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HomeMy WebLinkAboutContract 58791Received Date: Feb 2, 2023 Received Time: 11:36 a.m. Developer and Project Information Cover Sheet: Developer Company Name: PMB Ventana Developer South, LLC 4001 Maple Avenue, Ste 270 Dallas, Texas 75219 Address, State, Zip Code: Phone & Email: 214-954-7025 1 peter@pmbinv.com Authorized Signatory, Title: E. Peter Pincoffs III, Manager Project Name: Ventana Phase 6B Brief Description: Water, Sewer, Paving, Storm Drain, Street Lights & Signs Project Location: South of Aledo Road, West of Rolling Hill Drive Plat Case Number: Plat Name: Mapsco: 86S Council District: 3 CFA Number: 22-0178 City Project Number: 103677 1 IPRC22-0013 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX City of Fort Worth, Texas Page 1 of 18 Standard Community Facilities Agreement Rev. 9/21 City Contract Number: 58791 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 South, 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 6B ("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. OFFICIAL RECORD City of Fort Worth, Texas CITY SECRETARY Page 2 of 18 Standard Community Facilities Agreement FT. WORTH, TX 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: E Exhibit A: Water E Exhibit A-1: Sewer E Exhibit B: Paving E Exhibit 13-1: Storm Drain E Exhibit C-1: 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-1, 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 18 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. 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 City of Fort Worth, Texas Page 4 of 18 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. (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. City of Fort Worth, Texas Page 5 of 18 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 IN CONSEQUENCE OF ANY FAILURE TO PROPERLY SAFEGUARD THE WORK, OR ONACCOUNT OF ANYACT, 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 City of Fort Worth, Texas Page 6 of 18 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: Development Coordination Office City of Fort Worth 200 Texas Street Fort Worth, Texas 76102 With copies to: City of Fort Worth, Texas Standard Community Facilities Agreement Rev. 9/21 DEVELOPER: PMB Ventana Developer South, LLC 4001 Maple Avenue, Ste 270 Dallas, Texas 75219 Page 7 of 18 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, subcontractors, and volunteers. Developer further agrees that nothing herein shall be construed as the City of Fort Worth, Texas Page 8 of 18 Standard Community Facilities Agreement Rev. 9/21 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 and comment on this document; therefore any rule of contract construction or interpretation that would City of Fort Worth, Texas Page 9 of 18 Standard Community Facilities Agreement Rev. 9/21 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 entity or firearm trade association; and (2) will not discriminate against a firearm entity or firearm trade association during the term of this Agreement. City of Fort Worth, Texas Page 10 of 18 Standard Community Facilities Agreement Rev. 9/21 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 11 of 18 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 18 Standard Community Facilities Agreement Rev. 9/21 36. Cost Summary Sheet Project Name: Ventana Phase 6B CFA No.: 22-0178 City Project No.: 103700 IPRC No.: 22-0013 Items A. Water and Sewer Construction 1. Water Construction 2. Sewer Construction