HomeMy WebLinkAboutContract 59976CSC No. 59976
AGREEMENT CONCERNING PARK DEDICATION AND IMPROVEMENTS FOR
MADERO PP-21-032
This AGREEMENT CONCERNING PARK DEDICATION AND IMPROVEMENTS FOR
MADERO ("Agreement") is made and entered into by and among 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, GBTM SENDERA, LLC, a Delaware limited liability company ("Developer"), acting by
and through GRBK EDGEWOOD LLC, a Texas limited liability company, its duly authorized
representative and LENNAR HOMES OF TEXAS LAND AND CONSTRUCTION, LTD., a Texas
limited partnership ("Lennar"). City, Developer and Lennar are referred to herein individually as a "party"
and collectively as the "parties."
WHEREAS, Developer and Lennar are constructing MADERO in the City of Fort Worth in
accordance with Preliminary Plat-21-032 approved by the City in June, 2021 ("Preliminary Plat"); and
WHEREAS, the City, Developer and Lennar desire to establish a formal written agreement
relating to the parkland dedication and improvement requirements, improvement credits and land or
improvement refunds related to MADERO.
NOW THEREFORE, City, Developer and Lennar agree as follows:
SECTION 1
BACKGROUND AND PURPOSE
1.1 Developer and Lennar are each constructing, or causing to be constructed, various portions of
MADERO ("Development Area") in the City of Fort Worth. The Development Area means the property
that is owned by either Developer or Lennar, which is more particularly identified in Exhibit "A", attached
hereto and incorporated herein by reference.
1.2. New residential development, or an increase in density by redevelopment in existing
neighborhoods, creates the need for additional park and recreation facilities. The City's Neighborhood
and Community Park Dedication Policy ("Policy") governs the park dedication and improvement
requirements in the City. The Policy is a City regulation adopted by public ordinance, and Developer and
Lennar are each on notice of its contents. The Policy is incorporated herein by this specific reference as if
fully set forth herein. The construction of the Development Area creates the need for additional parkland
in the City and, therefore, is subject to the Policy.
1.3 The City, Developer and Lennar acknowledge that this Agreement is not intended to supersede the
Policy; rather, it is meant to identify certain specific responsibilities and obligations of the Developer,
Lennar and the City as they relate to the Policy as of the date of Preliminary Plat approval. To the extent
that the Policy conflicts with the terms agreed to herein by the parties, the Policy shall govern. The parties
acknowledge and understand that the City may, from time -to -time, revise the Policy; therefore, to the
extent that any future Policy revisions impact the terms of this Agreement, the parties will amend this
Agreement accordingly. A failure to amend this Agreement will not render it void; however, any future
changes to the Policy that legally affect the terms of this Agreement will automatically be incorporated
AGREEMENT CONCERNING PARK DEDICATION AND IMPROVEMENTS OFFICIAL RECORD
FOR MADERO PP-21-032 CITY SECRETARY 1 of 25
FT. WORTH, TX
and supersede any conflicting terms stated herein; provided, however, that such changes to the Policy will
be applied on a prospective, and not retroactive, basis only to material changes to the Preliminary Plat.
1.4 This Agreement is effective on the date signed by the Assistant City Manager as evidenced on the
signature page ("Effective Date") and remains in effect until the date the Developer and Lennar have each
complied with all of their respective obligations under the Policy and this Agreement. Upon complying
with all obligations, as required, this Agreement will terminate automatically, as determined in the
absolute discretion of the Director of the City's Park & Recreation Department or the Director's authorized
designee ("Director").
SECTION 2
CENTRAL CITY PARK FLAT FEE
2.1 If the Development Area falls within the Central City (Park Planning District 4) ("PPD 4"), the
Development Area is subject to the Central City Park Flat Fee per each additional residential dwelling
unit, based upon the Development Area's land use in the past five years, in lieu of a land dedication and
associated fees. If the entire Development Area falls outside of PPD 4, then this Section 2 will be of no
force or effect.
2.1.1 The Development Area falls within PPD 4: ❑ Yes ® No
2.2 The Development Area is subject to the Central City Park Flat Fee in the amount of NOT
APPLICABLE for each additional residential unit as established in the version of the Policy in effect when
the fee is collected. In accordance with the Policy, the fee is assessed at the time of building permit and
must be paid to the City prior to the issuance of any building permit(s).
2.3 Central Citv Park Flat Fee Credits: City and Developer ❑ HAVE; ® HAVE NOT mutually
agreed to credits against this fee for the Development Area subject to the Central City Park Flat Fee. The
terms of such credits, if any, are more particularly described in Exhibit `B" which is attached hereto and
incorporated herein for all purposes. Agreements concerning determinations of allowable Central City
Park Flat Fee credits must be formalized prior to release of the first building permit. In accordance with
the Policy, any fee increase or decrease greater than the consumer price index requires the approval of the
City Council.
