HomeMy WebLinkAboutContract 56098 Received Date: 07/29/2021
Received Time: 1:20 pm
Developer and Project Information Cover Sheet:
Developer Company Name: PMB Ventana Developer,LLC
Address, State,Zip Code: 4001 Maple Ave., Suite 600 Dallas,Texas 75219
Phone &Email: (214)954-7025 1 petergpmbinv.com
Authorized Signatory,Title: Peter Pincoffs,Manager
Project Name: Ventana Phase 5B
Brief Description: Water, Sewer,Paving, Storm Drain, Street Lights
Project Location: South of Aledo Road,West of Rolling Hill Drive
Plat Case Number: PP-18-064 Plat Name: Ventana
Mapsco: Not Provided Council District: 3
CFA Number: CFA21-0061 City Project Number: 1032011 IPRC21-0025
OFFICIAL RECORD
CITY SECRETARY
City of Fort Worth,Texas FT. WORTH, TX
Standard Community Facilities Agreement
Rev.2/21
City Contract Number: 56098
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 PMB Ventana Developer, LLC
("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 Ventana
Phase 5B ("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.
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2.
Incorporation of Engineering Plans
The engineering plans for the Improvements that have been approved by the City ("Engineering
Plans")are incorporated into this Agreement by reference as if fully set out herein. Developer shall provide
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:
❑X Exhibit A: Water
❑X Exhibit A-1: Sewer
❑X Exhibit B: Paving
❑X Exhibit B-1: Storm Drain
❑X 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 I —
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.
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Standard Community Facilities Agreement
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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").
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
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Rev.2/21
(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.
(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 obligee, 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.
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Standard Community Facilities Agreement
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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.
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 B YANY PERSONS,INCL UDING DEATH,
OR TO ANY PROPERTY, RESULTING FROM OR IN CONNECTION WITH THE
CONSTRUCTION,DESIGN, PERFORMANCE OR COMPLETION OF ANY WORK TO BE
PERFORMED BY SAID DEVELOPER, ITS CONTRACTORS, SUBCONTRACTORS,
OFFICERS, AGENTS OR EMPLOYEES, OR IN CONSEQUENCE OF ANY FAILURE TO
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 EXPENSES 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
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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.
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 obtain proof 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 PMB Ventana Developer, LLC
City of Fort Worth 4001 Maple Ave., Suite 600
200 Texas Street Dallas, Texas 75219
Fort Worth, Texas 76102
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Rev.2/21
With copies to:
City Attorney's Office
City of Fort Worth
200 Texas Street
Fort Worth, Texas 76102
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,
City of Fort Worth,Texas Page 8 of 18
Standard Community Facilities Agreement
Rev.2/21
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
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
City of Fort Worth,Texas Page 9 of 18
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Rev.2/21
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.
25.
Prohibition on Boycotting Israel
Developer acknowledges that in accordance with Chapter 2271 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 terms "boycott Israel"
and "company"has the meaning ascribed to those terms by Chapter 2271 of the Texas Government Code.
To the extent that Chapter 2271 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'SEMPLOYEES,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
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Standard Community Facilities Agreement
Rev.2/21
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.
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 18
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34.
Cost Summary Sheet
Pro]ect Name: Ventana Phase 5B
CFA No.: CFA21-0061 City Project No.: 103201 IPRC No.: IPRC21-0025
Items Developer's Cost
A. Water and Sewer Construction
1. Water Construction $ 173,662.00
2.Sewer Construction $ 203,814.60
Water and Sewer Construction Total $ 377,476.60
B. TPW Construction
1.Street $ 546,861.71
2.Storm Drain $ 15,592.00
3.Street Lights Installed by Developer $ 78,475.00
4. Signals $ -
TPW Construction Cost Total $ 640,928.71
Total Construction Cost(excluding the fees): $ 1,018,405.31
Estimated Construction Fees:
C. Construction Inspection Service Fee $37,500.00
D. Administrative Material Testing Service Fee $9,212.00
E. Water Testing Lab Fee $690.00
Total Estimated Construction Fees: $ 47,402.00
Choice
Financial Guarantee Options,choose one Amount (Mark one)
Bond= 100% $ 1,018,405.31
Completion Agreement= 100%/Holds Plat $ 1,018,405.31 X
Cash Escrow Water/Sanitary Sewer= 125% $ 471,845.75
Cash Escrow Paving/Storm Drain= 125% $ 801,160.89
Letter of Credit= 125% $ 1,273,006.64
City of Fort Worth,Texas Page 12 of 18
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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
PMP�BLV.entana Developer,LLC
Dana La hWeW� E Peter Pic`r&offsL(Ju 1 31 CDT)
Dana Burehdoff(Ju 27,20211 :38 CDT)
Dana Burghdoff Peter Pincoffs
Assistant City Manager Manager
Date:
Jul 27,2021 Date: J u 127,2021
Recommended by:
Evelyn Roberts
Evelyn Roberts(Jul 27,202112:50 CDT)
Evelyn Roberts/Jennifer Ezernack
Project Assistant
Planning and Development
Approved as to Form &Legality:
Contract Compliance Manager:
Richard A.McCracken(Jul 27,202113:17 CDT)
Richard A.McCracken By signing, I acknowledge that I am the person
Sr.Assistant Cit 11orney responsible for the monitoring and
M&C No. administration of this contract,including
Date: ensuring all performance and reporting
requirements.
Form 1295: N/A
b� J� ifer Ezern I n behalf o
OR r 127,202112:59 CDT)
ATTEST: o 000000000
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°° °°O�� Janie Scarlett Morales
°
Ronal/P. Gonzales F11. 0
I.o o��� Development Manager
Ronald P.Gonzales(Jul 27,202116:50 CDT) �-00 O
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Ronald P. Gonzales �� o°0 o*�d
Acting City Secretary ��� ° °°
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OFFICIAL RECORD
CITY SECRETARY
City of Fort Worth,Texas FT. WORTH, TX
Standard Community Facilities Agreement
Rev.2/21
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
❑X Attachment 1 -Changes to Standard Community Facilities Agreement
❑X Attachment 2—Phased CFA Provisions
❑ Attachment 3 —Concurrent CFA Provisions
❑X Location Map
❑X Exhibit A: Water Improvements
❑X Exhibit A-1: Sewer Improvements
❑X Exhibit B: Paving Improvements
❑X Exhibit B-1: Storm Drain Improvements
❑X Exhibit C: Street Lights and Signs Improvements
❑X Cost Estimates
(Remainder of Page Intentionally Left Blank)
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ATTACHMENT"1"
Changes to Standard Community Facilities Agreement
City Proj ect No. 103201
None
City of Fort Worth,Texas Page 15 of 18
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ATTACHMENT "2"
Phased CFA Provision
City Project No. 103201
The improvements being constructed by Developer pursuant to this Agreement will
connect to improvements Developer is constructing under a separate Community Facilities
Agreement that have not been completed and accepted by the City. Therefore, this Agreement
shall be considered a"Phased CFA"and the provisions contained in this section shall apply to this
Agreement.
The improvements being constructed by Developer under the separate Community
Facilities Agreement shall be defined as the "Parent Project." The improvements being
constructed by Developer under this Agreement shall be defined as the "Child Project."
Developer acknowledges and agrees that due to Developer's election to construct a Phased
CFA,the potential exists for technical, delivery, acceptance or performance problems (hereinafter
"Construction Problems"). Construction Problems may include, but are not limited to: failure of
the improvements to comply with the approved plans or City Specifications; failure of the
improvements in the Parent Project and the Child Project to properly connect to each other;
changes to the design or construction of the improvements in the Parent Project that impact the
design and construction of the improvements in the Child Project; construction delays, delay
claims, or claims for liquidated damages; increased costs for the Developer; failure of the
improvements to pass inspection or material testing; or rejection by the City of some or all of the
improvements and Developer having to remove and reconstruct the improvements at Developer's
expense. In addition, Developer understands and agrees that disputes may arise between
Developer's contractors or their subcontractors relating to responsibility for the Construction
Problems. Developer shall be solely responsible for resolving disputes between contractors or
disputes between contractors and subcontractors.
Developer further acknowledges and agrees that Developer has notified all of Developer's
contractors for the Project that Developer has elected to construct a Phased CFA, the provisions
of this section, the risks associated with a Phased CFA, and that the City shall not bear any
responsibility for Developer's decision to proceed with a Phased CFA.
Developer shall not make the final connection of the improvements in the Child Project to
the improvements in the Parent Project until the improvements in the Parent Project have been
constructed and accepted by the City and the City has consented to Developer making the
connection.
Developer agrees that if this Agreement is for improvements relating to the construction,
renovation or modification of one or more single family residential homes or structures, the City
will not record the plat related to the Project until the improvements are constructed and accepted
by the City. Developer agrees that if this Agreement is for improvements relating to the
construction, renovation or modification of one or more commercial buildings or structures, the
Developer shall not receive a Certificate of Occupancy from the City for the building(s)related to
the Project until the improvements in this Agreement are constructed and accepted by the City.
Developer further understands and agrees that completion of the improvements under this
Agreement does not entitle Developer to obtain a final plat of the property until all other
requirements of Federal law, State law, or the City Code relating to the filing and recording of a
final plat have been met by Developer.