Water and Sewer Construction Total B. TPW Construction 1. Street 2. Storm Drain 3. Street Lights Installed by Developer 4. Signals TPW Construction Cost Total Total Construction Cost (excluding the fees): Estimated Construction Fees: C. Construction Inspection Service Fee D. Administrative Material Testing Service Fee E. Water Testing Lab Fee Total Estimated Construction Fees: Financial GuarantPP Ontinns_ r_honsP onP Developer's Cost $ 293,008.00 $ 152,717.00 $ 445,725.00 $ 704,717.00 $ 250,000.00 $ 86,050.00 $ 1,040,767.00 $ 1,486,492.00 $37,500.00 $9,261.00 $750.00 $ 47,511.00 Choice Amount (Mark onP) Bond = 100% $ 1,486,492.00 Completion Agreement = 100% / Holds Plat $ 1,486,492.00 X Cash Escrow Water/Sanitary Sewer= 125% $ 557,156.25 Cash Escrow Paving/Storm Drain = 125% $ 1,300,958.75 Letter of Credit = 125% $ - Escrow Pledge Agreement = 125% $ 1,858,115.00 City of Fort Worth, Texas Standard Community Facilities Agreement Rev. 9/21 Page 13 of 18 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 Dana Burghdoff (Jan 30, 20 0:14 CST Dana Burghdoff Assistant City Manager Date: Jan 30, 2023 Recommended by: Dwayne Hollars (Jan 27, 202318:11 CST) Dwayne Hollars Contract Compliance Specialist Development Services Approved as to Form & Legality: Richard A. McCracken (Jan 30, 202312:22 CST) Richard A. McCracken Sr. Assistant City Attorney M&C No. N/A Date: Form 1295: N/A ATTEST: a F FORrn°Ba p 9°0 a_ PVo o=A `�uaxu aaa TEXA`�o4'� nbnnuvo4 rf Jannette S. Goodall City Secretary City of Fort Worth, Texas Standard Community Facilities Agreement Rev. 9/21 DEVELOPER PMB Ventana Developer South, LLC E. Pew LWLWd1�-L /// E. Peter Pincoffs III (Jan 27, 02316:10 CST) E. Peter Pincoffs III Manager Date: Jan 27, 2023 Contract Compliance Manager: By signing, I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. V6:J^ Rebecca Diane Owen (Jan 27, 2023 18:40 CST) Rebecca Diane Owen Development Manager OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Page 14 of 18 The following attachments are incorporated into this Agreement. To the extent a conflict exists between the main body of this Agreement and the following attachments, the language in the main body of this Agreement shall be controlling. Included Attachment ® Attachment 1 - Changes to Standard Community Facilities Agreement ® Attachment 2 — Phased CFA Provisions ❑ Attachment 3 — Concurrent CFA Provisions ® Location Map ® Exhibit A: Water Improvements ❑X Exhibit A-1: Sewer Improvements X❑ Exhibit B: Paving Improvements © Exhibit B-1: Storm Drain Improvements © Exhibit C-1: Street Lights and Signs Improvements © Cost Estimates (Remainder of Page Intentionally Left Blank) City of Fort Worth, Texas Page 15 of 18 Standard Community Facilities Agreement Rev. 9/21 ATTACHMENT "I" Changes to Standard Community Facilities Agreement City Project No. 103677 None City of Fort Worth, Texas Page 16 of 18 Standard Community Facilities Agreement Rev. 9/21 ATTACHMENT "2" Phased CFA Provision City Project No. 103677 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 City of Fort Worth, Texas Page 17 of 18 Standard Community Facilities Agreement Rev. 9/21 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. 