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HomeMy WebLinkAboutContract 57777 Received Date: ,Jul 6, 2022 Received Time: 10:13 a m Developer and Project Information Cover Sheet: Developer Company Name: Quail Valley Devco VLO,LLC Address, State,Zip Code: 400 S. Record St.,Dallas, Texas 75202 Phone&Email: (214)292�428, Scarpenter@re pub Iicpropertygroup.com Authorized Signatory, Title: Seth Carpenter,Vice President Project Name: Walsh Ranch Quail Valley Village Residential Brief Description: Water, Sewer, Paving Storm Drain, Street Lights Project Location: Fort Worth,Parker County, Texas Plat Case Number: PP-21-080 Plat Name: Walsh Ranch Planning Area Village Residential Mapsco: Not Provided Council District: 3 CFA Number: CFA20-0020 City Project Number: 103846/IPRC21-0177 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX City of Fort Worth,Texas Page I of 16 Standard Community Facilities Agreement Rev.9/21 City Contract Number: 57777 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 Quail Valley Devco VLO, 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 lit-nits of Fort Worth, Texas or its extraterritorial jurisdiction, for a project known as Walsh Ranch Quail Valley-Village Residential ("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 out 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 exists between the terms and conditions of this Agreement and the CFA Ordinance, the CFA Ordinance shall control. City of Fort Worth,Texas Page 2 of 16 Standard Community Facilities Agreement Rev.9/21 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: ® Exhibit A: Water ❑X Exhibit A-1: Sewer ® Exhibit B: Paving ® Exhibit 13-1: 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. City of Fort Worth,Texas Page 3 of 16 Standard Community Facilities Agreement Rev.9/21 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. S. 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 City of Fort Worth,Texas Page 4 of 16 Standard Community Facilities Agreement Rev.9/21 (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. (c) Developer will require the Developer's contractors to give forty-eight(49) 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. City of Fort Worth,Texas Page 5 of 16 Standard Community Facilities Agreement Rev.9/21 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 BYANYPERSONS,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 INCONSEQUENCE OF ANY FAILURE TO PROPERLY SAFEGUARD THE WORK, OR ONACCOUNT OFANYACT, INTENTIONAL OR OTHERWISE, NEGLECT OR MISCONDUCT OF SAID DEVELOPER, ITS CONTRACTORS, SUB-CONTRACTORS, OFFICERS, AGENTS OR EMPLOYEES, WHETHER OR NOT SUCH INJURIES,DEATH OR DAMAGES ARE CAUSED,IN WHOLE OR IN PART, BY THE ALLEGED NEGLIGENCE OF THE CITY OF FORT WORTH, ITS OFFICERS, SERVANTS, OR EMPLOYEES. (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 City of Fort Worth,Texas Page 6 of 16 Standard Community Facilities Agreement Rev.9/21 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 Quail Valley Devco VLO, LLC City of Fort Worth 400 S. Record St. 200 Texas Street Dallas, TX 75202 Fort Worth, Texas 76102 City of Fort Worth,Texas Page 7 of 16 Standard Community Facilities Agreement Rev.9/21 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 16 Standard Community Facilities Agreement Rev.9/21 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 16 Standard Community Facilities Agreement Rev.9/21 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"have the meanings 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. Prohibition on Boycotting Energy Companies Developer acknowledges that in accordance with Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2, the City is prohibited from entering into a contract for goods or services that has a value of$100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10 or more full-time employees unless the contract contains a written verification from the company that it: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of the contract. The terms "boycott energy company" and "company" have the meanings ascribed to those terms by Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2. To the extent that Chapter 2274 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 energy companies; and (2) will not boycott energy companies during the term of this Agreement. 27. Prohibition on Discrimination Against Firearm and Ammunition Industries Developer acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code,as added by Acts 2021, 87th Leg.,R.S., S.B. 19, § 1,the City is prohibited from entering into a contract for goods or services that has a value of$100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10 or more full-time employees unless the contract contains a written verification from the company that it: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association;and(2)will not discriminate during the term of the contract against a firearm entity or firearm trade association. The terms "discriminate," "firearm entity" and"firearm trade association" have the meaning ascribed to those terms by Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg.,R.S., S.B. 19, § 1. To the extent that Chapter 2274 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 have a practice, policy, guidance, or directive that discriminates against a firearm City of Fort Worth,Texas Page 10 of 16 Standard Community Facilities Agreement Rev.9/21 entity or firearm trade association; and (2) will not discriminate against a firearm entity or firearm trade association during the term of this Agreement. 28. 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. 29. 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. 30. 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. 31. 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. 32. 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. 