2.3.1 If City and Developer have agreed to Central City Park Flat Fee Credits, then the Developer
will expend or cause to be expended the Central City Park Flat Fee in construction costs for site
development of neighborhood parks (public and private) consistent with in the Park Recreation and Open
Space Master Plan and the Policy (collectively, the "Approved Improvements"), a non-exclusive list of
which is attached hereto as Exhibit "C" and incorporated herein for all purposes.
2.3.2 Developer, for any fee remaining after any and all Central City Park Flat Fee Credits, must
pay to the City the full amount due prior to the issuance of building permits. The failure to pay the Central
City Flat Fee will be a basis to deny building permitting. Otherwise, the Director may agree to allow
Developer to either: (i) expend or cause to be expended the remaining Central City Flat Fee on various
passive or active public park improvements within the Development Parkland (consisting of one or more
of the Approved Improvements listed on Exhibit "C") within the Development Parkland, or (ii) pay to the
AGREEMENT CONCERNING PARK DEDICATION AND IMPROVEMENTS
FOR MADERO PP-21-032 2 of 25
City an amount equal to the amount remaining of the Central City Park Flat Fee. Developer can satisfy
the requirements of the foregoing (i) or (ii) by any combination of (i) and (ii) above (i.e., Developer can
pay part of the amount pursuant to subsection (ii) and expend or cause to be expended the remaining
amount pursuant to subsection (i) above). Such an agreement must be in writing, signed by the Director,
and attached to this Agreement as an addendum.
SECTION 3
PARKLAND DEDICATION
3.1 If the Development Area falls outside of PPD 4, parkland dedication is required, as indicated by
the Policy, unless the Development Area is five (5) lots or less. If the entire Development Area falls
within PPD 4, or is five lots or less, then this Section 3 will be of no force or effect.
3.1.1 The Development Area falls outside of PPD 4: ® Yes ❑ No
3.2 Developer will set aside and dedicate parkland to the City as follows:
3.2.1 Developer will dedicate approximately 33.09± acres and Lennar will dedicate 5.35± acres
of Neighborhood Parkland and Developer will dedicate 40.70± acres of Community Parkland for a total
79.14f acres of parkland within the Development Area, which are identified in Exhibit "A" as
Neighborhood Parkland and Community Parkland. The required parkland dedication is further described
in the applicable fee sheet for the Development Area, which is attached to this Agreement as Exhibit "D"
and incorporated herein by this reference. Said acreage is referred to herein as the "Development
Parkland."
3.2.2 However, Developer or Lennar, respectively, may, upon prior written approval of the
Director, identify other land, not otherwise identified on Exhibit "A", as land to be dedicated to the City
rather than that described on Exhibit "A". In no event will such land be less than the minimum requirement
set forth in the Policy. The Policy minimum, based upon the Anticipated Construction of the Development
Area, is 33.9788 acres for Neighborhood Parkland acres and 39.2063 acres for Community Parkland acres,
in the aggregate. The "Anticipated Construction" means the anticipated scope of development and
residential units, per the residential preliminary plat or multi -family development site plan, as of the
Effective Date of this Agreement. Determinations of required parkland dedication are based upon review
of all preliminary subdivision plats submitted through the City's Planning and Development Department
to the Park & Recreation Department. Failure to indicate proposed park dedications on the submitted
preliminary plat is sufficient grounds to deny a concept plan or preliminary plat.
3.2.3 Additional parkland dedication, development fees, and improvements will be required
upon surpassing the Anticipated Construction; whether by preliminary plat, concept plan, or actual
construction. If, however, the Development Parkland is in excess of the amount of parkland required by
the Policy, as of the Effective Date of this Agreement, the City agrees that, in the event Developer or
Lennar develops more than the Anticipated Construction within the Development Area, City may give
Developer credit toward any additional Development Parkland dedication requirements for development
in excess of the Anticipated Construction up to the maximum amount allowed under the Policy. The
decision to grant any such credit is subject to the absolute discretion of the Director.
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FOR MADERO PP-21-032 3 of 25
3.3 Neighborhood Based Park Dedication: For all areas outside of the Central City, the Policy requires
3.25 acres of Neighborhood Based Park dedication per 1,000 population.
3.3.1 The amount of acreage required for dedication as Neighborhood Based Park Development,
as indicated by the Policy and Anticipated Construction is: 33.9788 acres [3.25 acres per 1000 people X
3,485 Dwelling Units X 3 Persons/Unit]/1000.
3.4 Community Park Dedication: For all areas outside of the Central City, the Policy requires 3.75
acres of Community Park dedication per 1,000 population.
3.4.1 The amount of acreage required for dedication as Community Park, as indicated by the
Policy and the Anticipated Construction is: 39.2063 acres [3.75 acres per 1000 people X 3,485 Dwelling
Units X 3 Persons/Unit]/1000.
