and apply to all purchasers, successors, heirs and assigns of City's Property for so long as the public regional detention basin is in existence. 5) Nothing contained in this Covenant shall be constructed to exempt Owner or any purchasers, successors, heirs or assigns of Owner's Property from meeting any other storm water requirement of the City or any other governmental entity that is currently in effect or that is adopted in the future. 6) In accordance with the City of Fort Worth Stormwater Criteria Manual, Owner's Property is part of a common plan of development that is 1.0 acre or more. 7) Storm water runoff for Owner's Property shall be discharged into a public right-of- way or public drainage easement and not onto an adjacent property unless it is determined that such discharge onto adjacent property does not adversely impact the adjacent property. Discharge of storm water from Owner's Property onto adjacent properties may require mitigation. This covenant does not authorize Owner or any purchasers, successors, heirs or assigns of Owner's Property to alter the direction or intensity of the flow of water onto neighboring properties. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, OWNER AND ANY PURCHASERS, SUCCESSORS, HEIRS OR ASSIGNS OF OWNER'S PROPERTY MUST COMPLY WITH SECTION 11.086 OF THE TEXAS WATER CODE AND ALL OTHER FEDERAL, STATE AND LOCAL LAWS RELATING TO STORM WATER. [Signature Pages to Follow] DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 28 of 39 IN WITNESS WHEREOF, City and Owner have executed this document by duly authorized representatives, to be effective on the date first written hereinabove. CITY: CITY OF FORT WORTH ATTEST: By: Assistant City Manager City Secretary APPROVED AS TO FORM AND LEGALITY: Assistant City Attorney STATE OF TEXAS § COUNTY OF TARRANT § BEFORE ME, the undersigned authority, on this day personally appeared , known to me to be the person and officer whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same as the act and deed of acting by and through for the purposes and consideration therein expressed. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of , 201 . Notary Public in and for the State of Texas [Signatures Pages Continue] DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 29 of 39 OWNER: [INSERT NAME] By: STATE OF TEXAS § COUNTY OF TARRANT § BEFORE ME, the undersigned authority, on this day personally appeared , known to me to be the person and officer whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same as the act and deed of acting by and through _ for the purposes and consideration therein expressed. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of 201 . Notary Public in and for the State of Texas DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 30 of 39 Exhibit A (City's Property) Lot 24X, Block 1, Sun Valley Industrial Park, an addition to the City of Fort Worth according to the plat recorded in County Clerk's Document Number D217135457, Plat Records, Tarrant County, Texas. DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 31 of 39 Exhibit B (Owner's Property) (Insert Legal Description) DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 32 of 39 Exhibit C THE STATE OF TEXAS § § KNOW ALL PERSONS BY THESE PRESENTS: COUNTY OF TARRANT § COVENANT REGARDING STORM WATER FACILTY THIS COVENANT REGARDING STORM WATER FACILITY ("Covenant"), is made effective as of(date), by and between, (insert entity name) ("Grantor"), and (insert entity name), ("Grantee"),and is acknowledged by the City of Fort Worth,Texas,a home-rule municipal corporation of the State of Texas ("City"). WITNESSETH: WHEREAS, pursuant to a Development Agreement between City, Sun Valley Industrial Park, L.P.; Sun Valley Properties, L.P.; South Loop 820, L.P.; Mosson L.P.; 5301 Sun Valley Drive, L. P.; SM Equities, LLC and Sun Valley Developers, LLC, a private detention pond was constructed on Grantor's real property which is described in Exhibit"A"which is attached hereto and incorporated herein by reference("Grantor's Property") on (date); and WHEREAS,the Development Agreement has been filed in the official