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 ANYAND ALL ECONOMIC DAMAGES PROPERTYLOSS, PROPERTY DAMAGES AND PERSONAL INJURY, (INCLUDING DEATH), OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED. DEVELOPER HEREBY EXPRESSLY RELEASES AND DISCHARGES CITY FROM ANY AND ALL LIABILITY FOR DAMAGES, INCLUDING, BUT NOTLIMITED TOANYANDALL ECONOMIC DAMAGES, PROPERTYLOSS, PROPERTY DAMAGE AND PERSONAL INJURY (INCLUDING 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 COST AND EXPENSE, AGREES TO AND DOES HEREBY INDEMNIFY, DEFEND PROTECT, AND HOLD HARMLESS CITY, AND CITY'S OFFICERS, REPRESENTATIVES, AGENTS, EMPLOYEES, AND SERVANTS FOR, FROM AND AGAINST ANY AND ALL CLAIMS (WHETHER AT LAW OR IN EQUITY), LIABILITIES, DAMAGES (INCLUDING ANYAND ALL ECONOMIC DAMAGES, PROPERTYLOSS, PROPERTYDAMAGES 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 WAY RELATED TO CONSTRUCTION OF THE IMPROVEMENTS OR DEVELOPER'S CHOICE TO CONSTRUCT A PHASED CFA, OR (2) BY REASON OF ANY OTHER CLAIM WHATSOEVER OF ANY PERSON OR PARTY OCCASIONED OR ALLEGED TO BE OCCASIONED IN WHOLE OR INPART 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: E. Pew Pi`ccr III E. Peter Pincoffs III (Jan 27, 023 16:10 CST) Name: E. Peter Pincoffs III Title: Manager City of Fort Worth, Texas Page 18 of 18 Standard Community Facilities Agreement Rev. 9/21 NOTE: VENTANA PHASE 6B IS A CHILD PROJECT TO: VENTANA PHASE 6A-2 (CPN103437) VENTANA PHASE 6A-1 (CPN103631) VENTANA PUMPING FACILITY EXPANSION (CPN103523) OWNER/DEVELOPER PMB VENTANA DEVELOPER, LLC 4001 MAPLE AVENUE SUITE 600 DALLAS, TX 75219 NOT TO SCALE MAP5GU NU. 665 COUNCIL DISTRICT NO. 3 CPN 103677 VENTANA PHASE 6B VICINITY MAP WA Engineering, Inc. `AA 6060 North Central Expressway Phone 469.621.0710 Suite 400 Dallas, Texas 75206 FRN - F-1386 CPN 103677 IPRC22-0013 M N N M O o Za F U z d M M z a O M M d W UZ Z as Q vv J_ (n N T U I I maa co co to 0 www? U)cnrna QQQ� aaaa aaaa zzzz ..aaaa zzzz zzzz N 816 / J �\69 Ln ft� N Z�= M �� 00 ( NO d� W F— Z Q ZLL- C) lil z> co LLI 0 of Q Q wo Q J w SW S Q W 3� J W pZ W > inJ Q OOf W Z_ LL. 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X WX 12 p R N z$_ _�H r 0 I� N � N o60 N M Go�p``� N �m LO M N 00 M N M N can)N N M N �60 1�Py LO d (D CEO 00 Oo In 0) �r bi O O Q) N N ZNI- Q Z (p r7 w / W O / z w Z_ J a a_ Q Z q 0 z \/ a X Z O a a- U W O H U JOzOK l�0 ,. ztS wo0o oc� _� N N N $ daF-W ZU /f ww5 � as aaw-i U� M N N M O 0CL z F- U z 'o..�N CL 'o a O M I+Oj d J Uz z d d Q vv _J W N F U I I 0o a t0 to t0 0 www? cn rn cn a aaas x==CL aaaa zzzz zzzz F- F- F z� zzzz ����! W O z W Ln WE-�dN�C wzaWW�" W W .5 Q O Q O / N \ 00 �p N � M p`� ✓ ���� �d N M �E�� N °y6 Ln it L7 N ppr �N 1�0 C 1k M N Ln N� ON N \ 0() — 40 LO 00 � � ,P�y � � yip � 00 O °yb�s 0 O) N N M Q�I � '`+i �(0 W MO / > W \ 0=a- i a- U / \ 4 * F F Ix Z H J m LJJ LLI z L'i W V N w a w J w X to v Z Co t` N N z a wo �N V) U z r" U z �, _ w w a a X w M -:i (� 00 42 43 DAP - BID PROPOSAL Page I of 6 SECTION 00 42 43 Developer Awarded Projects - PROPOSAL FORM Ventana Phase 6B UNIT PRICE BID Bidder's Application Project Item Information Bidder's Proposal Bidlist Item No. Description Specification Section No. Unit of Measure QBid uantity Unit Price Bid Value NIT I: WATER IMPROVEMENTi 3311.0001 Ductile Iron Water Fittings w/ Restraint 3311 11 TON �0.54_ $8 500 00 $4,590.,00 3311.0241 8" Water Pipe 33 11 10 33 11 12 LF 2,846 $58_00 $165,068 00 _ _ 3312 0001 Fire Hydrant _ u 33 12 40 T EA 3 _ 3312.0117 ^_ Connection to Approved for Construction 4"-12" Water 33 12 25 EA 1 $1,500.00 $1,500.00 Main (Phase 6A-2- Erngargo_Rgaq) 3312.0117 Connection to Approved for Construction 4"-12" Water 33 12 25 EA 1 $1,500.00 $1,500.00 __...._. Main1Phase_6A-2 - StarpolntRoad),. �$1,200.00_,$90,000.00 3312.2003 1" Water Service_ 