3.5 If the calculation for required Neighborhood Based Park dedication within the Development Area
that falls outside of the Central City results in: less than five (5) acres; the calculation for required
Community Park dedication does not result in thirty (30) acres; or does not meet site selection criteria, as
defined in the Policy, the Director may require a fee -in -lieu of the Neighborhood Based dedication, the
Community Parkland dedication, or both, in accordance with the Policy.
SECTION 4
NEIGHBORHOOD BASED PARK DEVELOPMENT, INFRASTRUCTURE AND LAND FEE
4.1 If the Development Area requires a Neighborhood Based Park, as discussed above, a
Neighborhood Based Park - Fee is applicable.
4.1.1 The Development Area requires Neighborhood Based Parks: ® Yes ❑ No
4.2 The Developer and Lennar must pay a Neighborhood Based Park Fee in the amount of One
hundred three thousand, eight hundred thirty-nine dollars and 41/100 ($103,839.41) for each acre of
neighborhood -based parkland required to be dedicated for their respective portion of the Development
Area, as established in the version of the Policy in effect as of the effective date of this Agreement. The
Neighborhood Based Park Development Fee is based on the guidelines of the Policy and may be
administratively adjusted by the Director up to the annual amount of the change in the Consumer Price
Index. In accordance with the Policy, the fee must be paid to the City prior to the issuance of final platting
for the Development Area.
4.3 Neighborhood Based Park Fee Credits: City, Developer and Lennar ® HAVE; ❑ HAVE NOT
mutually agreed to credits against the Neighborhood Based Park Development Fee. The terms of such
credits, if any, are more particularly described in Exhibit `B" which is attached hereto and incorporated
herein for all purposes.
4.3.1 If City, Developer and Lennar have agreed to credits against the Neighborhood Based Park
Development Fee, then the Developer or Lennar, as designated, will expend or cause to be expended the
Neighborhood Based Park Development Fee in construction costs for site development of neighborhood
AGREEMENT CONCERNING PARK DEDICATION AND IMPROVEMENTS
FOR MADERO PP-21-032 4 of 25
parkland (public and private) to include, but not be limited to, the Approved Improvements in Exhibit
«C„
4.3.2 Developer and Lennar, for any fee remaining after any and all credits, must pay the full
amount due to the City prior to issuance of the final plat and seek reimbursement thereafter, unless
otherwise agreed to in writing. Failure to pay any fee due to City will be sufficient cause to deny the final
plat. Otherwise, if mutually agreed, in writing, among the Developer, Lennar and the Director, the
Developer may choose to develop the park site prior to final plat approval in lieu of submitting the
Neighborhood Based Park Development Fee. The requirements for such an agreement are further detailed
in the Policy.
SECTION 5
PAYMENT OF FEES IN LIEU OF PARKLAND DEDICATION
5.1 If the calculation for required Neighborhood Based Parkland dedication within the proposed
Development Area results in less than five (5) acres, or the calculation for required Community Park
dedication does not result in thirty (30) acres or does not meet site selection criteria as per the Policy the
Director may recommend that a fee -in -lieu of the Neighborhood Based dedication, the Community
Parkland dedication, or both, be required.
5.1.1 City, Developer and Lennar ❑ HAVE; ® HAVE NOT mutually agreed to the payment
of fees in lieu of parkland dedication for Community Park land. Said agreement is more fully described
in Exhibit E which is attached hereto and incorporated herein by reference as if fully set forth herein.
5.1.2 City, Developer and Lennar ❑ HAVE; ® HAVE NOT mutually agreed to the payment
of fees in lieu of parkland dedication for Neighborhood Park land. Said agreement is more fully described
in Exhibit E which is attached hereto and incorporated herein by reference as if fully set forth herein.
SECTION 6
PARK PLANS AND CONSTRUCTION DOCUMENTS
6.1 Developer's Concept Park Master Plan must be reviewed and approved by the Director prior to
the City Plan Commission approval and Construction Documents for the Development Parkland must be
reviewed and approved by the Director prior to final platting.
SECTION 7
TIMING OF DEDICATIONS, TRACKING LOG, AND
FINANCIAL GUARANTEE
7.1 Developer will dedicate parkland to the City at the time any portion of the Development Area
adjoining the parkland being dedicated to the City is platted. Developer must notify City of any changes
to the preliminary plats by any attempted revision that may impact park dedication.
7.2 During construction of the Development Area, as each final plat is approved, City will maintain a
tracking log, substantially in the form set forth in Exhibit "F" ("Tracking Log"). The Tracking Log will
document the number of residential units for each plat, and the amount of Central City Park Flat Fees and
Neighborhood Based Park Development Fees owed to the City for each plat, as well as any credits due to
the Developer or Lennar, as applicable, as a result of park improvements made by the Developer and
AGREEMENT CONCERNING PARK DEDICATION AND IMPROVEMENTS
FOR MADERO PP-21-032 5 of 25
Lennar and approved by the City as set forth in this Agreement. The Tracking Log in Exhibit "F"
represents the current status of the Development on the date this Agreement is executed.