records of the City as City Secretary Contract No. ; and WHEREAS, the private detention pond provides the City of Fort Worth's storm water requirement for peak flow rate using the Soil Conservation Service hydrologic method, with the following assumptions used for the calculation: Type D soils, and 100% impervious area with a curve number of 98,in accordance with the North Texas Council of Governments iSWM Technical Manual on Hydrology (September 2014 Edition), for certain properties that Grantee currently owns as set forth in this Covenant; NOW, THEREFORE, in consideration of the construction of the private detention pond and the Development Agreement,Grantor,Grantee and City agree that the following benefit shall apply to the real property described in Exhibit "B" which is attached hereto and incorporated herein by reference, ("Grantee Property"): 1) The foregoing recitals are incorporated herein and made part of this Agreement. 2) The private detention pond shall provide Grantee's Property with the following benefit: the City's storm water requirement for peak flow rate using the Soil Conservation Service hydrologic method,assuming Type D soils,and 100%impervious area with a curve number of 98, in accordance with the North Texas Council of Governments iSWM Technical Manual on Hydrology(September 2014 Edition) for the calculation, ("Benefit"). DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 33 of 39 3) It is the intent of Grantor and Grantee that the Benefit provided by the private detention pond for peak flow rate detention for Grantee's Property shall run with the land and apply to all purchasers, successors, heirs and assigns of Grantee's Property for so long as the private detention pond is in existence and is properly maintained. 8) Grantor's Property upon which the private detention pond is constructed is burdened by allowing detention of storm water for Grantee's Property("Burden"). It is the intent of Grantor and Grantee that the Burden on Grantor's Property shall run with the land and apply to all purchasers, successors, heirs and assigns of Grantor's Property for so long as the private detention pond is in existence and is properly maintained. 9) Nothing contained in this Covenant shall be constructed to exempt Grantee or any purchasers, successors,heirs or assigns of Grantee's Property from meeting any other storm water requirement of the City or any other governmental entity that is currently in effect or that is adopted in the future. 10) In accordance with the City of Fort Worth Stormwater Criteria Manual, Grantee's Property is part of a common plan of development that is 1.0 acre or more. 11) Storm water runoff for Grantee's Property shall be discharged into a public right- of-way or public drainage easement and not onto an adjacent property unless it is determined that such discharge onto adjacent property does not adversely impact,the adjacent property. Discharge of storm water from Grantee's Property onto adjacent properties may require mitigation. This covenant does not authorize Grantee or any purchasers, successors, heirs or assigns of Grantee's Property to alter the direction or intensity of the flow of water onto neighboring properties. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, GRANTEE AND ANY PURCHASERS, SUCCESSORS, HEIRS OR ASSIGNS OF GRANTEE'S PROPERTY MUST COMPLY WITH SECTION 11.086 OF THE TEXAS WATER CODE AND ALL OTHER FEDERAL, STATE AND LOCAL LAWS RELATING TO STORM WATER. [Signature Pages to Follow] DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 34 of 39 IN WITNESS WHEREOF, Grantor and Grantee have executed this document by duly authorized representatives, to be effective on the date first written hereinabove, and City has executed this document in acknowledgment of its existence. GRANTOR: By: STATE OF TEXAS § COUNTY OF TARRANT § BEFORE ME,the undersigned authority, on this day personally appeared known to me to be the person and officer whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same as the act and deed of acting by and through for the purposes and consideration therein expressed. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of 201_. Notary Public in and for the State of Texas [Signatures Pages Continue] DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 35 of 39 GRANTEE: By: STATE OF TEXAS § COUNTY OF TARRANT § BEFORE ME, the undersigned authority, on this day personally appeared , known to me to be the person and officer whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same as the act and deed of acting by and through for the purposes and consideration therein expressed. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of 201 . Notary Public in and for the State of Texas DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 36 of 39 CITY: Executed by City solely for the purpose of acknowledging the existence of this Covenant. CITY OF FORT WORTH ATTEST: By: Assistant City Manager City Secretary APPROVED AS TO FORM AND LEGALITY: Assistant City Attorney STATE OF TEXAS § COUNTY OF TARRANT § BEFORE ME, the undersigned authority, on this day personally appeared , known to me to be the person and officer whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same as the act and deed of acting by and through I for the purposes and consideration therein expressed. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of , 201_. Notary Public in and for the State of Texas DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL PARK Page 37 of 39 Exhibit A (Grantor's Property) 40' Private Drainage Easement as shown on Lots 8, 9, 14 & 15, Block 1, Sun Valley Industrial Park, an addition to the City of Fort Worth according to the plat recorded in County Clerk's Document Number, Plat Records, Tarrant County, Texas. DEVELOPMENT AGREEMENT FOR SUN VALLEY INDUSTRIAL ARK Page 38 of 39 Y $� AVM-Ana, GNOd IVNOIJAU AE]ll` A Nns K m o SIM a3NMO 3m1diY3-..V.V3HV 30IAa3S A311"Nns a3lV3U9 g w 5 � dug 0 I n * * W pB9 S � 9 i + DIN BD999 - T Fi @B%B r ! mi,k p h N V 71 C A� O U, aS� y N Q1S43 U6g3 v IQ eB n I�SY�4 q @BIB gm O O N w� _ �R i �uauzua���� GREATER SUN VALLEY SERVICE AREA"A" -EMPIRE OWNED LOTS SUN VALLEY REGIONAL POND FORT WORTH, TEXAS ID Legal Description EXHIBIT DEV AGR Lot Block Subdivision Ownership Deeded Acreage Site Address 1 2.1.1 Tract 39133&39C 1 Sun Valley Industrial Park 1.266 4900 DAVID STRICKLAND RD 2 2.1.2 Tract 39C01 1 Sun Valley Industrial Park 1.060 4940 DAVID STRICKLAND RD 3 2.2.1 3456 1 WEISENBERGER CITY ADDITION Sun Valley Properties L.P. 1.124 5012 DAVID STRICKLAND RD 4 2.2.2 9&10 1 WEISENBERGER CITY ADDITION Sun Valley Properties L.P. 0.516 5036 DAVID STRICKLAND RD v 5 2.2.3 12 13 1415 1 WEISENBERGER CITY ADDITION Sun Valley Properties L.P. 1.100 5104 DAVID STRICKLAND RD a 6 1 2.3.1 4111 12 WEISENBERGER CITY ADDITION South Loop 820 L.P. 1.100 5216 DAVID STRICKLAND DR 7 2.3.2 8 12 WEISENBERGER CITY ADDITION South Loop 820 L.P. 0.270 5228 DAVID STRICKLAND DR 8 2.3.3 10112 12 WEISENBERGER CITY ADDITION South Loop 820 L.P. 0.810 5236 DAVID STRICKLAND DR i 9 2.3.4 12&13R 12 WEISENBERGER CITY ADDITION South Loop 820 L.P. 2.280 5300 E LOOP 820 S 10 2.2.4 lORl 12 WEISENBERGER CITY ADDITION Sun Valley Properties L.P. 0.040 5227 VESTA FARLEY RD 11 2.2.5 33A&34A 12 WEISENBERGER CITY ADDITION Sun Valley Properties L.P. 0.578 5237 VESTA FARLEY RD 12 2.2.6 35&34B 12 WEISENBERGER CITY ADDITION Sun Valley Properties L.P. 0.280 5229 VESTA FARLEY RD E 13 2.2.7 36 12 WEISENBERGER CITY ADDITION Sun Valley Properties L.P. 0.260 5225 VESTA FARLEY RD 14 2.2.8 37&38 12 WEISENBERGER CITY ADDITION Sun Valley Properties L.P. 0.562 5217 VESTA FARLEY RD 15 2.2.9 40R 12 WEISENBERGER CITY ADDITION Sun Valley Properties L.P. 0.550 5209 VESTA FARLEY RD Z 16 2.3.5 28B 29 30 1 WEISENBERGER CITY ADDITION South Loop 820 L.P. 0.772 5133 VESTA FARLEY RD r 17 2.4.1 33&34 1 WEISENBERGER CITY ADDITION Mosson L.P. 0.600 5029 VESTA FARLEY RD 18 2.2.10 35 1 WEISENBERGER CITY ADDITION Sun Valley Properties L.P. 0.286 5021 VESTA FARLEY RD 19 2.2.11 36 1 WEISENBERGER CITY ADDITION Sun Valley Properties L.P. 0.291 5017 VESTA FARLEY RD Lb m 20 1 2.2.12 37 1 WEISENBERGER CITY ADDITION Sun Valley Properties L.P. 0.287 5013 VESTA FARLEY RD m 21 2.2.13 38 1 WEISENBERGER CITY ADDITION Sun Valley