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HomeMy WebLinkAboutContract 53652 Received Date: Mar 16,2020 Received Time: 9:08 AM Developer and Project Information Cover Sheet: Developer Company Name: HT Hwy 114 Development LP Address, State,Zip Code: F2200 Ross Avenue, Suite 4200 W,Dallas,TX,75201 Phone&Email: 972-716-2914,Rob.Witte(@Idnes.com Authorized Signatory,Title: Robert W.Witte, Senior Managing Director Project Name: Winding Meadows Drive to Serve Tradition Brief Description: Water, Sewer,Paving, Storm Drain, Street Lights Project Location: Hwy 114,West of 156 and South of Sam Reynolds Rd. Plat Case Number: Plat Name: Mapsco: Council District: 7 CFA Number: CFA19-0207 City Project Number: 102307 OFFICIAL REC RID CITY SECRETARY City of Fort Worth,Texas Wage 1 of 16 Standard Community Facilities Agreement Rev.10/5/19[NPCI 'CITY SECRETARY 53652 "`ITRACT NO. STANDARD COMMUNITY FACILITIES AGREEMENT This COMMUNITY FACILITIES AGREEMENT("Agreement") is made and entered into by and between The City of Fort Worth ("City"), a home-rule municipal corporation of the State of Texas, acting by and through its duly authorized Assistant City Manager, and HT Hwy 114 Development LP ("Developer"),acting by and through its duly authorized representative. City and Developer are referred to herein individually as a"party"and collectively as the"parties." WHEREAS, Developer is constructing private improvements or subdividing land within the corporate limits of Fort Worth, Texas or its extraterritorial jurisdiction, for a project known as Winding Meadows Drive to Serve Tradition ("Project"); and WHEREAS, the City desires to ensure that all developments are adequately served by public infrastructure and that the public infrastructure is constructed according to City standards; and WHEREAS, as a condition of approval of the Project, Developer is required to bear a portion of the costs of municipal infrastructure by constructing the public infrastructure necessary for the Project as described in this Agreement("Community Facilities"or"Improvements"); and WHEREAS,as a condition of approval of the Project,Developer is required to meet the additional obligations contained in this Agreement, and Developer may be required to make dedications of land,pay fees or construction costs, or meet other obligations that are not a part of this Agreement.; and WHEREAS,the City is not participating in the cost of the Improvements or Project;and WHEREAS, the Developer and the City desire to enter into this Agreement in connection with the collective Improvements for the Project; NOW,THEREFORE,for and in consideration of the covenants and conditions contained herein, the City and the Developer do hereby agree as follows: 1. CFA Ordinance The Community Facilities Agreements Ordinance("CFA Ordinance"),as amended,is incorporated into this Agreement by reference, as if it was fully set forth herein. Developer agrees to comply with all provisions of the CFA Ordinance in the performance of Developer's duties and obligations pursuant to this Agreement and to cause all contractors hired by Developer to comply with the CFA Ordinance in connection with the work performed by the contractors. If a conflict exist between the terms and conditions of this Agreement and the CFA Ordinance,the CFA Ordinance shall control. 2. Incorporation of Engineering Plans The engineering plans for the Improvements that have been accepted by the City ("Engineering Plans")are incorporated into this Agreement by reference as if fully set out herein. Developer-shallpre UFFOUAL RECORD City of Fort Worth,Texas TY J,HCP5,� Standard Community Facilities Agreement Rev.10/5/19[NPCI FT WORTH, TX __ at its expense, unless otherwise agreed to by City, all engineering drawings and documents necessary to construct the Improvements required by this Agreement. 3. Description of Improvements; Exhibits and Attachments The following exhibits describe the general location, nature and extent of the Improvements that are the subject of this Agreement and are attached hereto and incorporated herein by reference: ® Exhibit A: Water ® Exhibit A-1: Sewer ® Exhibit B: Paving ® Exhibit B-1: Storm Drain ® Exhibit C: Street Lights & Signs The Location Map and Cost Estimates are also attached hereto and incorporated herein by reference. To the extent that Exhibits A, A-1, B, B-1, C, the Location Map, or the Cost Estimates conflict with the Engineering Plans, the Engineering Plans shall control. If applicable, Attachment 1 — Changes to Standard Community Facilities Agreement, Attachment 2 — Phased CFA Provisions, and Attachment 3 — Concurrent CFA Provisions, are attached hereto and incorporated herein for all purposes. 4. Construction of Improvements Developer agrees to cause the construction of the Improvements contemplated by this Agreement and that said construction shall be completed in a good and workmanlike manner and in accordance with all City standards and specifications, the Engineering Plans, the Cost Estimates provided for the Improvements,and this Agreement. Developer acknowledges that City will not accept the Improvements until the City receives affidavits and lien releases signed by Developer's contractors verifying that the contractors, and all subcontractors and material suppliers, have been paid in full for constructing the Improvements, and consent of the surety on payment and performance bonds provided for the Improvements. 