7.3 If Developer or Lennar wish to obtain final plats, or the issuance of building permits before the
dedication of parkland to the City, the payment of Central City Park Flat Fees, Neighborhood Based Park
Development Fees, or the construction of parkland improvements, then Developer or Lennar will deliver
to the City a financial guarantee in the form of a letter of credit, escrow agreement, or cash escrow
satisfactory to the Director guaranteeing that Developer and Lennar will dedicate the parkland and/or pay
the Central City Park Flat Fees or Neighborhood Based Park Development Fees required by this
Agreement, or construct the Approved Improvements authorized by this Agreement ("Financial
Guarantee"). The Financial Guarantee must be in an amount sufficiently representative of the fair market
value of the parkland required to be dedicated, Central City Park Flat Fees or Neighborhood Based Park
Development Fees owed to the City, and Approved Improvements required for the Development Area.
The amount of the Financial Guarantee may be adjusted upon written agreement between the Developer,
Lennar and the Director during construction of the Development Area to ensure adequate financial
guarantee of the Developer's or Lennar's obligations pursuant to this Agreement.
7.4 City, Developer and Lennar agree that, if and to the extent Developer and Lennar have completed
the Anticipated Construction but Developer or Lennar has failed to dedicate parkland, expend or otherwise
make payments, pursuant to sections 3 and 4 above, the Central City Park Flat Fees or Neighborhood
Based Park Development Fees, or construct Approved Improvements to parkland required by this
Agreement within one (1) year after issuance of the final plat that requires park dedication, payment of
fees, or construction of improvements, respectively, then Developer and/or Lennar will pay the City an
amount equal to the difference of the required Central City Park Flat Fees and Neighborhood Based Park
Development Fees set forth on the most recent tracking log, minus the amount of Central City Park Flat
Fees and Neighborhood Based Park Development Fee actually expended by Developer and Lennar, and
minus the amount(s) paid by Developer and Lennar. For the avoidance of doubt, City, Developer and
Lennar agree that Developer and Lennar's obligations to expend or cause to be expended the Central City
Park Flat Fee or the Neighborhood Based Park Development Fee (and/or make the payments specified in
Subsections 3.5 and 4.5 above) is only to the extent Developer or Lennar has actually completed the
Anticipated Construction.
SECTION 8
PARK IMPROVEMENTS ON DEDICATED PARKLAND
8.1 If Developer or Lennar desire to construct park improvements on parkland in the Development
that has already been dedicated, and otherwise properly conveyed by deed, to the City, Developer or
Lennar, as applicable, must execute a temporary construction easement, license agreement, or similar
contract with the City setting forth the terms under which such construction and installation will occur.
With respect to park improvements constructed on land owned by the Developer or Lennar that will be
dedicated to the City in the future, Developer or Lennar, as the case may be, is responsible and liable for
all such improvements, including, but not limited to, any personal injury or property damage that may
occur as a result of such ownership, until such time as the City takes ownership of the parkland and the
associated improvements.
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FOR MADERO PP-21-032 6 of 25
SECTION 9
NOTICES
9.2 Notices. All written notices called for or required by this Agreement must be addressed to the
following, or such other party or address as either party designates in writing, by certified mail, postage
prepaid, or by hand delivery:
City:
Park & Recreation Department
Attn: Director
City of Fort Worth
4200 South Freeway, Suite 2200
Fort Worth, Texas 76115
with copies to:
City Attorney's Office
City of Fort Worth
200 Texas Street
Fort Worth, Texas 76102
and
City Manager's Office
City of Fort Worth
200 Texas Street
Fort Worth, Texas 76102
Developer:
GBTM Sendera LLC
Attn: Bobby Samuel
2805 North Dallas Parkway
Suite 400
Plano, TX 75093
with copies to:
Green Brick Partners, Inc.
Attn: Hilary Liston, Esq.
2805 North Dallas Parkway
Suite 400
Plano, TX 75093
AGREEMENT CONCERNING PARK DEDICATION AND IMPROVEMENTS
FOR MADERO PP-21-032 7 of 25
Lennar:
Lennar Homes of Texas Land and Construction, LTD.
Attn: Greg Urech
1707 Market Place Blvd.,
Suite 100
Irving, TX 75063
with copies to:
Lennar Homes of Texas Land and Construction, Ltd.
1707 Market Place Blvd., Suite 100
Irving, Texas 75063
Attention: Herman Randow, Regional Counsel
SECTION 10
LIENS AND MORTGAGES
10.1 Neither Developer nor Lennar has the authority to engage in any act or to make any contract which
may create or be the foundation for any lien or mortgage upon any real property and improvements owned
by the City. If any such purported lien or mortgage is created or filed, Developer or Lennar, as applicable,
at no cost to the City, will liquidate and discharge the same within thirty (30) days of such creation or filing.