City of Fort Worth,Texas Page 16 of 18
Standard Community Facilities Agreement
Rev.2/21
BY CHOOSING TO CONSTRUCT A PHASED CFA, DEVELOPER ASSUMES
ALL RISKS AND DEVELOPER SHALL BE LIABLE AND RESPONSIBLE FOR ANY
AND ALL DAMAGES, INCLUDING BUT NOT LIMITED TO ANY AND ALL
ECONOMICDAMA GES PROPERTYLOSS,PROPERTYDAMAGESANDPERSONAL
INJURY, (INCL UDING DEATH), OFANY KIND OR CHARACTER, WHETHER REAL
ORASSERTED. DEVELOPERHEREBYEXPRESSLYRELEASESANDDISCHARGES
CITY FROM ANY AND ALL LIABILITY FOR DAMA GES, INCL UDING, BUT NOT
LIMITED TOANYANDALL ECONOMICDAMA GES,PROPERTYLOSS,PROPERTY
DAMAGE AND PERSONAL INJURY(INCL UDING DEATH)ARISING OUT OF OR IN
CONNECTION WITH,DIRECTLY OR INDIRECTLY, THE CONSTRUCTION OF THE
IMPROVEMENTS OR DEVELOPER'S DECISION TO CONSTRUCT A PHASED CFA.
DEVELOPER,AT ITS SOLE COSTAND EXPENSE,AGREES TO AND DOES HEREBY
INDEMNIFY, DEFEND PROTECT, AND HOLD HARMLESS CITY, AND CITY'S
OFFICERS, REPRESENTATIVES, AGENTS, EMPLOYEES, AND SERVANTS FOR,
FROMANDAGAINSTANYANDALL CLAIMS(WHETHERATLA W ORINEQUITY),
LIABILITIES, DAMAGES (INCLUDING ANY AND ALL ECONOMIC DAMAGES,
PROPERTY LOSS, PROPERTY DAMA GES AND PERSONAL INJURIES INCLUDING
DEATH), LOSSES, LIENS, CAUSES OF ACTION, SUITS, JUDGMENTS AND
EXPENSES (INCLUDING, BUT NOT LIMITED TO, COURT COSTS, ATTORNEYS'
FEES AND COSTS OF INVESTIGATION), OF ANY NATURE, KIND OR
DESCRIPTION ARISING OR ALLEGED TO ARISE BY OR IN ANY WA Y RELATED
TO CONSTRUCTION OF THE IMPROVEMENTS OR DEVELOPER'S CHOICE TO
CONSTRUCT A PHASED CFA, OR (2) BY REASON OF ANY OTHER CLAIM
WHATSOEVER OFANY PERSON OR PARTY OCCASIONED OR ALLEGED TO BE
OCCASIONED IN WHOLE OR IN PART BY THE CONSTRUCTIONS OF THE
IMPROVEMENTS OR DEVELOPER'S CHOICE TO CONSTRUCT A PHASED CFA
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.
DEVELOPER:
PMB Ventana Developer, LLC
E Pew p6jjz�///
E Peter Pincoffs III(JuI 27, 02111:31 CDT)
Name: Peter Pincoffs
Title: Manager
City of Fort Worth,Texas Page 17 of 18
Standard Community Facilities Agreement
Rev.2/21
City of Fort Worth,Texas Page 18 of 18
Standard Community Facilities Agreement
Rev.2/21
00 42 43
DAP-BID PROPOSAL
Page 1 of 6
SECTION 00 42 43
Developer Awarded Projects-PROPOSAL FORM
Ventana Phase 513
UNIT PRICE BID Bidder's Application
Project Item Information Bidder's Proposal
Bidlist Item No. Description Specification Section No. Unit of Bid Unit Price Bid Value
Measure Quantity
UNIT I:WATER IMPROVEMENTS
3311.0001 Ductile Iron Water Fittings wt Res 3311 11 TON 1.41 $5,000.00 $7.050.00
3311.0241 8"Water Pipe 33 11 10,83 11 12 LF 2242 $36.00 $80,712.00
3312.0001 Fire Hydrant 331240 EA 5 $4,250.00 _$21,250.00
-
3312.0117 Connection to Existing 4"-12"Water Main(Phase 4- 33 12 25 EA 1
_ Enchanted Rock Way) _ _ $1,000,00 _$1,000.00
3312.0117 33 12 25
Connection to Existing 4"-12"Water Main(Phase 5A- EA 1
Turner May Drive) _ $1,000,00 __$1,000.00
3312.2003 1"Water Service 33 12 10 —EA 55 $950.00 $52,250,00,
3312LL2003 8"Gate Valve 33 12 20 EA 5 $1,300.001. $6,500.00_
9999.0001 4"Irrigation Sleeve 0000 00 LF 60 $20.00 _.. $1,200.00
9999.0002 3l4"Irrigation Meter 00,0000 EA 1 $1,200.00 _$1,200.00
9999.0003 11"Irrigation Meter 00 00 00 1 EA 1 1 1 $1.500.001 $1 500.00
TOTAL UNIT I:WATER IMPROVEMENTS $173,662.00
CITY OF FORT WORTH
STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS-DEVELOPER AWARDED PROJECTS
Form Version May 22,2019 Bid Proposal_Ventana Phase 5B_Conatser
00 42 43
DAP-BID PROPOSAL
Page 2 of 6
SECTION 00 42 43
Developer Awarded Projects-PROPOSAL FORM
Ventana Phase 5B
UNIT PRICE BID Bidder's Application
Project Item Information Bidder's Proposal
Bidlist Item No. Description Specification Section No. Unit of Bid Unit Price Bid Value
Measure Quantity
UNIT II:SANITARY SEWER IMPROVEMENTS.
3301.0002 Post-CCTV Inspection 3301 31 LF 1900 $3.00 ____$5,700.00
3361.6101 Manhole Vacuum Testing 33 01 30 EA 9 $150.00 _ $1,350.00
3305 6109 Trench Safety 33 05 10 LF 190p $2 00 $3,800.00
_.._ ..w _. ... _ _
3331 3101 4"Sewer Service 33 31 50 EA 55 ._ .-_._ $650.00..__$35,750.00
3331.4115 8"Sewer Pipe wSDR 26 33 11 10,33 31 12 LF 1880 $46,00 $86,480.00
3331 4116 8 Sewer Pipe-SDR 26,CSS Backfill 33 11 10,33 31 12 LF 20 _._$56.00 _ $1,120.00
3339.1001 4'Manhole 33 39 10,33 39 20 EA 9 $4,000.00, $36,000.00
3339.1003 Extra Manhole Depth 33 39 10,33 39 20 VF 35.3 _ $175.00 $6,177.50
9999 0004 Interior Corrosion Protection 00 00 00 VF_ 56.5 _ $385;00_ $21,737.10
Connect to Existing 4'Sewer Manhole(Phase 4-
9999.0005 00 00 00 EA 1
Enchanted Rock Way) _ _ __ $4,500.00_ $4,5010.00
9999.0006 Connect to Existing 8"Sewer Main(Phase 5A-Turner 00 00 00 EA 1
May Drive) $1 200.00 $1 200.00
TOTAL UNIT II:SANITARY SEWER IMPROVEMENTS $203,814.60
CITY OF FORT WORTH
STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS-DEVELOPER AWARDED PROJECTS
Fonn Version May 22,2019 Bid Proposal_Vmtana Phase 5B_Conatser
00 42 43
DAP-BID PROPOSAL
Page 3 of 6
SECTION 00 42 43
Developer Awarded Projects-PROPOSAL FORM
Ventana Phase 5B
UNIT PRICE BID Bidder's Application
Project Item Information Bidder's Proposal
Bidlist Item No. Description Specification Section No. Unit of Bid Unit Price Bid Value
Measure Quantity
UNIT III:DRAINAGE IMPROVEMENTS
3137.0102 Large Stone Type"A"Dry Rip Rap(12"Deep) 31 37 00 SY _ 18 $95 00 $1,710.00
3305µ0109 Trench Safety 33 05 10 LF 86 $2 00 _$172.00
__. _-- -_ _ .._ . _ .LF _
3341.0201 21"RCP Class III 33 41 10 LF 86 $60.00 $5,160,.00
9999.0007— TxDOT TypetPW-1 Concrete Wingwall 000000?0 EA 1 $5 400 00 _$5 400.00
- - _
EA 1 $3 000 00 _ $3 000.00
9999.0008 Inlet Protection 00 00 00 EA 1 $ikoo $150.00
TOTAL UNIT III:DRAINAGE IMPROVEMENTS $15,592.00
CITY OF FORT WORTH
STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS-DEVELOPER AWARDED PROJECTS
Bid Proposal_Ventana Phase 5B_Conatser
Form Version May 22,2019
00 42 43
DAP-BIDPROPOSAL
Page 4 of 6
SECTION 00 42 43
Developer Awarded Projects-PROPOSAL FORM
Ventana Phase 513
UNIT PRICE BID Bidder's Application
Project Item Information Bidder's Proposal
Bidlist Item No. Description Specification Section No. Unit of Bid Unit Price Bid Value
Measure Quantity
UNIT IV:PAVING IMPROVEMENTS
3211.0400 Hydrated Lime(32.5 Ibs/sy for Residential&43 Ibs/sy for 3211 29 TON 197
Ventana Pkwy) _ �._.. $180.00 $35,536.57
e Treatment
�3211.0501 6' Lim T _
