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HomeMy WebLinkAboutContract 59409My SECRETARY �p WITRACT NO. J--I y'�► AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM FOR THE ROCK CREEK PID BETWEEN THE CITY OF FORT WORTH AND WALTON DEVELOPMENT & MANAGEMENT, TX, LLC This AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM FOR THE ROCK CREEK PID ("Agreement") is made and entered into by and between the City of Fort Worth, a home -rule municipal corporation located in the State of Texas, and situated in portions of Tarrant, Denton, Johnson, Parker, and Wise Counties ("City") and Walton Development & Management TX, LLC, a Delaware limited liability company ("Walton"). The City and Walton are referred to herein individually as a "Party" and collectively as the "Parties." Terms not otherwise defined shall have the meaning given to such term in that certain Fort Worth Public Improvement District No. 17 (Rock Creek Ranch) Service and Assessment Plan, originally approved by Ordinance No. 22832-08-2017 on August 15, 2017, and most recently updated on August 23, 2022 (as updated, the "Service and Assessment Plan"). WHEREAS, on December 13, 2016, the City Council of the City created Public Improvement District Number 17 - Rock Creek Ranch (the "Rock Creek PID"), as more specifically described and depicted in Exhibit A, which is attached hereto and incorporated herein by reference; and WHEREAS, on August 15, 2017, the City levied special assessments against benefitted property within the Rock Creek PID and authorized the issuance of special assessment revenue bonds (the "Major Improvement Bonds") to pay for a portion of the costs of certain Major Improvements benefitting the Rock Creek PID; and WHEREAS, the Major Improvements described in the Service and Assessment Plan and final Limited Offering Memorandum relating to the Major Improvement Bonds included certain Sanitary Sewer Improvements; and WHEREAS, proceeds from the Major Improvement Bonds in the amount of $5,724,317 were used to pay a portion of the costs of the Sanitary Sewer Improvements as described in the Service and Assessment Plan; and WHEREAS, based on the anticipated development within the Rock Creek PID at the time the Major Improvement Bonds were issued, the Engineer's Report attached to the final Limited Offering Memorandum relating to the Major Improvement Bonds indicated that the Sanitary Sewer Improvements, which included a lift station and 18" force main, would provide 3,400.3 gallons per minute (gpm) peak flow of sanitary sewer service to all of the property within the Rock Creek PID 1; and ' The 3,400.3 gpm does not include capacity to provide sanitary sewer service to the Unserved Tract, a fact that was later disclosed in the Engineer's Letter dated December 18, 2020 issued as part of the continuin,sg sW. OFFICIAL RECORD CITY SECRETARY FT WORTH, TX WHEREAS, when the Major Improvement Bonds were issued, the anticipated sewer flow usage allocated to Tarleton State University ("TSU") was 5.5% of the design average flow capacity, or 187.02 gpm peak flow, based upon the projected student and faculty population provided by TSU; and WHEREAS, the cost of the Sanitary Sewer Improvements related to the 187.02 gpm peak flow capacity allocated to TSU was paid by Walton and was not paid from proceeds of the Major Improvement Bonds; and WHEREAS, Walton has agreed to provide TSU with certain additional capacity ("TSU Additional Capacity") as shown in Exhibit C (Second Study) (as hereinafter defined) but neither Walton nor the City has agreed to be responsible for the cost of any capacity needed for the TSU property beyond that amount; and WHEREAS, following the issuance of the Major Improvement Bonds, the City and Walton determined (1) that the City was not going to participate in oversizing the force main as originally anticipated, and (2) that the state of development within the Rock Creek PID at the time the Sanitary Sewer Improvements were being constructed and installed would not generate sufficient initial demand to support proper operation of a single 18" force main as originally proposed; and WHEREAS, to date Walton has constructed Sanitary Sewer Improvements that include a lift station and 12" force main providing a peak flow capacity of 1,100 gpm (collectively, the "Initial Sanitary Sewer Improvements") under three separate standard community facilities agreements with the City2; and, WHEREAS, the Initial Sanitary Sewer Improvements can provide the capacity needed for both the 187.02 gpm peak flow capacity usage allocated to TSU and the TSU Additional Capacity; and WHEREAS, following the issuance of the Major Improvement Bonds, Walton determined that due to differences in topography and drainage, a tract consisting of approximately 62 acres located in the northwest quadrant of the Rock Creek PID (the "Unserved Tract") could not be served by the Initial Sanitary Sewer Improvements as constructed or the original Sanitary Sewer Improvements as planned, and the anticipated sewer demands for such Unserved Tract are not included in the 3,400.3 gpm peak flow capacity total; and WHEREAS, the City and Walton have previously agreed that, as development progresses, 2 Fort Worth City Secretary Contract Numbers 50372 (lift station and force main), 50373 (small gravity lines from university to force main), and 50763 (36" gravity main, which included City participation in upsizing). AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 2 of 30 FOR THE ROCK CREEK PID additional sanitary sewer improvements will be added to the existing system to provide the 3,400.3 gpm total peak flow capacity that was originally planned for the PID less the unserved tract; and WHEREAS, the Engineer's Letter dated December 18, 2020, which is included in the continuing disclosure report related to the Major Improvement Bonds, provides a more detailed description of the history of the sewer infrastructure for the Rock Creek PID and the agreements between the City and Walton; and WHEREAS, Walton, or its successors or assigns, are responsible for the cost: (1) to provide the additional 2,300.3 gpm capacity needed to provide the total sewer capacity originally anticipated from the Sanitary Sewer Improvements ("PID Capacity Deficit"); (2) of any additional capacity that is needed within the PID (other than by the Unserved Tract or by TSU beyond the TSU Additional Capacity) due to increasing the intensity of development, based on current development plans, beyond what was originally proposed at the time of the issuance of the Major Improvement Bonds ("Enhanced Capacity"); and (3) of providing adequate sewer capacity to serve the Unserved Tract based on the Unserved Tract's actual development needs (the "Unserved Tract Capacity"); and WHEREAS, as agreed by the City and Walton, once usage of the Sanitary Sewer Improvements reaches 80% of existing sewer capacity, preliminary plats may not be submitted to the City until: (1) the City approves plans for Additional Sanitary Sewer Improvements (defined below) to provide capacity sufficient to eliminate the PID Capacity Deficit and to meet the Enhanced Capacity requirements of projected short-term and long-term development within the Rock Creek PID, taking into account the City's overall capital improvements plans, (2) the City has entered into standard community facilities agreement(s) for infrastructure to satisfy the PID Capacity Deficit and the Enhanced Capacity requirements, and (3) Walton, or a subsequent owner if applicable, demonstrates sufficient funding to construct the Additional Sanitary Sewer Improvements (compliance with items 1, 2 and 3 are collectively referred to as, the "Additional Sanitary Sewer Conditions"); and WHEREAS, the Parties anticipate that, based on current plans and taking into account the TSU Additional Capacity, only the initial phase of the projects identified in Section 2.3 of this Agreement can be developed without exceeding 80% of the existing sewer capacity; and WHEREAS, development beyond the initial phases identified in Section 2.3 of this Agreement cannot proceed until the Additional Sanitary Sewer Conditions are met; and WHEREAS, the future owner of a large single family residential development within the Rock Creek PID (the "Western Area Residential Project") intends to expand the lift station and construct a parallel force main; and AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 3 of 30 FOR THE ROCK CREEK PID WHEREAS, given the size limitations of the easement in which the lift station and force main are located and the anticipated rapid development in and around the Rock Creek PID, construction of the second force main and expanded lift station represents the last, best opportunity in an efficient and cost-effective manner for Walton to provide for the PID Capacity Deficit and Enhanced Capacity, and for the City to add any capacity that it needs through construction of appropriately sized infrastructure; and WHEREAS, in its recent impact fee studies and assessments, the Fort Worth Water Department has identified property in the vicinity, but outside the boundaries, of the Rock Creek PID that could be served through the expanded lift station and parallel force main and wishes to participate in constructing