5. Financial Guarantee Developer has provided the City with a financial guarantee in the form and amounts set forth in this Agreement which guarantees the construction of the Improvements and payment by Developer of all contractors, subcontractors, and material suppliers for the Improvements ("Financial Guarantee"). Developer shall keep the Financial Guarantee in full force and effect until released by the City and shall not reduce the amount of the Financial Guarantee unless authorized by the City in accordance with the CFA Ordinance. 6. Completion Deadline; Extension Periods This Agreement shall be effective on the date this Agreement is executed by the City's Assistant City Manager ("Effective Date"). Developer shall complete construction of the Improvements and obtain the City's acceptance of the Improvements within two (2) years of the Effective Date ("Term"). City of Fort Worth,Texas Page 3 of 16 Standard Community Facilities Agreement Rev.10/5/19[NPC] If construction of the Improvements has started during the Term, the Developer may request that this Agreement be extended for an additional period of time("Extension Period"). All Extension Periods shall be agreed to in writing by the City and the Developer as set forth in a written amendment to this Agreement. In no event shall the Term of this Agreement plus any Extension Periods be for more than three years. 7. Failure to Construct the Improvements (a) The City may utilize the Developer's Financial Guarantee to cause the completion of the construction of the Improvements if at the end of the Term, and any Extension Periods, the Improvements have not been completed and accepted by the City. (b) The City may utilize the Developer's Financial Guarantee to cause the completion of the construction of the Improvements or to cause the payment of costs for construction of the Improvements before the expiration of the Term, and any Extension Period, if the Developer breaches this Agreement,becomes insolvent, or fails to pay costs of construction. (c) If the Financial Guarantee is a Completion Agreement and the Developer's contractors or suppliers are not paid for construction costs or materials supplied for the Improvements the contractors and suppliers may place a lien upon any property which the City does not have an ownership interest that is the subject of the Completion Agreement. (d) Nothing contained herein is intended to limit the Developer's obligations under the CFA Ordinance, this Agreement, the Financial Guarantee, Developer's agreements with Developer's contractors,or other related agreements. 8. Termination If Developer desires to terminate this Agreement before Developer's contractors begin constructing the Improvements, Developer agrees to the following: (a) that Developer and City must execute a termination of this Agreement in writing; (b) that Developer will vacate any final plats that have been filed with the county where the Project is located; and (c) to pay to the City all costs incurred by the City in connection with this Agreement, including time spent by the City's inspectors at preconstruction meetings. 9. Award of Construction Contracts (a) Developer will award all contracts for the construction of the Improvements and cause the Improvements to be constructed in accordance with the CFA Ordinance. (b) Developer will employ construction contractors who meet the requirements of the City to construct the Improvements including,but not limited,to being prequalified,insured,licensed and bonded to construct the Improvements in the City. City of Fort Worth,Texas Page 4 of 16 Standard Community Facilities Agreement Rev.10/5/19[NPC] (c) Developer will require Developer's contractors to provide the City with payment and performance bonds naming the City and the Developer as dual obligees, in the amount of one hundred percent (100%) of the cost of the Improvements as required by the CFA Ordinance. The payment and performance bonds shall guarantee construction of the Improvements and payment of all subcontractors and material suppliers. Developer agrees to require Developer's contractors to provide the City with a maintenance bond naming the City as an oblige, in the amount of one hundred percent (100%) of the cost of the Improvements, that guarantees correction of defects in materials and workmanship for the Improvements by the contractor and surety for a period of two (2) years after completion and final acceptance of the Improvements by the City. All bonds must be provided to the City before construction begins and must meet the requirements of the City's Standard Conditions,Chapter 2253 of the Texas Government Code,and the Texas Insurance Code. (d) Developer will require Developer's contractors to provide the City with insurance equal to or in excess of the amounts required by the City's standard specifications and contract documents for developer-awarded infrastructure construction contracts. The City must be named as an additional insured on all insurance policies. The Developer must provide the City with a Certificate of Insurance (ACORD or form approved by the State of Texas), supplied