atment 32 11 29 SY 7,225 $3.50 $25,288.06
3211.0502 8"Lime Treatment(Ventana Parkway) 32 11 29 SY 3,722 $4.00 _- $14 886.80
3213 0101 _ 6"Conc Pvmt 32 13 13 SY 6,766 $37,,00 $250,325.35
13.0103 7.5"Conc Pvmt(Ventana Parkway) u 32 13 13 SY 3,525 $46.00 _ $162,148:16
w_t(Ve .r . _. _
3213 0301 4"Conc Sidewalk(Developer) 32 13 20 SF 10,278 $3.25 $33 404 77
3213 0501 Barrier Free Ramp,Type R-1 32 13 20 EA 4- $1 300 00 $5,200.00
3213.0506 Barrier Free Ramp,Type P-1 32 13 20 EA 2 $1,200._00 _,$2 400.00
3291.0100 To _ -_...__ _. _ _.32 91.)9 CY 187µ $24.00_ $4,488100
3292.0100 Block Sod Placement 32 92 13 SY 1,124 $6.00 -$6,744.,00
9999.0009 ,Construct Type III Barricade 00 00 00 EA 1 $600.00 _. $600.00
9999.0010 Construct Std.Pvmt Header 00 00 00 LF 37 $20700 _ $740.00
9999.0011 Remove Barricade and Connect to Existing Pavement 00 00 00 EA 3 _ $500.00.�_ _ $1,500.00
9999,0012 StopSigns my _ __ 00 00 00 EA 3 $650.00 _$1 950;00,
9999,0013 Street Name Blade Pair 00 00 00 EA 3 $250.00 $750.00
_ - _ _
9999.0014 Street Sign Pole 00 00 00 EA 3 $300.00 $900.00
TOTAL UNIT IV:PAVING IMPROVEME T $546,861.71
CITY OF FORT WORTH
STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS-DEVELOPER AWARDED PROJECTS
Fofm Version May 22,2019 Bid Proposal_Ventana Phase 513_Conatser
00 42 43
DAP-BID PROPOSAL
Page 5 of 6
SECTION 00 42 43
Developer Awarded Projects-PROPOSAL FORM
Ventana Phase 513
UNIT PRICE BID Bidder's Application
Project Item Information Bidders Proposal
Bidlist Item No. Description Specification Section No. Unit of Bid unit Price Bid Value
Measure Quantity
UNIT V:STREET LIGHTING IMPROVEMENTS
2605 3015 2"CONDT PVC SCH 80(T) 26 05 33 LF 705 $12;00 _$8 460.,09
3441 1409 #8 XHHW 34 41 10 LF 705 $3.00 _ $2 1.1.5w00
_.. _.
3441 1757 Type 11 Pole with 33B Arm 3441 20 EA 14 $3 000.00, $42 000.00
3441.3050 Residential 50 watt ATBO Cobra Head 34 41 20 EA 14 $650,00 ._ $9100.00
3441.3301 Tye 1 Foundation 34 41 20 EA 14 $1 200.00 $16 800.00
TOTAL UNIT V:STREET LIGHTING IMPROVEMENTS1 $78,475.00
CITY OF FORT WORTH
STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS-DEVELOPER AWARDED PROJECTS
Form Version May 22,2019 Bid Proposal_Ventana Phase 5B_Conatser
00 42 43
DAP-BID PROPOSAL
Page 6 or 6
SECTION 00 42 43
Developer Awarded Projects-PROPOSAL FORM
Ventana Phase 5B
UNIT PRICE BID Bidder's Application
Project Item Information Bidder's Proposal
Bidlist Item No. Description Specification Section No. Unit of Bid Unit Price Bid Value
Measure Quantity
Bid Summary
UNIT I:WATER IMPROVEMENTS __�_$173,662.00
UNIT II:SANITARY SEWER IMPROVEMENTS $203,814.60
UNIT III:DRAINAGE IMPROVEMENTS $15,592.00
UNIT IV:PAVING IMPROVEMENTS _ $546,861.71
UNIT V:STREET LIGHTING IMPROVEMENTS $78 475.00
Total Alternate Bid Items $1,018,405.31
This Bid is submitted by the oA � -
entity
named
t..below;
C �
BIDDER:C Ser Wr)SI VU -h(on1 1y A t L,P. BY:
fco'V Y(DV T• 11 )( —7(01 1 Cl TITLE: Sldent
DATE:
Contractor agrees to complete WORK for FINAL ACCEPTANCE within 120 working days after the date when the
CONTRACT commences to run as provided in the General Conditions.
END OF SECTION
CITY OF FORT WORTH
STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS-DEVELOPER AWARDED PROJECTS
Forth Version May 22,2019 Bid Proposnl_Ventana Phase 5B_Conatser
NOTE:
VENTANA PHASE 5B IS A CHILD PROJECT TO:
VENTANA PUMPING FACILITY HYDROPNEUMATIC
TANK ADDITION (CPN102971)
-NOT EXISTING INFRASTRUCTURE
-NOT SHOWN
VENTANA PHASE 5A (CPN102574) N
-NOT EXISTING INFRASTRUCTURE
NOT TO SCALE
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CPN 103201
VENTANA PHASE 5B
OWNER/DEVELOPER VICINITY MAP
PMB VENTANA ZAA
x DEVELOPER, LLC WA Engineering, Inc.
4001 MAPLE AVENUE 6060 North Central Expressway Phone 469.621.0710
SUITE 600 Suite400
z DALLAS, TX 75219 Dallas, Texas 75206 FRN - F-1386
CPN 103201
IPRC21-0025
NOTE:
VENTANA PHASE 58 IS A CHILD
PROJECT TO: \
VENTANA PUMPING FACILITY
HYDROPNEUMATIC TANK ADDITION
(CPN102971) \ g NP N
—NOT EXISTING INFRASTRUCTURE
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30 o 200 400
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38 23 22 21 20 19
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o�
DALLAS, TX 75219 Dallas, Texas 75206 FRN - F-1386
CPN 103201
IPRC21-0025
NOTE:
VENTANA PHASE 58 IS A CHILD
PROJECT TO: \ /
VENTANA PUMPING FACILITY
HYDROPNEUMATIC TANK ADDITION 0
(CPN102971) \ 0 N
-NOT EXISTING INFRASTRUCTURE N
SHOWN VENTANA PHASE 5A (CPN102574) I \ p�pSF z3
-NOT EXISTING INFRASTRUCTURE
30 0 200 400
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38 23 22 21
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VENTANA PARKWAY
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1 33 NF�PN S�5 a
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7 27 EXHIBIT 1A1 '
8 26 LEGEND
9 25 PROPOSED SANITARY SEWER
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10 24 LIMITS OF PROJECT — —
quo sT m xrn PROPOSED SANITARY SEWER LINES ARE
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CPN 103201
IPRC21-0025
NOTE: \
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VENTANA PUMPING FACILITY
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(CPN102971)
-NOT EXISTING INFRASTRUCTUREmoo$
SHOWN VENTANA PHASE 5A (CPN102574) JENP6 Q39 PyP��G
—NOT EXISTING INFRASTRUCTURE
30 \ 0 200 400
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38 23 22 21 20 19
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7 5I I 27
LEGEND
8 I 26 PROPOSED 29'B-B ® PROPOSED 5' SIDEWALK
ROADWAY/50'ROW (BY DEVELOPER)
9 6" THICKNESS
' 25 PROPOSED 37'B-B PROPOSED 5' SIDEWALK
`o o ROADWAY/60'ROW (BY HOMEBUILDER)
10 24 7.5" THICKNESS PROPOSED ADA RAMPS Q
mBY O 6' SIDEWALK ® (BY DEVELOPER)
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1 1 I 123 ( DEVELOPER) LIMITS OF PROJECT
z�
12 22
�o
VENTANA PHASE 5B
�o
OWNER/DEVELOPER
x P M B VENTANA WA Engineering, Inc.
DEVELOPER,
4001 MAPLE AVENUE 6060 North Central Expressway Phone 469.621.0710
a SUITE 600 Suite 400
DALLAS, TX 75219 Dallas, Texas 75206 FRN - F-1386
o�
CPN 103201
IPRC21-0025
NOTE:
VENTANA PHASE 58 IS A CHILD
PROJECT TO: \ \
VENTANA PUMPING FACILITY v
HYDROPNEUMATIC TANK ADDITION
(CPN102971)
—NOT EXISTING INFRASTRUCTURE N
SHOWN VENTANA PHASE 5A (CPN102574)
—NOT EXISTING INFRASTRUCTURE \ P
c
30 0 200 400
31
32 28 �.