the expanded lift station and parallel force main to oversize the infrastructure; and WHEREAS, based on current development plans and updated studies, the revised development plans for the PID — including the full development of the Western Area Residential Project — will require an additional 349.7 gpm peak flow capacity, which means a total of 2,650 gpm in additional peak flow capacity (the PID Capacity Deficit of 2,300.3 gpm plus 349.7 gpm in Enhanced Capacity) is needed so that a total peak flow capacity of 3,750 gpm is available to serve all of the property within the Rock Creek PID (including the TSU Additional Capacity) other than the Unserved Tract; and WHEREAS, the Parties wish to determine and memorialize the allocation of sewer capacity with the Rock Creek PID that is available from the Initial Sanitary Sewer Improvements (which includes the 187.02 gpm peak flow capacity usage allocated to TSU and the TSU Additional Capacity), and the additional capacity that will be created by construction of the additional sanitary sewer improvements required to serve all of the property within the Rock Creek PID (including the PID Capacity Deficit and the Enhanced Capacity) other than the Unserved Tract (the "Additional Sanitary Sewer Improvements") and to serve areas outside the PID as a result of City oversizing; and WHEREAS, the Parties also desire to establish the requirements for construction of the Additional Sanitary Sewer Improvements necessary to serve all property within the Rock Creek PID other than the Unserved Tract, and provisions related to City oversizing thereof; and WHEREAS, any unspent proceeds from the Major Improvement Bonds for the Sanitary Sewer Infrastructure shall be used to pay for engineering or construction costs related to the lift station expansion and parallel force main to the extent such costs are attributable to offsetting the PID Capacity Deficit; and AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 4 of 30 FOR THE ROCK CREEK PID WHEREAS, the sewer improvements necessary to provide service to the Unserved Tract (the "Unserved Tract Improvements") are currently under construction by Meritage Homes of Texas, LLC pursuant to a community facilities agreement with the City, City Secretary Contract Number 58086, which will not have an impact on the cost or scope of meeting the PID Capacity Deficit. NOW THEREFORE, in exchange for the mutual covenants, conditions and promises contained herein, the Parties agree as follows: SECTION 1 INCORPORATION OF RECITALS The recitals set forth above are true and correct and form the basis upon which the Parties have entered into this Agreement, and are incorporated into this Agreement. SECTION 2 CAPACITY 2.1 Sewer Studies. Walton completed a comprehensive sewer study for the PID, WSS- 2016-084, which was approved by the City on 3/10/2016 with a revision dated December 2017 being approved by the City on 1/05/2018 ("First Study"). To date, Walton has constructed: (1) the Initial Sanitary Sewer Improvements providing a capacity of 1,100 gpm for the Rock Creek PID, and (2) a 36" gravity line with cost participation by the City (the Initial Sanitary Sewer Improvements and the 36" gravity line are referred to collectively as the "Initial Sanitary Sewer Infrastructure"). A map of the drainage basins and a chart of the average rate of flows based on the First Study is attached hereto as Exhibit B and incorporated herein by reference. The future owner of the Western Area Residential Project has submitted a comprehensive sewer study, WSS-2020-1176 which was approved by the City on 7/2/2021 for development of property within the PID ("Second Study"). The First Study and the Second Study are incorporated herein by reference as if fully set forth herein. A map of the ultimate drainage basins and a chart of the average rate of flows based on the Second Study is attached hereto as Exhibit C and incorporated herein by reference. 2.2 Projected Capacity Needs. The following charts show the projected sewer capacity/need for the property within the boundaries of the PID (other than the Unserved Tract and any TSU need beyond the TSU Additional Capacity) based on the original development plan and First Study as compared with the sewer capacity needed as a result of revised development plans reflected in the Second Study: Summary on Population, Flow and Lift Station Capacity Needs within PID Boundary Total Total Total Entire Total Lift Station Existing Lift Additional Lift Gross Population Avg Acres (capita) Flow (gpm) Basin Capacity Needed Peaking within PID (gpm) Factor Station Station Capacity Capacity Needed within (gpm) PID (gpm) AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 5 of 30 FOR THE ROCK CREEK PID First 1468 31578 1384.8 2.46 3400.3 1100 2300.3 Study Second 1301.44 36545 1564 2.39 3750.0 1100 2650.0 Study 2.3 Submission of Preliminary Plats. Based on current plans, and considering that the Initial Sanitary Sewer Improvements can serve the 187.02 gpm peak flow capacity usage allocated to TSU and the TSU Additional Capacity, development past both the first phase of the Western Area Residential Project and the first phase of the "Abacus Multifamily Project," would result in sewer needs that would exceed 80% of existing capacity of the Initial Sanitary Sewer Infrastructure as shown in Exhibit D, which is attached hereto and incorporated herein by reference. Therefore, the Parties acknowledge and agree that, considering that the Initial Sanitary Sewer Improvements can serve the 187.02 gpm peak flow capacity usage allocated to TSU and the TSU Additional Capacity, , only the preliminary plat for Phase 1 of the Western Area Residential Project, and the preliminary plat for phase 1 of the Abacus Multifamily Project, can be submitted to the City, but no other preliminary plats may be submitted to the City until the Additional Sanitary Sewer Conditions have been satisfied. 2.4 Satisfaction of Additional Sanitary Sewer Conditions. All property in the Rock Creek PID shall be developed in accordance with the Second Study to provide the sewer capacity identified in the revised development plan allocations set forth in Section 2.2 of this Agreement. The Parties agree and acknowledge that: (i) the infrastructure proposed under the Second Study would result in sufficient capacity to provide at least 2,300.3 gpm to apply to the PID Capacity Deficit and 349.7 gpm required for Enhanced Capacity; (ii) the Unserved Tract Improvements necessary to provide sufficient capacity to the Unserved Tract are currently under construction; (iii) execution of one or more standard community facilities agreements for the construction of the Additional Sanitary Sewer Improvements; and (iv) provision of a financial guaranty in connection with each of the community facilities agreements will demonstrate to the City the availability of sufficient funding for the Additional Sanitary Sewer Improvements and will result in all of the Additional Sanitary Sewer Conditions being deemed satisfied. 2.5 Allocation of Additional Capacity. Walton and the City mutually agree that the expanded lift station and parallel force must provide a total peak capacity of 3,750 gpm to satisfy the PID Capacity Deficit and the Enhanced Capacity. Walton and City further agree that such total peak capacity shall be allocated as follows: Original Revised Expanded Total Total «O "Owner" 1100 1100 Lift Lift Ultimate Average Land of GPM LS GPM LS Station Station Basin Flow Capacity Capacity Capacity Capacity Peak Peak per (G&M (Peloton (gpm) Capacity Factor* Owner Study) Study) (gpm) (gpm) Walton Walton 912.98 616 2650.00 3266.00 1364.42 2.39368 Tarleton Tarleton 187.02 484 0 484.00 202.20 AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 6 of 30 FOR THE ROCK CREEK PID Total 1100 1100 2650 3750 1566.62 *Based on Population projection of 36,545 draining to Rock Creek Lift Station, from June 2021 Peloton Sewer Study The City will cost -participate in the construction of the expanded lift station and parallel force main by oversizing various components of the lift station and oversizing the force main to a 24 inch force main in order to expand the capacity beyond the 3,750 gpm total peak flow capacity needed to serve all of the property within the Rock Creek PID (including the PID Capacity Deficit, the Enhanced Capacity, and the TSU Additional Capacity), other than the Unserved Tract, to accommodate an anticipated future ultimate peak flow of approximately 25 MGD (17,361.11 gpm). The City will cost -participate on its proportional share of the oversized components. The City's participation may vary based on which specific components are being oversized. All excess sewer capacity provided by the Additional Sanitary Sewer Improvements , if any, shall be owned by the City, but shall be eligible for pro rata reimbursement in accordance with City policy to reimburse the developer who paid for the excess capacity. For purposes of the chart in this Section, the references to "Walton Land" shall mean all property within the PID depicted in Exhibit A other than the Tarleton State Tract. The capacity shown above (the "Allocated Capacity") that is attributable to each designated area of land may be utilized, controlled, and programmed by the entity listed as the "Owner" of such capacity in the chart or that entity's successors or assigns. 