331210 �EA� _75� 3312.3003 8" Gate Valve 33 12 20 EA T11 _ __ $1 450 00 _ $15 950.00 TOTAL UNIT I: WATER IMPROVEMENTS]$293,008.00 CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS - DEVELOPER AWARDED PROJECTS Form Version May 22, 2019 00 42 43_Bid Proposal_Ventana Phase 6B.xlsx 00 42 43 DAP - BID PROPOSAL Page 2 of 6 SECTION 00 42 43 Developer Awarded Projects - PROPOSAL FORM Ventana Phase 6B UNIT PRICE BID Bidder's Application Project Item Information Bidders Proposal Bidlist Item No. Description Specification Section No. Unit of BidMeasure Quantity Unit Price Bid Value NIT II: SANITARY SEWER I PROVEMENT 3301.0002 Post -CCTV Inspection 3301 31 LF� 972� $3.00 �$2,9,16.00 33 01 30� v EA 3301 0101 Manhole Vacuum Testing 3. $200 00 $600A0 _ _ LF� — _ _ 972 $200 3305 0109 Trench Safety 33 05 10 _ $1,944 00 3331.3101 �_4 �� 4 Sewer Service 3331 50 EA 32 $85000 $27.200.00 3331 4115 8 Sewer Pipe SDR-- 26 33 11-10, 33 31 12, _ LF� y 504 $66_00 �$33 264.00 3331 4116 8 Sewer Pipe - SDR 26 CSS Backfill T 33 11 10 33 31 12, _ LF� 40 $86 00 _ $3 440,00 33 11 10, 33 31 12, 3331 4215 15 Sewer Plpe -SDR 26 F LF 428 $120.00 .�,$51.360.00 3339.0001 J Interior Corrosion Protection 33 39 60 VF 26.1 _ $455 00 $1,1 875.50 3339 1001 4 Manhole 33 39 10 33 39 20 EA 3 $4 500 00 $13.500;00 �8..3 3339.1003 4' Extra Depth Manhole W4 _ _. 33 39 10, 33 39 20 _ VF _ .$22500 9999.0001 Connect to Approved for Construction 15" SS (Phase 6A-2 - B_ryan_Creek Road)_y 00 00 00 EA 1 $4,750.00 $4,750.00 TOTALNIT I: SANITARY SEWER IMPROVEMENT $152,717.00 CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS - DEVELOPER AWARDED PROJECTS Forth Version May 22, 2019 00 42 43_Bid Ptoposol_Ventam Phase 68.xlsx 00 42 43 DAP - BID PROPOSAL Page 3 of 6 SECTION 00 42 43 Developer Awarded Projects - PROPOSAL FORM Ventana Phase 6B UNIT PRICE BID Bidder's Application Project Item Information Bidder's Proposal Bidlist Item No. Description Specification Section No. Unit of r BidMeasure Quantity Unit Price Bid Value UNIT III: DRAINAGE IMPROVEMENTS 0241.0800 Remove Rip Rap Large Stone Type "A" Dry Rip Rap (24" Deep) 0241 13 31 37 00 SF SY 297 $5.00 �$125.00 $1,485,00 $9 000;00 3137.0102 72 Y 33 05 10 _ 3305 0109 Trench Safety_ _ LF _ 1,258 _ .$2 00 ^ $2r516 00 3341.0201 21 RCP Class III 3341 10 LF� �152 $73 00 � $11 096 00 _ ^ 24 RCP, Class 111 3341 10_ _ LF_ �439_ _ _ $8300 ��,$3 6437,OQ _3341 _. 3341.0305 �� 33 RCP Class III 3441 10 _ LF� _ 635_ _ $138:00 _ _ $g7,630,_00 3341.0309 36" RCP Class III 3341 10 ^_ LF" 32 $148:00 i $4,736 00 _ 3349 0001 _ 4x4 Storm Jun coon Box 33 49 10 EA 4 $5 500 00 ., ._ $22,000,00 _ 3349.5001 _ 10' Curb Inlet 33 49 20 _ __ .w f=A 5 _ _ $3 800 00 _ $19 000:00 _ _ 3349 5002 _ 15 Curb Inlet 33 49 20 EA 2 $4 800.00 $9 600 00 9999.0002 _ _ 24 4:1 Sloped End Headwall 00 00 00 EA W _ 2� _ $3 500 00 $7 000 00 9999.0003 33' 4:1 Sloped End Headwall 00 00 00 EA 1 $4 500.00 $4,500.00 00 00 00 9999.0004 Inlet Protection _ EA 7 $250 00 $1 750.00 9999 0005 Remove 33" 4:1 Sloped End Headwall 00 00 00 EA ^ _ 1 $3,500.00 $3,500.00 9999 0006 _. Concrete .Structure _ .. -._. vWeir & _. -.. 'Drop _ 000000 ......._ EA A $29 750 00 i.� $29,750.00 TOTAL UNIT III: DRAINAGE IMPROVEMENTS $250,000.00 CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS - DEVELOPER AWARDED PROJECTS Form Version May 22, 2019 00 42 43_Bid Proposal_Ventana Phase 6B.x1sx 00 42 43 DAP- BID PROPOSAL Page 4 of 6 SECTION 00 42 43 Developer Awarded Projects - PROPOSAL FORM Ventana Phase 6B UNIT PRICE BID Bidder's Application Project Item Information Bidder's Proposal Bidlist Item No. Description Specification Section No. Unit of Measure Bid Quantity Unit Price Bid Value UNIT IV: PAVING IMPROVEMENTS 3219.0400 Hydrated Lime (30 Ibs/sy) 32 1.129 —TON- — 174;0 —__$235;,00 $40,890.00. 