Properties L.P. 0.292 5009 VESTA FARLEY RD 22 2.1.3 4 1 SUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 0.528 4925 VESTA FARLEY RD u 23 2.1.4 5 1 SUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 0.529 4917 VESTA FARLEY RD 0 24 2.1.5 6 1 SUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 0.512 4909 VESTA FARLEY RD 25 2.1.6 7 1 SUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 0.748 4901 VESTA FARLEY RD 16 26 2.1.7 8 1 ISUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 0.776 4900 VESTA PARLEY RD 27 2.1.8 9 1 SUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 0.539 4908 VESTA FARLEY RD 28 2.1.9 10 1 SUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 0.551 4916 VESTA FARLEY RD 29 2.1.10 11 1 SUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 0.550 4924 VESTA FARLEY RD 0 30 2.2.14 1 2 WEISENBERGER CITY ADDITION Sun Valley Properties L.P. 0.275 5000 VESTA FARLEY RD 0 31 2.2.15 12 2 WEISENBERGER CITY ADDITION Sun Valley Properties L.P. 0.275 5004 VESTA FARLEY RD 32 2.2.16 3 2 WEISENBERGER CITY ADDITION Sun Valley Properties L.P. 0.275 5008 VESTA FARLEY RD �1 33 2.2.17 1&2 11 IWEISENBERGER CITY ADDITION Sun Valley Properties L.P. 0.597 5200 VESTA FARLEY RD 34 2.2.18 3&4 11 WEISENBERGER CITY ADDITION Sun Valley Properties L.P. 0.570 5208 VESTA FARLEY RD 35 2.5.1 5&6 11 WEISENBERGER CITY ADDITION 5301 Sun Valley Drive L.P. 0.547 5216 VESTA FARLEY RD 2.5.2 7 THRU 11 1.380 36 11 WEISENBERGER CITY ADDITION 5301 Sun Valley Drive L.P. 5301 SUN VALLEY DR 0 3.1.1 32 THRU 36 1.380 0 37 2.3.6 1213 14111&14112 11 WEISENBERGER CITY ADDITION South Loop 820 L.P. 1.300 5400 E LOOP 820 S 38 3.1.2 37&38 11 WEISENBERGER CITY ADDITION 5301 Sun Valley Drive L.P. 0.568 5217 SUN VALLEY DR 0 $ 39 3.2.1 38 THRU 40 2 IWEISENBERGER CITY ADDITION Sun Valley Properties L.P. 0.826 5001 SUN VALLEY DR $ 40 3.3.1 12 1 SUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 0.550 4925 SUN VALLEY DR E 41 3.3.2 13 1 SUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 0.551 4917 SUN VALLEY DR 42 1 3.3.3 14 1 SUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 0.534 4909 SUN VALLEY DR 43 3.3.4 15 1 SUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 0.775 4901 SUN VALLEY DR 44 3.3.5 16 1 SUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 0.769 4900 SUN VALLEY DR 0 45 3.3.6 17 1 SUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 0.533 4908 SUN VALLEY DR 46 3.3.7 18 1 SUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 0.551 4916 SUN VALLEY DR x 47 3.3.8 19 1 SUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 0.550 4924 SUN VALLEY DR a 48 3.2.2 1&2 3 WEISENBERGER CITY ADDITION Sun Valley Properties L.P. 0.510 5000 SUN VALLEY DR 49 1 3.2.3 17&18 3 WEISENBERGER CITY ADDITION Sun Valley Properties L.P. 0.522 5124 SUN VALLEY DR f 50 3.2.4 19&20 3 WEISENBERGER CITY ADDITION Sun Valley Properties L.P. 0.546 5136 SUN VALLEY DR 0 51 3.2.5 10&11 10 WEISENBERGER CITY ADDITION Sun Valley Properties L.P. 0.516 5300 SUN VALLEY DR m 52 3.2.6 12 10 WEISENBERGER CITY ADDITION Sun Valley Properties L.P. 0.286 5304 SUN VALLEY DR a 53 3.3.9 20 1 SUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 0.546 4925 KALTENBRUN RD rn 54 3.3.10 21 1 SUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 0.551 4917 KALTENBRUN RD 55 3.3.11 22 1 SUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 0.532 4909 KALTENBRUN RD 0 56 3.3.12 23 1 SUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 0.769 4901 KALTENBRUN RD 2 57 3.3.13 24X 1 SUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 3.361 4900 KALTENBRUN RD 58 3.3.14 25R 1 SUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 1.769 4908 KALTENBRUN RD 59 3.3.15 26 1 SUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 0.551 14916 KALTENBRUN RD T 60 3.3.16 27 1 SUN VALLEY INDUSTRIAL PARK Sun Valley Industrial Park 0.550 4924 KALTENBRUN RD 61 3.3.17 28 1 SUN VALLEY INDUSTRIAL PARK ISun Valley Industrial Park 0.965 5528 MARIE JONES RD 3 1 62 1 3.4.1 12 4 WEISENBERGER CITY ADDITION ISM Equities LLC 0.275 5104 KALTENBRUN RD zo 63 3.4.2 13 4 WEISENBERGER CITY ADDITION ISM Equities LLC 0.275 5108 KALTENBRUN RD Er