33. Signature Authority City of Fort Worth,Texas Page I I of 16 Standard Community Facilities Agreement Rev.9/21 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. 34. Counterparts This Agreement may be executed in multiple counterparts, each of which will be deemed an original, but which together will constitute one instrument. 35. 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 12 of 16 Standard Community Facilities Agreement Rev.9/21 36. Cost Summary Sheet Project Name: Walsh Ranch Quail Valley Village Residential CFA No.: CFA22-0020 City Project No.: 103846 iPRC No.: IPRC21-0177 Items Developer's Cost A. Water and Sewer Construction 1. Water Construction $ 616,815.00 2. Sewer Construction $ 612,578.50 Water and Sewer Construction Total $ 1,229,393.50 B. TPW Construction I. Street $ 1,367,286.50 2. Storm Drain $ 418,456.50 3. Street Lights Installed by Developer $ 357,711.00 4. Signals $ - TPW Construction Cost Total $ 2,143,454.00 Total Construction Cost(excluding the fees): $ 3,372,847.50 Estimated Construction Fees: C. Construction Inspection Service Fee $43,750.00 D. Administrative Material Testing Service Fee $14,210.00 E. Water Testing Lab Fee $1,890.00 Total Estimated Construction Fees: $ 59,850.00 Choice Financial Guarantee Options, choose one Amount Mark one Bond = 100% $ 3,372,847.50 Completion Agreement= 100%/Holds Plat $ 3,372,847.50 Cash Escrow Water/Sanitary Sewer= 125% $ 1,536,741.88 Cash Escrow Paving/Storm Drain = 125% $ 2,679,317.50 Letter of Credit= 125% $ 4,216,059.38 Escrow Pledge Agreement= 125% $ 4,216,059.38 X City of Fort Worth,Texas Page 13 of 16 Standard Community Facilities Agreement Rev.9/21 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 Quail Valley Deveo VLO,LLC a7ea&�GZLw Seth ca nten Dana Burehdoff(Ju 1,2022 1 :46 CDT) Seth Carpenter(Jun 30,2022 18:42 CDT) Dana Burghdoff Seth Carpenter Assistant City Manager Vice President Date: Jul 1 , 2022 Date: Jun 30, 2022 Recommended by: ray Baco-n, Tiffany Bacon Project Assistant Development Services Approved as to Form&Legality: Contract Compliance Manager: Richard A.McCracken(Jul 1,2022 10:36 CDT) Richard A. McCracken By signing,I acknowledge that I am the person Sr. Assistant City Attorney responsible for the monitoring and M&C No. administration of this contract, including Date: Jul 1 , 2022 �4n� ensuring all performance and reporting At on requirements. requirements. Form 1295: ��t 0p00 OOpOOp4O`a� 0 0 E 0 �0p� ATTEST: �v 0_� 0� °o O0000000 d Janie Scarlett Morales 0000 d Tctnnette S. Goo�lct// d�a�rEXpSoAp Development Manager Jannette S.Goodall(Jul S,2022 13:37 CDT) Jannette S. Goodall / Ronald P. Gonzales City Secretary Assistant City Secretary OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX City of Fort Worth,Texas Page 14 of 16 Standard Community Facilities Agreement Rev.9/21 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 ® Attachment 1 - Changes to Standard Community Facilities Agreement ❑ Attachment 2—Phased CFA Provisions ❑ Attachment 3 —Concurrent CFA Provisions ® Location Map 0 Exhibit A: Water Improvements 0 Exhibit A-1: Sewer Improvements 0 Exhibit B: Paving Improvements 0 Exhibit B-1: Storm Drain Improvements ® Exhibit C: Street Lights and Signs Improvements 0 Cost Estimates (Remainder of Page Intentionally Left Blank) City of Fort Worth,Texas Page 15 of 16 Standard Community Facilities Agreement Rev.9/21 ATTACHMENT"1" Changes to Standard Community Facilities Agreement City Proj ect No. 1031846 None City of Fort Worth,Texas Page 16 of 16 Standard Community Facilities Agreement Rev.9/21 \ NORTH LD WEATHERFORD ROADS - i i o p a i � J WALS VE U 1 H m a i S U PROJECT SITE Zy DEVELOPER: QUAIL VALLEY DEVCO VLO,LLC 400 S RECORD ST,SUITE 1200 DALLAS,TEXAS 75202 3 INTERSTATE 20 HUIT ENGNZOLLARS,INC. — 500 W.7TH STREET,SUITE 300 M INTERSTATE 30 FORT WORTH,TX 76102 LOCATION MAP — _ WALSH RANCH-QUAIL VALLEY PLANNING AREA VILLAGE RESIDENTIAL(PAVR) 0 SCALE:N.T.S. L2 CPN:103846 H irff i �,QRC MAPSCO NO:761-G Fklhzclws,kr Ll./L�L�1l V Wbrth COUNCIL DISTRICT:3 600 Wed 7th8Weet, 8uls3tb Fort N 4115/2022 Ph"��t SDW Fax 78102� =5 D CONNECT TO 12" WL 1 ' X CONNECT TO 12" WL CPN:100370 27 II �1 72 N� 1 CPN:100577 X-23599 X-23830 72 7 6 5 E AAY 9 BL Y BEN 26-X` f0 21 22 23 76 14 6 5 4 3 15 1g 24-x* 73 7 l 1 1b 8 �i 7 fog 1 73 20 2ER'RA tc 22 ¢i 14R1-X" 8 78 `? 25 24 23 1R-2 F \ 341,051 SF 77 g 1-X , NAiFlELD LA' "23 g / 10 CONNECT TO 12" WL 1112d zo-x^ 19 a x e 8 1 oua'i uAuer oE�o 4 u\ CPN:101672 5 e o, I ooc./2o�eo�s» T. X-25616 11 s 3 _ 2 1 o (TRACT TRA T 2) 43 16 � � � /✓ � � 42 7 5-)(* 74 z d 41 9 s s 74 CONNECT TO 12" WL 4 1 CPN:100517 No " Hw 09."E P'AA­VNMPA 765 RTZM"�/��c 549 75 X-23830 WLUME 12624,PAGE 92 aRrar. � \� 11 1i LEGEND 3 —w PROPOSED WATER LINES M EXISTING WATER LINES 0 o NOTE: ALL PROPOSED WATER LINES ARE 8"AND 0 4" UNLESS OTHERWISE NOTED. EXHIBIT A-WATER 0 CPN:103846 WALSH RANCH-QUAIL VALLEY NORTH DEVELOPER: PLANNING AREA VILLAGE QUAIL VALLEY DEVCO VLO,LLC RESIDENTIAL(PAVR) 400 S RECORD ST,SUITE 1200 DALLAS,TEXAS 75202 SCALE: 1" = 300' U-u' ! 3 am West 7%Bhoot, BAD wo 0 150 300 600 Fort Worn,Toms 7GM2-4728 514/2022 Phom(817)M5-9ppp F&K On 3961026 WA4SH AVENUE I 27 72 1 76 72 8 7 6 5 9 y BEN AY 26-X* 10 \ 2 1 22 23 14-X* f \� 1 21 4 14 20 o 5 4 3 15 19 24-X* 7 r > l I 6 1 18 74 8 e a 2 a \ 7 1 21 20 19 18 17 1 2g5 A %ss 3 \N 840 25 24 23 22 g 1N. a e 14R1-X* 5 �s � a 341,051 SF \ g oX `A 27 10 4 v23 0 8 v �\\ 1112 20X*� 191g B 1 A z D 74 1R-1 $ QLTA11.VALLEY DEVCO 1.LLC 3 17 3 Q 1 �/ DOC.1 201607571 _ J \ 43 16 6 O.P.RP.C.T. i 42 s-X' 74 1 s (TRACT z) s\ 41 g87 Ems. 1 s �.5 \\ CONNECT TO o WALSH RANCHES.R.P LRRTED PARTNERSHIP 6R1�X.