2.6 Capacity and Reallocation of Capacity (a) Capacity Runs with Land. The capacity as shown in Exhibit C is allocated within each drainage basin on a pro rata basis by acreage. Unless reallocated in accordance with subsection (b) or (c), the sewer capacity within the PID as shown in Exhibit C shall run with the land, meaning if all land within a drainage basin in the PID is sold, the sewer capacity for that basin will all transfer to the new landowner. (b) Reallocation within a Basin. Any reallocation of sewer capacity within a basin that results in the percent ownership of land in the basin being different than the percent ownership of capacity within the basin shall require a supplement to the currently approved sewer study being submitted to and approved by the City. The supplement shall include a table showing all sewer capacity allocation within the PID, including all basins that are not changed as a result of the reallocation. Any reallocation of capacity within a basin between different property owners shall require delivery to the City of a written agreement between the property owners who are reallocating the capacity within the basin before a supplement to the currently approved sewer study will be approved by the City. (c) Reallocation Between or Amona Basins. Reallocation of sewer capacity between or among basins shall require a revised sewer study to be submitted to and approved by the City. The AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 7 of 30 FOR THE ROCK CREEK PID revised sewer study must encompass the full PID boundary and demonstrate that any basin from which capacity is being reallocated will retain sufficient capacity based on then -current uses and/or development plans and that there is no adverse impact to any other property within the Rock Creek PID. Any reallocation of capacity between or among basins between different property owners shall require a written agreement between the property owners who are reallocating the capacity between or among basins that is delivered to the City before a revised sewer study will be approved by the City. If the revised sewer study indicates a reallocation between or among basins would (i) result in a basin lacking sufficient capacity for the then -current uses and/or development plans or (ii) adversely impact any property within the Rock Creek PID, then such reallocation may not occur, and no transfer of capacity may be made, unless and until the City approves a revised sewer study demonstrating a revised allocation, or additional sanitary sewer improvements, to ensure that no property within the Rock Creek PID will be negatively impacted. (d) Limitations on Reallocations. All property within the Rock Creek PID, other than the Unserved Tract, must retain adequate sewer capacity following any reallocation. No reallocation shall leave any property within the Rock Creek PID, other than the Unserved Tract, without adequate capacity for sewer service from the Initial Sanitary Sewer Infrastructure or the Additional Sanitary Sewer Improvements. The City is using impact fees to pay for the cost of oversizing the lift station expansion in order to provide capacity to areas outside the PID, and any portion of such lift station capacity paid for by the City with impact fees shall not be made available to property within the PID. SECTION 3 THE UNSERVED TRACT The Unserved Tract Improvements necessary to provide service to the Unserved Tract are currently under construction by Meritage Homes of Texas, LLC pursuant to a community facilities agreement with the City, City Secretary Contract Number 58086. If the Unserved Tract Improvements are not constructed by Meritage Homes of Texas, LLC, Walton shall be responsible for constructing the Unserved Tract Improvements necessary to provide service to the Unserved Tract. SECTION 4 CONTINUING DISCLOSURE As construction of the Additional Sanitary Sewer Improvements is completed and sanitary sewer improvements outside the Rock Creek PID are constructed for the Unserved Tract, Walton shall provide a narrative update of the status of construction of such Additional Sanitary Sewer Improvements and Unserved Tract Improvements for inclusion in any continuing disclosure reports required to be submitted for the Rock Creek PID until such Improvements have been accepted by the City. AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 8 of 30 FOR THE ROCK CREEK PID SECTION 5 CONNECTIONS TO THE INITIAL SANITARY SEWER IMPROVEMENTS AND ADDITIONAL SANITARY SEWER IMPROVEMENTS The Initial Sanitary Sewer Improvements and Additional Sanitary Sewer Improvements provide a basic "spine" infrastructure for sewer service for the entire PID, save and except the Unserved Tract, as was represented to buyers of the Major Improvement Bonds. As development within the Rock Creek PID continues, service and collector lines and other infrastructure must be constructed, at no cost to the City, to connect property in the Rock Creek PID (other than the Unserved Tract) to the Initial Sanitary Sewer Improvements or the Additional Sanitary Sewer Improvements to ensure all assessment payers are getting the benefit of the sanitary sewer infrastructure as was proposed in the bond offering document. The additional lines and infrastructure shall be sized and constructed in accordance with the Second Study and this Agreement to ensure that all property within the Rock Creek PID (other than the Unserved Tract) is connected to and can be served by the Initial Sanitary Sewer Improvements or the Additional Sanitary Sewer Improvements. Walton or any future purchasers of property from Walton within the Rock Creek PID shall be responsible for paying for the cost of constructing the gravity lines and other sanitary sewer infrastructure in accordance with the sizes shown in the Second Study in order to have sufficient capacity for all upstream properties to have sewer service. The City may oversize any sanitary sewer infrastructure to provide capacity for areas outside the Rock Creek PID at no cost to Walton or future purchasers, but the City shall not be responsible for any costs to size lines for upstream properties within the PID in accordance with the Second Study. SECTION 6 OVERSIZING Walton agrees that City may oversize any portion of the sanitary sewer improvements in the Rock Creek PID, including the Additional Sanitary Sewer Improvements or any gravity lines or other sanitary sewer infrastructure, at City's expense in accordance with state law and City policy. The capacity paid for by the City may not be used for capacity inside the Rock Creek PID; and, any City oversizing shall not constitute an Additional Sanitary Sewer Improvement and shall not be considered part of the Sanitary Sewer Improvement system that is a Major Improvement described in the Service and Assessment Plan. SECTION 7 ADDITIONAL PROVISIONS 7.1 EmDlovment of Undocumented Workers. During the term of this Agreement, Walton agrees not to knowingly employ any undocumented workers and, if convicted of a violation under 8 U.S.C. Section 1324a(f), Walton shall repay the incentives granted herein within 120 days after the date Walton is notified by the City of such violation, plus interest at the rate of six percent (6%) compounded annually from the date of violation until paid. Pursuant to Section 2264.101(c), Texas Government Code, a business is not liable for a violation of Chapter 2264 by AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 9 of 30 FOR THE ROCK CREEK PID a subsidiary, affiliate, or franchisee of the business, or by a person with whom the business contracts. 7.2 No Bovcott of Israel. To the extent this Agreement constitutes a contract for goods or services for which a written verification is required under Section 2271.002, Texas Government Code, Walton hereby verifies that it and its parent company, wholly- or majority -owned subsidiaries, and other affiliates, if any, do not boycott Israel and will not boycott Israel during the term of this Agreement. The foregoing verification is made solely to enable the City to comply with such Section and to the extent such Section does not contravene applicable Federal or Texas law. As used in the foregoing verification, 'boycott Israel,' a term defined in Section 2271.001, Texas Government Code, by reference to Section 808.001(1), Texas Government Code, means refusing to deal with, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations specifically with Israel, or with a person or entity doing business in Israel or in an Israeli -controlled territory, but does not include an action made for ordinary business purposes. 