by each contractor's insurance provider,which shall be made a part of the Project Manual. (e) Developer will require the Developer's contractors to give forty-eight (48)hours' advance notice of their intent to commence construction of the Improvements to the City's Construction Services Division so that City inspection personnel will be available. Developer will require Developer's contractors to allow construction of the Improvements to be subject to inspection at any and all times by the City's inspectors. Developer will require Developer's contractors to not install or relocate any sanitary sewer, storm drain, or water pipe unless a City inspector is present and gives consent to proceed,and to allow such laboratory tests as may be required by the City. (f) Developer will not allow Developer's contractors to begin construction of the Improvements until a notice to proceed to construction is issued by the City. (g) Developer will not allow Developer's contractors to connect buildings to service lines of sewer and water mains constructed pursuant to this Agreement, if any, until said sewer, water mains and service lines have been completed to the satisfaction of the City. 10. Utilities Developer shall cause the installation or adjustment of utilities required to: (1) serve the Project; and (2) to construct the Improvements required herein. City shall not be responsible for payment of any costs that may be incurred by Developer in the relocation of any utilities that are or may be in conflict with any of the Improvements to be constructed pursuant to this Agreement. 11. Easements and Rights-of-Way Developer agrees to provide,at its expense,all necessary rights-of-way and easements required for the construction and dedication to the City of the Improvements provided for by this Agreement. City of Fort Worth,Texas Page 5 of 16 Standard Community Facilities Agreement Rev.10/5/19[NPC] 12. Liability and Indemnification (a) DEVELOPER HEREBY RELEASES AND AGREES TO INDEMNIFY, DEFEND AND HOLD THE CITY HARMLESS FOR ANY INADEQUACIES IN THE PRELIMINARY PLANS, SPECIFICATIONS, ENGINEERING PLANS, AND COST ESTIMATES SUPPLIED BY THE DEVELOPER FOR THIS AGREEMENT. (b) THE DEVELOPER COVENANTS AND AGREES TO,AND BY THESE PRESENTS DOES HEREBY FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY, ITS OFFICERS,AGENTS AND EMPLOYEES FROM ALL SUITS,ACTIONS OR CLAIMS OF ANY CHARACTER, WHETHER REAL OR ASSERTED,BROUGHT FOR OR ONACCOUNT OFANYINJURIES OR DAMAGES SUSTAINED BYANYPERSONS,INCLUDINGDEATH, OR TO ANY PROPERTY, RESULTING FROM OR IN CONNECTION WITH THE CONSTRUCTION, DESIGN,PERFORMANCE OR COMPLETION OF ANY WORK TO BE PERFORMED BY SAID DEVELOPER, ITS CONTRACTORS, SUBCONTRACTORS, OFFICERS, AGENTS OR EMPLOYEES, OR IN CONSEQUENCE OF ANY FAILURE TO PROPERL Y SAFEGUARD THE WORK, OR ON ACCOUNT OF ANY ACT,INTENTIONAL OR OTHERWISE, NEGLECT OR MISCONDUCT OF SAID DEVELOPER, ITS CONTRACTORS, SUB-CONTRACTORS, OFFICERS, AGENTS OR EMPLOYEES, WHETHER OR NOT SUCHINJURIES,DEATH OR DAMAGESARE CAUSED,IN WHOLE OR IN PART, BY THE ALLEGED NEGLIGENCE OF THE CITY OF FORT WORTH, ITS OFFICERS,SERVANTS, OR EMPLOYEES. (c) DEVELOPER WILL REQUIRE ITS CONTRACTORS TO INDEMNIFY, DEFEND AND HOLD HARMLESS THE CITY, ITS OFFICERS, AGENTS AND EMPLOYEES FROM AND AGAINST ANY AND ALL CLAIMS, SUITS OR CAUSES OF ACTION OF ANY NATURE WHATSOEVER, WHETHER REAL OR ASSERTED, BROUGHT FOR OR ON ACCOUNT OF ANY INJURIES OR DAMAGES TO PERSONS OR PROPERTY, INCLUDING DEATH,RESULTING FROM, OR INANY WAY CONNECTED WITH, THE CONSTRUCTION OF THE IMPROVEMENTS CONTEMPLATED HEREIN, WHETHER OR NOT SUCH INJURIES, DEATH OR DAMAGES ARE CAUSED, IN WHOLE OR IN PART, BY THE ALLEGED NEGLIGENCE OF THE CITY OF FORT WORTH, ITS OFFICERS, SERVANTS, OR EMPLOYEES. FURTHER, DEVELOPER WILL REQUIRE ITS CONTRACTORS TO INDEMNIFY, DEFEND, AND HOLD HARMLESS THE CITY FOR ANY LOSSES, DAMAGES, COSTS OR ERPENSES SUFFERED BY THE CITY OR CAUSED AS A RESULT OF SAID CONTRACTORS' FAILURE TO COMPLETE THE WORK AND CONSTRUCT THE IMPROVEMENTS IN A GOOD AND WORKMANLIKE MANNER, FREE FROM DEFECTS,IN CONFORMANCE WITH THE CFA ORDINANCE, AND INACCORDANCE WITH ALL PLANS AND SPECIFICATIONS. 13. Right to Enforce Contracts Upon completion of all work associated with the construction of the Improvements,Developer will assign to the City a non-exclusive right to enforce the contracts entered into by Developer with its contractors,along with an assignment of all warranties given by the contractors,whether express or implied. Further,Developer agrees that all contracts with any contractor shall include provisions granting to the City the right to enforce such contracts as an express intended third party beneficiary of such contracts. City of Fort Worth,Texas Page 6 of 16 Standard Community Facilities Agreement Rev.10/5/19[NPC] 14. Estimated Fees Paid by Developer; Reconciliation Prior to execution of this Agreement, Developer has paid to the City the estimated cost of administrative material testing service fees, construction inspection service fees,and water testing lab fees in the amounts set forth in the Cost Summary section of this Agreement. Upon completion of the construction of the Improvements, the City will reconcile the actual cost of administrative material testing service fees, construction inspection service fees, and water