* N v 18" PVC VOLUME09. LUME D.R.P.C.T. PACE 1785 74 CONNECT TO CPN:01719 in .C.T. 57,497 74 SF VOLUME 12624.PACE 62 D.R.T.C.T. // 15" PVC X-215y4 CPN:01719 X-21594 LEGEND PROPOSED SEWER LINES M / �/j/ - EXISTING SEWER LINES M / / NOTE ALL PROPOSED SANITARY SEWER LINES --------- ARE 8" UNLESS OTHERWISE NOTED. as— -- EXHIBIT Al -WASTEWATER CPN:103846 WALSH RANCH-QUAIL VALLEY NORTH DEVELOPER: PLANNING AREA VILLAGE QUAIL VALLEY DEVCO VLO,LLC RESIDENTIAL(PAVR) ' , 400 S RECORD ST,SUITE 1200 DALLAS,TEXAS 75202 SCALE: 1" = 300' U-u' 'W! 3 am Wset 7%Bhoot, BAD wo 0 150 300 600 Fort Worr4 Toms 7GM2-4728 514/2022 Phom(817)W5-9ppp F&K On 3961026 WALSR AYRNUR CONNECT TO EX. PVMT 27 I CPN.100517 72 � CONNECT TO EX. PVMT CPN:100370 72 5 ` ' 8 7 6 9 . 26-X* 10 BEND WAY 76 < 21 22 23 � 14-X` ��� q 0 4 3 5 4 '3\ 8 19 2Z— 7 \) \ 6 3 2 ono}I 16 18 8 ai 7 ys% 21 20 1 17 15 2 a 14R1-X" 8 1-X'o��`? 25 24 23 22 1 avvT 50'RO 1R-2 341,051 SF 94s Y uo 27 �, 78 x CONNECT TO EX. PVMT N 10 23 ° CPN:100517 11 � m r v 77 1213 75 18 1 74 1R-1 1 6 37 1 5 2 1 p ^� 43 6 42 ., 7 SX' 74 41 98 5 CONNECT TO EX. PVMT 1 eY ns w CPN:101672 6�1 X wT`v"'� �57 l 74 0 LEGEND 8" REINFORCED CONCRETE 3 29' PVMT WIDTH-50' ROW 6" REINFORCED CONCRETE M — — — — —— — SIDEWALK BY DEVELOPER SIDEWALK BY HOMEBUILDER 0 n O H.C. RAMPS BY DEVELOPER o EXHIBIT B-PAVING CPN:103846 a WALSH RANCH-QUAIL VALLEY NORTH DEVELOPER: PLANNING AREA VILLAGE QUAIL VALLEY DEVCO VLO,LLC RESIDENTIAL(PAVR) ' , 400 S RECORD ST,SUITE 1200 DALLAS,TEXAS 75202 SCALE: 1" = 300' U—u' hm 3 5W West 71h SftK BAD 3W 0 150 300 600 Fort Walk Toms 76=-4728 515/2022 Phom(817)W5-9ppp F&K On 396-1026 27 72 i — 72 8 7 6 5 9 qAY 76 78 L p1 22 23 3 l 14-X' 1 21 4 l 94 20 19 6 3 15 2 1 18 73 0 7` 1 22 21 20 19 18 17 15 2 4R1-X' 8 25 24 23 1C1. P ai 341,051 SF 9 1-X' q P7 10 \ 11 19 8 V 77 12 20-X* 13 18 1 ` 1 QLWL VALLEY DEWD 1,LLC N 17 3 DDC.1 201607571 O.P.R.P.C.T. 2 43 16 74 42 7 5-X' i LL 41 9 8 74 5-X 74 \\ H 6R1 RAMC UMDID PARTNERSFMP -7& VOLUME 1699,PAGE 1; 75 D.RP.O.T 57,497 SF-- L I C z VOLUME 12624,PAGE 92 D.RT.C.T. I LEGEND a _ EXISTING STORM DRAIN INLET —sow PROPOSED STORM DRAIN INLET PROPOSED STORM DRAIN HEADWALL M O M EXHIBIT B1 -STORM DRAIN CPN:103846 WALSH RANCH-QUAIL VALLEY NORTH DEVELOPER: PLANNING AREA VILLAGE NQUAIL VALLEY DEVCO VLO,LLC RESIDENTIAL(PAVR) g ' , 400 S RECORD ST,SUITE 1200 N DALLAS,TEXAS 75202 SCALE: 1" = 300' Fkilt-Zotisrs tnc Fart Worth GDD Wed 0 '< 0 150 300 600 Fart W k T e N 4115/2022 5--S ils sxes� � Phone�336-3000 Fax 396-=5 r l m T`m-4 Ar. - 27 72 72 — \, 1 A. 8 7 6 5 76 --- A 9 D WQ A ———— xr 14-X' 1 2 2122 23 3q A 1 20 5 4 3 15 19 73 4-X" 7 g 75 1 > �70 2 1 20 19 18 21 178 2 8 ai 14R1-X' 8 25 24 23 22 8WAYFI \ 341,051 SF \\ 9 x �� WpYFIE LN 27 10 11 19 ' m 2 �� 0X 1 1 �74 13 18 1 x //77 � \ o`x 17 6 37 LL 43 16 , 42 SX 74 7 74 41 9 ` SX 1 / U \ 6R1-X' ' �^ 57,497 SF 74 o / i / LEGEND 3 PROPOSED STREET LIGHTS PROPOSED STREET SIGN o EXISTING STREET LIGHTS M EXHIBIT Cl -STREET LIGHTS&SIGNS CPN:103846 WALSH RANCH-QUAIL VALLEY NORTH DEVELOPER: PLANNING AREA VILLAGE N QUAIL VALLEY DEVCO VLO,LLC RESIDENTIAL(PAVR) g ' , 400 S RECORD ST,SUITE 1200 N DALLAS,TEXAS 75202 HUMMUARS SCALE: 1" = 300' Fkilt-ZoHers tnc Fart Worth 6DD Wed 0 '< 0 150 300 600 Fart W�k T Oils 3� N 4115/2022 sxes 781 Phone�336-3000 Fax om�396-m 00 42 43_No lights DAP-BID PROPOSAL Page I of 5 SECTION 00 42 43 Developer Awarded Projects-PROPOSAL FORM Walsh Ranch-Quail Valley: Village Residential CPN: 103846 UNIT PRICE BID Bidder's Application Project Item Information Bidder's Proposal Bidlist Item Specification Unit of Bid No. Description Section No. Measure Quantity Unit Price Bid Value UNIT I: WATER IMPROVEMENTS 1 0241..1118 4"-12" .. .. Pressure Plug_--__-- __ 0241 14-- EA . 4 .$1,500.00._ $6,000.00 2 3311.0001 Ductile Iron Water Fittings w/Restraint 3311 11 TON 4.4 $9,000.00 _. $39,600.00 3 3311.0251 8"DIP Water 3311 10 LF 505 $64._00 _ __$32 320.00 4 3311.0254 8"DIP Water,CLSM Backfill 3311 10 LF 302 $74.00__-$22�g48m00 5 3311.0261 8"PVC Water Pipe_. 3311 12 LF 4,196 _ _.__$52 00, t$218.192-0O 6 3311.0451 12"DIP Water 3311 10 LF 56_ $120.00. - $6,720.00 7 3311.0457 12"DIP Water,CLSM Backfill 33 11 10 LF 40 $135.00 _ _$5�400,.00 -- -- ---- _....... -__.�.... ......... -. $___.._ 3311._0461 12"PVC Water Pipe _. .-. 3311 12 _.-__ 4F_.-... 294 .... ..$86.00_ $25 284._00 _9_._... 3305 0109 Trench Safety _...... ___._r_..___... .... ..._.. .._ 33 05 10„ LF 5,,051 . _$1 00 _ _.-$5 051.00 ..... ...._. - - ..,...._ _ .... - .___. _.._.. _. 00 $1 100.00 14 LF 55 $20.,10 0241.1013 Remove 8 Water Line 02 41 -_ _, 11 0241.1016 Remove 12"Water Line 0241 14 LF 550 $26.00 $.13 750_00 --- - 9 f -- -- --- -.----- __-..--. --._.__.._.__ .. .. - �...._.._ _--- 12 9999.0001 Salvage 8"Water Valve 02 41 14 EA 1 $750.00_ $750.00 13 9999.0002 Salvage 12"Water Valve 0241 14 EA 1 $1 000_00- _$1 000.00 14 0241.1510 Salvage Fire Hydrant y _ -_ 0241 14 EA _ 1 15 3312.3003 8"Gate Valve 3312 20 EA 23 - $1,600.00_ $36.800_00 _ ...... ---.. �...... �.__ _ ...__. _ _. _. 16 3312.3005 12"Gate Valve 33 12 20 EA 2 $_3 200 00 $6,400 00 �....... - --_- - 17 3312.0001 Fire 8 Hydrant 3312 40 EA -- _ _-------___ .....__- ,__._.._..-.---- -- ......_-- _._$4 00,600 $36 800 00 18 3312.0117 Connection to Existing 4"-12"Water Main 331225 EA _ 4 $1,500.00.�--_$6,000_00. 19 3312.2003 1"Water Service 33 12 10 EA 138 $1 100.00 $151 800.00 TOTAL UNIT I:WATER IMPROVEMENTS $616:815.00 CITY OF FORT WORTH Walsh Ranch-Quail Valley Village Residential STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS-DEVELOPER AWARDED PROJECTS City Project No.103946 Form Version May 22,2019 00 42 43_No I ights DAP-BID PROPOSAL Page 2 of S SECTION 00 42 43 Developer Awarded Projects-PROPOSAL FORM Walsh Ranch-Quail Valley: Village Residential CPN: 103846 UNIT PRICE BID Bidder's Application Project Item Information Bidder's Proposal Bidlist Item Specification Unit of Bid NO. Description Section No. Measure Quantity Unit Price Bid Value UNIT II:SANITARY SEWER IMPROVEMENTS 3331.4115 8"Sewer Pipe 3311 10 1 1 3331 12 LF __ _ ._.. _ �_- 33 31 20 - -. —3b8,16 $56.00._—$213,696.00 3331.4116 8"Sewer Pipe,CSS Backfill� 3311 10 2 3331 12 LF 3331 20 372 $66.00 _ $24,552.00 3 3339.1001 4'Manhole 333910 EA _._...... ......