7.3 Iran, Sudan, and Foreign Terrorist Organizations. Walton represents that neither it nor any of its parent company, wholly- or majority -owned subsidiaries, and other affiliates is a company identified on a list prepared and maintained by the Texas Comptroller of Public Accounts under Section 2252.153 or Section 2270.0201, Texas Government Code, and posted on any of the following pages of such officer's internet website: httt)s://comptroller.texas. aov/purchasing/docs/sudan-list.Ddf, httt)s:Hcomr)troller.texas.aov/purchasing/docs/iran-list.t)df or httt)s:Hcomi)troller.texas. aov/purchasing/docs/fto-list.Ddf. The foregoing representation is made solely to enable the City to comply with Section 2252.152, Texas Government Code, and to the extent such Section does not contravene applicable Federal law or Texas law and excludes Walton and each of its parent company, wholly- or majority -owned subsidiaries, and other affiliates, if any, that the United States government has affirmatively declared to be excluded from its federal sanctions regime relating to Sudan or Iran or any federal sanctions regime relating to a foreign terrorist organization. 7.4 No Discrimination Against Fossil Fuel Companies. To the extent this Agreement constitutes a contract for goods or services for which a written verification is required under Section 2274.002 (as added by Senate Bill 13 in the 87th Texas Legislature, Regular Session), Texas Government Code, as amended, Walton hereby verifies that it and its parent company, wholly- or majority -owned subsidiaries, and other affiliates, if any, do not boycott energy companies and will not boycott energy companies during the term of this Agreement. The foregoing verification is made solely to enable the City to comply with such Section and to the extent such Section does not contravene applicable Federal or Texas law. As used in the foregoing verification, "boycott energy companies" a term defined in Section 2274.001(1), Texas Government Code (as enacted by such Senate Bill) by reference to Section 809.001, Texas Government Code (also as enacted by such Senate Bill), shall mean, without an ordinary business purpose, refusing to deal with, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations with a AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 10 of 30 FOR THE ROCK CREEK PID company because the company (A) engages in the exploration, production, utilization, transportation, sale, or manufacturing of fossil fuel -based energy and does not commit or pledge to meet environmental standards beyond applicable federal and state law; or (B) does business with a company described by (A) above. 7.5 No Discrimination Against Firearm Entities and Firearm Trade Associations. To the extent this Agreement constitutes a contract for goods or services for which a written verification is required under Section 2274.002 (as added by Senate Bill 19 in the 87th Texas Legislature, Regular Session), Texas Government Code, as amended, Walton hereby verifies that it and its parent company, wholly- or majority -owned subsidiaries, and other affiliates, if any, do not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association and will not discriminate against a firearm entity or firearm trade association during the term of this Agreement. The foregoing verification is made solely to enable the City to comply with such Section and to the extent such Section does not contravene applicable Federal or Texas law. As used in the foregoing verification and the following definitions: (a) 'discriminate against a firearm entity or firearm trade association,' a term defined in Section 2274.001(3), Texas Government Code (as enacted by such Senate Bill), (A) means, with respect to the firearm entity or firearm trade association, to (i) refuse to engage in the trade of any goods or services with the firearm entity or firearm trade association based solely on its status as a firearm entity or firearm trade association, (ii) refrain from continuing an existing business relationship with the firearm entity or firearm trade association based solely on its status as a firearm entity or firearm trade association, or (iii) terminate an existing business relationship with the firearm entity or firearm trade association based solely on its status as a firearm entity or firearm trade association and (B) does not include (i) the established policies of a merchant, retail seller, or platform that restrict or prohibit the listing or selling of ammunition, firearms, or firearm accessories and (ii) a company's refusal to engage in the trade of any goods or services, decision to refrain from continuing an existing business relationship, or decision to terminate an existing business relationship (aa) to comply with federal, state, or local law, policy, or regulations or a directive by a regulatory agency or (bb) for any traditional business reason that is specific to the customer or potential customer and not based solely on an entity's or association's status as a firearm entity or firearm trade association; (b) 'firearm entity,' a term defined in Section 2274.001(6), Texas Government Code (as enacted by such Senate Bill), means a manufacturer, distributor, wholesaler, supplier, or retailer of firearms (defined in Section 2274.001(4), Texas Government Code, as enacted by such Senate Bill, as weapons that expel projectiles by the action of explosive or expanding gases), firearm accessories (defined in Section 2274.001(5), Texas Government Code, as enacted by such Senate Bill, as devices specifically designed or adapted to enable an individual to wear, carry, store, or mount a firearm on the individual or on a conveyance and items used in conjunction with or mounted on a firearm that are not essential to the basic function of the firearm, including detachable firearm magazines), or ammunition (defined in AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 11 of 30 FOR THE ROCK CREEK PID Section 2274.001(1), Texas Government Code, as enacted by such Senate Bill, as a loaded cartridge case, primer, bullet, or propellant powder with or without a projectile) or a sport shooting range (defined in Section 250.001, Texas Local Government Code, as a business establishment, private club, or association that operates an area for the discharge or other use of firearms for silhouette, skeet, trap, black powder, target, self-defense, or similar recreational shooting); and (c) 'firearm trade association,' a term defined in Section 2274.001(7), Texas Government Code (as enacted by such Senate Bill), means any person, corporation, unincorporated association, federation, business league, or business organization that (i) is not organized or operated for profit (and none of the net earnings of which inures to the benefit of any private shareholder or individual), (ii) has two or more firearm entities as members, and (iii) is exempt from federal income taxation under Section 501(a), Internal Revenue Code of 1986, as an organization described by Section 501(c) of that code." 7.6 Affiliate. As used in this Section 7, Walton understands 'affiliate' to mean an entity that controls, is controlled by, or is under common control with Walton within the meaning of SEC Rule 405, 17 C.F.R. § 230.405, and exists to make a profit. 7.7 Form 1295. The Parties acknowledge and agree that Walton submitted to the City a completed Form 1295 generated by the Texas Ethics Commission's (the "TEC") electronic filing application in accordance with the provisions of Section 2252.908 of the Texas Government Code and the rules promulgated by the TEC (the "Form 1295") at the time Walton submitted its signature page to this Agreement. The City hereby confirms timely receipt of the Form 1295 from Walton pursuant to Section 2252.908, and the City agrees to acknowledge such form with the TEC through its electronic filing application system not later than the 30th day after the receipt of such form. The City waives all claims related to the validity and enforceability of this Agreement to the extent such claims are based on noncompliance with Section 2252.908, Texas Government Code. 7.8 Estoppel Certificate. From time to time upon written request of Walton, the City shall provide a written estoppel certificate (1) identifying any obligations of Walton under this Agreement that are in default or, with the giving of notice or passage of time, would be in default; or (2) stating, to the extent true, that to the best knowledge and belief of the City, Walton is in compliance with its duties and obligations under this Agreement. SECTION 8 SEVERABILITY If any part, term, or provision of this Agreement is held by the court to be illegal, invalid, or otherwise unenforceable, such illegality, invalidity, or unenforceability will not affect the validity of any other part, term or provision, and the rights of the parties will be construed as if the part, term, or provision was never part of the Agreement. AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 12 of 30 FOR THE ROCK CREEK PID SECTION 9 INTERPRETATION The parties to this Agreement covenant and agree that in any litigation relating to this Agreement, the terms and conditions of the Agreement will be interpreted according to the laws of the State of Texas. The parties acknowledge that they are of equal bargaining power and that each of them was represented by legal counsel in the negotiation and drafting of this Agreement. SECTION 10 GOVERNING LAW AND VENUE 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 and construed in conformity with Texas law. SECTION 11 NO WAIVER The failure of either party to insist upon the performance of any term or provision of this Agreement or to exercise any right granted hereunder shall not constitute a waiver of that party's right to insist upon