Developer or Lennar's failure, as applicable, to discharge any such purported lien within this time frame will
constitute a breach of this Agreement by such party. Developer or Lennar's financial obligation, as
applicable, to the City to liquidate and discharge such lien or mortgage will continue in effect following
termination or expiration of this Agreement and until such a time as the lien or mortgage is discharged.
SECTION 11
COMPLIANCE WITH LAW AND POLICIES
11.1 This Agreement will be subject to all applicable federal, state and local laws, ordinances, rules and
regulations, including, but not limited to, all provisions of the City's Charter and ordinances, as amended.
Developer and Lennar each must comply with all Park & Recreation Department regulations and policies.
SECTION 12
INTERPRETATION
12.1 Each party, and if it so chooses, its attorney, has had the opportunity to review and comment on
this Agreement; therefore any rule of contract construction or interpretation that would normally call for
the document to be interpreted as against the drafting party will not apply in interpretation of this contract,
and each section, portion, and provision of this Agreement will be construed solely on the basis of the
language contained therein, regardless of who authored such language.
AGREEMENT CONCERNING PARK DEDICATION AND IMPROVEMENTS
FOR MADERO PP-21-032 8 of 25
SECTION 13
NO THIRD -PARTY RIGHTS
13.1 The provisions and conditions of this Agreement are solely for the benefit of the City, Developer
and Lennar, and any lawful assign or successor of Developer or Lennar, and are not intended to create any
rights, contractual or otherwise, to any other person or entity.
SECTION 14
BINDING COVENANTS
14.1 Subject to the limitations contained herein, the covenants, conditions and agreements made and
entered into by the parties hereto are declared to be for the benefit of and binding upon their respective
successors, representatives and assigns, if any.
SECTION 15
NO WAIVER
15.1 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 will 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 16
VENUE AND CHOICE OF LAW
16.1 If any action, whether real or asserted, at law or in equity, arises on the basis of any provision of
this Agreement, venue for such action will lie in state courts located in Tarrant County, Texas or the
United States District Court for the Northern District of Texas - Fort Worth Division. This Agreement
will be construed in accordance with the laws of the State of Texas.
SECTION 17
SEVERABILITY
17.1 If any of the provisions contained in this Agreement is held, for any reason, to be invalid, illegal,
or unenforceable in any respect, such invalidity, illegality, or unenforceability, will be construed as if such
invalid, illegal, or unenforceable provision had never been contained herein.
SECTION 18
GOVERNMENTAL POWERS
18.1 It is understood that by execution of this Agreement, the City does not waive or surrender any of
it governmental powers or immunities.
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FOR MADERO PP-21-032 9 of 25
SECTION 19
AMENDMENTS AND ASSIGNMENTS
19.1 This Agreement cannot be modified, or amended without the written consent of all the parties
hereto and attached and made a part of this Agreement.
19.2 This Agreement cannot be assigned by Developer or Lennar to another entity without the written
consent of the City. If City grants consent to an assignment, the assignee will execute a written agreement
with the City, Developer and Lennar under which the assignee agrees to be bound by the duties and
obligations of Developer or Lennar, as applicable, under this Agreement. Developer and Lennar will each
be liable for all obligations of Developer and Lennar, respectively, under this Agreement prior to the
effective date of the assignment and until complying with the requirements of the provisions of this
section.
SECTION 20
AUDIT
20.1 Developer and Lennar each agree that the City and its internal auditor will have the right to audit,
which will include, but not be limited to, the right to reasonable access to and the right to examine, the
financial and business records of Developer or Lennar, as applicable, that relate to this Agreement,
including, but not limited to, all reasonably necessary books, papers, documents, records, and personnel,
(collectively "Records") in order to determine compliance with this Agreement. Developer and Lennar
will each make all Records available to City at Developer or Lennar's office, as applicable, within thirty
(30) days after written notice by City and will otherwise reasonably cooperate with City during any audit.
Notwithstanding anything to the contrary herein, this section will survive expiration or earlier termination
of this Agreement for a period of three (3) years.
SECTION 21
AUTHORIZATION
21.1 By executing this Agreement, Developer and Lennar's agents each affirm that he or she is
authorized by Developer or Lennar, as applicable, to execute this Agreement and that all representations
made herein with regard to Developer or Lennar's identity, address, and legal status, as applicable, are
true and correct.
SECTION 22
COUNTERPARTS AND ELECTRONIC SIGNATURES
22.1 This Agreement may be executed in several counterparts, each of which will be deemed an
original, but all of which together will constitute one and the same instrument.
