HomeMy WebLinkAboutContract 61639CSCO NO. ____________________
Transportation Impact Fee Credit Agreement-CA-24-002 Page 1 of 17
Quarry Falls Multifamily Ph. 1B 06/24/2024
TRANSPORTATION IMPACT FEE CREDIT AGREEMENT
THIS TRANSPORTATION IMPACT FEE CREDIT AGREEMENT (the
“Agreement”) is made and entered into effective as of the Effective Date (as defined below), by
and among THE CITY OF FORT WORTH, TEXAS (the “City”), a Texas home rule municipal
corporation, and GS Quarry Falls Phase I Owner, L.P., a Delaware Limited Partnership, GS Quarry
Falls Phase II Owner, L.P. a Delaware Limited Partnership, GS Quarry Falls Excess Land, LLC a
Delaware Limited Liability Company authorized to do business in Texas (the “Owner”) (the City
and the Owner a ”Party“, and collectively, the ”Parties”).
RECITALS
WHEREAS, the Owner is the owner of approximately 87.385 acres in Tarrant County,
Texas, as described by metes and bounds in Exhibit “A” (the “Property”) located within the
corporate boundaries of the City. A map of the Property showing its location is attached hereto as
Exhibit “B”; and
WHEREAS, the Owner desires to proceed with development of the Property as described
or illustrated on the Development Plan, attached hereto as Exhibit “C”, which identifies the on-
site and/or off-site transportation facilities necessary for serving full development of the Property;
and
WHEREAS, the City has adopted a Transportation Impact Fee program pursuant to Texas
Local Government Code Chapter 395, codified in City Code Chapter 30, Article VIII, as amended,
under which transportation impact fees are imposed on new development for impacts to the City’s
transportation facilities as a result of said development; and
WHEREAS, transportation impact fees are collected and must be spent by the City on
impact fee eligible transportation facilities identified within the City’s adopted Transportation
Improvements Plan (“TIP”), as amended, within the service area(s) in which the new development
is located; and
WHEREAS,the Transportation Impact Fee Program provides for credits against impact
fees for dedication of right-of-way and/or construction of transportation improvements identified
as impact fee eligible on the adopted TIP; and
WHEREAS, the Property is located within service area G; and
WHEREAS,certain transportation facilities depicted on Exhibit “D” are identified as
impact fee eligible within the City’s adopted TIP and therefore eligible for impact fee credit; and
WHEREAS, Owner has agreed to dedicate the right-of-way and/or construct the
transportation improvements shown on Exhibit “D” for which credits against transportation
impact fees shall be granted; and
WHEREAS, the Owner has received final plat approval for Quarry Falls, FS-23-239, on
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Quarry Falls Multifamily Ph. 1B 06/24/2024
5/17/2024; and
WHEREAS, the Owner has dedicated 15,811 square feet of right-of-way for Old Decatur
Road with FS-23-239, recorded as Instrument D224086716 on 5/17/2024; and
WHEREAS, the Owner has received approval for construction plans (IPRC23-0162), on
3/7/2024, on 05/31/2024 and executed a Community Facilities Agreement (CFA 23-0173, CSCO
61207, City Project Number 105209), on 4/1/2024 with a (development bond) financial guarantee.
NOW, THEREFORE, for and in consideration of the mutual agreements, covenants, and
conditions contained herein, and other good and valuable consideration, the City and the Owner
hereby covenant and agree as follows:
1. Recitals. The recitals contained in this Agreement are true and correct as of the
Effective Date and form the basis upon which the Parties negotiated and entered into this
Agreement.
2. Transportation Improvements. Owner agrees to dedicate the rights-of-way for
and/or construct the system facilities identified in Exhibit “D”. For any transportation
improvement which has been previously dedicated or constructed by Owner on the Property and
accepted by the City prior to execution of this Agreement, the improvement shall be identified as
completed on Exhibit “D”.
3. Credits. The Parties agree that the estimated value of the credits for each
transportation improvement, expressed in current dollars, shall be as set forth in Exhibit “E”. The
value of credits associated with the improvements first shall be reduced by the Schedule 2 impact
fee associated with any lot for which a building permit has previously been issued, and the net
value of credits shown on Exhibit “E” shall be considered as exact.
4. Phasing. The Parties acknowledge that, where it is anticipated that the project will
be developed in phases, the anticipated construction of improvements by phase shall be as depicted
in Exhibit “D”, which is attached hereto and incorporated herein by reference.
5. Allocation of Credits by Phase. The general allocation of credits to each phase of
the development shall be as shown on Exhibit “F”, which is attached hereto and incorporated
herein by reference. The Parties agree that the credits identified in this Agreement shall not be
deemed to have been created until the system facility for which credit is to be granted has been
dedicated and accepted (in the case of right-of-way) or constructed through an executed
Community Facilities Agreement and final acceptance by the City has been obtained. The Parties
further agree that, prior to the application of a credit against transportation impact fees otherwise
due for any unit of development; the following events shall take place:
(a) The number of credits resulting from such improvement has been valued;
and
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(b) Concurrent with final plat approval, a credit allocation shall be provided by
the developer for the phase of development to which the credit is to be applied, which allocation
may either assign the credit, expressed in dollars, to each finally platted lot or may create a credit-
pool to be utilized by that phase of development.
6. Term and Effective Date. The term of this Agreement shall be ten (10) years from
its Effective Date.