TOTAL 44.387 ACRES 1' DUNAWA EXHIBIT B 20F 3 SUNVALLEY REGIONAL POND 1 FORT WORTH, TEXAS a SITE COORDINATES TABLE SITE COORDINATES TABLE SITE COORDINATES TABLE EXHIBIT DEVELOPERS PROPERTY EXHIBIT DEVELOPERS PROPERTY EXHIBIT DEVELOPERS PROPERTY ID AGREEMENTID CORNER!! NORTHING FASTING ID AGREEMENTID CORNER# NORTHING FASTING ID AGREEMENTID CORNERp NORTHING FASTING 1 2.1.1 OIA 6934030.28 2353302.62 24 2.1.5 24A 6933834.54 2353466.46 44E 6932921.17 23533 11.95 O1B 6934033.37 2353609.32 24B 6933835.36 2353586.46 45 3.3.6 45A 6933093.37 2353471.49 O1C 6933835.58 2353611.31 24C 6933643.36 2353587.76 45B 6933122.53 2353511.78 O1D 6933833.44 2353303.75 24D 6933642.81 2353506.79 45C 6933123.07 2353591.29 2 2.1.2 02A 6934033.37 2353609.32 24E 6933671.14 2353461.57 45D 6932923.08 2353592.65 02B 6934035.39 2353810.10 25 2.1.6 25A 6933833.44 2353303.75 45E 6932922.26 2353472.65 02C 1 6934020.54 2353825.20 1 25B 6933834.54 2353456.46 46 3.3.7 46A 6933123.07 2353591.29 02D 6933836.99 2353826.45 25C 6933671.14 2353461.57 46B 6933123.89 2353711.29 02E 6933835.58 2353611.31 25D 6933611.85 2353395.03 46C 6932923.89 2353712.65 3 2.2.1 03A 6934045.90 2354005.21 25E 6933610.94 2353305.04 46D 6932923.08 2353592.65 03B 6934047.53 2354245.21 26 2.1.7 26A 6933610.94 2353305.04 47 3.3.8 47A 6933123.89 2353711.29 03C 6933847.53 2354246.57 26B 6933611.85 235339 .03 478 6933124.64 2353821.29 03D 6933845.90 2354006.57 26C 6933553.96 2353468.36 47C 6933114.70 2353831.36 4 2.2.2 04A 6934048.34 2354365.21 26D 6933382.40 235346 .53 47D 6932924.71 2353832.65 04B 6934049.16 2354485.20 26E 6933381.30 2353307.29 47E 6932923.89 2353712.65 04C 6933849.16 2354486.56 27 2.1.8 27A 6933553.96 2353468.36 48 3.2.2 48A 6933125.10 2353891.47 04D 6933848.35 2354366.56 27B 6933582.81 2353507.19 48B 6933125.92 2354011.46 5 2.2.3 05A 6934049.56 2354545.20 27C 6933583.36 2353588.17 48C 6932925.92 2354012.82 05B 6934051.19 2354785.20 27D 6933383.22 2353589.53 48D 6932925.11 2353892.82 3 05C 6933851.20 2354786.55 27E 6933382.40 2353469.53 49 3.2.3 49A 6933131.62 2354851.44 v 05D 6933849.57 2354546.56 28 2.1.9 28A 6933583.36 2353588.17 49B 6933132.44 2354971.44 -L� 6 2.3.1 06A 6934054.86 2355325.18 28B 6933584.18 2353708.16 49C 6932932.44 2354972.80 a 06B 6934056.49 2355565.18 1 28C 6933384.03 2353709.52 49D 6932931.63 2354852.80 10 06C 6933856.50 2355566.54 28D 6933383.22 235358 .53 1 50 3.2.4 50A 6933132.44 2354971.44 06D 6933854.87 2355326.54 29 2.1.10 29A 6933584.18 2353708.16 50B 6933133.25 2355091.44 c 7 2.3.2 07A 6934056.49 2355565.18 29B 6933584.93 2353818.16 50C 6932933.26 2355092.80 078 6934056.90 2355625.18 29C 6933574.99 2353828.23 50D 6932932.44 2354972.80 a 07C 6933856.90 2355626.53 29D 6933384.85 235382 .52 51 3.2.5 51A 6933137.33 2355691.42 - 07D 6933856.50 2355566.54 29E 5933384.03 235370 .52 51B 6933138.14 2355811.42 8 2.3.3 08A 6934056.90 2355625.18 30 2.2.14 30A 6933585.09 2353888.34 1 51C 6932938.15 2355812.78 5 08B 6934058.12 2355805.17 30B 6933585.50 2353948.34 1 51D 6932937.33 2355692.78 a 08C 6933858.13 2355806.53 30C 6933385.50 235394 .70 1 52 3.2.6 52A 6933138.14 2355811.42 08D 6933856.90 2355626.53 30D 6933385.10 2353889.70 52B 6933138.55 2355871.42 9 2.3.4 09A 6934058.12 2355805.17 31 2.2.15 31A 6933585.50 235394 .34 52C 6932938.56 2355872.78 In 2 09B 6934060.01 2356083.59 31B 6933585.91 235400 .34 52D 6932938.15 2355812.78 09C 6933660.02 2356085.26 31C 6933385.91 235400 .70 1 53 3.3.9 53A 6932923.89 2353712.65 c 09D 6933658.54 2355867.89 310 6933385.50 235394 .70 1 53B 6932924.71 2353832.65 u� 09E 6933858.53 2355866.53 32 2.2.16 32A 6933585.91 2354008.34 53C 6932734.70 2353833.94 m 09F 6933858.13 2355806.53 32B 6933586.31 2354068.34 S31) 5932724.63 2353824.00 m 10 2.2.4 10A 6933856.90 2355626.53 32C 6933386.32 235406 .70 1 53E 6932723.89 2353714.01 = 10B 6933857.72 2355746.53 32D 6933385.91 2354009.70 1 54 3.3.10 54A 6932923.08 2353592.65 10C 6933842.97 2355746.63 33 2.2.17 33A 6933593.65 235514 .31 54B 6932923.89 2353712.65 o IOD 6933842.15 2355626.63 33B 6933594.46 2355268.31 54C 6932723.89 2353714.01 0 11 2.2.5 11A 6933842.15 2355626.63 33C 6933394.47 235526 .67 54D 6932723.07 2353594.01 o, 118 