3211.0501 6" Lime Treatment 32 11 29 Y SY i 11.495 $4.00 ..$46 980,00. _ 3213 0101 _ 6 Conc Pvmt _ 32 13 13 _ SY i _10 784� $52W0„0 , $b60 768 00 _ 3213 0301 ___ �_ 4 Conc Sidewalk 32 1320 _ SF 2,878 $4.50 $12 951.00 3213.0506 Barrier Free„Ramp, Type-P-1 _ 33 13 20 EA _ 3213 0501 Barrier Free Ramp Type R-1 4 $2 000,00 .— $S 000 00 32 91 19 _ 3291.0100 Topsoil CY 8 $3Q00 ._u $240.00 3292 0100 Block Sod Placement 32 92 13 _ SY_ i 241 _ $8.00 _ $1 928„00 9999 0007 Remove Barricade and Connect to Existing Pavement 00 00 00 „EA _ 2 _ $1,000; 00. 00 00 00 9999 0008 Construct Type III Barricade _ EA _ 3 _ $750 00 $2,250.00 T 87 9999.0009 Construct Sid. Pvmt Header 00 00 00 LF $30.00 $2,610.00 00 00 00 9999 0010 Stop Signs _ EA _ _6 $750 00 _ $4 500.00 9999.0011 —T_u— Street Name Blade Pair _... 00 00 00 EA _ . ..—..�. 6 $350.00 �._..---.... __ $2,100.00 .�__.. _..__ _... _ ... 9999.0012 Street Sign Pole 00 00 00 EA 6 $650.00 $3.900.00 TOTAL UNIT IV: PAVING IMPROVEMENTS $704,717.00 CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS - DEVELOPER AWARDED PROJECTS Fonn Version May 22, 2019 00 42 43_Bid Proposal_Ventana Phase 613.xlsx 00 42 43 DAP - BID PROPOSAL Page 5 of 6 SECTION 00 42 43 Developer Awarded Projects - PROPOSAL FORM Ventana Phase 6B UNIT PRICE BID Bidder's Application Project Item Information Bidder's Proposal Bidlist Item No. Description Specification Section No. Unit r Measur Bide Quantity Unit Price Bid Value UNIT V: STREET LIGHTING IMPROVEMENTS 2605 3015 3441.1409 3441 1757_ 3441.3050 3441 3301 2" CONDT PVC SCH 80 (T) #8 XHHW — Type 11 Pole with 33B Arm Residential 50 watt ATBO Cobra Head Type 1 Foundation 26 05 33 3441 10 34 41 20 —T._..._._— 34 41 20 LF — LF� EA --_....—.—_..—.� EA i EA — 800 —800 y 13 13 —13 $15:00--$12 $4 00 $3,,500.00, $750.00 _ $1 200 00, 000.00 _ $3,200; 00 ._ $4b 500.00 _. $9.750.00 $15 600 00 34 41 20 - TOTAL UNIT V: STREET LI HTIN GIMPROVEMENTS1 $86,050.00 CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS - DEVELOPER AWARDED PROJECTS Forth Version May 22, 2019 00 42 43_Bid Proposal—Ventann Phase 6B.xlsx 00 42 43 DAP - BID PROPOSAL Page 6 of 6 SECTION 00 42 43 Developer Awarded Projects - PROPOSAL FORM Ventana Phase 6B UNIT PRICE BID Bidder's Application Project Item Information Bidder's Proposal Quant Bidlist Item No. Description Specification Section No. Unit ure of Bid Unit Price Bid MeasValue ity Bid Summary UNIT I: WATER IMPROVEMENTS UNIT II: SANITARY SEWER IMPROVEMENTS UNIT III: DRAINAGE IMPROVEMENTS UNIT IV: PAVING IMPROVEMENTS UNIT V: STREET LIGHTING IMPROVEMENTS This Bid is submitted by the entity named below: BIDDER: CONATSER CONSTRUCTION TX, L.P. 5327 W ICHITA ST. FORT WORTH, TX 76119 Total Construction Bid BY: BRO HUGGINS TITLE: PRESIDENT V V--- DATE: Contractor agrees to complete WORK for FINAL ACCEPTANCE within 1p{ 0 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 00 42 43_Bid Proposal_Ventana Phase 6B.xlsx Fonn Version May 22, 2019 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 South, 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 15.924 acres that is located in the City, the legal description of which tract of real property is marked Exhibit "A" — Legal Description, attached