testing lab fees with the estimated fees paid by Developer. If the actual costs of the fees are more than the estimated payments made by the Developer, the Developer must pay the difference to the City before the Improvements will be accepted by the City. If the actual costs of the fees are less than the estimated payments made by the Developer,the City will refund the difference to the Developer. If the difference between the actual costs and the estimated payments made by the Developer is less than fifty dollars($50.00),the City will not issue a refund and the Developer will not be responsible for paying the difference. The financial guarantee will not be released by the City or returned to the Developer until reconciliation has been completed by the City and any fees owed to the City have been paid by the Developer. 15. Material Testing The City maintains a list of pre-approved material testing laboratories. The Developer must contract with material testing laboratories on the City's list. Material testing laboratories will provide copies of all test results directly to the City and the Developer. If the Improvements being constructed fail a test, the Developer must correct or replace the Improvements until the Improvements pass all retests. The Developer must pay the material testing laboratories directly for all material testing and retesting. The City will obtainproof from the material testing laboratories that the material testing laboratories have been paid in full by the Developer before the City will accept the Improvements. 16. Notices All notices required or permitted under this Agreement may be given to a party by hand- delivery or by mail, addressed to such party at the address stated below. Any notice so given shall be deemed to have been received when deposited in the United States mail so addressed with postage prepaid: CITY: DEVELOPER: Development Coordination Office HT Hwy 114 Development LP City of Fort Worth 2200 Ross Avenue Suite 4200 W 200 Texas Street Dallas, TX, 75201 Fort Worth, Texas 76102 With copies to: City Attorney's Office City of Fort Worth 200 Texas Street Fort Worth, Texas 76102 City of Fort Worth,Texas Page 7 of 16 Standard Community Facilities Agreement Rev.10/5/19[NPC] and City Manager's Office City of Fort Worth 200 Texas Street Fort Worth, Texas 76102 Or to such other address one party may hereafter designate by notice in writing addressed and mailed or delivered to the other party hereto. 17. Right to Audit Developer agrees that, until the expiration of three (3) years after acceptance by the City of the Improvements constructed pursuant to this Agreement, that the City shall have access to and the right to examine any directly pertinent books, documents, papers and records of the Developer involving transactions relating to this Agreement. Developer agrees that the City shall have access during normal working hours to all necessary Developer facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. The City shall give Developer reasonable advance notice of intended audits. Developer further agrees to include in all contracts with Developer's contractors for the Improvements a provision to the effect that the contractor agrees that the City shall,until the expiration of three(3)years after final payment under the contract,have access to and the right to examine any directly pertinent books, documents,papers and records of such contractor, involving transactions to the contract, and further,that City shall have access during normal working hours to all of the contractor's facilities,and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. City shall give Developer's contractors reasonable advance notice of intended audits. 18. Independent Contractor It is expressly understood and agreed that Developer and its employees, representative, agents, servants,officers,contractors,subcontractors,and volunteers shall operate as independent contractors as to all rights and privileges and work performed under this Agreement, and not as agents, representatives or employees of the City. Subject to and in accordance with the conditions and provisions of this Agreement, Developer shall have the exclusive right to control the details of its operations and activities and be solely responsible for the acts and omissions of its employees, representatives, agents, servants, officers, contractors, subcontractors, and volunteers. Developer acknowledges that the doctrine of respondeat superior shall not apply as between the City and its officers, representatives, agents, servants and employees, and Developer and its employees, representatives, agents, servants, officers, contractors, subcontractors, and volunteers. Developer further agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and Developer. It is further understood that the City shall in no way be considered a co-employer or a joint employer of Developer or any employees, representatives, agents, servants, officers, contractors, subcontractors, and volunteers of Developer. Neither Developer, nor any officers, agents, servants, employees or subcontractors of Developer shall be entitled to any employment benefits from the City. Developer shall be responsible and liable for any and City of Fort Worth,Texas Page 8 of 16 Standard Community Facilities Agreement Rev.10/5/19[NPC] all payment and reporting of taxes on behalf of itself, and any of employees, representatives, agents, servants, officers, contractors, subcontractors,and volunteers. The City, through its authorized representatives and employees, shall have the sole and exclusive right to exercise jurisdiction and control over City employees. 