6933842.97 2355746.63 33D 6933393.65 235514 .67 55 3.3.11 55A 6932922.26 2353472.65 i1C 6933657.72 2355747.89 34 2.2.18 34A 6933594.46 235526 .31 55B 6932923.08 2353592.65 a 11D 6933656.91 2355627.89 34B 6933595.28 2355388.31 55C 6932723.07 2353594.01 12 2.2.6 12A 6933856.50 2355566.54 34C 6933395.28 235538 .66 55D 6932722.54 2353516.02 Lb N 12B 6933856.90 2355626.53 34D 6933394.47 235526 .67 55E 6932751.43 2353473.81 $ 12C 6933656.91 2355627.89 35 2.5.1 35A 6933595.28 2355388.31 56 3.3.12 56A 6932921.17 2353311.95 .3 12D 6933656.50 2355567.89 35B 6933596.09 235550 .30 56B 6932922.26 2353472.65 0 13 2.2.7 13A 6933856.09 2355506.54 35C 6933396.10 2355509.66 56C 6932751.43 2353473.81 N 13B 6933856.50 2355566.54 35D 6933395.28 2355389.66 1 1 56D 6932691.S8 2353404.27 $ 13C 6933656.50 2355567.89 36(a) 2.5.2 36(a)A 6933596.09 235550 .30 56E 6932690.67 2353314.28 o, 13D 6933656.09 2355507.90 36(a)B 6933598.13 2355808.30 57 3.3.13 57A 6932690.67 2353314.28 14 2.2.8 14A 6933855.27 2355386.54 36(a)C 6933398.14 2355809.66 57B 6932691.58 2353404.27 14B 6933856.09 2355506.54 36(a)D 6933396.10 235550 .66 57C 6932661.68 2353412.60 14C 6933656.09 2355507.90 36(b) 3.1.1 36(b)A 6933396.10 2355509.66 57D 6932644.14 2353382.91 14D 6933655.28 2355387.90 36(b)B 6933398.14 235580 .66 57E 6932285.56 2353385.34 0 15 2.2.9 15A 6933854.46 2355265.54 -36(b)C 6933198.14 2355811.01 57F 6932281.57 2352968.26 15B 6933855.27 2355386.54 36(b)D 6933196.10 2355511.02 57G 6932611.66 2352967.44 $ 15C 6933655.28 2355387.90 37 2.3.6 37A 6933598.13 2355808.30 57H 6932631.19 2353314.89 $ 15D 6933654.46 2355267.90 37B 6933599.84 2356085.45 58 3.3.14 58A 6932661.68 2353412.60 c 16 2.3.5 16A 6933849.16 2354486.56 37C 6933399.84 2356086.12 58B 6932662.54 2353516.43 16B 6933850.38 2354666.56 37D 6933398.14 235580 .66 58C 6932663.07 2353594.42 16C 6933650.39 2354667.92 38 3.1.2 38A 6933395.28 2355389.66 580 6932287.59 2353596.97 a 16D 6933649.17 2354487.92 38B 6933396.15 235550 .60 58E 6932285.56 2353385.34 17 2.4.1 17A 6933847.53 2354246.57 38C 5933196.10 2355511.02 58F 6932644.14 2353382.91 17B 6933848.35 2354366.56 38D 6933195.29 2355391.02 59 3.3.15 59A 6932663.07 2353594.42 H 17C 6933648.35 2354367.92 39 3.2.1 39A 6933385.10 2353889.70 59B 6932663.89 2353714.41 Qa 17D 6933647.54 2354247.93 398 1 6933386.32 2354069.70 59C 6932463.89 2353715.77 18 2.2.10 18A 6933847.12 2354186.57 39C 6933186.32 2354071.05 59D 6932463.08 2353595.78 18B 6933847.53 2354246.57 39D 6933185.10 2353891.06 60 3.3.16 60A 6932663.89 2353714.41 a 18C 6933647.54 2354247.93 40 3.3.1 40A 6933384.03 235370 .52 60B 6932664.64 2353824.41 N 18D 6933647.13 2354187.93 40B 6933384.85 2353829.52 60C 6932654.70 2353834.48 i.i 19 2.2.11 19A 6933846.72 2354126.57 40C 6933194.70 2353830.81 60D 6932464.71 2353835.77 H 19B 6933847.12 2354186.57 40D 6933184.63 235382 .88 60E 6932463.89 2353715.77 m 19C 6933647.13 2354187.93 40E 6933183.89 235371 .88 61 3.3.17 61A 6932463.08 2353595.78 0 19D 6933646.72 2354127.93 41 3.3.2 41A 6933383.22 235358 .53 61B 6932464.71 2353835.77 `z 20 2.2.12 20A 6933846.21 2354066.57 41B 6933384.03 235370 .52 61C 6932289.89 2353836.96 .°i+ 20B 6933846.72 2354126.57 41C 6933183.89 2353710.88 61D 6932287.59 2353596.97 20C 6933646.72 2354127.93 41D 6933183.07 235359 .89 62 3.4.1 62A 6932669.60 2354554.57 20D 6933646.31 2354067.93 42 3.3.3 42A 6933382.40 235346 .53 62B 6932670.00 2354614.57 21 2.2.13 21A 6933845.90 2354006.57 42B 6933383.22 235358 .53 62C 6932470.01 2354615.93 A 21B 6933846.31 2354066.57 42C 6933183.07 235359 .89 62D 6932469.60 2354555.93 21C 6933646.31 2354067.93 42D 6933182453 2353511.37 63 3.4.2 63A 6932670400 2354614.57 H 21D 6933645.91 2354007.93 42E 6933211.15 2353470.69 63B 6932670.41 2354674.57 Z 22 2.1.3 22A 6933836.17 2353706.45 43 3.3.4 43A 6933381.30 2353301.29 63C 6932470.42 2354675.93 0 22B 6933836.99 2353826.45 43B 6933382.40 2353469.53 63D 6932470.01 2354615.93 22D 6933644,93 2353817.75 43C 6933211.15 2353470.69 EXHIBIT B (3 0 F 3) $ 22D 6933644.93 2353817.75 43D 6933151.57 235339 .62 22E 6933644.18 2353707.76 43E 6933150.66 2353309.62 23 2.1.4 23A 6933835.36 2353586.46pE 3.3.5 44A 6933150.66 2353309.62 S U N