hereto and incorporated herein for all purposes ("Property"); and WHEREAS, the Developer intends to develop the Property as an addition to the City through plat PP-21-009; and WHEREAS, the Developer and the City have entered into a Community Facilities Agreement relating to the development of Ventana Phase 6B ("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 16 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 four hundred eighty six thousand four hundred and ninety two Dollars ($1,486,492.00), 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 16 thirty (30) days (the "Completion Date"), in accordance with the CFA, 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 City. 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 16 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 16 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 CFA 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 ofAgreement. 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 16 and/or 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 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 South, LLC 4001 Maple Avenue, Suite 270 Dallas, TX 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 JLE CFA Official Release Date: 07.01.2015 Page 6 of 16 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 16 ACCORDINGLY, the City of Fort Worth, Developer and Lender have each caused this instrument to be executed in quadruplicate in each entity's respective name by its duly authorized signatories effective as of the date executed by the City's City Manager or his/her designee.: CITY OF FORT WORTH: Dana Burghdoff (Jan 30, 20 0:14 CST Dana Burghdoff Assistant City Manager Date: Jan 30, 2023 Approved as to Form and Legality: Richard A. McCracken (Jan 30, 202312:22 CST) Richard A. McCracken Senior Assistant City Attorney M&C: N/A Date: ATTEST: V Jannette Goodall City Secretary DEVELOPER: PMB Ventana Developer South, LLC K.7� aal4d Name: K. Taylor Baird Title: Manager Date: Jan 30, 2023 LENDER: Ciera Bank Tusfin Cowa& Justin Cowart (Jan 30, 202310:20 CST) Name: Justin Cowart Title: Regional President City of Fort Worth, Texas Standard Completion Agreement — Lender -Funded Revised 09.07.2017 JLE CFA Official Release Date: 07.01.2015 Page 8 of 16 PMB Ventana Developer South, LLC, 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 K. Taylor Baird. GUARANTOR K. i�z S Bv: Name: K. Taylor Baird Title: Manager City of Fort Worth, Texas Standard Completion Agreement — Lender -Funded Revised 09.07.2017 JLE CFA Official Release Date: 07.01.2015 Page 9 of 16 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 16 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 16 EXHIBIT A BEING A 15.671 ACRE TRACT OF LAND SITUATED IN THE T.F. ROGERS SURVEY, ABSTRACT NO. 1357, CITY OF FORT WORTH, TARRANT COUNTY, TEXAS, AND BEING PART OF A 191.349 ACRE TRACT OF LAND CONVEYED TO PMB VENTANA DEVELOPER SOUTH LLC, AS RECORDED IN COUNTY CLERK'S FILE NO. D221026481, OFFICIAL PUBLIC RECORDS, TARRANT COUNTY, TEXAS. SAID 15.671 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: COMMENCING AT A 5/8 INCH IRON ROD WITH PLASTIC CAP STAMPED "JACOBS" FOUND FOR AN INTERIOR ELL CORNER ON THE SOUTH LINE OF LOT 1, BLOCK 12 OF VENTANA, PHASE 7 - SFR, AN ADDITION TO THE CITY OF FORT WORTH, AS RECORDED IN COUNTY CLERK'S FILE NO. , OFFICIAL PUBLIC RECORDS, TARRANT COUNTY, TEXAS AND AN EXTERIOR ELL CORNER ON THE NORTH LINE OF A 166.267 ACRE TRACT OF LAND CONVEYED TO SJ BRYANT