appropriate performance or to assert any such right on any future occasion. SECTION 12 GOVERNMENTAL POWERS It is understood that by execution of this Agreement the City does not waive or surrender any of its governmental powers or immunities. SECTION 13 COUNTERPARTS This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and constitute one and the same instrument. SECTION 14 CAPTIONS The captions to the various clauses of this Agreement are for information purposes only and shall not alter the substance of the terms and conditions of this Agreement. SECTION 15 AGREEMENT BINDS SUCCESSORS AND RUNS WITH THE LAND This Agreement shall be duly recorded in the Public Records of the applicable county. This Agreement is binding on and inures to the benefit of the parties, their successors, and assigns. The terms of this Agreement constitute a covenant running with the land comprising the property and AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 13 of 30 FOR THE ROCK CREEK PID are binding on Walton and its successors and assigns. In the event ownership of the property within the PID is transferred, the subsequent owner of the property shall comply with all requirements of Walton pursuant to this Agreement and shall have all rights and obligations of Walton. Thereafter, all transfers of ownership of the property shall be subject to this section, i.e., each owner of property within the PID shall have all rights and obligations of Walton. SECTION 16 ENTIRE AGREEMENT This Agreement and the Engineer's Letter constitute the entire agreement between the parties related to the Additional Sanitary Sewer Improvements and supersede all prior oral and written agreements between said parties. This Agreement shall not be amended unless executed in writing by the parties. In the event of a conflict between this Agreement and the Engineer's Letter, this Agreement shall control. In the event of a conflict between this Agreement and the indenture of trust related to the Major Improvement Bonds, the indenture of trust shall control and the City shall notify Walton of such conflict. [REMAINDER OF PAGE INTENTIONALLY BLANK] AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 14 of 30 FOR THE ROCK CREEK PID Executed to be effective on the date signed by all parties. ATTEST: Jannette Goodall, APPROVED AS LEGALITY: Richard A. McCracken Sr. Assistant City Attorney Approvals: No M&C Required. Form 1295: 2023-1016442 STATE OF TEXAS § COUNTY OF TARRANT § CITY OF FORT WORTH By: Dana Date: City Manager 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. Name: Matt Kusnir Title: Engineering Manager This instrument was acknowledged before me, on the & day of , 2023, by Dana Burghdoff, Assistant City Manager of the City of Fort Worth, Tex s o behalf of said city. [SEAL] ti�'�'�a MARIA S SANCHEZ i Notary ID #2256490 N My Commission Expires ''2'ar'cE+ December 19, 2025 Nol(ary Public, tat e of Texas d 2 Printed Name: / ► I #9e/A" S • My Commission Expires: 1 ;1 —/ f -aA— AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM FOR THE ROCK CREEK PID Page- 5 of30 Walton Development & Management TX, LLC, a Delaware limited liability company By: Walton Development & Management (USA), Inc., an Arizona corporation, its sole Member and Manager By: Name: PrirP Nncky Title: Authorized Signatory STATE OF ARIZONA § COUNTY OF MARICOPA § This instrument was acknowledged before me, on the 8th day of May , 2023, by Price Noskv. Authorized Sianatorvof Walton Development & Management TX, LLC, a Delaware limited liability company. Given under my hand and seal of office this 8th day of May , 2023. [SEAL] GILLETT SEAL] �- , NotaryPublic .Slate of Arizona MARlCOPA COUNTY Commission # 635441 Notary Public, State of Arizona Expires August 05, 2026 Printed Name: Julie Gillett My Commission Expires: 08/05/2026 AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 16 of 30 FOR THE ROCK CREEK PID After Recording Return to: City Attorney's Office City of Fort Worth 200 Texas Street Fort Worth, Texas 76102 AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 17 of 30 FOR THE ROCK CREEK PID EXHIBIT A PROPERTY DEPICTION AND LEGAL DESCRIPTION OF ROCK CREEK PID rrr Off f: . IT. AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 18 of 30 FOR THE ROCK CREEK PID ROCK CREEK P.I.D. LEGAL DESCRIPTION TRACT 1 All that certain lot, tract, or parcel of land, situated in a portion of the Juan Jose Albirado Survey, Abstract No. 4, the John H. Bostick Survey, Abstract No. 195, the J. W. Haynes Survey, Abstract No. 787, the J. W. Muhlinghaus Survey, Abstract No. 1157, the B. F. Pace Survey, Abstract No. 1254, the Stephen B. Wilson Survey, Abstract No. 1676, City of Fort Worth, Tarrant County, Texas, being all of that certain called 220.826 acre tract and part of that certain called 701.937 acre tract described in a deed to WUSF 4 Rock Creek, LP recorded in Instrument No. D214146610 of the Deed Records of Tarrant County, Texas (DRTCT), and said 842.756 acres being more completely described as two Parcels as follows, to -wit: BEGINNING at a 1" iron pipe found for the Northeast corner of said 220.826 acre tract, the Southeast corner of a called 0.629 acre tract described in a deed to Gabriel Southwest, LLC recorded in Instrument No. D217046244 (DRTCT), and the West line of a called 157.060 acre tract described in a deed to Fort Worth and Crowley Partners, Ltd. recorded in Instrument No. D207114613 (DRTCT); THENCE South 01 deg. 09 min. 30 sec. East along the East line of said 220.826 acre tract and the West line of said 157.060 acre tract, a distance of 1829.93 feet to a spike found with washer stamped "GORRONDONA" for the most easterly Southeast corner of said 220.826 acre tract; THENCE South 89 deg. 07 min. 16 sec. West departing the West line of said 157.060 acre tract and continue along a South line of said 220.826 acre tract, a distance of 63.96 feet to a 5/8" capped iron rod found stamped "BURY"; THENCE South 01 deg. 09 min. 36 sec. East along a southerly East line of said 220.826 acre tract, a distance of 129.34 feet to a 5/8" capped iron rod found stamped "BURY"; THENCE South 54 deg. 54 min. 24 sec. West along a southeast line of said 220.826 acre tract, a distance of 40.86 feet to a 5/8" iron rod found for the most southerly Southeast corner of said 220.826 acre tract and being in the North line of a called 13.703 acre tract described in a deed to Texas Electric Service Company recorded in Volume 3569, Page 410 (DRTCT); THENCE South 87 deg. 37 min. 52 sec. West along the South line of said 220.826 acre tract and the North line of said 13.703 acre tract, a distance of 15.73 feet to a 5/8" iron rod found; THENCE North 89 deg. 52 min. 56 sec. West along said North and South lines, a distance of 4860.60 feet to a P.K. nail found with washer stamped "BURY" for the Southwest corner of said 220.826 acre tract and the Northwest corner of said 13.703 acre tract; THENCE North 00 deg. 42 min. 38 sec. West along the West line of said 220.826 acre tract, a distance of 1894.07 feet to a 3/8" iron rod found for the Northwest corner of same; THENCE North 89 deg. 07 min. 20 sec. East along the North line of said 220.826 acre tract, a distance of 978.28 feet to a 1" iron pipe found; THENCE North 89 deg. 03 min. 46 sec. East along said North line, a distance of 3979.93 feet to the POINT OF BEGINNING, containing 9,618,027 square feet or 220.800 acres of land, more or less. TRACT 2A All that certain lot, tract, or parcel of land, situated in a portion of the Juan Jose Albirado Survey, Abstract No. 4, the John H. Bostick Survey, Abstract No. 195, the J. W. Haynes Survey, Abstract No. 787, the J. W. Muhlinghaus Survey, Abstract No. 1157, the B. F. Pace Survey, Abstract No. 1254, the Stephen B. Wilson Survey, Abstract No. 1676, City of Fort Worth, Tarrant County, Texas, being all of that certain called AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 19 of 30 FOR THE ROCK CREEK PID 220.826 acre tract and part of that certain called 701.937 acre tract described in a deed to WUSF 4 Rock Creek, LP recorded in Instrument No. D214146610 of the Deed Records of Tarrant County, Texas (DRTCT), and said 842.756 acres being more completely described as two Parcels as follows, to -wit: BEGINNING at a P.K. nail found with washer stamped "BURY" for the most northerly Northwest corner of said 701.937 acre tract and the Southwest corner of a called 13.703 acre tract described in a deed to Texas Electric Service Company recorded in Volume 3569, Page 410 (DRTCT), and being in the East line of TXU Rocky Creek Substation Addition recorded in Cabinet A, Slide 6910 of the Plat Records of Tarrant County, Texas (PRTCT); THENCE South 89 deg. 53 min. 01 sec. East along the North line of said 701.937 acre tract and the South line of said 13.703 acre tract, a distance of 4702.41 feet to a 5/8" capped iron rod found "illegible" for the Northeast corner of said 701.937 acre tract and being in the Northwest right-of-way line of State Highway No. 121 (Chisholm Trail Parkway); THENCE in a southwesterly direction departing the South line of said 13.703 acre tract and continue along the Southeast line of said 701.937 acre tract and the Northwest right-of-way line of said State Highway No. 121 the following five (5) courses; South 55 deg. 05 min. 56 