VA L L EY REGIONAL POND m 23B 6933836.17 2353706.45 448 6933151.57 2353399.62 p 23C 6933643.36 2353587.76 44C 6932922.26 2353472.49 65 FORT WORTH, TEXAS F 23D 6933643.36 2353587.76 44D 6932922.26 2353472.65 0 a M&C Review Pagel of 3 Official site of the City of Fort Worth,Texas CITY COUNCIL AGENDA FoRIr— TWORTH COUNCIL ACTION: Approved on 3/19/2019 06SUN VALLEY DATE: 3/19/2019 REFERENCE NO.: **C-29057 LOG NAME: REGIONAL DTN. DEV. AGT. CODE: C TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: Authorize Execution of Development Agreement and Community Facilities Agreement with Sun Valley Industrial Park, L.P., Sun Valley Properties, L.P., South Loop 820, L.P., Mosson L.P., 5301 Sun Valley Drive, L.P., SM Equities, LLC, and Sun Valley Developers, LLC, with an Estimated Project Amount of$2,978,864.81, with City Participation in an Amount Not to Exceed $2,300,000.00 for the Construction and Oversizing of a Public Regional Stormwater Detention Facility (COUNCIL DISTRICT 5) RECOMMENDATION: It is recommended that the City Council authorize execution of a Development Agreement and Community Facilities Agreement with Sun Valley Industrial Park, L.P., Sun Valley Properties, L.P., South Loop 820, L.P., Mosson L.P., 5301 Sun Valley Drive, L.P., SM Equities, LLC., and Sun Valley Developers, LLC, in the estimated amount of$2,978,864.81 with City Participation in an amount not to exceed $2,300,000.00 for the construction and oversizing of a public regional stormwater detention facility to serve the Sun Valley Industrial Park and anticipated future development in the surrounding area. DISCUSSION: Sun Valley Industrial Park, L.P., Sun Valley Properties, L.P., South Loop 820, L.P., Mosson L.P., 5301 Sun Valley Drive, L.P., and SM Equities, LLC, and Sun Valley Developers, LLC (Developers), intend to develop their properties located in the Sun Valley Industrial Park area of the City of Fort Worth as depicted on the map attached to this Mayor and Council Communication (M&C). Detailed Stormwater detention modeling was performed by Dunaway Associates, L.P., to design a regional detention basin that will provide mitigation of flooding conditions for Developers' properties and other properties located in the Southern Sub-Region of Sun Valley Industrial Park. The detailed drainage study determined that Developer's proportional share of the cost of the regional stormwater detention facility is 25 percent and the City's share of the cost is 75 percent. The regional stormwater detention facility will be constructed by Developers pursuant to a Community Facilities Agreement and will be publicly bid. The regional detention facility will be a public facility owned by the City of Fort Worth. As part of the agreement, the Developers will donate 3.361 acres of land to the City. A formal appraisal has determined that the value of the 3.361 acres is $3.31 per square foot, for a total land value of$484,601.08. The Developers are also contributing engineering design costs for the project. The Developers will receive credit towards their 25 percent of the cost of the regional stormwater detention facility for the value of the donated land and the engineering cost. Developers are also constructing a private linear detention pond to serve Developers' properties located in the Northern Sub-Region of Sun Valley Industrial Park. The City will not participate in the cost of the linear detention pond. Both the linear detention pond and the regional detention facility will provide stormwater mitigation benefits for Developers' properties when they are developed in the future. The City and Developers desire to execute a Development Agreement to establish the duties and http://apps.cfwnet.org/council_packet/mc_review.asp?ID=26779&councildate=3/19/2019 7/8/2019 M&C Review Page 2 of 3 responsibilities of the parties and the benefits conferred by the regional detention facility and the private linear detention pond. The major terms of the Development Agreement with regard to the regional stormwater detention facility are: (1) The City's share of the cost is 75 percent and the Developers' share is 25 percent. However, the