IRVIN COMMERCIAL DEVELOPMENT, LP, AS RECORDED IN COUNTY CLERK'S FILE NO. D220341076, OFFICIAL PUBLIC RECORDS, TARRANT COUNTY, TEXAS, SAID POINT BEING ON THE SOUTHEAST LINE OF SAID 191.349 ACRE TRACT, FROM WHICH A 5/8 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR THE SOUTHEAST CORNER OF SAID LOT 1, BLOCK 12 AND THE SOUTHWEST CORNER OF LOT 1X, BLOCK 12 OF VENTANA, PHASE 6-1, AN ADDITION TO THE CITY OF FORT WORTH, AS RECORDED IN COUNTY CLERK'S FILE NO. D222166626, OFFICIAL PUBLIC RECORDS, TARRANT COUNTY, TEXAS, BEARS NORTH 89 DEGREES 38 MINUTES 01 SECONDS EAST, A DISTANCE OF 394.64 FEET; THENCE, SOUTH 46 DEGREES 56 MINUTES 31 SECONDS WEST, ALONG SAID SOUTHEAST LINE OF 191.349 ACRE TRACT, ALONG THE SOUTHEAST LINE OF SAID LOT 1, BLOCK 12 AND SAID NORTH LINE OF 166.267 ACRE TRACT, A DISTANCE OF 110.75 FEET TO A 5/8 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR THE POINT OF BEGINNING; THENCE, SOUTH 46 DEGREES 56 MINUTES 31 SECONDS WEST, CONTINUING ALONG SAID SOUTHEAST LINE OF 191.349 ACRE TRACT AND SAID NORTH LINE OF 166.267 ACRE TRACT, A DISTANCE OF 663.36 FEET TO A 5/8 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER; THENCE, OVER AND ACROSS SAID 191.349 ACRE TRACT, THE FOLLOWING COURSES AND DISTANCES: City of Fort Worth, Texas Standard Completion Agreement — Lender -Funded Revised 09.07.2017 JLE CFA Official Release Date: 07.01.2015 Page 12 of 16 NORTH 37 DEGREES 20 MINUTES 30 SECONDS WEST, A DISTANCE OF 153.02 FEET TO A 5/8 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER; SOUTH 52 DEGREES 39 MINUTES 30 SECONDS WEST, A DISTANCE OF 105.00 FEET TO A 5/8 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER; NORTH 37 DEGREES 20 MINUTES 30 SECONDS WEST, A DISTANCE OF 565.64 FEET TO A POINT FOR CORNER; SOUTH 47 DEGREES 56 MINUTES 45 SECONDS WEST, A DISTANCE OF 33.43 FEET TO A POINT FOR CORNER AND THE BEGINNING OF A TANGENT CURVE TO THE RIGHT HAVING A CENTRAL ANGLE OF 04 DEGREES 13 MINUTES 38 SECONDS, A RADIUS OF 905.00 FEET AND A LONG CHORD THAT BEARS SOUTH 50 DEGREES 03 MINUTES 34 SECONDS WEST, A DISTANCE OF 66.76 FEET; ALONG SAID TANGENT CURVE TO THE RIGHT, AN ARC DISTANCE OF 66.77 FEET TO A POINT FOR CORNER; SOUTH 07 DEGREES 34 MINUTES 26 SECONDS WEST, A DISTANCE OF 14.16 FEET TO A POINT FOR CORNER; SOUTH 54 DEGREES 23 MINUTES 23 SECONDS WEST, A DISTANCE OF 50.02 FEET TO A POINT FOR CORNER; NORTH 80 DEGREES 31 MINUTES 33 SECONDS WEST, A DISTANCE OF 14.58 FEET TO A 5/8 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER AND THE BEGINNING OF A NON -TANGENT CURVE TO THE RIGHT HAVING A CENTRAL ANGLE OF 00 DEGREES 13 MINUTES 52 SECONDS, A RADIUS OF 905.00 FEET AND A LONG CHORD THAT BEARS SOUTH 56 DEGREES 43 MINUTES 20 SECONDS WEST, A DISTANCE OF 3.65 FEET; ALONG SAID NON -TANGENT CURVE TO THE RIGHT, AN ARC DISTANCE OF 3.65 FEET TO A 5/8 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER; NORTH 33 DEGREES 09 MINUTES 44 SECONDS WEST, A DISTANCE OF 50.00 FEET TO A 5/8 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET 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 13 of 16 NORTH 09 DEGREES 34 MINUTES 50 SECONDS EAST, A DISTANCE OF 13.66 FEET TO A 5/8 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER; NORTH 37 DEGREES 20 MINUTES 30 SECONDS WEST, A DISTANCE OF 110.29 FEET TO A 5/8 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER ON THE SOUTHEAST LINE OF AFORESAID VENTANA, PHASE 6A-1; THENCE, CONTINUING OVER AND ACROSS SAID 191.349 ACRE TRACT AND ALONG SAID SOUTHEAST LINE OF