sec. West, a distance of 412.64 feet to a 5/8" capped iron rod found stamped "GORRONDONA"; South 47 deg. 09 min. 45 sec. West, a distance of 2000.00 feet to a 5/8" capped iron rod found stamped "GORRONDONA"; South 39 deg. 13 min. 20 sec. West, a distance of 767.36 feet to a 5/8" capped iron rod found stamped "GORRONDONA"; South 47 deg. 09 min. 45 sec. West, a distance of 1316.80 feet to a 5/8" capped iron rod found stamped "GORRONDONA" for a Point of Curvature of a circular curve to the left, having a radius of 5849.58 feet, a central angle of 24 deg. 55 min. 46 sec., and being subtended by a chord which bears South 34 deg. 41 min. 51 sec. West - 2525.13 feet; Continue in a southwesterly direction along said curve to the left, a distance of 2545.16 feet to a 5/8" iron rod found; THENCE North 15 deg. 42 min. 10 sec. East non -tangent to said curve, departing the Southeast line of said 701.937 acre tract and said Northwest right-of-way line, a distance of 627.38 feet to a 5/8" capped iron rod found stamped "STANTEC" for a Point of Curvature of a circular curve to the right, having a radius of 2340.00 feet, a central angle of 21 deg. 21 min. 37 sec., and being subtended by a chord which bears North 26 deg. 22 min. 58 sec. East - 867.33 feet; THENCE in a northeasterly direction along said curve to the right, a distance of 872.37 feet to a 5/8" capped iron rod found "illegible"; THENCE North 07 deg. 54 min. 08 sec. West non -tangent to said curve, a distance of 14.14 feet to a 5/8" iron rod found; THENCE North 52 deg. 54 min. 31 sec. West, a distance of 980.00 feet to a 5/8" capped iron rod found stamped "BURY"; THENCE South 82 deg. 05 min. 29 sec. West, a distance of 14.14 feet to a 5/8" capped iron rod found stamped "BURY"; THENCE South 37 deg. 05 min. 29 sec. West, a distance of 101.97 feet to a 5/8" capped iron rod found stamped "BURY" for a Point of Curvature of a circular curve to the left, having a radius of 470.00 feet, a central angle of 21 deg. 43 min. 51 sec., and being subtended by a chord which bears South 26 deg. 13 min. 34 sec. West - 177.19 feet; AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 20 of 30 FOR THE ROCK CREEK PID THENCE in a southwesterly direction along said curve to the left, a distance of 178.26 feet to a 5/8" capped iron rod found stamped "BURY"; THENCE South 15 deg. 21 min. 38 sec. West tangent to said curve, a distance of 133.43 feet to a 5/8" capped iron rod found stamped "BURY" for a Point of Curvature of a circular curve to the right, having a radius of 530.00 feet, a central angle of 20 deg. 20 min. 20 sec., and being subtended by chord which bears South 25 deg. 31 min. 48 sec. West - 187.15 feet; THENCE in a southwesterly direction along said curve to the right, a distance of 188.14 feet to a 5/8" capped iron rod found stamped "BURY"; THENCE South 35 deg. 41 min. 58 sec. West tangent to said curve, a distance of 252.58 feet to a 5/8" capped iron rod found stamped "BURY" for a Point of Curvature of a circular curve to the left, having a radius of 970.00 feet, a central angle of 11 deg. 53 min. 35 sec., and being subtended by chord which bears South 29 deg. 45 min. 10 sec. West - 200.98 feet; THENCE in a southwesterly direction along said curve to the left, a distance of 201.35 feet to a 5/8" capped iron rod found stamped "BURY"; THENCE South 23 deg. 48 min. 23 sec. West tangent to said curve, a distance of 1308.94 feet to a 5/8" capped iron rod found stamped "BURY" for a Point of Curvature of a circular curve to the right, having a radius of 680.00 feet, a central angle of 49 deg. 07 min. 45 sec., and being subtended by chord which bears South 48 deg. 22 min. 15 sec. West - 565.38 feet; THENCE in a southwesterly direction along said curve to the right, a distance of 583.08 feet to a 5/8" capped iron rod found stamped "BURY"; THENCE South 17 deg. 03 min. 51 sec. East radial to said curve, a distance of 644.36 feet to a 5/8" capped iron rod found stamped "BURY"; THENCE South 81 deg. 03 min. 32 sec. East, a distance of 1157.78 feet to a 5/8" iron rod found in the East line of said 701.937 acre tract and the West right-of-way line of said State Highway No. 121, said point being a Point of Curvature of a non -tangent circular curve to the left, having a radius of 5849.58 feet, a central angle of 6 deg. 34 min. 29 sec., and being subtended by a chord which bears South 05 deg. 40 min. 14 sec. West - 670.87 feet; THENCE in a southerly direction along said curve to the left, the West line of said 701.937 acre tract, and said West right-of-way line, a distance of 671.24 feet to a 5/8" iron rod found for the Southeast corner of said 701.937 acre tract and the most easterly Northeast corner of a called 226.469 acre tract described in a deed to Chesapeake Land Development Company, LLC recorded in Instrument No. 13210208370 (DRTCT); THENCE in a northwesterly direction non -tangent to said curve, departing said West right-of-way line and continue along the South and Southwest lines of said 701.937 acre tract and the Northeast lines of said 226.469 acre tract the following twenty (20) courses; North 82 deg. 50 min. 47 sec. West, a distance of 29.89 feet to a 5/8" iron rod found; South 02 deg. 27 min. 08 sec. West, a distance of 15.17 feet to a 5/8" iron rod found; North 82 deg. 58 min. 57 sec. West, a distance of 136.36 feet to a 5/8" iron rod found; South 75 deg. 04 min. 09 sec. West, a distance of 708.84 feet to a 5/8" iron rod found; North 37 deg. 45 min. 54 sec. West, a distance of 196.24 feet to a 5/8" iron rod found; North 87 deg. 28 min. 41 sec. West, a distance of 405.77 feet to a 5/8" iron rod found; North 02 deg. 42 min. 07 sec. East, a distance of 35.15 feet to a 5/8" iron rod found; AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 21 of 30 FOR THE ROCK CREEK PID North 48 deg. 37 min. 57 sec. West, a distance of 39.60 feet to a 5/8" iron rod found; North 87 deg. 22 min. 16 sec. West, a distance of 39.81 feet to a 5/8" iron rod found; South 41 deg. 47 min. 09 sec. West, a distance of 34.77 feet to a 5/8" iron rod found; North 48 deg. 27 min. 57 sec. West, a distance of 443.43 feet to a 5/8" iron rod found "bent"; North 84 deg. 16 min. 12 sec. West, a distance of 449.53 feet to a 5/8" iron rod found; North 45 deg. 40 min. 34 sec. West, a distance of 659.63 feet to a 5/8" iron rod found; North 09 deg. 31 min. 22 sec. East, a distance of 707.57 feet to a 5/8" iron rod found; North 29 deg. 41 min. 47 sec. West, a distance of 867.72 feet to a 5/8" iron rod found; North 83 deg. 07 min. 09 sec. West, a distance of 1017.67 feet to a 5/8" iron rod found; North 41 deg. 16 min. 14 sec. West, a distance of 566.61 feet to a 5/8" iron rod found; North 45 deg. 58 min. 44 sec. West, a distance of 221.79 feet to a 5/8" iron rod found; North 56 deg. 09 min. 20 sec. West, a distance of 592.53 feet to a 5/8" iron rod found; North 28 deg. 06 min. 03 sec. East, a distance of 1961.12 feet to a corner from which a 5/8" iron rod found bears South 30 deg. 55 min. 20 sec. West — 0.31 feet for the most westerly Northwest corner of said 701,937 acre tract, the most northerly Northeast corner of said 226.469 acre tract, and being in the South line of a called 31.87 acre tract described in a deed to Wesley A. Davis, et al recorded in Instrument No. D212254877 (DRTCT); THENCE North 89 deg. 38 min. 02 sec. East along the North line of said 701.937 acre tract and the South line of said 31.87 acre tract, a distance of 835.75 feet to a 5/8" capped iron rod found stamped "BURY" for the Southeast corner of said 31.87 acre tract and the Southwest corner of a called 160 acre tract described in said deed to Wesley A. Davis, et al; THENCE North 89 deg. 24 min. 20 sec. East along the North line of said 701.937 acre tract and the South line of said 160 acre tract, a distance of 3753.51 feet to a 1 /2" iron rod found for the Southeast corner of said 160 acre tract; THENCE North 00 deg. 42 min. 32 sec. West along the West line of said 701.937 acre tract and the East lines of said 160 acre tract and TXU Rocky Creek Substation Addition, a distance of 2051.33 feet to the POINT OF BEGINNING, containing 27,092,401 square feet or 621.956 acres of land, more or less. TRACT 2B All that certain lot, tract, or parcel of land, situated in a portion of the Juan Jose Albirado Survey, Abstract No. 4, the John Korticky Survey, Abstract No. 914, and the John R. Leath Survey, Abstract No. 962, City of Fort Worth, Tarrant County, Texas, being all of that certain called 753.473 acre tract described in a deed to WUSF 5 Rock Creek East, LP recorded in Instrument No. D216007268 of the Deed Records of Tarrant County, Texas (DRTCT), and being more completely described as follows, to -wit: BEGINNING at a railroad spike found for the most eastern northeast corner of said 753.473 acre tract, and being at the intersection of Stewart Feltz Road (County Road No. 1014 — a public right- of -way) and West Cleburne Road (County Road No. 1035 — a public right-of-way); THENCE South 00 deg. 14 min. 46 sec. East along the east line of said 753.473 acre tract and the West right-of-way line of said West Cleburne Road, a distance of 4786.38 feet to a 5/8" capped iron rod found stamped "BURY" for the Southeast corner of said 753.473 acre tract, being at the intersection of said West