19. Applicable Law; Venue This Agreement shall be construed under and in accordance with Texas law. Venue shall be in the state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas,Fort Worth Division. 20. Non-Waiver The failure of the City to insist upon the performance of any term or provision of this Agreement or to exercise any right herein conferred shall not be construed as a waiver or relinquishment to any extent of City's right to assert or rely on any such term or right on any future occasion. 21. Governmental Powers and Immunities. It is understood that by execution of this Agreement, the City does not waive or surrender any of its governmental powers or immunities. 22. Headings The paragraph headings contained herein are for the convenience in reference and are not intended to define or limit the scope of any provision of this Agreement. 23. Severability In the event that any clause or provision of this Agreement shall be held to be invalid by any court of competent jurisdiction, the invalidity of such clause or provision shall not affect any of the remaining provisions hereof. 24. Review of Counsel City and Developer, and if they so choose,their attorneys,have had the opportunity to review and comment on this document;therefore any rule of contract construction or interpretation that would normally call for the document to be interpreted as against the drafting party shall not apply in interpretation of this Agreement, and each section, portion, and provision of this Agreement shall be construed solely on the basis of the language contained therein, regardless of who authored such language. City of Fort Worth,Texas Page 9 of 16 Standard Community Facilities Agreement Rev.10/5/19[NPC] 25. Prohibition on Boycotting Israel Developer acknowledges that in accordance with Chapter 2270 of the Texas Government Code, the City is prohibited from entering into a contract with a company with 10 or more full-time employees that has a value of$100,000 or more that is to be paid wholly or partly from public funds of the City 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 term"boycott Israel"has the meaning ascribed to it by Section 808.001 of the Texas Government Code. The term"company"has the meaning ascribed to it by Section 2270.001 of the Texas Government Code. To the extent that Chapter 2270 of the Government Code is applicable to this Agreement, by signing this Agreement, Developer certifies that Developer's signature provides written verification to the City that Developer: (1) does not boycott Israel; and(2)will not boycott Israel during the term of this Agreement. 26. Immigration and Nationality Act Developer shall verify the identity and employment eligibility of its employees who perform work under this Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon request by City, Developer shall provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Developer shall adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any Developer employee who is not legally eligible to perform such services.DEVELOPER SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY DEVELOPER, DEVELOPER'S EMPLOYEES,SUBCONTRACTORS,AGENTS,OR LICENSEES. City,upon written notice to Developer, shall have the right to immediately terminate this Agreement for violations of this provision by Developer. 27. Amendment No amendment,modification, or alteration of the terms of this Agreement shall be binding unless the same is in writing, dated subsequent to the date hereof, and duly executed by the City and Developer. 28. Assignment and Successors Developer shall not assign or subcontract all or any part of its rights,privileges,or duties under this Agreement without the prior written consent of City. Any attempted assignment or subcontract without the City's prior written approval shall be void and constitute a breach of this Agreement. 29. No Third-Party Beneficiaries The provisions and conditions of this Agreement are solely for the benefit of the City and Developer, and any lawful assign or successor of Developer, and are not intended to create any rights, contractual or otherwise,to any other person or entity. City of Fort Worth,Texas Page 10 of 16 Standard Community Facilities Agreement Rev.10/5/19[NPC] 30. Compliance with Laws,Ordinances,Rules and Regulations Developer, its officers, agents, servants, employees, and contractors, shall abide by and comply with all laws, federal, state and local, including all ordinances, rules and regulations of City. It is agreed and understood that, if City calls to the attention of Developer any such violation on the part of Developer or any of its officers, agents, servants, employees, or subcontractors, then Developer shall immediately desist from and correct such violation. 