City's participation shall not exceed $2,300,000.00 and Developers will be responsible for any cost that exceeds that amount. (2) The regional stormwater detention facility will be owned by the City and the lot where the facility is located will be transferred to the City after construction of the facility pursuant to a separate M&C. (3) The City will be responsible for maintaining the regional stormwater detention facility. Developers, or a property owners association created by Developers, will adopt the regional detention facility in order to provide enhanced landscaping and maintenance for the facility. Through the adoption agreement, Developers will maintain the pre-cast screening wall on the lot, the decorative fencing surrounding the facility and may plant and maintain trees, shrubs, and other plantings. (4) The mitigation benefits provided by the regional stormwater detention facility to Developers' properties will run with land and be transferable by Developers to future purchasers of Developers' properties. The estimated cost of the regional stormwater detention facility is depicted below. The reimbursement of the City participation, excluding inspection and material testing fees, is not a lump-sum amount and may differ depending upon the bids received and the actual quantities from the Notice of Final Completion Package, commonly referred to as the Green Sheet Package. Developer City Cost TPW Construction Cost 25% 75% Total Cost 1. Street $0.00 $903,366.40 $903,366.40 2. Storm Drain $0.00 $872,081.00 $872,081.00 3. Street Lights Installed by Developer 1 $0.001 $0.00 $0.00 -Contingency 20% $0.00 $355,089.48 $355,089.48 Total Construction Cost -(excluding the fees): $0.00 $2,130,536.88 $2,130,536.88 A. TPW Inspection Fee (4%) $0.00 $71,017.90 $71,017.90 B. TPW Material Testing (2%) $0.00 $35,508.95 $35,508.95 C. Street Light Inspection Cost (4%) $0.00 $0.00 $0.00 Total Construction Fees $0.001 $106,526.85 $106,526.85 Other Cost Developer City Engineering Fee $257,200.00 $0.00 $257,200.00 Land Cost $484,601.08 $0.00 $484,601.08 Total Other Cost $741,801.08 $0.00 $741,801.08 TOTAL PROJECT COST TPW $741,801.08 $2,237,063.73 $2,978,864.81 TOTAL PROJECT COST $741,801.08 $2,237,063.73 $2,978,864.81 Percentage 25% 75% 100.00% The major terms of the Development Agreement with regard to the private linear detention pond are: (1) The City will not participate in the cost of the linear detention pond. (2) The Developers owning the lots where the pond is located will execute a Stormwater Facility Maintenance Agreement whereby they will be responsible for maintaining the linear detention pond. The Developers may contract with a property owners association created by the Developers to provide the maintenance. (3) The mitigation benefits provided by the linear detention pond to Developers' properties will run with land and be transferable by Developers to future purchasers of Developers' properties. http://apps.cfwnet.org/council_packet/mc_review.asp?ID=26779&councildate=3/19/2019 7/8/2019 M&C Review Page 3 of 3 The anticipated operating impacts for proposed City maintenance responsibilities for the public regional stormwater detention facility are expected to be less than $5,000.00 annually. This development is located COUNCIL DISTRICT 5. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that upon approval of the above recommendation, funds are available in the current capital budget, as appropriated, of the Stormwater Capital Projects Fund and the Stormwater Capital Projects - Bonds Fund. TO Fund Department Account Project Program Activity Budget Reference# Amount ID ID Year (ChartField 2) FROM Fund Department Account Project Program Activity Budget Reference# Amount ID ID Year (ChartField 2) Submitted for City Manager's Office by: Jay Chapa (5804) Originating Department Head: Randle Harwood (6101) Additional Information Contact: Janie Morales (7810) ATTACHMENTS 1295 Forms_Redacted.pdf CONCEPTUAL IMPROVEMENTS EXHIBIT.pdf Sun Valley Service Area A Exhibit A.pdf SUN VALLEY VICINITY MARK http://apps.cfwnet.org/council_packet/mc_review.asp?ID=26779&councildate=3/19/2019 7/8/2019