Cleburne Road and Longhorn Trail (Farm -to -Market road No. 1081 — a public right-of-way), and also being AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 22 of30 FOR THE ROCK CREEK PID in the North line of a called 3.00 acre tract described in a deed to Ronnie and Margie Benham, recorded in Volume 7182, Page 955 (DRTCT); THENCE South 89 deg. 41 min. 12 sec. West along the South line of said 753.473 acre tract, the North line of said Benham 3.00 acre tract, the North line of a called 3.00 acre tract described in a deed to Franci and Maureen Mayeux, recorded in Volume 7068, Page 441 (DRTCT), the North line of a called 1.0 acre tract described in a deed to Phillip Lee Fife, recorded in Instrument No. D185006143 (DRTCT), and the North line of a called 113.287 acre tract described in a deed to C & E Family Limited Partnership, LP, recorded in Vollume 12684, Page 1446 (DRTCT) a distance of 770.87 feet to a point in the South line of said 753.473 acre tract and the North line of said 113.287 acre tract; THENCE South 89 deg. 27 min. 06 sec. West continue along the South line of said 753.473 acre tract and the North line of said 113.287 acre tract, a distance of 4882.79 feet to a 1/2" iron rod found; THENCE South 89 deg. 13 min. 38 sec. West continue along said North and South lines, a distance of 44.52 feet to a PK nail found with washer stamped "BURY" for the Southeast corner of a called 9.137 acre tract described in a deed to Chesapeake Land Development Company, LLC, recorded in Instrument No. D210208370 (DRTCT), and being an ell corner of said 753.437 acre tract; THENCE North 06 deg. 32 min. 49 sec. West along the East line of said 9.137 acre tract, a distance of 276.53 feet to a PK nail found for the Northeast corner of said 9.137 acre tract and being in the South line of said 753.437 acre tract; THENCE South 89 deg. 15 min. 28 sec. West along the North line of said 9.137 acre tract and the South line of said 753.473 acre tract, a distance of 1427.14 feet to a point for the Southwest corner of said 753.473 acre tract, the Northwest corner of said 9.137 acre tract, and being in the Southeasterly right-of-way line of Chisholm Trail Parkway (Variable width right-of-way), from which a 5/8" capped iron rod found stamped "TED HARP" bears South 00 deg. 20 min. 22 sec. West — 0.93 feet, said point being a Point of Curvature of a non -tangent circular curve to the right, having a radius of 5609.58 feet, a central angle of 44 deg. 38 min. 36 sec., and being subtended by a chord which bears North 24 deg. 50 min. 26 sec. East - 4261.10 feet; THENCE along said Southeasterly right-of-way line of said Chisholm Trail Parkway and the West line of said 753.473 acre tract, the following nine (9) calls: Continue in a northeasterly direction along said curve to the right, a distance of 4370.83 feet to a 5/8" capped iron rod found stamped "GORRONDONA"; North 47 deg. 09 min. 45 sec. East tangent to said curve, a distance of 1316.80 feet to a 5/8" capped iron rod found stamped "GORRONDONA' , North 55 deg. 06 min. 09 sec. East, a distance of 767.36 feet to a 5/8" iron rod found; North 47 deg. 09 min. 45 sec. East, a distance of 647.57 feet to a 5/8" capped iron rod found stamped "GORRONDONA"; South 75 deg. 13 min. 44 sec. East, a distance of 292.96 feet to a 5/8" capped iron rod found stamped "GORRONDONA"; North 12 deg. 51 min. 03 sec. East, a distance of 84.05 feet to a 5/8" capped iron rod found stamped "GORRONDONA"; North 47 deg. 09 min. 45 sec. East, a distance of 1126.07 feet to a 5/8" capped iron rod found stamped "GORRONDONA"; North 42 deg. 50 min. 15 sec. West, a distance of 200.00 feet to a 1/2" capped iron rod set stamped "GOODWIN & MARSHALL"; AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 23 of 30 FOR THE ROCK CREEK PID North 39 deg. 13 min. 20 sec. East, a distance of 233.17 feet to a 5/8" capped iron rod found stamped "GORRONDONA" for the Northwest corner of said 753.473 acre tract; THENCE North 88 deg. 50 min. 50 sec. East along the North line of said 753.473 acre tract, a distance of 164.10 feet to a 1/2" capped iron rod set stamped "GOODWIN & MARSHALL" for the most northern northeast corner of said 753.473 acre tract and being in said Stewart Feltz Road; THENCE South 01 deg. 09 min. 02 sec. East along the northern most east line of said 753.473 acre tract and continuing along said Stewart Feltz Road, a distance of 2187.24 feet to a 5/8" capped iron rod found stamped "BURY"; THENCE North 89 deg. 18 min. 13 sec. East along a North line of said 753.473 acre tract and continuing along said Stewart Feltz Road, a distance of 1929.06 feet to the POINT OF BEGINNING, containing 32,821,292 square feet or 753.473 acres of land, more or less. TRACT 3 All that certain lot, tract, or parcel of land, situated in a portion of the John Korticky Survey, Abstract No. 914, City of Fort Worth, Tarrant County, Texas, being all of that certain called 79.377 acre tract described in a deed to WUSF 5 Rock Creek East, LP recorded in Instrument No. D216007268 of the Deed Records of Tarrant County, Texas (DRTCT), and being more completely described as follows, to -wit: BEGINNING at a 5/8" capped iron rod found for the Northeast corner of said 79.377 acre tract, being the point of intersection of the Easterly right-of-way line of Future West Cleburne Road (55' right-of-way), as dedicated by the Final Plat of Panther Heights, an addition to the City of Fort Worth, recorded in Cabinet A, Slide 9826 of the Plat Records of Tarrant County, Texas (PRTCT) with the West right-of-way line of Summer Creek Road (60' right-of-way) as shown in the Final Plat of Panther Heights, Phase 2, an addition to the City of Fort Worth, recorded in Cabinet A, Slide 7768 (PRTCT) THENCE South 00 deg. 37 min. 47 sec. East along the East line of said 79.377 acre tract and the West right-of-way line of said Summer Creek road, a distance of 1395.63 feet to a 5/8" capped iron rod found stamped "BURY" for the most Easterly Southeast corner of said 79.377 acre tract and the Northeast corner of a called 6.887 acre tract described in a deed to Tarrant Mineral Partners, recorded in Instrument No. D206091861 (DRTCT); THENCE South 89 deg. 13 min. 07 sec. West departing said West right-of-way line and along the North line of said 6.887 acre tract and the South line of said 79.377 acre tract, a distance of 499.94 feet to a 1/2" capped iron rod set stamped "GOODWIN & MARSHALL" for the Northwest corner of said 6.887 acre tract; THENCE South 00 deg. 37 min. 47 sec. East along said South line and along the West line of said 6.887 acre tract, a distance of 599.98 feet to a 5/8" capped iron rod found stamped "BURY" for the Southwest corner of said 6.887 acre tract and being in the North right-of-way line of West Cleburne Road (County Road No. 1035 — a variable width right-of-way); THENCE South 89 deg. 12 min. 42 sec. West along the South line of said 79.377 acre tract and said North right-of-way line, a distance of 299.20 feet to a 1/2" iron rod found for the Southeast corner of a tract conveyed to Irving Wallerstein, recorded in Instrument No. 13215123938 (DRTCT); THENCE North 00 deg. 47 min. 41 sec. West departing said North right-of-way line and continue along the East line of said Wallerstein tract, a distance of 660.19 feet to a 5/8" iron rod found for the Northeast corner of same and being an ell corner of said 79.377 acre tract; THENCE South 89 deg. 12 min. 22 sec. West along the North line of said Wallerstein tract and the South line of said 79.377 acre tract, at 329.91 feet pass a 5/8" capped iron rod found for the Northeast corner of a called 2.27 acre tract described in a deed to Mahanaim Christian Fellowship, recorded in Instrument No. AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 24 of30 FOR THE ROCK CREEK PID D205047689 (DRTCT), at 479.89 feet pass a 5/8" capped iron rod found for the Northwest corner of said 2.27 acre tract, continue a total distance of 660.05 feet to a 5/8" iron rod found for the Northwest corner of said Wallerstein tract and being an ell corner of said 79.377 acre tract; THENCE South 00 deg. 47 min. 39 sec. East along the West line of said Wallerstein tract and an East line of said 79.377 acre tract, a distance of 660.13 feet to a 1/2" iron rod found for the Southwest corner of said Wallerstein tract, an ell corner of said 79.377 acre tract and being in the North right-of-way line of said West Cleburne Road; THENCE along the South and West lines of said 79.377 acre tract and the North and East right-of-way lines of said Stewart Feltz Road, the following six (6) calls: South 89 deg. 12 min. 42 sec. West, a distance of 1260.89 feet to a 1/2" iron rod found; North 75 deg. 09 min. 47 sec. West, a distance of 76.54 feet to a 5/8" capped iron rod found stamped "BURY"; North 52 deg. 23 min. 28 sec. West, a distance of 59.11 feet to a 1/2" iron rod found; North 34 deg. 59 min. 41 sec. West, a distance of 63.85 feet to a 1/2" iron rod found; North 13 deg. 43 min. 00 sec. West, a distance of 56.08 feet to a 1/2" iron rod found; North 01 deg. 01 min. 35 sec. West, a distance of 1277.43 feet to a 5/8" capped iron rod found stamped "BURY" for the Northwest corner of said 79.377 acre tract and the Southwest corner of said Panther Heights Addition; THENCE North 89 deg. 12 min. 