_._..__...... _ .. ..._....... . ...... .... 33 39..20_ ........... 32 $4 400.00 $140,800 00 ..... 4 3339.1003 4'Extra Depth Manhole 33 39 10 VF 333920, _80,7 _..... $215 00 _ $17.350.50 5 3339.0001 Epo Manhole.Liner.__._ _ _. _ - , 333960, VF 139 $59�075 00 6 _ 3331.3101-4"Sewer Service_.__ _ _— -._. 33 31 50 -__EA „ _ 138_.._ $850.00_ $117 300 00 7 3305.0109 Trench Safety _ _ 330510 LF 4,190 —„ $1.00._— _$4,190_00 8 3301.0002 Post-CCTV Inspection 3301 31 LF_ 4J90 $3.50„— $14,665.00 9 3301.0101 Manhole Vacuum Testing 33 01 30 EA 33 $150_00..— $4,950.00 -- -- - _- - -._ _ 10 9999.0011 4'Drop Manhole On Existing Main 00 00 00 —EA 1 $9�500.00. $9,500.00 11 9999.0003 8"Drop Connection to Existing Manhole 00 00 00 EA 1 $6.500.00 $6 500.00 TOTAL UNIT II:SANITARY SEWER IMPROVEMENTS $612,578.50 CITY OF FORT WORTH Walsh Ranch-Quail Valley Village Residential STANDARD CONSTRUCTION SPECMCATION DOCUMENTS-DEVELOPER AWARDED PROJECTS Ciry Project No.103846 Forth Version May 22,2019 00 42 43 No lights DAP-BID PROPOSAL Page 3 of 5 SECTION 00 42 43 Developer Awarded Projects-PROPOSAL FORM Walsh Ranch-Quail Valley: Village Residential CPN: 103846 UNIT PRICE BID Bidder's Application Project Item Information Bidder's Proposal Bidlist Item Specification Unit of Bid No. Description Section No. I Measure Quantity Unit Price Bid Value UNIT III: DRAINAGE IMPROVEMENTS 1 3341.0201 21"RCP,Class III 3341 10 LF 483 $65.00 $31,395.00 2 3341.0205 24"RCP,Class III 3341 10 LF 145 $75 00 __,$10,875.00 _ 3 3341.0208 27"RCP,Class III _— 3341 10 LF 603 $85.00 ____$51,255;00 4 3341.0302 30"RCP,Class III 33 41 10 LF 616 _. $90.00 __—$55 440.00 _...,.._ ., ... _ _... _ ...._----.... .. ....... ..._.._ _ _. -. 5 _ 3341.-0309 36"RCP,Class III 3341 10_ LF 770 _$125.00 ....... $96,250.00 _ ..__..._.._ ,_._.... „_ ..._ .. .._ 6 .3349 0001 4'Storm Junction Box 334910 EA 8 $6,500.00 „ $52,000.00 ..__.. — 7 3349 1007 36"Flared Headwall, 1 pipe 334940 EA 2 _ _$S 000.00 $10R000.00 ......_.___.._. . _ _._. _ _- _. _ _ __ 8 3349 5001 10'Curb Inlet - ,. _ _ -„ _ 33 49 20 EA 17 $4,000,00 $68 000_00 - _.._ .,_..... .._..._ _... ..... ... . 20 EA 2 _._ .$6 000 00!_..$12,000_00 9 3349 7001 4'Drop Inlet 33 49 - 10 3137 0104 Medium Stone Riprap ,dry - _ 31 37 00 SY _ 1.33 $105.00 _$13 965.00 -..... 11 3305.0109 Trench Safety `_ _— _ 33 05 10 LF 2,617 $1 00.._.—.$2 617.00. ... ......_ —__._. - - — -- — 12 9999.0007 Factory Strom Wye Connection 00 00 00 EA 11 $500.00,_$5 500,00. — --- --- ---L- --- -_ - ....... 13 3301.0002 Post-CCTV Inspection 33 01 31 LF 2 617 $3.50 9 159.50 TOTAL UNIT III:DRAINAGE IMPROVEMENTS $418,456.50 CITY OF FORT WORTH Walsh Ranch-Quail Valley Village Residential STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS-DEVELOPER AWARDED PROJECTS City Project No.103846 Form Version May 22,2019 00 42 43_No lights DAP-BID PROPOSAL Page 4 of 5 SECTION 00 42 43 Developer Awarded Projects-PROPOSAL FORM Walsh Ranch-Quail Valley: Village Residential CPN: 103846 UNIT PRICE BID Bidder's Application Project Item Information Bidder's Proposal Bidlist Item Specification Unit of Bid No. Description Section No. Measure Quantity Unit Price Bid Value UNIT IV: PAVING IMPROVEMENTS 1 3213.0101 6"Conc Pvmt 32 13 13 SY 22,353 ___..._ $42 50„—_$950,002.50 2 3211.050. 321129_- 3 3211.0400 Hydrated Lime(6"Pave @ 36 Ibs/sy) 321129 TN 439 $210.00 _ $92,190.00 4 3213 0302 5 Conc Sidewalk _ —_ 32 13 20 SF 10,708 $4.75._ $50,863.00 . . . ....,.. ......._........ _.... -- — 5 3213.0501 Barrier Free Ramp,Type R-1 _— 32 13 20 EA 11 $1 900.00 -_ $20 900.00 6 3213 0506 Barrier Free Ramp,Type P-1 _^_ 32 13 20 ` EA 11 $1 900.00_-,_ $20.900 00 _ — ..._. ... 7 9999.0008 Furnish/Install Walsh Ranch Style Sign Post 00 00 00 EA &,Foun..dation w/Regulatory Sign• _ . _ _rv_._._.__._. ._ —5 $1,300 00 __$6 500.00 9999.0009 Furnish/Install Walsh Ranch Style Sign Post 00 00 00 EA _ _._. . &Foundation w/Regulatory Sign&Name Blades 14.. $1,700.00.__ $21-809.00 9 3471.00_01_Traffic Control _ _ 3471 13 _ LS _ 1 _ _ $2500.00._.—$2500v00 10 0241.1000 Remove Co_nc_Pv_mt — _ —0_2 41 15 _ SY 3,870 _$13.50.. $52,245.00 11_ 0241.0100 Remove Sidewalk __ 0241 15 —SF_ 5,907 _ $2.00 _— $11,814.00 12 0241.1300 Remove Conic Curb&Gutter 0241 15 LF - 1568. -_.$20.00, _ $31,360.00 13 9999.0010 "No Parking"Striping 331723 LF _ 1,1370,,— _.$4.00._ _$51480.00 14 3217.0001 4"SL_D Pvm_t Marking HAS(W) _ _ 32 17 23 LF 268 $3�00_ $804_00 15 —2605.3031 4"CONDT PVC SCH 40{T) .-] 26 05 33 LF 395 $32.00 $12,640.00 TOTAL UNIT IV:PAVING IMPROVEMENTS $1,367,286.50 CITY OF FORT WORTH Walsh Ranch-Quail Valley Village Residential STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS-DEVELOPER AWARDED PROJECTS City Project No.103846 Form Version May 22,2019 00 42 43_No lights DAP-BID PROPOSAL Page 5 of 5 SECTION 00 42 43 Developer Awarded Projects-PROPOSAL FORM Walsh Ranch-Quail Valley: Village Residential CPN: 103846 UNIT PRICE BID Bidder's Application Project Item Information Bidder's Proposal Bidlist Item Specification Unit of Bid No. Description Section No. Measure Quantity Unit Price Bid Value Bid Summary UNIT I:WATER IMPROVEMENTS $ 616,815.00 UNIT II: SANITARY SEWER IMPROVEMENTS $ 612,578.50 UNIT III:DRAINAGE IMPROVEMENTS $ 418,456.50 UNIT IV: PAVING IMPROVEMENTS $ 1,367,286.50 Total Construction Bid $3,015,136.50 This Bid is submitted by the entity named below: BIDDER: BY: BROCK HUGGINS CONATSER CONSTRUCTION TX,L.P. n 5327 WICHITA ST. TITLE: Preident FORT WORTH.TX 76119 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 Walsh Ranch-Quail Valley Village Residential STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS-DEVELOPER AWARDED PROJECTS City Project No,103846 Form Version May 22,2019 00 42 4=L,ghls D A1?