2X
33 27 27 \ \
34 0 26
27 5 25 \
36 24
37
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38 23 22 21 20 19
39
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�
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41 28 �
VENTANA PARKWAY / \
1 33 oP�SeRP j�
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30 ceN
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6 28 STORM DRAIN
7 EXHIBIT 'B1 '
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8 LEGEND
26 PROPOSED STORM DRAIN LINE
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10 LIMITS OF PROJECT
11
12 22 VENTANA PHASE 5B
to -
�� OWNER/DEVELOPER ���
4001 MAPLE AVENUE x P M B VENTANA - WA Engineering, Inc.
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o�
CPN 103201
IPRC21-0025
NOTE:
VENTANA PHASE 58 IS A CHILD
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VENTANA PUMPING FACILITY
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—NOT EXISTING INFRASTRUCTURE JENt 6 3
—NOT SHOWN
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—NOT EXISTING INFRASTRUCTURE \
30 \ 0 200 400
o �
31
32 28 2X
33 4-27 27 \ \
34 26 \ \
27 5 0 25 \
36 24
Z 27 \
37
38 23 22 21 20 19 °
� 9
39 ENCHANTED ROCK WAY 8
40 1 2 3 4 5
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41 28
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1 33 oPS�RP
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STREET LIGHTS & SIGNAGE
Z 29 EXHIBIT 'C'
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28 LEGEND
::7 27 \ PROPOSED STREET SIGN
8 26 PROPOSED SINGLE STREET LIGHT
9 \
o L 25 EXISTING SINGLE STREET LIGHT
10 24
LIMITS OF PROJECT
o� 11
z � 23
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12 22 VENTANA PHASE 5B
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OWNER/DEVELOPER A��
x P M B VENTANA \ _ WA Engineering, Inc.
DEVELOPER, LLC
4001 MAPLE AVENUE 6060 North Central Expressway Phone 469.621.0710
z SUITE 600 Suite 400
DALLAS, TX 75219 Dallas, Texas 75206 FRN - F-1386
o�
CPN 103201
IPRC21-0025
COMPLETION AGREEMENT—LENDER FUNDED
This Completion Agreement("Agreement)is made and entered into by and among the City
of Fort Worth ("City"), and PMB Ventana Developer, LLC, a Texas Limited Liability Company
("Developer"), and Ciera Bank("Lender"), effective as of the date subscribed by the City's City
Manager or Assistant City Manager. The City, the Developer and the Lender are hereinafter
collectively called the "Parties".
WITNESSETH:
WHEREAS, the Developer owns that certain tract of real property that contains
approximately 16.615 Iacres that is located in the City, the legal description of which tract of real
property is marked Exhibit"A"—Legal Description, attached hereto and incorporated herein for
all purposes ("Property"); and
WHEREAS, the Developer intends to develop the Property as an addition to the City
through plat PP 18-064 or FS<Number>; and
WHEREAS, the Developer and the City have entered into a Community Facilities
Agreement relating to the development of Ventana Phase 5B ("CIA"); and
WHEREAS, the City has required certain assurances of the availability of funds to
complete the water and sewer utilities, streets/paving, storm drain, street lights and street signs for
the development of the Property("Improvements"), and
WHEREAS, in order to provide such assurances as have been required by the City, the
Lender has agreed to advance certain funds to the City for Hard Costs (which term is hereinafter
defined)subject to,and in accordance with,the terms,provisions and conditions of this Agreement;
and
WHEREAS, the Developer has granted to the Lender as additional security for the Loan
(which term is hereinafter defined) a security interest in all plans and specifications for the
development of the Property (collectively,the"Plans"); and
WHEREAS, the Parties desire to set forth the terms and conditions of such
accommodations as are described above.
NOW THEREFORE,for and in consideration of the benefits to be derived from the mutual
observance by the Parties of the terms and conditions hereof, and for and in consideration of Ten
City of Fort Worth,Texas
Standard Completion Agreement—Lender-Funded Revised 09.07.2017 JLE
CFA Official Release Date:07.01.2015
Page 1 of 21
Dollars ($10.00) and other good and valuable consideration, the receipt, adequacy and sufficiency
of which are hereby acknowledged, the Parties agree as follows:
1. Recitals. The foregoing recitals are true, correct and complete and constitute the
basis for this Agreement and they are incorporated into this Agreement for all purposes.
2. The Completion Amount. The City and the Developer agree that the Hard Costs
required to complete the Improvements in the aggregate should not exceed the sum of One million
and eighteen thousand and four hundred and five dollars and thirty one cents ($1,018,405.31),
hereinafter called the "Completion Amount". Notwithstanding the foregoing, it is acknowledged
that the actual costs of completion of the Improvements may vary as a result of change orders
agreed to by the Parties, but such variances for the purposes of this Agreement shall not affect the
Completion Amount as used herein.
3. Adjustments to the Completion Amount. The Lender may from time to time make
advances to the Developer for the development of the Property under the development loan that
has been made by the Lender to the Developer for the purpose of financing the costs of constructing
the Improvements for the Property (the "Loan") subject to, and in accordance with, the terms,
conditions and provisions of the Loan Documents (which term is hereinafter defined) evidencing
and securing the Loan. Some of those advances shall be for Hard Costs as specified in the
"Approved Budget" relating to the Loan, a copy of which Approved Budget is marked Exhibit
"B", attached hereto and incorporated herein for all purposes, with the Hard Costs line items
highlighted. The term "Hard Costs" shall mean the actual costs of construction and installation of
the Improvements. To the extent that advances under the Loan are for the payment of Hard Costs,
the Completion Amount shall be deemed reduced, dollar for dollar. The Lender may withhold
statutory retainage from any advances under the Loan or pursuant to this Agreement. All such
retainage withheld, to the extent it is attributable to Hard Costs, shall also reduce the Completion
Amount dollar for dollar. All retainage withheld by the Lender for Hard Costs that are advanced
to the City pursuant to this Agreement shall be released to the City as provided in the Texas
Property Code upon expiration of the statutory retainage period.
4. Completion by the Developer. The Developer agrees to complete the
Improvements on or before the date for completion that is established in the Loan Documents plus
City of Fort Worth,Texas
Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME
CFA Official Release Date:07.01.2015
Page 2 of 21
thirty (30) days (the "Completion Date"), in accordance with the CIA,the Plans approved by the
Lender and the City and all documents evidencing or securing the Loan (collectively, the "Loan
Documents"). For the purposes of this Agreement, the development of the Property shall be
deemed complete upon acceptance by the City of the Improvements. The City shall promptly
notify the Lender and the Developer upon such acceptance.
5. Completion by the City. In the event that either: (A) the development of the
Property is not completed by the Completion Date for any reason whatsoever,or(B)the Developer
is in default under the Loan, then the Lender, at its sole option, may request the City to complete
development. The City may, at its sole option and at the cost and expense of the Developer,within
10 days from receipt of Lender's request, notify Lender that it will undertake to complete the
Improvements and the City shall then commence, pursue, and complete the Improvements in a
reasonably timely, diligent and workmanlike manner in accordance with the Plans, subject to the
terms of this Agreement. The Lender and the Developer agree that the City may use the Plans as
necessary to complete the Improvements.
If the City does not timely elect to complete the construction of the Improvements or if the
Lender does not request the City to complete construction of the Improvements, then the Lender
may at its election terminate this Agreement, or at its option, proceed to complete the
Improvements, or foreclose on any of its collateral, or take any and all such action as may be
provided under the Loan Documents.
6. Advance of Completion Costs to the City and Delivery of Hard Costs Collateral to
the Ci . In the event the Lender has requested the City and the City has elected to complete the
Improvements, Lender shall transfer to the City all remaining undisbursed Hard Costs specified in
the Approved Budget within 10 days of the date that the City elected to complete and provided
Lender with written notice of such election.
The Developer hereby authorizes and instructs the Lender to make the transfer of any
remaining undisbursed Hard Costs specified in the Approved Budget to the City within 10 days of
notification that the City elects to complete the Improvements.
In the event the cost to complete the Improvements exceeds the moneys transferred to the
City, City shall notify Lender and Developer in writing of the need of additional funds. The
City of Fort Worth,Texas
Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME
CFA Official Release Date:07.01.2015
Page 3 of 21
additional funds required to complete the Improvements shall be delivered to the City within 10
business days following notification to Lender and Developer. Failure to deliver the additional
funds shall relieve the City of the obligation to complete the Improvements, in which event City
shall use the Hard Costs funds in its possession to pay the contractor(s) all funds due it/them. Any
remaining undisbursed Hard Costs shall be returned to Lender within a reasonable time.
7. Completion by the Lender. The Lender may, at its discretion, but shall not be
obligated to, undertake to complete the Improvements if there is any default under any Loan
Documents in lieu of requesting the City to complete the Improvements. If the Lender elects to
complete the Improvements, any Hard Costs it expends shall, dollar for dollar, reduce the
Completion Amount.
8. Easements. In the event the City or the Lender undertakes the completion of the
Improvements, the Developer (and to the extent necessary the Lender) grants to the City and the
Lender open access to the Property and shall execute and deliver such temporary easements over
and across the entirety of the Property for the purpose of access and use for the completion of the
construction of the Improvements in accordance with this Agreement. To the extent requested by
the City and the Lender, written temporary construction easements in form acceptable to the City
and the Lender shall be executed by the Developer and filed of record. Nothing in this paragraph
shall reduce any rights of the Lender or obligations of the Developer under the Loan Documents.