22.2 This Agreement may be executed by electronic signature, which will be considered as an original
signature for all purposes and have the same force and effect as an original signature. For these purposes,
"electronic signature" means electronically scanned and transmitted versions (e.g. via pdf file or facsimile
transmission) of an original signature, or signatures electronically inserted via software such as Adobe
Sign.
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FOR MADERO PP-21-032 10 of 25
SECTION 23
SOLE AGREEMENT
23.1 This Agreement, including any exhibits attached hereto and any documents incorporated herein
by reference, contains the entire understanding and agreement among the City, Developer and Lennar,
and any lawful assign and successor of Developer or Lennar, respectively, as to the matters contained
herein. Any prior or contemporaneous oral or written agreement is hereby declared null and void to the
extent in conflict with any provision of this Agreement, provided that, to the extent such terms of the
Agreement conflict with the Policy, then the Policy will govern.
SECTION 24
LIABILITY AND INDEMNIFICATION
24.1 DEVELOPER AND LENNAR EACHAGREE TO DEFEND, INDEMNIFY, AND HOLD
HARMLESS THE CITY, ITS OFFICERS, AGENTSSERVANTS, ANDEMPLOYEES, AND THE
OTHER PARTY FROM AND AGAINST ANY AND ALL CLAIMS, LAWSUITS, ACTIONS,
COSTS, AND EXPENSES OFANYKIND, INCLUDING, BUTNOTLIMITED TO, THOSEFOR
PROPERTYDAMAGE OR LOSS (INCLUDINGALLEGEDDAMAGE OR LOSS TO BUSINESS
AND ANY RESULTING LOST PROFITS) AND/ OR PERSONAL INJURY (INCLUDING
DEATH) THAT MAY RELATE TO, ARISE OUT OF OR BE OCCASIONED BY (1)
DEVELOPER'S OR LENNAR'S BREACH (AS APPLICABLE) OFANY OF THE TERMS OR
PROVISIONS OF THIS AGREEMENT OR (11) ANY NEGLIGENT ACT OR OMISSION OR
INTENTIONAL MISCONDUCT OF DEVELOPER OR LENNAR, AS APPLICABLE, THEIR
RESPECTIVE OFFICERS, AGENTS, ASSOCIATES, EMPLOYEES, CONTRACTORS
(OTHER THAN THE CITY), SUBCONTRACTORS, LICENSEES, OR INVITEES RELATED
TO THE CONSTRUCTION OF PARKLAND AND PARK IMPROVEMENTS OR THE
PERFORMANCE OF THIS AGREEMENT.
SECTION 25
ENTIRE AGREEMENT
25.1 This Agreement (including all attachments, schedules, and exhibits attached hereto) constitutes the
entire understanding and agreement of the City, Developer and Lennar. Any prior or contemporaneous
oral or written agreement that is referenced herein is hereby declared null and void to the extent in conflict
with the terms and conditions of this Agreement.
[SIGNATURES ON FOLLOWING PAGE]
AGREEMENT CONCERNING PARK DEDICATION AND IMPROVEMENTS
FOR MADERO PP-21-032 11 of 25
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples.
City: Developer:
GBTM SENDERA, LLC, a Delaware limited
By: liability company
Name: Jesica McEachern
Title: Assistant City Manager By: GRBK Edgewood LLC, a Texas
limited liability company
Date:
By: Bobby Samuel (May 12, 202310:50 CDT)
Name: Bobby Samuel, Authorized Signer
Date:
Lennar:
LENNAR HOMES OF TEXAS LAND
AND CONSTRUCTION, LTD., a Texas
limited partnership
By: U.S. Home, LLC, a Delaware limited
liability company [successor -in -interest by
conversion from U.S. Home Corporation, a
Delaware corporation]
By: Jennifer Eller (May 16, 202313:00 CDT)
Name: Jennifer Eller
Title: Authorized Agent
Date:
AGREEMENT CONCERNING PARK DEDICATION AND IMPROVEMENTS
FOR MADERO PP-21-032 12 of 25
FOR CITY OF FORT WORTH INTERNAL PROCESSES:
Approval Recommended:
By: /P
Ie fo-,,
Name: Dave Lewis
Title: Interim Director -
JM
Approved as to Form and Legality
By:
Name: Taylor Paris
Title: Assistant City Attorney
Contract Authorization:
M&C: M&C NUMBER
Form 1295: FORM 1295 NUMBER
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.