-BID PROPOSAL Page 1 of 2 SECTION 00 42 43 Developer Awarded Projects-PROPOSAL FORM Walsh Ranch-Quail Valley: Village Residential CPN: 103846 UNIT PRICE BID Bidder's Application Project Item Information Bidder's Proposal BidlistItem Specification Unit of Bid Description Unit Price Bid Value No. Section No. Measure Quantity UNIT V:STREET LIGHTING IMPROVEMENTS 9999.0012 Furnish/Install Walsh Ranch 14ft Street 00 00 00 1 Light Pole&LED Fixture EA 25 $4,800.00 $120,000.00 9999.0013 Furnish/Install Walsh Ranch 30'Street Light 00 00 00 2 Pole&LED Fixture EA 1 $18,500.00 $18,500.00 3 3441.3301 Rdwy Ilium Foundation TY 1,2, and 4 3441 20 EA 1 $1,600.00 $1,600.00 4 3441.1733 Rdwy Ilium Foundation TY 11 3441 20 EA 26 $1,300.00 $33,800.00 5 3441.1408 NO 6 Insulated Elec Condr 00 00 00 LF 10,827 $8.00 $86,616.00 6 2605.3015 2"CONDT PVC SCH 80(T) 26 05 33 LF 3,609 $15.00 $54,135.00 7 3441.1501 Ground Box Type B 3441 10 EA 23 $950.00 $21,850.00 8 3441.1772 Furnish/Install 240/480 Volt Single Phase 1 3441 20 1 EA 1 $9,500.00 $9,500.00 9 13441.3501 Salvage Street Light Pole 3441 20 EA 4 $2,000.001 $8,000.00 10 19999.0014 Remove 2"PVC Electrical Conduit 26 05 10 1 LF 371 $10.00 $3,710.00 TOTAL UNIT V:STREET LIGHTING IMPROVEMENTS $357,711.00 CITY OF FORT WORTH Walsh Ranch-Quai I Valley PA3E STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS-DEVELOPER AWARDED PROJECTS Citv Project No.103494 Form Version May 22,2019 00 42 4=L,ghls D A1?-BID PROPOSAL Page 2 of 2 SECTION 00 42 43 Developer Awarded Projects-PROPOSAL FORM Walsh Ranch-Quail Valley: Village Residential CPN: 103846 UNIT PRICE BID Bidder's Application Project Item Information Bidder's Proposal BidlistItem Specification Unit of Bid Description Unit Price Bid Value No. Section No. Measure Quantity Bid Summary UNIT V.STREET LIGHTING IMPROVEMENTS $ 357,711.00 Total Construction Bid $357,711.00 This Bid is submitted by the entity named below: BIDDER: BY: BROCK HUGGINS CONATSER CONSTRUCTION TX,L.P. 5327 WICHITA ST. 4yaL4r# TITLE: Preident FORT WORTH.TX 76119 DATE: 05/ Contractor agrees to complete WORK for FINAL ACCEPTANCE within 20 working days after the date when the CONTRACT commences to run as provided in the General Conditions. END OF SECTION CITY OF FORT WORTH Walsh Ranch-Quai I Valley PA3E STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS-DEVELOPER AWARDED PROJECTS Citv Project No.103494 Form Version May 22,2019 ESCROW AGREEMENT Escrow No. 3002-366594 AMESC THIS ESCROW AGREEMENT (the "Agreement"), entered into by and among Quail Valley Devco VLO, LLC, ("Developer"), the City of Fort Worth, a Texas municipal corporation ("Fort Worth") and American Escrow Company, a Texas corporation ("Escrow Agent") is to witness the following: WHEREAS, Developer and Fort Worth have entered into a Community Facilities Agreement for Walsh Ranch - Quail Valley - Village Residential (CFA# CFA22-0020, City Project Number 103846, IPRC Number IPRC21-0177)in the City of Fort Worth, Tarrant County, Texas (the "CFA"); and WHEREAS, the CFA provides that Developer shall submit to Fort Worth performance bonds, cash deposits or other financial security acceptable to Fort Worth (collectively, the "Financial Security") for the purpose of guaranteeing satisfactory compliance by Developer with all requirements, terms, and conditions of the CFA (the"CFA Obligations"); and WHEREAS, Developer and Fort Worth desire and agree that Developer be allowed to escrow and pledge cash deposits to Fort Worth, to be held by Escrow Agent, as an escrow agent, in complete satisfaction of the obligation to submit the Financial Security to secure the performance of the CFA Obligations. NOW THEREFORE, for and in consideration of these recitals, ten dollars ($10.00) and other good and valuable consideration, the receipt, sufficiency and adequacy of which are hereby acknowledged, the parties hereto hereby agree as follows: SECTION 1. DEFINED TERMS. For the purposes of this Agreement, unless the context otherwise clearly requires, the following terms shall have the following meanings: "Security Funds" shall mean the cash deposit of four million, two hundred sixteen thousand, fifty-nine dollars and thirty-eight cents ($ 4,216,059.38), which sum represents one hundred twenty-five percent(125%)of the estimated Developer's cost of constructing the CFA Obligations (the "Estimated Developer's Cost"). "Lien" shall mean any lien, security interest, charge, tax lien, pledge or encumbrance designed to secure the repayment of indebtedness or the satisfaction of any other obligation to a third party not a party of this Agreement. SECTION 2. SECURITY FUNDS. As financial security for the full and punctual performance of the CFA Obligations, Developer hereby pledges, assigns, and transfers to Fort Worth, and hereby grants to Fort Worth City of Fort Worth, Texas Escrow Pledge Agreement CFA Official Release Date: 07.01.2015 Revised 09.07.2017 JLE Page 1 of 10 a security interest in the Security Funds and all rights and privileges pertaining thereto with the exception of the interest income to be derived therefrom (which interest income shall remain the property of Developer and shall be distributed by Escrow Agent in accordance with Developer's periodic instructions) subject, however, to the terms, covenants, and conditions hereinafter set forth. The security interest granted and the assignments made hereunder are made as security only and shall not subject the City of Fort Worth or Escrow Agent to, or transfer or in any way affect or modify, any obligation of Developer with respect to the CFA Obligations or any transaction involving or giving rise therefrom. SECTION 3. PHYSICAL POSSESSION OF SECURITY FUNDS. Concurrently with the execution of this Agreement, Developer shall have delivered to and deposited with Escrow Agent the Security Funds. The parties acknowledge and agree that Escrow Agent shall be required to segregate the Security Funds from other funds held by Escrow Agent for Developer in accordance with the normal practices of Escrow Agent acting as an escrow