9. Lender's Rights. Nothing in this Agreement shall affect any portion of the Lender's
collateral for the Loan or limit or impair the Lender's right to foreclose the same or deal with the
collateral as it elects in accordance with the Loan Documents.
10. Satisfaction of the City Requirements. The City agrees that the assurances and
covenants contained in this Agreement satisfy all requirements of the City with respect to
Developer's performance bond or other financial security in connection with the development of
the Property and the completion of the Improvements that are contained in the CIA or in any other
agreement relating thereto, and the City hereby accepts the assurances and covenants contained
herein in lieu thereof. To the extent the CIA irreconcilably conflicts with this Agreement, the
provisions of this Agreement shall control.
City of Fort Worth,Texas
Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME
CFA Official Release Date:07.01.2015
Page 4 of 21
11. Termination. This Agreement shall terminate upon the earlier to occur of the
following: (a) acceptance by the City of the Improvements; (b) mutual written agreement of
all of the Parties; or(c)the reduction of the Completion Amount to zero. However,release of the
plat shall be governed by paragraph 12 hereof and termination pursuant to (b) or (c) of this
paragraph 11 shall not require the City to release the plat.
12. Final Plat. The Parties acknowledge and agree that the City shall hold the final plat
of the Property until the Improvements are completed and accepted by the City and all Hard Costs
contractors have been paid, less retainage. Upon acceptance by the City and receipt of evidence
from the Developer showing that all Hard Costs contractors have been paid, including but not
necessarily limited to lien waivers and bills paid affidavits,the City shall within a reasonable time
file the final plat for the Property in the Plat Records of the county where the Property is located.
The purpose of the City retaining the final plat of the Property as provided herein is to guarantee
the Developer's obligations under the CIA are completed.
13. Construction Contracts. Developer agrees to include in each Construction contract
that it enters into for the completion of the Improvements the following:
a.A statement that the City is not holding any security to guarantee any payment for work
performed on the Improvements;
b. A statement that the Property is private property and that same may be subject to
mechanic's and materialman's liens;
c.A requirement that each contractor contracting with the Developer release the City from
any claim that is related to the Property of the Improvements; and
d. A requirement that each contractor contracting with the Developer include in each
subcontract the statements contained in a., b., and c. above.
14. Miscellaneous.
A. Non-Assignment of Agreement. This Agreement may not be assigned by any of the Parties
without the prior written consent of all the other Parties.
B. Notice. Any notice required or permitted to be delivered under this Agreement shall be
deemed received on actual receipt by the appropriate party at the following addresses:
(i) Notice to the City shall be addressed and delivered as follows:
City of Fort Worth,Texas
Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME
CFA Official Release Date:07.01.2015
Page 5 of 21
City of Fort Worth
Planning and Development Department
200 Texas Street
Fort Worth,Texas 76102
Attention: CFA Division
Janie Morales, Development Manager
Email: Janie.Morales@fortworthtexas.gov
Confirmation Number: 817-392-7810
and/or
Attention: CFA Division
Email: cfa@fortworthtexas.gov
Confirmation Number: 817-392-2025
With a copy thereof addressed and delivered as follows:
Richard A. McCracken
Office of the City Attorney
City of Fort Worth
200 Texas Street
Fort Worth,Texas 76102
Confirmation Number: 817-392-7611
(ii) Notice to the Developer shall be addressed and delivered as follows:
PMB Ventana Developer, LLC
4001 Maple Avenue, Suite 600
Dallas,Texas 75219
Email: Taylor@pmbinv.com
(iii) Notice to the Lender shall be addressed and delivered as follows:
Ciera Bank
1501 Summit Avenue
Fort Worth, TX 76102
Email: justin.cowart@cierabank.com
A party may change its address for notice upon prior written notice to the other parties pursuant to
the terms hereof.
City of Fort Worth,Texas
Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME
CFA Official Release Date:07.01.2015
Page 6 of 21
C. Texas Law to Apply. This Agreement shall be construed under and in accordance with the
laws of the State of Texas.
D. Parties Bound_ This Agreement shall be binding upon and inure to the benefit of the Parties
and their respective legal representatives, successors and assigns.
E. Legal Construction. In case any one or more of the provisions contained in this Agreement
shall for any reason is held to be invalid, illegal, or unenforceable in any respect, such
invalidity, illegality, or unenforceability shall not affect any other provision of this
Agreement, and this Agreement shall be construed as if such invalid, illegal, or
unenforceable provision had never been contained in this Agreement.
F. Prior Agreements Superseded. This Agreement constitutes the sole and only agreement of
the Parties with respect to the subject matter hereof and supersedes any prior
understandings or written or oral agreements among the Parties concerning the subject
matter hereof, provided, however, that this Agreement shall not supersede, amend or
modify any of the Loan Documents or any portion thereof.
G. Amendment. This Agreement may only be amended by a written instrument executed by
all of the Parties to his Agreement.
H. Headings. The headings that are used in this Agreement are used for reference and
convenience purposes only and do not constitute substantive matters to be considered in
construing the terms and provisions of this Agreement.
(REMAINDER OF PAGE INTENTIONALLY LEFT BLANK)
City of Fort Worth,Texas
Standard Completion Agreement—Lender-Funded Revised 09.07.2017 JLE
CFA Official Release Date:07.01.2015
Page 7 of 21
ACCORDINGLY, the City of Fort Worth, Developer and Lender have each caused this
instrument to be executed in each entity's respective name by its duly authorized signatories
effective as of the date executed by the City's City Manager or his/her designee.:
CITY OF FORT WORTH: DEVELOPER:
PMB Ventana Developer, LLC
✓�Gl`lGl �lGILLGIDZF
Dana Burghdoff(Ju 27,20211 :38 CDT)
Dana Burghdoff
Assistant City Manager Name: Taylor Baird
Title: Manager
Date: J u 127,2021
Date: Jul 27,2021
Approved as to Form and Legality:
LENDER:
Ciera Bank
Richard A.McCracken(Jul 27,202113:17 CDT)
Richard A. McCracken �—
Assistant City Attorney uSC n Cowart(Jul 27,202112:00 CDT)
Name: Justin Cowart
ATTEST: p��OR���a Title: Regional President
O00000000ao�,��
P�0 G��d
Ronald P Gonzales P''~++o o40, Contract Compliance Manager:
Ronald P.Gonzales(Jul 27,202116:50 CDT) (J V 0 p d
Ronald P. Gonzales r��� *mod By signing, I acknowledge that I am the person
Acting City Secretary �4r E?00 ix Boa admi responsi istrationblerofthiscontract,inc uding
M&C: ensuring all performance and reporting
Date: requirements.
1�
J ifer Ezern n behalfo 127,202112:59 CDT)
v
Janie Scarlett Morales
Development Manager
OFFICIAL RECORD
City of Fort Worth,Texas CITY SECRETARY
Standard Completion Agreement—Lender-Funded Rev
CFA Official Release Date:07.01.2015 FT. WORTH, TX
Page 8 of 21
PB Long Term Hold 2, LP, the Guarantor of the Development Loan, is executing this
Completion Agreement for the sole purpose of acknowledging that advances that are made by the
Lender pursuant to this Completion Agreement shall be deemed to be advances that are made under
the Loan that shall be subject to and covered by the Loan Documents and the Guaranty Agreement
that was executed by E. Peter Pincoffs III.
GUARANTOR
E Peter LOLWd4l�L- ///
E Peter Pincoffs I I I(Jul 27, 02111:31 CDT)
By:
Name: E. Peter Pincoffs III
Title: President
City of Fort Worth,Texas
Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME
CFA Official Release Date:07.01.2015
Page 9 of 21
List of Exhibits to the Completion Agreement
Attachment 1 —Changes to the Standard Completion Agreement
Exhibit A- Legal Description
Exhibit B - Approved Budget
City of Fort Worth,Texas
Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME
CFA Official Release Date:07.01.2015
Page 10 of 21
ATTACHMENT"1"
Changes to Standard Completion Agreement
None.