By: Lori L. Gordon (gay 12, 2023 10:38 CDT)
Name: Lori Gordon
Title: Landscape Architect Manager
City Secretary
By:
Name: Jannette Goodall
Title: City Secretary
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OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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FOR MADERO PP-21-032 13 of 25
EXHIBIT A
DEVELOPMENT AREA AND PARK CONCEPT PLAN
DEVELOPMENT AREA
,
AGREEMENT CONCERNING PARK DEDICATION AND IMPROVEMENTS
FOR MADERO PP-21-032
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sr
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EXHIBIT A
PARK CONCEPT PLAN
Community Park (Developer Dedicated)
C-1: 40.7 +/-ac
AGREEMENT CONCERNING PARK DEDICATION AND IMPROVEMENTS
FOR MADERO PP-21-032 15 of 25
EXHIBIT A
P_ARK CONCEPT PLAN
1�
m
Neighborhood Park 1 (Developer Dedicated)
11.76 +/- ac
AGREEMENT CONCERNING PARK DEDICATION AND IMPROVEMENTS
FOR MADERO PP-21-032 16 of 25
EXHIBIT A
PARK CONCEPT PLAN
11 - . - '` 1
J��11 r
Neighborhood Park 2 (Developer Dedicated)
5.36 +/- ac
AGREEMENT CONCERNING PARK DEDICATION AND IMPROVEMENTS
FOR MADERO PP-21-032 17 of 25
EXHIBIT A
PARK CONCEPT PLAN
LXlJilh0 UA!Mt1L �It
Neighborhood Park 3 (Lennar Dedicated)
5.35+/- ac
AGREEMENT CONCERNING PARK DEDICATION AND IMPROVEMENTS
FOR MADERO PP-21-032 18 of 25
EXHIBIT A
PARK CONCEPT PLAN
I 1 1 I I I ' I I kl LI .
Neighborhood Park 4 (Developer Dedicated)
6.95 +/- ac
AGREEMENT CONCERNING PARK DEDICATION AND IMPROVEMENTS
FOR MADERO PP-21-032 19 of 25
EXHIBIT A
PARK CONCEPT PLAN
1 I
4990
I
r _
CONMUNITYFACJLfiY
k
Neighborhood Park 5 (Developer Dedicated)
9.02 +/- ac
AGREEMENT CONCERNING PARK DEDICATION AND IMPROVEMENTS
FOR MADERO PP-21-032 20 of 25
EXHIBIT B
FEE CREDIT AGREEMENT
Neighborhood Park:
Dedicate approximately 38.44 acres of Neighborhood Park land of the required 33.9788 acres, of which
approximately 22.86 acres is out of the floodplain, to the City of Fort Worth as a Neighborhood Based
Park. Upon decommissioning the existing gas wells adjacent to the Neighborhood Park land, this
property will be absorbed into the Neighborhood Park sites.
The Developer will also construct, at a minimum, the following Neighborhood Based Park amenities in
each of the park sites:
• A City of Fort Worth approved prototype:
o Shelter
o Play Structure
o Half -Court Basketball Court with Basketball Standard
o Baseball backstop
• Walking trail, 6' wide, minimum'/4 mile
• Associated grading to insure site has positive drainage
• Seed or sod to stabilize park site surface.
If the developer decides against constructing the Park Development elements, Park Development and
Infrastructure fees will be collected at the rate of the current Final Plat year (See Exhibit E).
Community Park:
Dedicate approximately 40.70 acres of Community Park land of the required 39.2063 acres, of which
approximately 37.70 acres is out of the floodplain, to the City of Fort Worth as a Community Based
Park. Upon decommissioning the existing gas wells adjacent to the Community Park land, this property
(three (3) parcels, will be absorbed into the Community Park (approximately 55.5 ac).
The Developer will deliver the Community Park land to the City in a condition that provides:
• Grading to insure site has positive drainage
• Seed or sod to stabilize park site surface.
Once the Neighborhood Park Land and Community Park Land is accepted by City Council via Mayor &
Council Communication and deeded to the City of Fort Worth, respective Park Land fees will be
returned to the developer.,
Upon completion and acceptance of Park Improvement construction by the City, the Neighborhood Park
Infrastructure and Development fees paid will be returned to the developer on a per phase basis.
AGREEMENT CONCERNING PARK DEDICATION AND IMPROVEMENTS
FOR MADERO PP-21-032 21 of 25
EXHIBIT C
LIST OF APPROVED IMPROVEMENTS
Per Neighborhood Park Site:
• Shelter (City of Fort Worth approved prototype)
• Play Structure (City of Fort Worth approved prototype)
• Half -Court Basketball Court with Basketball Standard (City of Fort Worth approved prototype)
• Baseball backstop (City of Fort Worth approved prototype)
• Minimum 1/4 mile, 6' wide, walking trail
• Associated grading to insure site has positive drainage
• Seed or sod to stabilize park site surface.
Per Community Park Site:
• Associated grading to insure site has positive drainage
• Seed or sod to stabilize park site surface.