31. Signature Authority The person signing this Agreement on behalf of Developer warrants that he or she has the legal authority to execute this Agreement on behalf of the Developer, and that such binding authority has been granted by proper order,resolution,ordinance or other authorization of the entity. The City is fully entitled to rely on this warranty and representation in entering into this Agreement. 32. Counterparts This Agreement may be executed in multiple counterparts, each of which will be deemed an original,but which together will constitute one instrument. 33. Entire Agreement This written instrument, together with any attachments, exhibits, and appendices, constitutes the entire understanding between the City and Developer concerning the work to be performed hereunder,and any prior or contemporaneous, oral or written agreement that purports to vary from the terms hereof shall be void. [REMAINDER OF PAGE INTENTIONALLY BLANK] City of Fort Worth,Texas Page 11 of 16 Standard Community Facilities Agreement Rev.10/5/19[NPC] 34. Cost Summary Sheet Project Name: Winding Meadows to serve Tradition CFA No.: CFA19-0150 City Project No.: 102307 Items Developer's Cost A. Water and Sewer Construction 1. Water Construction $ 3,133,610.00 2.Sewer Construction $ 859,744.00 Water and Sewer Construction Total $ 3,993,354.00 B. TPW Construction 1.Street $ 3,264,236.50 2.Storm Drain $ 1,176,421.00 3.Street Lights Installed by Developer $ 337,362.00 4. Signals $ - TPW Construction Cost Total $ 4,778,019.50 Total Construction Cost(excluding the fees): $ 8,771,373.50 Estimated Construction Fees: C. Construction Inspection Service Fee $4,655.00 D. Administrative Material Testing Service Fee $18,963.00 E. Water Testing Lab Fee $1,740.00 Total Estimated Construction Fees: $ 25,358.00 Choice Financial Guarantee Options,choose one Amount Mark one Bond=100% $ 8,771,373.50 x Completion Agreement=100%/Holds Plat $ 8,771,373.50 Cash Escrow Water/Sanitary Sewer-125% $ 4,991,692.50 Cash Escrow Paving/Storm Drain=125% $ 5,972,524.38 Letter of Credit=125% $ 10,964,216.88 City of Fort Worth,Texas Page 12 of 16 Standard Community Facilities Agreement Rev.10/5/19[NPC) IN WITNESS WHEREOF,the City and Developer have each executed this Agreement by their duly authorized signatories to be effective on the date executed by the City's Assistant City Manager. CITY OF FORT WORTH DEVELOPER *See next page for Developer Signature* w Dana Ba doff(Wir13,20 Dana Burghdoff Assistant City Manager Date: Mar 13,2020 Recommended by: .Tennifer EgernacK Jennifer Ezernack(Mar 12,2020) Evelyn Roberts/Jennifer Ezernack Project Assistant Planning and Development Contract Compliance Manager: By signing, I acknowledge that I am the person Approved as to Form &Legality: responsible for the monitoring and administration of this contract,including R%kydX /UGC-9,,Ae1f ensuring all performance and reporting Richard a McCracken(Mar 13,2020) requirements. Richard A.McCracken Sr.Assistant City Attorney (21.V-e,6 M&C No. a Scarlen Morales(Mar 13,2020) Date: Mar 13,2020 � T. a�" Name: Janie Scarlett Morales r Form 1295: Title: Development Manager � �:•• •:,� *i, ATTEST: ' r� Mary J.K r(M ,2020) Mary J.Kayser/Ronald Gonzales City Secretary/Assistant City Secretary 0MCBAL RECORD CITY SECRETARY FT WORTH,T'X City of Fort Worth,Texas Page 13 of 16 Standard Community Facilities Agreement Rev.10/5/19[NPC] DEVELOPER: HT HWY 114 DEVELOPMENT LP By: HT Hwy 114 Land LLC, its general partner By: HT Hwy 114 LP, its sole member By: Hines Hwy 114 LLC, its general partner By: Hines Hwy 114 Associates LP, its sole member By: Hines Investment Management Holdings Limited Partnership, its general partner By: HIMH GP LLC, its general partner By: Hines Real Estate Holdings Limited Partnership, its sole member By: JCH Investments,Inc., its general partner By:Robe ...elMar12,2020) Robert W. Witte Senior Managing Director Date: Mar 12,2020 OFFICIAL RECORD CITY SECRETARY FT NORTH,TX City of Fort Worth,Texas Page 14 of 16 Standard Community Facilities Agreement Rev.10/5/19[NPCI The following attachments are incorporated into this Agreement. To the extent a conflict exists between the main body of this Agreement and the following attachments, the language in the main body of this Agreement shall be controlling. Included Attachment ❑ Attachment 1 -Changes to Standard Community Facilities Agreement ❑ Attachment 2—Phased CFA Provisions ❑ Attachment 3 —Concurrent CFA Provisions ® Location Map ® Exhibit A: Water Improvements ® Exhibit A-1: Sewer Improvements ® Exhibit B: Paving Improvements ® Exhibit B-1: Storm Drain Improvements ® Exhibit C: Street Lights and Signs Improvements ® Cost Estimates (Remainder of Page Intentionally Left Blank) City of Fort Worth,Texas Page 15 of 16 Standard Community Facilities Agreement Rev.10/5/19[NPC] ATTACIEMENT"I" Changes to Standard Community Facilities Agreement City Project No. 102307 None City of Fort Worth,Texas Page 16 of 16 Standard Community Facilities Agreement Rev.10/5/19[NPC] _m O CO N m L � N y Lh N C ®W� W z f) O ® ¢ � ® z o W z J N U N o L d U Q U Z O I 3 Q d z O �V ti r-I <a 2�gj n � IILJ-LA! 