City of Fort Worth,Texas
Standard Completion Agreement—Lender-Funded Revised 09.07.2017 JLE
CFA Official Release Date:07.01.2015
Page 11 of 21
EXHIBIT A—Ventana 5B Legal Description
BEING A 41.679 ACRE TRACT OF LAND SITUATED IN THE D.T. FINLEY SURVEY,
ABSTRACT NO. 1903,AND THE W. ATKINS SURVEY,ABSTRACT NO. 1961, CITY OF
FORT WORTH, TARRANT COUNTY, TEXAS,AND BEING PART OF A 162.310 ACRE
TRACT OF LAND CONVEYED TO PB LONG TERM HOLD 1, LP.,AS RECORDED IN
COUNTY CLERK'S FILE NO. D215129626, OFFICIAL PUBLIC RECORDS, TARRANT
COUNTY, TEXAS,AND ALL OF A 0.001 ACRE TRACT OF LAND CONVEYED AS
TRACT 1,A 0.001 ACRE TRACT OF LAND CONVEYED AS TRACT 2,A 0.001 ACRE
TRACT OF LAND CONVEYED AS TRACT 3, AND A 0.001 ACRE TRACT OF LAND
CONVEYED AS TRACT 4, CONVEYED TO PB LONG TERM HOLD 1, LP. AS
RECORDED IN COUNTY CLERK'S FILE NO. D219071705, OFFICIAL PUBLIC
RECORDS, TARRANT COUNTY, TEXAS. SAID 41.679 ACRE TRACT, WITH BEARING
BASIS BEING GRID NORTH, TEXAS STATE PLANE COORDINATES,NORTH
CENTRAL ZONE,NAD83 (NAD83 (2011) EPOCH 2O10), DETERMINED BY GPS
OBSERVATIONS, CALCULATED FROM DALLAS CORS ARP (PID-DF8984)AND
ARLINGTON RRP2 CORS ARP (PID-DF5387), BEING MORE PARTICULARLY
DESCRIBED BY METES AND BOUNDS AS FOLLOWS:
BEGINNING AT A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED"JACOBS"
FOUND FOR THE SOUTHWEST CORNER OF A 66.245 ACRE TRACT OF LAND
CONVEYED TO GRBK EDGEWOOD, LLC,AS RECORDED IN COUNTY CLERK'S FILE
NO. D218268492, OFFICIAL PUBLIC RECORDS, TARRANT COUNTY, TEXAS, SAID
POINT BEING ON THE SOUTHEAST LINE OF SAID 162.310 ACRE TRACT AND THE
COMMON NORTHWEST LINE OF A 191.349 ACRE TRACT OF LAND CONVEYED TO
PB LONG TERM HOLD 2, LP,AS RECORDED IN COUNTY CLERK'S FILE NO.
D217119099, OFFICIAL PUBLIC RECORDS, TARRANT COUNTY, TEXAS, FROM
WHICH A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "BURY"FOUND
FOR THE SOUTHEAST CORNER OF SAID 66.245 ACRE TRACT, THE COMMON
SOUTHWEST CORNER OF VENTANA, PHASE 2,AN ADDITION TO THE CITY OF
FORT WORTH,AS RECORDED IN COUNTY CLERK'S FILE NO. D218280750, OFFICIAL
PUBLIC RECORDS, TARRANT COUNTY, TEXAS, THE COMMON NORTHWEST
CORNER OF A 21.204 ACRE TRACT OF LAND CONVEYED TO PB VENTANA 1, LLC,
AS RECORDED IN COUNTY CLERK'S FILE NO. D217119095, OFFICIAL PUBLIC
RECORDS, TARRANT COUNTY, TEXAS,AND THE COMMON NORTHEAST CORNER
OF SAID 191.349 ACRE TRACT, BEARS NORTH 60 DEGREES 58 MINUTES 38
SECONDS EAST,A DISTANCE OF 494.05 FEET;
THENCE, SOUTH 60 DEGREES 58 MINUTES 38 SECONDS WEST,ALONG THE
SOUTHEAST LINE OF SAID 162.310 ACRE TRACT AND THE COMMON NORTHWEST
LINE OF SAID 191.349 ACRE TRACT,A DISTANCE OF 2108.92 FEET TO A 5/8" IRON
ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" FOUND FOR THE
SOUTHWEST CORNER OF SAID 162.310 ACRE TRACT AND THE COMMON
NORTHWEST CORNER OF SAID 191.349 ACRE TRACT, SAID POINT BEING ON THE
City of Fort Worth,Texas
Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME
CFA Official Release Date:07.01.2015
Page 12 of 21
EAST LINE OF A 3893.555 ACRE TRACT OF LAND CONVEYED TO IONA LAND, L.P.,
AS RECORDED IN COUNTY CLERK'S FILE NO. D203145633, OFFICIAL PUBLIC
RECORDS, TARRANT COUNTY, TEXAS;
THENCE,NORTH 00 DEGREES 32 MINUTES 29 SECONDS WEST,ALONG THE WEST
LINE OF SAID 162.310 ACRE TRACT AND THE COMMON EAST LINE OF SAID
3893.555 ACRE TRACT,A DISTANCE OF 2205.00 FEET TO A 5/8" IRON ROD WITH
YELLOW PLASTIC CAP STAMPED "JACOBS" FOUND FOR A WEST CORNER OF
AFORESAID 66.245 ACRE TRACT;
THENCE,ALONG THE SOUTHWEST LINE OF SAID 66.245 ACRE TRACT, THE
FOLLOWING COURSES AND DISTANCES:
SOUTH 48 DEGREES 04 MINUTES 55 SECONDS EAST,A DISTANCE OF 510.31 FEET
TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED"JACOBS"FOUND FOR
CORNER;
SOUTH 43 DEGREES I I MINUTES 21 SECONDS EAST,A DISTANCE OF 432.92 FEET
TO A POINT FOR CORNER;
SOUTH 51 DEGREES 05 MINUTES 48 SECONDS WEST, A DISTANCE OF 24.07 FEET TO
A POINT FOR CORNER;
SOUTH 38 DEGREES 54 MINUTES 12 SECONDS EAST,A DISTANCE OF 50.00 FEET TO
POINT FOR CORNER;
NORTH 51 DEGREES 05 MINUTES 48 SECONDS EAST, PASSING AT A DISTANCE OF
10.00 FEET A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS"
FOUND FOR AN ANGLE POINT ON SAID SOUTHWEST LINE AND THE COMMON
WEST CORNER OF AFORESAID TRACT 1,AND CONTINUING OVER AND ACROSS
SAID 66.245 ACRE TRACT AND ALONG THE NORTHWEST LINE OF SAID TRACT 1 A
TOTAL DISTANCE OF 20.00 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP
STAMPED "LJA SURVEYING" SET FOR THE NORTH CORNER OF SAID TRACT 1;
THENCE, SOUTH 38 DEGREES 54 MINUTES 12 SECONDS EAST, CONTINUING OVER
AND ACROSS SAID 66.245 ACRE TRACT AND ALONG THE NORTHEAST LINE OF
SAID TRACT 1, PASSING AT A DISTANCE OF 10.00 FEET AN ANGLE POINT ON SAID
SOUTHWEST LINE AND THE COMMON EAST CORNER OF SAID TRACT 1,
CONTINUING ALONG SAID SOUTHWEST LINE AND PASSING AT A DISTANCE OF
140.00 FEET AN ANGLE POINT ON SAID SOUTHWEST LINE AND THE COMMON
NORTH CORNER OF AFORESAID TRACT 2,AND OVER AND ACROSS SAID 66.245
ACRE TRACT AND ALONG THE EAST LINE OF SAID TRACT 2,A TOTAL DISTANCE
OF 150.00 FEET TO A POINT FOR THE EAST CORNER OF SAID TRACT 2;
City of Fort Worth,Texas
Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME
CFA Official Release Date:07.01.2015
Page 13 of 21
THENCE, SOUTH 51 DEGREES 05 MINUTES 48 SECONDS WEST, CONTINUING OVER
AND ACROSS SAID 66.245 ACRE TRACT,AND ALONG THE SOUTHEAST LINE OF
SAID TRACT 2, PASSING AT A DISTANCE OF 10.00 FEET AN ANGLE POINT ON SAID
SOUTHWEST LINE AND THE COMMMON SOUTH CORNER OF SAID TRACT 2,AND
CONTINUING ALONG SAID SOUTHWEST LINE,A TOTAL DISTANCE OF 20.00 FEET
TO A POINT FOR CORNER;
THENCE, CONTINUING ALONG SAID SOUTHWEST LINE, THE FOLLOWING
COURSES AND DISTANCES:
SOUTH 38 DEGREES 54 MINUTES 12 SECONDS EAST,A DISTANCE OF 60.00 FEET TO
A POINT FOR CORNER;
NORTH 51 DEGREES 05 MINUTES 48 SECONDS EAST, PASSING AT A DISTANCE OF