VENTANA, PHASE 6A-1, THE FOLLOWING COURSES AND DISTANCES: NORTH 54 DEGREES 49 MINUTES 13 SECONDS EAST, A DISTANCE OF 50.04 FEET TO A 5/8 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER; NORTH 07 DEGREES 33 MINUTES 11 SECONDS EAST, A DISTANCE OF 14.17 FEET TO A 5/8 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER AND THE BEGINNING OF A NON -TANGENT CURVE TO THE LEFT HAVING A CENTRAL ANGLE OF 04 DEGREES 06 MINUTES 24 SECONDS, A RADIUS OF 725.00 FEET AND A LONG CHORD THAT BEARS NORTH 49 DEGREES 59 MINUTES 57 SECONDS EAST, A DISTANCE OF 51.95 FEET; ALONG SAID NON -TANGENT CURVE TO THE LEFT, AN ARC DISTANCE OF 51.97 FEET TO A 5/8 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER; NORTH 47 DEGREES 56 MINUTES 45 SECONDS EAST, A DISTANCE OF 197.17 FEET TO A 5/8 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER AND THE BEGINNING OF A TANGENT CURVE TO THE RIGHT HAVING A CENTRAL ANGLE OF 08 DEGREES 29 MINUTES 53 SECONDS, A RADIUS OF 4170.00 FEET AND A LONG CHORD THAT BEARS NORTH 52 DEGREES 11 MINUTES 41 SECONDS EAST, A DISTANCE OF 617.93 FEET; ALONG SAID TANGENT CURVE TO THE RIGHT, AN ARC DISTANCE OF 618.49 FEET TO A 5/8 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET 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 16 SOUTH 76 DEGREES 15 MINUTES 18 SECONDS EAST, A DISTANCE OF 13.58 FEET TO A 5/8 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER; SOUTH 29 DEGREES 01 MINUTES 22 SECONDS EAST, A DISTANCE OF 110.40 FEET TO A 5/8 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER; SOUTH 13 DEGREES 40 MINUTES 22 SECONDS WEST, A DISTANCE OF 14.70 FEET TO A 5/8 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER; SOUTH 33 DEGREES 42 MINUTES 08 SECONDS EAST, A DISTANCE OF 50.00 FEET TO A 5/8 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER AND THE BEGINNING OF A NON -TANGENT CURVE TO THE RIGHT HAVING A CENTRAL ANGLE OF 00 DEGREES 00 MINUTES 47 SECONDS, A RADIUS OF 3990.00 FEET AND A LONG CHORD THAT BEARS NORTH 56 DEGREES 18 MINUTES 15 SECONDS EAST, A DISTANCE OF 0.91 FEET; ALONG SAID NON -TANGENT CURVE TO THE RIGHT, AN ARC DISTANCE OF 0.91 FEET TO A 5/8 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER ON THE SOUTHWEST LINE OF AFORESAID LOT 1, BLOCK 12; THENCE, CONTINUING OVER AND ACROSS SAID 191.349 ACRE TRACT AND ALONG SAID SOUTHWEST LINE OF LOT 1, BLOCK 12, THE FOLLOWING COURSES AND DISTANCES: SOUTH 33 DEGREES 32 MINUTES 39 SECONDS EAST, A DISTANCE OF 83.56 FEET TO A 5/8 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER AND THE BEGINNING OF A TANGENT CURVE TO THE LEFT HAVING A CENTRAL ANGLE OF 06 DEGREES 50 MINUTES 54 SECONDS, A RADIUS OF 830.00 FEET AND A LONG CHORD THAT BEARS SOUTH 36 DEGREES 58 MINUTES 06 SECONDS EAST, A DISTANCE OF 99.15 FEET; ALONG SAID TANGENT CURVE TO THE LEFT, AN ARC DISTANCE OF 99.21 FEET TO A 5/8 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER; SOUTH 40 DEGREES 23 MINUTES 33 SECONDS EAST, A DISTANCE OF 489.60 FEET TO THE POINT OF BEGINNING AND CONTAINING A CALCULATED AREA OF 15.671 ACRES, OR 682,646 SQUARE FEET OF LAND. City of Fort Worth, Texas Standard Completion Agreement — Lender -Funded Revised 09.07.2017 JLE CFA Official Release Date: 07.01.2015 Page 15 of 16 EXHIBIT B APPROVED BUDGET Section I Water $293,008.00 Sewer $152,717.00 Subtotal Section IT Interior Streets $704,717.00 Storm Drains $250,000.00 Street Lights $86,050.00 Subtotal TOTAL $445,725.00 $1,040,767.00 $1,486,492.00 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 16