AGREEMENT CONCERNING PARK DEDICATION AND IMPROVEMENTS
FOR MADERO PP-21-032 22 of 25
EXHIBIT D
FEESHEET
OUTSIDE
FORT WORTH ESTIMATED FEES -IN -LIEU OF PARKLAND DEDICATION
r BASED ON 2019 NEIGHBORHOOD AND COMMUNITY PARK POLICY
Calendar Year - 2021
PPD NP UNIT CP UNIT COUNCIL DISTRICT PARK SERVICE DISTRICT
5 6-20 & 24 1 C35 7 1 NORTH
I
Preliminary
PP-21-032
Submitted: Date
PLATS
I
I
I!
Final
FP
Submitted: Date
1
Single -Family Units:
3,485
@ 3 Persons per unit
2
Multi -Family Units:
0
@ 2 Persons per unit
Madero Park
�
3
Land Value (per acre):
$16,000.00
FMVA 7/30/2021 Y
4
Population generated:
10,455
LINE 1 (x 3 persons/unit)+ LINE 2 (x 2 persons/unit)
LAND COMPONENT
Land Dedication Required:
33.9788 Acres
Acres (per 1,000 Population)
6 I
LAND FEE:I
$543,660.80*
I LINE 3 x L3.25 1NE 5
DEVELOPMENT COMPONENT
7
Street Frontage Required:
1703 LF
See Notes
NEIGHBORHOOD
8
DEVELOPMENT FEE:
$2,785,310.19*
LINE 5 x $81,972 per acre
PARK
9
Street Frontage Cost:
$65,497.38
LINE 7 x $38.46 (may change at Final Plat)
10
Water Infrastructure Cost:
$45,248.71
LINE 7 x $26.57 (may change at Final Plat)
11
Sewer Infrastructure Cost:
$50,034.14
LINE 7 x $29.38 (may change at Final Plat)
12
Conference Cost:
$16,078.02
10% of (LINE 9 + LINE 10 + LINE 11)
13
Civil Engineering Cost:
$11,254.62
7%of (LINE 9 + LINE 10+ LINE 11)
14
Design Engineering Cost:
$11,254.62
7%of {LINE 9 + LINE 10+ LINE 11)
15
INFRASTRUCTURE FEE:
$199,367.49*
Sum (LINE 9 thru LINE 14)
LAND COMPONENT
COMMUNITY PARK
1161
Land Dedication Required:)
39.2063 Acres
LINE4 x 3.75 Acres (per 1,000 Population)
I! 17
LAND FEE:
$627,300.80*
I LINE 3 x LINE 16
TOTAL FEE -IN -LIEU LINE 6 + LINE 15 + LINE 17
* highlighted fees are invoiced electronically
NOTES Street Frontage LF required is 35% of the linear measure of a square area equal to LINE 5
EXHIBIT D - AGREEMENT CONCERNING PARK DEDICATION AND IMPROVEMENTS
FOR MADERO PP-21-032 23 of 25
EXHIBIT E
PAYMENT OF FEES IN LIEU OF PARK DEDICATION
Neighborhood Park Development and Infrastructure fees will be collected for each park. Refund of fees
will only happen if park development occurs. Fee amounts are dependent on Final Plat year.
EXHIBIT E - AGREEMENT CONCERNING PARK DEDICATION AND IMPROVEMENTS
FOR MADERO PP-21-032 24 of 25
Amount equal to
Total
MADERO
Application
Time Lapse
Total
NP Land Dedication
lP Land pedication
NP Land
Total NP Dtl Fee -In
Amount equal to lP
Fee -in -Lieu of Land
pate
SF Units
IMF Units
Units
Required (acres)
Required (acres)
Dedication
Lieu
Land Dedication
Due
Fees Paid
PP-21-032
5/24/2021
3,485
0
3,485
33.979
39.206
$543,660.80
$2,994,677.69
$627,300.80
4,155,639.28*
FP-22-017(P3�
2/2/2022
254
137
0
137
$195,100.92
$0.00
FP-22-022 (Ply
2/7/2022
5
159
0
159
$223,119.69
$0.00
FP-22-144(P4�
9/20/2022
225
154
0
154
$216,735.44
$0.00
FP-23-021 (P2�
2/22/2023
155
174
0
174
$242,132.55
$0.00
-44,979
0
$0.00
$0.00
0
0
$0.00
$0.00
0
0
$0.00
$0.00
0
0
$0.00
$0.00
l 1
0
0
$0.00
$0.00
0
0
$0.00
$0.00
0
0
$0.00
$0.00
n
D
0
$0.00
$0.00
0*
�..I
0
0
$0.00
$0.00
0
0
$0.00
$0.00
0
0
$0.00
$0.00
0
0
$0.00
$0.00
0
0
$000
$0.00
Subtotal
624.00
0.00
624.00
0.00
0.00
$0.00
$0.00
$0.00
$877,083.60
0.00
Remaining5uhtotals
2,861
0.000
2,861
33.979
39.206
$543,660.80
$2,994,677.69
$627,300.80
$3,278,550.68
pcl�f7.
*From PARD Fee Sheet Estimate