10.00 FEET AN ANGLE POINT ON SAID SOUTHWEST LINE AND THE COMMON WEST
CORNER OF AFORESAID TRACT 3 AND OVER AND ACROSS SAID 66.245 ACRE
TRACT AND ALONG THE NORTHWEST LINE OF SAID TRACT 3,A TOTAL DISTANCE
OF 20.00 FEET TO A POINT FOR THE NORTH CORNER OF SAID TRACT 3;
THENCE, SOUTH 38 DEGREES 54 MINUTES 12 SECONDS EAST, CONTINUING OVER
AND ACROSS SAID 66.245 ACRE TRACT AND ALONG THE NORTHEAST LINE OF
SAID TRACT 3, PASSING AT A DISTANCE OF 10.00 FEET AN ANGLE POINT ON SAID
SOUTHWEST LINE AND THE COMMON EAST CORNER OF SAID TRACT 3,
CONTINUING ALONG SAID SOUTHWEST LINE,AND PASSING AT A DISTANCE OF
140.00 FEET AN ANGLE POINT ON SAID SOUTHWEST LINE AND THE COMMON
NORTH CORNER OF AFORESAID TRACT 4,AND OVER AND ACROSS SAID 66.245
ACRE TRACT AND ALONG THE EAST LINE OF SAID TRACT 4 A TOTAL DISTANCE
OF 150.00 FEET TO A POINT FOR THE EAST CORNER OF SAID TRACT 4;
THENCE, SOUTH 51 DEGREES 05 MINUTES 48 SECONDS WEST, CONTINUING OVER
AND ACROSS SAID 66.245 TRACT AND ALONG THE SOUTHEAST LINE OF SAID
TRACT 4, PASSING AT A DISTANCE OF 10.00 FEET AN ANGLE POINT ON SAID
SOUTHWEST LINE AND THE COMMON SOUTH CORNER OF SAID TRACT 4,AND
CONTINUING ALONG SAID SOUTHWEST LINE,A TOTAL DISTANCE OF 20.00 FEET
TO A POINT FOR CORNER;
THENCE, CONTINUING ALONG SAID SOUTHWEST LINE, THE FOLLOWING
COURSES AND DISTANCES:
SOUTH 38 DEGREES 54 MINUTES 12 SECONDS EAST,A DISTANCE OF 50.00 FEET TO
A POINT FOR CORNER;
NORTH 51 DEGREES 05 MINUTES 48 SECONDS EAST, A DISTANCE OF 10.00 FEET TO
A POINT FOR CORNER;
City of Fort Worth,Texas
Standard Completion Agreement—Lender-Funded Revised 09.07.2017 JLE
CFA Official Release Date:07.01.2015
Page 14 of 21
SOUTH 83 DEGREES 54 MINUTES 12 SECONDS EAST, A DISTANCE OF 14.14 FEET TO
A POINT FOR CORNER;
SOUTH 38 DEGREES 54 MINUTES 12 SECONDS EAST, A DISTANCE OF 10.00 FEET TO
A POINT FOR CORNER;
NORTH 51 DEGREES 05 MINUTES 48 SECONDS EAST,A DISTANCE OF 50.00 FEET TO
A POINT FOR CORNER;
NORTH 38 DEGREES 54 MINUTES 12 SECONDS WEST,A DISTANCE OF 10.00 FEET
TO A POINT FOR CORNER;
NORTH 06 DEGREES 05 MINUTES 48 SECONDS EAST, A DISTANCE OF 14.14 FEET TO
A POINT FOR CORNER;
NORTH 51 DEGREES 05 MINUTES 48 SECONDS EAST,A DISTANCE OF 218.25 FEET
TO A POINT FOR CORNER;
SOUTH 83 DEGREES 54 MINUTES 12 SECONDS EAST,A DISTANCE OF 14.14 FEET TO
A POINT FOR CORNER;
SOUTH 38 DEGREES 54 MINUTES 12 SECONDS EAST, A DISTANCE OF 10.00 FEET TO
A POINT FOR CORNER;
NORTH 51 DEGREES 05 MINUTES 48 SECONDS EAST,A DISTANCE OF 50.00 FEET TO
A POINT FOR CORNER;
NORTH 38 DEGREES 54 MINUTES 12 SECONDS WEST,A DISTANCE OF 10.00 FEET
TO A POINT FOR CORNER;
NORTH 06 DEGREES 05 MINUTES 48 SECONDS EAST,A DISTANCE OF 14.14 FEET TO
A POINT FOR CORNER;
SOUTH 49 DEGREES 00 MINUTES 28 SECONDS EAST,A DISTANCE OF 56.92 FEET TO
A POINT FOR CORNER;
NORTH 88 DEGREES 05 MINUTES 15 SECONDS EAST,A DISTANCE OF 110.15 FEET
TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS"FOUND FOR
CORNER;
SOUTH 31 DEGREES 54 MINUTES 51 SECONDS EAST,A DISTANCE OF 236.85 FEET
TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS"FOUND FOR
CORNER;
City of Fort Worth,Texas
Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME
CFA Official Release Date:07.01.2015
Page 15 of 21
SOUTH 79 DEGREES 57 MINUTES 02 SECONDS EAST,A DISTANCE OF 110.65 FEET
TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS"FOUND FOR
CORNER;
SOUTH 55 DEGREES 16 MINUTES 46 SECONDS EAST,A DISTANCE OF 66.91 FEET TO
A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS"FOUND FOR
CORNER;
NORTH 59 DEGREES 43 MINUTES 09 SECONDS EAST,A DISTANCE OF 105.25 FEET
TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS"FOUND FOR
CORNER;
SOUTH 30 DEGREES 16 MINUTES 51 SECONDS EAST,A DISTANCE OF 50.00 FEET TO
A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS"FOUND FOR
CORNER;
SOUTH 59 DEGREES 43 MINUTES 09 SECONDS WEST,A DISTANCE OF 61.65 FEET TO
A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS"FOUND FOR
CORNER;
SOUTH 75 DEGREES 31 MINUTES 43 SECONDS EAST,A DISTANCE OF 49.58 FEET TO
A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS"FOUND FOR
CORNER;
SOUTH 53 DEGREES 55 MINUTES 37 SECONDS EAST,A DISTANCE OF 97.87 FEET TO
THE POINT OF BEGINNING AND CONTAINING A CALCULATED AREA OF 1,815,538
SQUARE FEET OR 41.679 ACRES OF LAND.
SAVE AND EXCEPT:
BEING A 25.064 ACRE TRACT OF LAND SITUATED IN THE D.T. FINLEY SURVEY,
ABSTRACT NO. 1903,AND THE W. ATKINS SURVEY,ABSTRACT NO. 1961, CITY OF
FORT WORTH, TARRANT COUNTY, TEXAS,AND BEING PART OF A 162.310 ACRE
TRACT OF LAND CONVEYED TO PB LONG TERM HOLD 1, LP.,AS RECORDED IN
COUNTY CLERK'S FILE NO. D215129626, OFFICIAL PUBLIC RECORDS, TARRANT
COUNTY, TEXAS,AND ALL OF A 0.001 ACRE TRACT OF LAND CONVEYED AS
TRACT 4, CONVEYED TO PB LONG TERM HOLD 1, LP. AS RECORDED IN COUNTY
CLERK'S FILE NO. D219071705, OFFICIAL PUBLIC RECORDS, TARRANT COUNTY,
TEXAS. SAID 25.064 ACRE TRACT, WITH BEARING BASIS BEING GRID NORTH,
TEXAS STATE PLANE COORDINATES,NORTH CENTRAL ZONE,NAD83 (NAD83
(2011) EPOCH 2010), DETERMINED BY GPS OBSERVATIONS, CALCULATED FROM
DALLAS CORS ARP (PID-DF8984)AND ARLINGTON RRP2 CORS ARP (PID-DF5387),
BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS:
City of Fort Worth,Texas
Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME
CFA Official Release Date:07.01.2015
Page 16 of 21
BEGINNING AT A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED"JACOBS"
FOUND FOR THE SOUTHWEST CORNER OF A 66.245 ACRE TRACT OF LAND
CONVEYED TO GRBK EDGEWOOD, LLC,AS RECORDED IN COUNTY CLERK'S FILE
NO. D218268492, OFFICIAL PUBLIC RECORDS, TARRANT COUNTY, TEXAS, SAID
POINT BEING ON THE SOUTHEAST LINE OF SAID 162.310 ACRE TRACT AND THE
COMMON NORTHWEST LINE OF A 191.349 ACRE TRACT OF LAND CONVEYED TO
PB LONG TERM HOLD 2, LP,AS RECORDED IN COUNTY CLERK'S FILE NO.