agent. Escrow Agent shall return all funds on deposit representing or evidencing the Security Funds remaining in its possession to Developer (or take such other action as Developer may request or direct) within one business day after its receipt of written notice from Fort Worth that the CFA Obligations have been fully performed. During such time as Escrow Agent has possession of the Security Funds, Escrow Agent shall furnish to the City of Fort Worth (when requested by Fort Worth) written acknowledgments signed by an officer of Escrow Agent detailing the amount of the Security Funds. Fort Worth's rights in the Security Funds shall be superior to those of Escrow Agent's notwithstanding any terms or understandings (written or otherwise) between Developer and Escrow Agent. SECTION 4. COVENANTS. (a) Affirmative Covenants. So long as any of the CFA Obligations remain unperformed, Developer covenants and agrees that Developer will: (i) from time to time execute and deliver to Fort Worth all such assignments, certificates, supplemental writings, and other items and do all other acts or things as Fort Worth may reasonably request in order to evidence and perfect the security interest of Fort Worth in the Security Funds; (ii) furnish Fort Worth with information which Fort Worth may reasonably request concerning the Security Funds; (iii) notify Fort Worth of any claim, action, or proceeding affecting title to the Security Funds or Fort Worth's security interest(s)therein; and (iv) adjust the Security Funds to an amount equal to the actual contract price, including revisions thereto, if the original Security Funds were based on an engineer's estimate of costs. City of Fort Worth, Texas Escrow Pledge Agreement CFA Official Release Date: 07.01.2015 Revised 09.07.2017 JLE Page 2 of 10 (b) Negative Covenants. So long as any of the CFA Obligations remain unperformed, Developer covenants and agrees that Developer will not: (i) assign or transfer any rights of Developer in the Security Funds; or (ii) create any Lien in the Security Funds, or any part thereof, or permit the same to be or become subject to any Lien except the security interest herein created in favor of Fort Worth. SECTION 5. EVENTS OF DEFAULT. Developer shall be in default under this Agreement only upon the happening of any of the following events (a"Default"): (a) default in the timely payment for or performance of the CFA Obligations after written notice thereof has been given to Developer and Escrow Agent and such default is not cured within seven (7) days after such notice; (b) any affirmative or negative covenant is breached by Developer. SECTION 6. RIGHTS AND REMEDIES OF FORT WORTH UPON AND AFTER DEFAULT. (a) Remedy. Upon the occurrence of a Default, Fort Worth shall have the right to direct Escrow Agent to transfer to Fort Worth all of the Security Funds. Escrow Agent is hereby authorized to transfer the Security Funds within one business day upon the receipt of a written statement purporting to be executed by an authorized representative of Fort Worth stating that: (i) a Default by Developer has occurred related to the CFA Obligations; and (ii) written notice of such Default has been given by Fort Worth to Developer and Escrow Agent and such Default was not cured within seven (7) days after delivery of such notice; and (iii) Fort Worth is entitled to have the Security Funds transferred in accordance with the Agreement. (b) Notices. Any notice required or permitted to be given to any party hereto shall be given in writing, shall be personally delivered or mailed by prepaid certified or registered mail to such party at the address set forth below, and shall be effective when actually received. City of Fort Worth, Texas Escrow Pledge Agreement CFA Official Release Date: 07.01.2015 Revised 09.07.2017 JLE Page 3 of 10 To Developer: Quail Valley Devco VLO, LLC Attention: Seth Carpenter 400 S. Record St. Ste 1200 Dallas, TX 75202 To: Escrow Agent: American Escrow Company Attention: Shauna Dawson 2626 Howell Street, IOth Floor Dallas, Texas 75204 Email: sdawson(c�republictitle.com Phone: 214-754-7768 With a copy to: American Escrow Company Attn: William A. Kramer 2626 Howell St., loth Floor Dallas, Texas 75204 Email: bkramer @republictitle.com Phone: 214-855-8850 To: City of Fort Worth City Of Fort Worth Attn: City Treasurer 200 Texas Street Fort Worth, TX 76102 With a copy to: City of Fort Worth Attn: CFA Administration 200 Texas Street Fort Worth, TX 76102 Email: zz_DEVSVCS CFAgfortworthtexas.gov Phone: (817)392-7810 Any party may change its address for notice by giving all other parties hereto notice to such change in the manner set forth in this Section no later than ten (10) days before the effective date of such new address. SECTION 7. EXCLUSIVE RIGHTS AND REMEDIES. City of Fort Worth, Texas Escrow Pledge Agreement CFA Official Release Date: 07.01.2015 Revised 09.07.2017 JLE Page 4 of 10 If the Developer fails to perform its obligations under the CFA, Fort Worth's sole and exclusive remedy shall be to complete the obligations of Developer at Developer's expense. In furtherance of such sole and exclusive remedy, Fort Worth is entitled to exercise its rights as set forth in Section 6 hereof. SECTION 8. SUBSTITUTION OF COLLATERAL. Notwithstanding any contrary provision in this Agreement, Developer shall have the right, at any time and from time to time, to obtain releases of all or any part of the Security Funds (hereinafter called the "Released Collateral")upon satisfaction of the following conditions: (a)Developer shall provide Fort Worth and Escrow Agent written notice(the"Substitution Notice") that the Developer desires to obtain Released Collateral in exchange for a contemporaneous substitution of an alternate Financial Security acceptable to Fort Worth (as specified and described in the Substitution Notice); and (b) Developer shall pledge to, or obtain