27 sec. East departing said East right-of-way line, and continue along the North line of said 79.377 acre tract and the South line of said Panther Heights Addition, a distance of 2739.81 feet to a 5/8" capped iron rod found stamped "BURY", said point being a Point of Curvature of a non -tangent circular curve to the left, having a radius of 1050.00 feet, a central angle of 31 deg. 49 min. 21 sec., and being subtended by a chord which bears North 15 deg. 18 min. 19 sec. East - 575.71 feet; THENCE in a northeasterly direction along said curve to the left and continue along the East line of said Panther Heights Addition and the North line of said 79.377 acre tract, a distance of 583.18 feet to the POINT OF BEGINNING, containing 3,457,721 square feet or 79.378 acres of land, more or less. AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 25 of 30 FOR THE ROCK CREEK PID EXHIBIT B TABLE I -BASIN DEMAND G4LCULATIONS Dcalwr eAOrr WIN POINT! ORGSS AAEA SUE-BASIN1151 PI ,x OP F41N* f2p H3 I p I iSJ.6 I c.S�I'Aa. za D -fAMIL xE V _W 4 i! DAY YATION GH 1�9 Jt.E�(1&Iti,�)v yy�/�+.;�1 jYp u ll a,m.urr•Aac, JaT�Y 113 0"TFRO)dA1 RA TO la-1. VFW 2 w .x LINE " 11 I ,4 lAI�IYMIiT.flllrllF, Sl(iNA6e 1.A�T �� u illW I 1) AY V ] UI4Y4,>: fn SF Ux -2) A—.p $A t r A. rar X F Um 1) A-.p 3 5 PRrWtW1111QYY Uar A) AQIA�Q 1.5 P&,wra1kMh Tar MF Um 5) AII.I.Fa in P."SwA.. far rmw Ure 0) /werape"P—WAr far Scrod 'n JW rlpA 671 FYnarWAe ter Cal qa C­p- MFtaMaifeWIWadQISQC.farco w_xiN � fbra AxelMlend0lfVAc. far OlOrr lEmpWTe. p"r 1995E dCmnlvale ,1) 1Fj ""p.r 1W SF mCGw 111 190 9+lel+nr F,r caliia PM OaT �'• .nd Yl"ed U,a I., 34 a"rW eer aiL,li ae dN tar Cpmmerml, SrizMl Palk rrW Cff¢ Ux wFn+"" "101VALWI "U=rnx+ A'YFiNM.YIrLUW Pew1:eM1uF PeA15iNli Pra,.IwoW PENCENI'OF yiN,r,ANw NET AREA MUMS lHtYED GALLOPER TOTAL AVEl1Aflt? FACTOR pS GALLONS PER TOTAL PEAK 1 w"It UWTS on MOWS d.03 Sw1UT 11:(�74 FLOWS SYSTEMp� e s5 x�p ,dot 1 If A 9 It 1 r� *:cu 31 Ss.7 nI a 1 N-' 4 f.l INt.0 { ] 1 j 14 Sol pV As �j 1 10 23.p I" 53.]AT 2. X - l�n f Y�rt I 35.5 72A I ]as ld.4 I A.1`IY KBI 4.00 W.0 , 159 i as I ylla ! 1U.7S 1 x.% l".5 1 141.3% i 2/Y UNF.•Q5•, i AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 26 of 30 FOR THE ROCK CREEK PID Is Jill AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 27 of 30 FOR THE ROCK CREEK PID EXHIBIT C TABLE 3 ROCK CREEK - PROPOSED DEVELOPMENT SUB -BASIN LOAD CALCULATIONS Date: JUNE 2021 Prepared By: P NALSON Lend Use SudAree '.D Acre Lotal Units Population a Population Equivalent Avg Rate of F1�+'IgPm) Hermon Peaking Factor Peak Design (gpm) Percent d Total Flov. O -A Outsell Sanitary Sever Mats ID Neighborhood Commercial At 19.33 271 6.6 4.10 26.9 A-5 Single Family A2 7.27 40 140 9.7 4.20 40.8 0.7 A-5 Single Family A3 23.49 110 385 26.7 4.03 107.7 1.7 A-5 Single Family A4 18.59 90 315 21.9 4.07 $9.0 1 A A-5 Single Family A5 13.48 70 245 17.0 4.11 70.0 1.1 A-5 Single Family A6 23.77 110 385 26.7 4.03 107.7 1.7 Intensive Commercial A7 60.95 1707 41.5 3.64 150.9 2.4 High Density MuBraml A8 42.43 764 1909 112.7 3.60 406.9 6.5 High Density Multifamily A9 20.64 375 938 55.4 3.82 211.3 3.4 A-5 Y�1�J, FP(nIIY EIemA�torVl School Estic-cipopul Lion o/the school is 1000, A-b N Family Bt C1 01 6.42 18.04 to.11 30 :sat 105 1000 1 1160 ] 3 T3.9 80.2 4.24 3.80 1 3.7e 30.9 52.8 3U1.5 0.5 0.8 4.8 I A-5 $ F1ert .03 130 455 31.6 3.99 126.2 2.0 A Skiii10 Fem D3 23,77 120 29 4.01 117.0 1.9 A-5 S am D4 20.75 150 96 36Z 3.96 :21 2.3 A-5 $ M unify A-5 Single Famlly A-5 SI ill Faml(``(( Intensive ommerclal 1 A-5 Single family Nei hborhoo I commercial D5 21. t 3 24 $ 4.05 04 1.6 E1 E2 E3 E4 E5 32.51 11.92 21.14 11.28 11.66 150 60 60 525 210 592 210 163 36.5 14.6 14.4 14.6 4.0 3.96 4.14 3.94 4.14 4.18 144.5 60.4 56.6 60.4 16.6 2.3 I 1.0 1 0.9 1 1.0 0.3 A-5 A-5 A-5 $ A-5 Si 1 Gener A-5 ,,tg1g A- Sjf,,o Femilyyy Famflv p5tn �R Famy ommarclal Femity - v G1 G2 G3 G4 G5 G6 GB $$ 90 17.04 9.1z 50.34 52.80 42.55'`gA� 95!>3 100 80 40 240 200 50 50 9b 140 840 1056 7000 lit 24.3 ti,4 9.7 58.3 25.7 48.6 62.2 4.05 4.09 4.20 3.85 3.78 3.89 4.0.8 87 98.4 79.5 40.8 224.4 97.1 189.3 250.7 33.1 1.6 1.3 1 0.7 1 3.6 1 I 1.6 1 1 3.0 1 I 0.8 -5t Scl'IypcIV Family ri:R �pPe qi �PTmerlclAl H �h Dens) Multifamily '� 990 37.7 3.96 8. 525 3.84 80.8 1.2 1.'y �5 3. 3. 55.4 1 ` 15 64.93 1169 2922 172.5 ft- LZ - .�I 'dam - - ! VI26 ar M 411111111111 wwr 211"I 1 461 1 �illlii -1 117 t- �+ Peak design flow is not calculated. Peak design flo, was pr Assumptions: People per Unit (Single Family) = People per Acre Undeveloped (Developable Acre) _ Avg Load per Capita (gpd) _ Avg Load per Capita (gpm) = People per Acre +General Commercial = Avg Load per Capita (gpd) Avg Load per Capita (gpm) = Avg Load per Capita igpdi = (School: Elementary)rAiddie) load by the City of Fort North. Citation. 3.5 14 CoFW Installation Policy area D/elgA Criteria far Water, Wastewater, and Reclaimed Water Infrastructure, 100 May 2019. Table rr2. 0.0694 20 35 0.0243 20 Avg Load per Capita IQem1 = 0.0139 People per Acre (Mix Ad Usei = 18 Avg Load per CWft (gpd) = 100 Avqq Load per Cap�ita (gpm) ` U, per Acre IHigh Density Multifamily) = 0.0694 18 People per Unit = 2.5 Avg Load per Capita (gpd) = 85 Av Load �Qfr CaBIto Iq pm1) = 0,0590 People per cre (Neigflborhoo l Commercial) = 14 Avg Load per Capita (gpd) = 35 Avg l per CAPlta ( p9 m I : 0.0243 people per Acre (intensive Commercial) = 28 Avg Load per Capital (gpd) - 35 Av(7 Load per Capita ( gpm = 00243 Note: Phase 1 includes 0 lots from Basin 36 and 40 lots from G7. COFW Installation Po" and Design Criteria for \Nalei. Wastewater, and Reclaimed Water irhastrtcWro, AIaV 2019 Table f :. AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 28 of 30 FOR THE ROCK CREEK PID S-r-- PELOTON IhlkrUfl, AY FOURNE mtirsq CRMrEY 0 ptm EXHIBIT D TABLE 7 ROCK CREEK - DEVELOPMENT THRESHOLD FOR LIFT STATION IMPROVEMENTS CAPACITY/LOAD CALCULATIONS Date: JUNE 2021 Rock Creek Lift Station Capacity 1.100 GPM Prepared By: P WILSON 80% Rock Creek Lift Station Capacity Threshold 880 GPM Tarleton Campus Allocation 258 GPM Excess Capacity for Phase 1 Development 622 GPM Phase 1 Development Load Calculations Lots/ Population or Avg Rate of Harmon Land Use Sub -Basin Use Units Population Flow (gpm) Peaking Factor Peak Design (gpm) Equivalent Tarleton Phase 2 College Campus - 5000 226 325 226 DR Horton Single family 257 900 625 3-83 239 Abacus Phase 1 Multi family 270 675 398 390 156 AGREEMENT FOR ADDITIONS TO THE SANITARY SEWER SYSTEM Page 30 of 30 FOR THE ROCK CREEK PID CERTIFICATE OF INTERESTED PARTIES FORM 1295 lofl Complete Nos. 1- 4 and 6 if there are interested parties. OFFICE USE ONLY Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. CERTIFICATION OF FILING 1 Name of business entity filing form, and the city, state and country of the business entity's place Certificate Number: of business. 2023-1016442 Walton Development & Management TX, LLC Scottsdale, AZ United States Date Filed: 2 Name of governmental entity or state agency that is a party to the contract for which the form is 05/04/2023 being filed. City of Forth Worth Date Acknowledged: 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. Rock Creek Sewer Allocation Ag Public sewer system infrastructure 4 Nature of interest Name of Interested Party City, State, Country (place of business) (check applicable) Controlling Intermediary Walton Development & Management (USA), Inc. Scottsdale, AZ United States X Shupe Ventura, PLLC Dallas, TX United States 0 5 Check only if there is NO Interested Party. ❑ 6 UNSWORN DECLARATION My name is Hector Meza and my date of birth is 07/20/1965 My address is 8800 N. Gainey Center Dr., Suite 345 Scottsdale AZ 85258 USA (street) (city) (state) (zip code) (country) I declare under penalty of perjury that the foregoing is true and correct. Executed in Maricopa County, State of Arizona on the 4th day of May 20 23 State of Arizona ) (month) (year) County of Maricopa) a ,r JULIE GILLETT This document was signed before me on „- _: M e Notary Public - State of Arizona My 4, 2023 by Hector Meza - MARK COUNTY Commisssioio n # 635441 dr,� Expires August 05, 29&;ture of authorized agent of contr �'ngbusiness entity C-\,Dpi—A (Declarant) Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V3.5.1.7bd706d4 FORTWORTH Routing and Transmittal Slip Legal Department DOCUMENT TITLE: Agreement for Additions to the Sanitary Sewer System for the Rock Creek PID between The City and Walton Development & Management, TX, LLC M&C CPN CSO # DOC# DATE: TO: 1. Rich McCracken ext. 7611 2. Dana Burghdoff 3. CSO 4. 5. 6. DATE O T .Sr��r23 DOCUMENTS FOR CITY MANAGER'S SIGNTURE: All documents received from any and all City Departments requesting City Manager's signature for approval MUST BE ROUTED TO THE APPROPRIATE ACM for approval first. Once the ACM has signed the routing slip, David will review and take the next steps. NEEDS TO BE NOTARIZED: 0 Yes ❑ No RUSH: ❑ Yes ❑ No SAME DAY: ❑X Yes ❑ No NEXT DAY: ❑ Yes ❑ No ROUTING TO CSO: ❑ Yes ❑ No Action Required: ❑ As Requested ❑ For Your Information X Signature/Routing and or Recording ❑ Comment ❑ File Return to: Please call Priscilla Ramirez We need this back to file in the Deed Records. ❑ Attach Signature, Initial and Notary Tabs at ext.. 7644 for pick up when completed. Thank you.