D217119099, OFFICIAL PUBLIC RECORDS, TARRANT COUNTY, TEXAS, FROM
WHICH A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "BURY"FOUND
FOR THE SOUTHEAST CORNER OF SAID 66.245 ACRE TRACT, THE COMMON
SOUTHWEST CORNER OF VENTANA, PHASE 2,AN ADDITION TO THE CITY OF
FORT WORTH, AS RECORDED IN COUNTY CLERK'S FILE NO. D218280750, OFFICIAL
PUBLIC RECORDS, TARRANT COUNTY, TEXAS, THE COMMON NORTHWEST
CORNER OF A 21.204 ACRE TRACT OF LAND CONVEYED TO PB VENTANA 1, LLC,
AS RECORDED IN COUNTY CLERK'S FILE NO. D217119095, OFFICIAL PUBLIC
RECORDS, TARRANT COUNTY, TEXAS,AND THE COMMON NORTHEAST CORNER
OF SAID 191.349 ACRE TRACT, BEARS NORTH 60 DEGREES 58 MINUTES 38
SECONDS EAST,A DISTANCE OF 494.05 FEET;
THENCE, SOUTH 60 DEGREES 58 MINUTES 38 SECONDS WEST,ALONG THE
SOUTHEAST LINE OF SAID 162.310 ACRE TRACT AND THE COMMON NORTHWEST
LINE OF SAID 191.349 ACRE TRACT,A DISTANCE OF 2108.92 FEET TO A 5/8" IRON
ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" FOUND FOR THE
SOUTHWEST CORNER OF SAID 162.310 ACRE TRACT AND THE COMMON
NORTHWEST CORNER OF SAID 191.349 ACRE TRACT, SAID POINT BEING ON THE
EAST LINE OF A 3893.555 ACRE TRACT OF LAND CONVEYED TO IONA LAND, L.P.,
AS RECORDED IN COUNTY CLERK'S FILE NO. D203145633, OFFICIAL PUBLIC
RECORDS, TARRANT COUNTY, TEXAS;
THENCE,NORTH 00 DEGREES 32 MINUTES 29 SECONDS WEST,ALONG THE WEST
LINE OF SAID 162.310 ACRE TRACT AND THE COMMON EAST LINE OF SAID
3893.555 ACRE TRACT,A DISTANCE OF 438.43 FEET TO A POINT FOR CORNER;
THENCE, DEPARTING SAID WEST LINE AND OVER AND ACROSS SAID 162.310
ACRE TRACT, THE FOLLOWING COURSES AND DISTANCES:
NORTH 89 DEGREES 27 MINUTES 31 SECONDS EAST,A DISTANCE OF 120.00
FEET TO A POINT FOR CORNER;
SOUTH 00 DEGREES 32 MINUTES 29 SECONDS EAST, A DISTANCE OF 5.59
FEET TO A POINT FOR CORNER;
City of Fort Worth,Texas
Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME
CFA Official Release Date:07.01.2015
Page 17 of 21
NORTH 89 DEGREES 27 MINUTES 31 SECONDS EAST, A DISTANCE OF 50.00
FEET TO A POINT FOR CORNER;
SOUTH 00 DEGREES 32 MINUTES 29 SECONDS EAST,A DISTANCE OF 10.00
FEET TO A POINT FOR CORNER;
SOUTH 45 DEGREES 32 MINUTES 29 SECONDS EAST,A DISTANCE OF 14.14
FEET TO A POINT FOR CORNER;
NORTH 89 DEGREES 27 MINUTES 31 SECONDS EAST, A DISTANCE OF 110.00
FEET TO A POINT FOR CORNER;
NORTH 00 DEGREES 32 MINUTES 29 SECONDS WEST, A DISTANCE OF 745.59
FEET TO A POINT FOR CORNER;
NORTH 89 DEGREES 27 MINUTES 31 SECONDS EAST,A DISTANCE OF 154.92
FEET TO A POINT FOR CORNER AND THE BEGINNING OF A TANGENT
CURVE TO THE LEFT HAVING A CENTRAL ANGLE OF 38 DEGREES 21
MINUTES 43 SECONDS, A RADIUS OF 550.00 FEET, AND A LONG CHORD
THAT BEARS NORTH 70 DEGREES 16 MINUTES 39 SECONDS EAST, A
DISTANCE OF 361.41 FEET;
ALONG SAID TANGENT CURVE TO THE LEFT,AN ARC DISTANCE OF 368.25
FEET TO POINT FOR CORNER
NORTH 51 DEGREES 05 MINUTES 48 SECONDS EAST,A DISTANCE OF 69.00
FEET TO A POINT FOR CORNER ON THE SOUTHWEST LINE OF AFORESAID
66.245 ACRE TRACT;
THENCE, SOUTH 38 DEGREES 54 MINUTES 12 SECONDS EAST,ALONG THE
SOUTHWEST LINE SAID 66.245 ACRE TRACT AND PASSING AT A DISTANCE OF
120.00 FEET AN ANGLE POINT ON SAID SOUTHWEST LINE AND THE COMMON
NORTH CORNER OF AFORESAID TRACT 4,AND OVER AND ACROSS SAID 66.245
ACRE TRACT AND ALONG THE EAST LINE OF SAID TRACT 4 A TOTAL DISTANCE
OF 130.00 FEET TO A POINT FOR THE EAST CORNER OF SAID TRACT 4;
THENCE, SOUTH 51 DEGREES 05 MINUTES 48 SECONDS WEST, CONTINUING OVER
AND ACROSS SAID 66.245 TRACT AND ALONG THE SOUTHEAST LINE OF SAID
TRACT 4, PASSING AT A DISTANCE OF 10.00 FEET AN ANGLE POINT ON SAID
SOUTHWEST LINE AND THE COMMON SOUTH CORNER OF SAID TRACT 4,AND
CONTINUING ALONG SAID SOUTHWEST LINE,A TOTAL DISTANCE OF 20.00 FEET
TO A POINT FOR CORNER;
City of Fort Worth,Texas
Standard Completion Agreement—Lender-Funded Revised 09.07.2017 JLE
CFA Official Release Date:07.01.2015
Page 18 of 21
THENCE, CONTINUING ALONG SAID SOUTHWEST LINE, THE FOLLOWING
COURSES AND DISTANCES:
SOUTH 38 DEGREES 54 MINUTES 12 SECONDS EAST,A DISTANCE OF 50.00
FEET TO A POINT FOR CORNER;
NORTH 51 DEGREES 05 MINUTES 48 SECONDS EAST,A DISTANCE OF 10.00
FEET TO A POINT FOR CORNER;
SOUTH 83 DEGREES 54 MINUTES 12 SECONDS EAST, A DISTANCE OF 14.14
FEET TO A POINT FOR CORNER;
SOUTH 38 DEGREES 54 MINUTES 12 SECONDS EAST, A DISTANCE OF 10.00
FEET TO A POINT FOR CORNER;
NORTH 51 DEGREES 05 MINUTES 48 SECONDS EAST,A DISTANCE OF 50.00
FEET TO A POINT FOR CORNER;
NORTH 38 DEGREES 54 MINUTES 12 SECONDS WEST,A DISTANCE OF 10.00
FEET TO A POINT FOR CORNER;
NORTH 06 DEGREES 05 MINUTES 48 SECONDS EAST,A DISTANCE OF 14.14
FEET TO A POINT FOR CORNER;
NORTH 51 DEGREES 05 MINUTES 48 SECONDS EAST,A DISTANCE OF 218.25
FEET TO A POINT FOR CORNER;
SOUTH 83 DEGREES 54 MINUTES 12 SECONDS EAST,A DISTANCE OF 14.14
FEET TO A POINT FOR CORNER;
SOUTH 38 DEGREES 54 MINUTES 12 SECONDS EAST, A DISTANCE OF 10.00
FEET TO A POINT FOR CORNER;
NORTH 51 DEGREES 05 MINUTES 48 SECONDS EAST, A DISTANCE OF 50.00
FEET TO A POINT FOR CORNER;
NORTH 38 DEGREES 54 MINUTES 12 SECONDS WEST,A DISTANCE OF 10.00
FEET TO A POINT FOR CORNER;
NORTH 06 DEGREES 05 MINUTES 48 SECONDS EAST,A DISTANCE OF 14.14
FEET TO A POINT FOR CORNER;
SOUTH 49 DEGREES 00 MINUTES 28 SECONDS EAST, A DISTANCE OF 56.92
FEET TO A POINT FOR CORNER;
City of Fort Worth,Texas
Standard Completion Agreement—Lender-Funded Revised 09.07.2017 JLE
CFA Official Release Date:07.01.2015
Page 19 of 21
NORTH 88 DEGREES 05 MINUTES 15 SECONDS EAST,A DISTANCE OF 110.15
FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS"
FOUND FOR CORNER;
SOUTH 31 DEGREES 54 MINUTES 51 SECONDS EAST,A DISTANCE OF 236.85
FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED"JACOBS"
FOUND FOR CORNER;
SOUTH 79 DEGREES 57 MINUTES 02 SECONDS EAST,A DISTANCE OF 110.65
FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED"JACOBS"
FOUND FOR CORNER;
SOUTH 55 DEGREES 16 MINUTES 46 SECONDS EAST,A DISTANCE OF 66.91
FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED"JACOBS"
FOUND FOR CORNER;
NORTH 59 DEGREES 43 MINUTES 09 SECONDS EAST,A DISTANCE OF 105.25
FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED"JACOBS"
FOUND FOR CORNER;
SOUTH 30 DEGREES 16 MINUTES 51 SECONDS EAST,A DISTANCE OF 50.00
FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED"JACOBS"
FOUND FOR CORNER;
SOUTH 59 DEGREES 43 MINUTES 09 SECONDS WEST,A DISTANCE OF 61.65
FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED"JACOBS"
FOUND FOR CORNER;
SOUTH 75 DEGREES 31 MINUTES 43 SECONDS EAST,A DISTANCE OF 49.58
FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED"JACOBS"
FOUND FOR CORNER;
SOUTH 53 DEGREES 55 MINUTES 37 SECONDS EAST,A DISTANCE OF 97.87
FEET TO THE POINT OF BEGINNING AND CONTAINING A CALCULATED
AREA OF 1,091,769 SQUARE FEET OR 25.064 ACRES OF LAND.
City of Fort Worth,Texas
Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME
CFA Official Release Date:07.01.2015
Page 20 of 21
EXHIBIT B
APPROVED BUDGET
Section I
Water 173,662.00
Sewer 203,814.60
Subtotal 377,476.60
Section II
Interior Streets 546,861.71
Stonn Drains 15,592.00
Subtotal 562,453.71
Section III
Street Lights 78,475.00
Sub-total 78,475.00
TOTAL 1,018,405.31
City of Fort Worth,Texas
Standard Completion Agreement—Lender-Funded Revised 09.07.2017 ME
CFA Official Release Date:07.01.2015
Page 21 of 21