for the benefit of Fort Worth, and deliver to Fort Worth the alternate Financial Security acceptable to Fort Worth (the "Substituted Collateral") which Substituted Collateral shall in the aggregate be at least equal to the Estimated Developer's Cost; and (c) Said Substituted Collateral shall be of sufficient amount(s)to cover all work which has occurred prior to the substitution of collateral provided for in this Section. Upon satisfaction of the above-specified conditions, Escrow Agent shall be authorized (without the further consent of Fort Worth) to return to Developer the original Security Funds in Escrow Agent's possession that represent or evidence the Released Collateral or take such other action with respect to the Released Collateral as Developer may request or direct. Developer shall pay the expenses,if any, incurred by Escrow Agent In connection with obtaining each such release and substitution. SECTION 9 REDUCTIONS IN SECURITY FUNDS. (a) Notwithstanding any contrary provision in this Agreement, Developer have the right to reductions in the Security Funds (hereinafter called a "Reduction in the Security Funds"), in accordance with this Section 9. (b) Every thirty (30) days, Developer may request a Reduction in the Security Funds in accordance with Section 9-310-1 of the CFA Ordinance. (c) Developer shall provide the City of Fort Worth with written notice (the "Withdrawal Notice")that Developer desires to obtain a Reduction in the Security Funds in any amount less than or equal to the then-completed CFA Obligations as inspected or accepted by Fort Worth. (d) A Reduction in the Security Funds may only be made after: City of Fort Worth, Texas Escrow Pledge Agreement CFA Official Release Date: 07.01.2015 Revised 09.07.2017 JLE Page 5 of 10 i. The City's inspectors have verified the amount of the Community Facilities that have been constructed in accordance with the engineering plans; and ii. The City has received an affidavit and release of lien executed by the contractor indicating that the contractor has been paid by Developer and the contractor has paid all subcontractors and material suppliers for the Community Facilities that have been constructed pursuant to the CFA. (e) After the City has confirmed the amount of the Community Facilities that have been constructed in accordance with the engineering plans and the City has received an affidavit and release of lien from the contractor for the Community Facilities that have been constructed, then the Security Funds may be reduced to an amount that is no less than one hundred twenty-five percent (125%) of the value of the Community Facilities that are remaining to be constructed. SECTION 10. NON-ASSIGNABILITY OF FORT WORTH'S RIGHTS. The rights,powers, and interests held by Fort Worth hereunder in and to the Security Funds may not be transferred or assigned by Fort Worth in whole or in part. Any attempted transfer or assignment shall be absolutely void and shall entitle Developer to a release of all Security Funds. SECTION 11. NO WAIVER. No waiver by Fort Worth of any Default shall be deemed to be a waiver of any other subsequent Default. No delay or omission by Fort Worth in exercising any right or power hereunder shall impair any such right or power or be construed as a waiver thereof, nor shall any single or partial exercise of any such right or power preclude other or further exercise thereof. SECTION 12. BINDING EFFECT. This Agreement shall be binding on the parties, their successors and assigns. No provision of this Agreement may be amended, waived, or modified except pursuant to a written instrument executed by Fort Worth, Escrow Agent and Developer. SECTION 13. CHOICE OF LAW. This Agreement is to be construed and interpreted in accordance with the laws of the State of Texas. SECTION 14. COUNTERPARTS. This Agreement may be executed in any number of multiple counterparts and by different parties on separate counterparts, all of which when taken together shall constitute one and the same agreement. City of Fort Worth, Texas Escrow Pledge Agreement CFA Official Release Date: 07.01.2015 Revised 09.07.2017 JLE Page 6 of 10 SECTION 15. INDEMNITY. Developer hereby agrees to release,hold harmless, and indemnify Escrow Agent(and its directors, officers, employees, agents and representatives) from and against all claims, damages, expenses, costs, suits and other liability of any kind whatsoever that arise out of or are directly or indirectly related to the performance by Escrow Agent of its duties hereunder except for the gross negligence or willful misconduct of Escrow Agent or its directors, officers, employees, agents or representatives and Developer hereby agrees to release, hold harmless,and indemnify Fort Worth(and its respective directors,officers,employees,agents and representatives) from and against all claims, damages, expenses, costs, suits and other liability of any kind whatsoever that arise out of or are directly or indirectly related to any actions or inaction by Fort Worth with respect to this Agreement. SECTION 16. PAYMENT OF ESCROW FEES Developer will be responsible for the payment of all fees to Escrow Agent associated with this Agreement. [REMAINDER OF THIS PAGE TO REMAIN BLANK] City of Fort Worth, Texas Escrow Pledge Agreement CFA Official Release Date: 07.01.2015 Revised 09.07.2017 JLE Page 7 of 10 ACCORDINGLY,the City of Fort Worth,Developer and Escrow Agent 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 Manager or his/her designee. CITY OF FORT WORTH DEVELOPER Quail Valley Devco VLO, LLC alea�l GIGlG�O Dana Burghdoff(Ju 1,20221 :46 CDT) Seth Cc�. ente� Dana Burghdoff Seth Carpenter(Jun 30,202218:42 CDT) Assistant City Manager Name: Seth Carpenter Title: Vice President Date: Jul 1, 2022 Date: Jun 30, 2022 Approved at to Form &Legality: ESCROW AGENT 4r:21, American Escrow Company, a Texas Richard A.McCracken(Jul 1,202210:36 