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LL Z nm U W CO 3 /n W a ° s� ® Z / z LU O N O z O W w 250 a w z J 0 w 0 O LLJ LLJ U U O O > > Z a q- d a W 0 O LLI J SECTION 004243 Developer Awarded Projects-PROPOSAL FORM Tradition-Winding Meadows Drive UNIT PRICE BID Project Item Information EOPC Estimate Iternt Description Specification Section No. Umt of Hid Quantity Unit Price Hid Value Rem Measure Winding Meadows Grading Facilities t 3137.0102 Lar a Stone ffi % 31 37 00 SY 604 $95.00 $57,380.00 2 3137.0103 Stone Ri uted 313700 SY 1,906 $125.00 $238,250.00 3 3137.0104 Medium Stone ffi r 31 37 00 SY 106 $35.00 $3,710.00 4 9999.000I DurfMat 000000 SY 5. $19,190.00 Windin Meadows Drive Gradina Subtotal 1 $318,530.00 Winding Meadows Paving Facilities 5 0241.1100 Remove As halt Pvmt 0241 15 SY 25 $20.00 $500.00 6 3201.0616 Conc Pvmt air,Arterial/Industrial 32 01 29 SY 47 $90.00 $3,760.00 7 3211.0502 8"Lime Treatment 32 11 29 SY 27,251 $3.50 $95,379.50 8 3211.0400 H dl Material 321129 TON 491 $190.00 $88,380.00 9 3212.0302 As halt Pvmt e D 32 12 16 SY 715 $30.00 $21,450.00 10 3212.050I 2"As halt Base e B 32 12 16 SY 715 $16.00 $11,440.00 11 3213.0104 9"Conc Pvmt 32 13 13 SY 22,913 $52.00 $1,191,476.00 12 3213.0303 6"Cc'Sidewalk 32 13 20 SF 91,490 $4.50 $366,660.00 13 3213.0506 Harrier Pre.Ramp, eP-1 321320 HA 8 $1,500.00 $12,000.00 14 3216.0101 6"Conic Curb and Gutter 32 16 13 LP 632 $30.00 $18,960.00 15 3217.0002 4"SLD Pvmt Marking HAS(Y) 32 17 23 LP 7,554 $2.00 $15,109.00 16 3217.0003 4"BRK Pvmt Markin HAS 321723 LP 815 $2.00 $1,630.00 17 3217.0201 8"SLD Pvmt Mar' HAS 32 17 23 LP 459 $4.00 $i's 6.00 18 3217.0202 8"SLD PM Mar. HAS 32 17 23 LP 1,557 $4.00 $6,228.00 19 3217.0501 24" 32 17 23 LP 25 $20.00 $500.00 20 3441.4003 PumDm Amn Mount City Sid. 34 41 30 HA 17 $750.00 $12,750.00 21 3471.0001 Traffic Control 347113 MO 12 $1,000.00 $12,000.00 22 9999.0001 Remove&Replace Existing Gravel Drive 00 00 00 SY 105 $40.00 $4,200.00 23 9999.0002 Tempo 8'Wide Gravel Road 00 00 00 SY 86 $30.00 $2,590.00 24 9999.0003 Remove& e Iron Cattle &Gate 35 LF 00 00 00 RA 1 $4,500.00 $4,500.00 25 9999.0004 End of Road Barricade 344130 RA 7 $750.00 $5,250.00 26 9999.0005 Concrete Header 00 00 00 EA 10 $500.00 $5,000.00 27 9999.0006 Connect to Ex.Pavement 00 00 OO LF 255 $30.00 $7,650.00 28 9999.0007 250'Span Bridge,incuding abutments,approach slabs,&railing 32 92 13 LS 1 (complete and in place)" $1.375,000.00 $1,375.000.00 Windina Meadows Drive Paving Subtotal ,264,236.50 See Sheets 51.1-55.1 in construction Mans for additional information on the bride ouantities. Winding Meadows Water Facilities 29 0241.0500 Remove Pence 024113 LF 4,580 $3.00 $13,740.00 30 0241.1106 16"Pressure Plug 024114 HA 1 $1,500.00 $1,500.00 essure 31 0241.110920"Pr Pin 024114 HA 1 $1,800.00 $1,800.00 32 0241.1109 24"Pressure Plu 0241 14 HA 1 $2,200.00 $2,200.00 33 0241.1111 36"Pressure Plu 0241 14 HA 1 $3,000.00 $3,000.00 34 0241.11184"-12"Pressure Plug 024114 EA 14 $1,200.00 $16,800.00 35 3304.0002 Cathodic Protection 33 04 12 LS 1 $75,000.00 $75,000.00 36 3305.0109 Trench Safety 33 05 10 LP 15,043 $2.00 $30,086.00 37 3305.0110 Utility Markers 33 05 26 LS 1 $3,500.001 $3,500.00 38 13305.0116 Concrete Encasement for Utility Pi es 33 05 10 LP 1 21 $40.00 $840.00 39 3305.1106 36"Ca' H Mir ther Than Cut 33 05 22 LP 175 $895.00 $156,625.00 40 3305.1107 42"Ca' H Mr'1'han Cut 33 05 22 LP 140 $1,015.00 $142,100.00 41 3305.1109 54"Ca' H Other Than Cut 33 05 22 LP 251 $1,500.00 $376,500.00 42 3311.0001 Ductilelron Water Fi' sw/Restraint 33 11 11 TON 14.02 $12,500.00 $175,250.00 43 3311.0141 6"Water Pie 33 11 10,33 11 12 LP 54 $40.00 $2,160.00 44 3311.0261 8"PVC Water Pie 33 11 12 LP 352 $50.00 $17,600.00 45 3311.0461 12"PVC , 705 $43,710.00 46 3311.0462 12"PVW e CSS Backfill 33 11 12 LP 112 $92.00 $9,194.00 47 3311.056116"PVC C905 Water Pie 33 11 10,33 11 12 LP 2,238 $72.00 $161,136.00 48 3311.0564 16"PVC C905 Wa[el Pie'Restrained Joints 33 11 10,33 11 12 LP 217 $105.00 $22,785.02 49 3311.056124"PVC C905 Water Pie 321112 LP 2,702 $112.00 $302,624.00 50 3311.056424"PVC C905 Water Pie(Restrained Joints 331112 LP 1,033 $162.00 $167,346.00 51 3311.0944 36"Water Pipe(Restrained Joints) 3411 10,33 11 12,33 11 13,33 1114 LP 299 $430.00 $124,270.00 52 3312.0001 Fir.Hydrant 33 1240 HA 8 $4,500.00 $36,000.00 53 3312.1002 2"Combination Air Valve Assembl for Water 31 12 30 HA 2 $6,500.00 $13,000.00 54 3312.1004 4"Combination Air V.lvs Assemhl for for 33 1230 HA 2 $8,500.00 $17,000.00 55 3312.3003 8'Gate Valve 331220 HA 7 $1,250.00 $8,750.00 56 3312.3005 12"Gate Valve 33 1220 HA 7 $2,400.00 $16,900.00 57 3312.3006 16"Gate Valve w/Vault 34 12 20 HA 4 $14,500.00 $58,000.00 58 3312.3007 20"Gate Valve w/Vault 33 1220 HA 9 $21,500.00 $193,500.00 59 3312.3008 24"Gate Valve w/Vault 33 1220 HA 3 $29,500.00 $88,500.00 60 3312.5000 36"AW WA Butterfly Valve,w/Vault 33 12 21 HA 1 $32,500.00 $32,500.00 61 3312.6002 6"Blow Off Valve 33 12 60 HA 3 $8,500.00 $25,500.00 h623312.6003 8"Blow Off Valve331260 HA 1 $9,500.00 $9,500.00 9999.0002 20"PVC C905 Water Pie 000000 LP 4,933 $90.00 $443,970.00 9999.0003 20"PVC C905 Water Pipe,CSS Backfill 000000 LP 75 $110.00 $9,250.00 9999.000420"PVC C905 Water Pie strained Joints 000000 LP 2,509 $126.00 $316,134.00 9999000520"PVCC905 Water Pipe,CSS Backfill(Restrained Joints) 000000 LP 75 $146.00 $10,950.09999.0006 Clean&Test 36"Pipe 00 00 00 L1 $5,500.00 $5,500.00 Winding Meadows Drive Water Subtotal ,139,670.00 SECTION se 42 43 Developer Awarded Prjects-PROPOSAL FORK Tradition-Winding Meadows]hive UNIT PRICE BID Project Item Information