CDT) Corporation Richard A. McCracken Sr. Assistant City Attorney M&C No. /12r� .Qiz, Bill Kramer(Jul 1,2022 10:31 CDT) Date: Jul 1, 2022 Name: William A. Kramer Title: Executive Chairman ATTEST: Date: Jul 1, 2022 a 9.1k Tgnnette S. Goo�lgll 0� Jannette S.Goodall(Jul 5,202213:37 CDT) vg o=d Contract Compliance Manager Jannette Goodall �� ,�o o By signing I acknowledge that I am the City Secretary d� 0000o000 a person responsible for the monitoring and EXpsa� administration of this contract, including ensuring all performance and reporting requirements. Janie S. Morales Development Manager OFFICIAL RECORD CITY SECRETARY City of Fort Worth, Texas FT. WORTH, TX Escrow Pledge Agreement CFA Official Release Date: 07.01.2015 Revised 09.07.2017 JLE Page 8 of 10 ATTACHMENT "I" Changes to Standard Agreement Escrow Pledge Agreement PROVISIONS CONCERNING ESCROW AGENT (a). Wire Transfers and Wire Transfer Verifications: All monetary funds to be held in escrow pursuant to this Escrow Agreement are to be sent to Escrow Agent by Federal wire transfer. The parties acknowledge that they may be charged fees by their banks in connection therewith. Automated Clearing House (ACH)transfers, wires or checks will not be accepted as monetary funds to be held in escrow. Escrow fees may be paid by check or Federal wire. If requested by a party, Escrow Agent will make disbursements by check and send such checks by regular mail, or certified mail in accordance with the notice provisions hereof. Federal wire transfers of monetary disbursements by Escrow Agent must be verified by a phone call from a representative of Escrow Agent to the named representative and phone number set forth in the notice provisions hereof prior to a wire being transmitted. Such phone call will request the party being contacted to confirm the amount to be wired, the name of the bank to receive the wire, the American Bankers Association (ABA)routing number of the receiving bank, the name of the account at such bank to which the wire transfer will be credited, and the bank identification number of such account. Escrow Agent's fee specified herein contemplates no more than twelve (12) such Federal wire transfers and confirmations during each twelve (12)month period of this Escrow Agreement and any wire and verification in excess thereof will be charged $150.00 each within such twelve (12) month period, beginning on the effective date of this Escrow Agreement. (b) Escrow Agent is not a party to, or bound by any agreement which may be deposited under, evidenced by, or which arises out of the foregoing instructions. (c) Escrow Agent acts hereunder as a depository only and is not responsible or liable in any manner whatever for the sufficiency, correctness, genuineness, or validity of any instrument deposited with it hereunder, or with respect to the form or execution of the same, or the identity, authority, or rights of any person executing or depositing the same. (d) Escrow Agent shall not be required to take or be bound by notice of any default of any person, or to take any action with respect to such default involving any expense or liability, unless notice in writing is given to an officer of Escrow Agent of such default. City of Fort Worth, Texas Escrow Pledge Agreement CFA Official Release Date: 07.01.2015 Revised 09.07.2017 JLE Page 9 of 10 (e) Escrow Agent shall be protected by Developer in acting upon any notice, request, waiver, consent, receipt, or other paper or document believed by Escrow Agent in good faith to be genuine and to be signed by the proper party or parties. (f) Escrow Agent may consult with legal counsel in the event of any dispute or questions as to the construction of the foregoing instructions, or Escrow Agent's duties hereunder. (g) Escrow Agent assumes no liability and the parties hereto consent and agree that Escrow Agent shall have no liability for any defalcation, insolvency, receivership or conservatorship of the depository institution (Texas Capital Bank), nor shall Escrow Agent have any liability due to any of the parties other than Escrow Agent filing for bankruptcy or the consequences or effect of such a bankruptcy on the funds and/or documents deposited hereunder. (h) For its ordinary services hereunder, Escrow Agent shall be entitled to a fee of $1,250.00, payable by Developer concurrently with its acceptance hereof. (i) Developer further agrees that Escrow Agent assumes no liability for and is expressly released from any claim or claims whatsoever in connection with the receiving, retaining and delivering of the above papers and funds except to account for payment and/or delivery made thereon. Deposit by Escrow Agent of the instruments and funds (less its charges and expenses incurred herein) comprising this escrow in Court, shall relieve Escrow Agent of all further responsibility and liability, and Escrow Agent is hereby expressly authorized after filing a petition with the court and depositing the funds with the court to disregard in its sole discretion any and all notices or warnings given by any of the parties hereto, or by any other person or corporation, but the said Escrow Agent is hereby expressly authorized to regard and to comply with and obey any and all orders,judgments or decrees entered or issued by any court with jurisdiction. In case of any suit or proceeding regarding this escrow to which Escrow Agent is or may be at any time a party, Developer agrees to indemnify and hold harmless Escrow Agent from all loss, costs or damages incurred, including but not limited to attorneys' fees, by reason of this Agreement or the subject matter hereof or any cause of action which may be filed in connection therewith and to pay Escrow Agent, upon demand all such costs, fees and expenses so incurred. City of Fort Worth, Texas Escrow Pledge Agreement CFA Official Release Date: 07.01.2015 Revised 09.07.2017 JLE Page 10 of 10