EOPC Estimate Bid Description Specification Section No. Unit of Bid Quantity Unit Price Bid Value em Measure Winding Meadows Sanitary Sewer Facilities 68 0241.1118 4"-12"Pressure Plug 024114 EA 6 $1,200.001 $7,200.00 69 0330.0001 Concrete Encase Sewer Pie 03 30 00 LF 30 $50.001 $1,500.00 70 3301.0101 Manhole Vacuum Testing 33 01 30 EA 24 $250.00 $6,000.00 71 3305.0109 Trench Safe 3305 10 LF 7,883 $2.00 $15,766.00 72 3305.0113 Trench Water Stops 330515 EA 3 $350.00 S1,050.00 73 333 L4115 8"Sewer Pie 33 11 10,33 31 t2,33 3120 LF 806 S52.00 $41,912.00 74 3331.4116 8"Sewer Pipe,CSS Backfill 33 11 10,3331 12,333120 LF 207 $72.00 $14,904.00 75 3331.4201 10"Sewer Pie 33 11 10,33 31 12,333120 LF 2,963 $62.00 $183,706.00 76 3331.4208 12"Sewer Pipe 33 11 10,33 31 12,333120 LF 876 $72.00 $63,072.00 77 3331A215 15"Sewer Pipe 33 11 10,33 31 12,33 31 20 LF 2,678 S78.00 $208,884.00 78 3331.4216 15"Sower Pipe,CSS Backfill 33 11 10,33 31 12,333120 LF 30 $98.00 S2,940.00 79 3339.1001 4'Manhole 33 39 10,33 39 20 EA 23 $4,800.001 $110,400.00 60 3339.1002 4'Dro Manhole 33 39 10,33 39 20 EA 1 $5,800.00 $5,800.00 81 3339.1003 4'Extra Depth Manhole 33 39 10,33 39 20 VF 61 $195.00 $11,895.00 82 1929.0001 4'Extra De th Manhole(Warren Coating) 00 00 00 VF 86 $385.00 $33,110.00 83 9999.0007 Bore 24"Steel Casing 00 00 00 LF 150 $460.00 $69,000.00 84 9999.0008 O en Cut 24"Steel Casin 00 00 00 LF 125 $200.00 $25,000.00 SS 9999.0009 S.S.Manhole Ventin 000000 EA 4 $3,500.00 $14,000.00 86 9999.0010 15"DIP Sewer 0000 LF 5. $43,605.00 Winding Meadows Drive Sanitary Sewer Subtotal $859,744.00 Winding Meadows Storm Drain Facilities 87 3305.0109 Trench Safety 33 05 10 LF 6,419 $2.00 $12,838.00 88 3305.0112 Concrete Collar 3305 17 EA 7 $1,000.00 $7,000.00 89 3341.0201 21"RCP,Class III 3341 10 LF 1,279 $52.00 $66,508.00 90 3341.0205 24"RCP,Class 111 3341 10 LF 2,309 $57.00 $131,613.00 91 3341.0208 27"RCP,Class III 3341 10 LF 303 $62.00 $18,786.00 92 3341.0302 30"RCP,Class III 3341 10 LF 639 $72.00 $46,008.00 93 3341.0309 36"RCP,Class BI 3341 10 LF 70 $98.00 $6,860.00 94 334L0312 39"RCP,Class 111 3341 10 LF 233 $118.00 $27,494.00 95 3341.0402 42"RCP,Class 111 3341 10 LF 92 $130.00 $11,960.00 96 3341,0409 48'RCP,Class 111 3341 10 LF 242K$22.500.00 00 $37,510.00 97 3341.1202 5x4 Box Culvert 3341 10 LF 5800 $15,950.00 98 3341.1303 6x4 Box Culvert 3341 10 LF 39200 $121,520.00 99 3341.1402 7x4 Box Culvert 3341 10 LF 318 .00 $116,070.00 100 3341.1501 8x4 Box Culvert 3341 10 LF 284 .00 $115,020.00 101 3341.1602 9x5 Box Culvert 3341 10 LF 200 .00 $102,000.00 102 3349.0001 4'Storm Junction Box 3349 10 EA 8 00 $4Q000.00 103 3349.1000 Headwall,Box Culvert 334940 CY 90.72 .00 $131,544.00 104 3349.4104 21"SET,1 pipe 334940 EA 1 .00 $2,500.00 105 33494105 24"SET,I pipe 334940 EA 3 .00 $9,000.00 106 3349.4106 27"SET,1 i 334940 EA 1 , .00 $3,500.00 107 3349.4107 30"SET,1 i e 33 49 40 EA 2 $4,000.00 $8,000.00 108 3349.4110 39"SET,1 pipe 33 49 40 EA 1 $5,000.00 $5,000.00 109 3349.6001 10'Recessed Inlet 33 49 20 EA 13 $4,200.00 $54,600.00 110 3349.6002 15'Recessed Inlet 33 49 20 EA 2 $5,200.00 $t0,400.00 111 3349.7001 4'Drop Inlet 33 49 20 EA 1 $5,000.00 $5,000.00 112 9999.000l 3'Drop Inlet 000000 EA 1 $4,500.00 $4,500.00 113 9999.0002 Pedestrian Rail,Type"PR-I V 00 00 00 LF I $65,240.00 Winding Meadows Drive Storm Drain Subtotal $1,176,421.00 Winding Meadows Street Light Improvements 114 2605.0111 Furnish/Install Elee Sery Pedestal 26 05 00 EA 3 $8,500.00 $25,500.00 115 2605.3012 2"CONDT PVC SCH 40(T) 2605 33 LF 7,371 $12.00 $88,452.00 116 2605.3032 4"CONDT PVC SCH 40(T) 2605 33 LF 137 $20.00 $2,740.00 117 3441.1410 NO 10 Insulated Elve Condr 3441 10 LF 140 $3.00 $420.00 118 3441.1504 Ground Box Type AS(TxDOT),w/Aron 3441 10 EA 3 $850.00 $2,550.00 119 3441.1637 Type Aan 344120 EA 44 $375.00 $16,500.00 120 3441.3201 LED Lighting Fixture 34 41 20 EA 44 $850000 $37,400.00 121 34413302 Rd Ilium Foundation TY 3,5,6,and 8 35 41 20 EA 39 $1,200.00 $46,800.00 122 34413342 Rdwy plum TY 18 Pole 34 41 20 EA 39 $3,000.00 $117,000.00 Winding Meadows Drive Street Light Subtotal $337,362.00 Contractor is to bid either item 60,60a,60b,or 60c for 36"pipe. 60a 13311.0854 36"DIP Water(Restrained Joints 33 1110 LF 289 $0.00 SOS1U 60b 3311.0864 36 Steel AW WA C200 Water Pi a(Restrained Joints) ;3 I 1 14 LF 289 $0.00 $0.00 60c 3311.0874 36"Concrete AW WA C303 Water Pipe(Restrained Joints) 33 11 13 P 50.00 Bid Summary Grading Facilities Subtotal $318,530.00 Paving Facilities Subtotal $3,264,236.50 Water Facilities Subtotal $3,133,610.00 Sewer Facilities Subtotal $859,744.00 Storm Drain Facilities Subtotal $1,176,421.00 Street Li ht Facilities Subtotal $337,362.00 Total Bid $9,089,903.50 100%Payment Bond $95,000.00 100%Performance Bond $60,000.00 2-year,100%Maintenance Bond $zs,000.00 Grand Total $9,269,903.50 The bid is submitted by the entity listed below: Y Com an Conatser Construction TX,L.P. Company: Street Address:5327 Wichita Street 'm Name City,State,Zip Code:Forest Hill,TX 76119 Phone:(817)534-1743 Pii�am �T' Title: E Dote. Contractor agrees to complete WORK for FINAL ACCEPTANCE within 220 working days after the date when the CONTRACT commences to ran as provided in the General Conditions. END OF SECTION vw,,,a<.. r.ore xam eaovosar-osveroreanwnxoeoraorecrs " 2or2 'nm ma elaM>