7. Assignment. Owner shall have the right to assign this Agreement to any person or
entity (“Owner’s Assignee”) with the written consent of the City, provided: (a) the assignment is
in writing executed by the Owner and its assignee; and (b) the assignment incorporates this
Agreement by reference and binds the Owner’s Assignee to perform (to the extent of the
obligations assigned) in accordance with this Agreement. Each Owner’s Assignee shall become
a Party to this Agreement upon the execution of such assignment. In no event may this Agreement
be construed to authorize assignment of any credits attributable to a system facility to be dedicated
or constructed hereunder for use outside the boundaries of the Property.
8. Amendment. This Agreement shall not be modified or amended except as follows:
(a) Any amendment or modification to this Agreement or any Exhibit or
schedule hereto shall be in writing and signed by the Parties.
(b) Any revision, amendment, or modification to this Agreement, the
Development Plan, or any Exhibit or schedule thereto, shall become effective on the date executed
by the Parties or, as applicable, upon the date of approval by the City Council or designated city
official.
9. Exhibits. The exhibits attached to this Agreement are incorporated as part of this
Agreement for all purposes as if set forth in full in the body of this Agreement.
(Remainder of Page Intentionally Left Blank)
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IN WITNESS WHEREOF, the undersigned parties have executed this Agreement to be
effective as of the date subscribed by the City’s Assistant City Manager.
CITY OF FORT WORTH, TEXAS
_______________________________
Dana Burghdoff
Assistant City Manager
Date: __________________________
Recommended By:
_____________________________
DJ Harrell
Director, Development Services
Approved as to Form and Legality:
_____________________________
Douglas Black
Assistant City Attorney
M&C: None required
Form 1295: None required
ATTEST:
______________________
Jannette Goodall
City Secretary
OWNER
GS Quarry Falls Phase I Owner, L.P.
a Delaware Limited Partnership
JR Thulin
Vice President
GS Quarry Falls Phase II Owner, L.P.
a Delaware Limited Partnership
JR Thulin
Vice President
GS Quarry Falls Excess Land, LLC
a Delaware Limited Liability Company
JR Thulin
Vice President
City 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.
Jennifer H. Roberts
Assistant Director, Development Services
Department
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EXHIBIT LIST
“A” Description of the Property
“B” Map of Property
“C” Development Plan
“D” Eligible Transportation Improvements
“E” Credits Against Transportation Impact Fees
“F” Allocation of Credits
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EXHIBIT A
Description of Property: Quarry Falls Final Plat, FS-23-239
BEING an 87.385 acre tract of land situated in the J.T. Hobbs Survey, Abstract No. 806, the J.
Boman Survey, Abstract No. 80, the R. Mussellman Survey, Abstract No. 1102, and the A.F.
Albright Survey, Abstract No. 1849, City of Fort Worth, Tarrant County, Texas, being all of the
land described in the deed to Fort Worth Quarry Company, LLC, as recorded in Instrument No.
D222030435, Official Public Records, Tarrant County, Texas (OPRTCT), and being more
particularly described by metes and bounds as follows:
BEGINNING at a point for the southwest corner of said Fort Worth Quarry Company, LLC tract,
in the northerly right-of-way line of Interstate Highway 820, a variable width right-of-way, as
described in the Judgment to the State of Texas (No. 153-16320-72), recorded in Volume 6923,
Page 1434, Deed Records, Tarrant County, Texas (DRTCT), and in the east right-of-way line of
Old Decatur Road, a variable width right-of-way, from said point, a TxDOT monument with brass
disk found bears North 51°21'12" East, a distance of 0.40 feet;
THENCE departing the northerly right-of-way line of said Interstate Highway 820, with the west
line of said Forth Worth Quarry Company, LLC tract and the east right-of-way line of said Old
Decatur Road the following courses and distances:
North 49°55'35" West, a distance of 112.78 feet to a point for corner from which a
5/8 inch capped iron rod stamped “PATE SURVEYORS” found (disturbed) bears
North 64°11'35" East, a distance of 0.45 feet;
North 0°29'28" West, a distance of 393.98 feet to a 5/8” iron rod found for corner;
North 8°52'58" West, a distance of 453.40 feet to a 5/8” iron rod found;
North 10°52'13" West, a distance of 364.13 feet to a 5/8” capped iron rod stamped
“PATE SURVEYORS” found for the southwest corner of Lot 19 (common area),
Block 6, The Quarry, an addition to the City of Fort Worth, Tarrant County, Texas,
according to the plat recorded in Cabinet A, Slide 8696, OPRTCT;
THENCE departing the east right-of-way line of said Old Decatur Road and with the common
line of said Fort Worth Quarry, LLC tract and said The Quarry addition the following courses and
distances:
North 79°08'01" East, a distance of 259.74 feet to a 1/2” capped iron rod stamped
"JPH LAND SURVEYING" found (disturbed) for the beginning of a curve to the
left, having a radius of 999.95 feet and a chord which bears North 59°47'54" East,
a distance of 662.16 feet;
In a northeasterly direction with said curve to the left, through a central angle of
38°40'14", an arc length of 674.89 feet to a point for the end of said curve to the
left, from which a 1/2” capped iron rod stamped "JPH LAND SURVEYING" found
(disturbed) bears South 78°44'49" East, a distance of 0.50 feet;
North 40°27'44" East, a distance of 87.30 feet to a 5/8” iron rod found for corner;
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North 0°28'44" West, a distance of 197.38 feet to a 5/8” capped iron rod stamped
"PATE SURVEYORS" found for corner;
North 39°01'15" East, a distance of 109.08 feet to a 5/8” capped iron rod stamped
"PATE SURVEYORS" found for corner;
North 56°44'59" East, a distance of 170.56 feet to a 5/8” capped iron rod stamped
"PATE SURVEYORS" found for corner;
South 61°30'17" East, a distance of 111.15 feet to a 5/8” capped iron rod stamped
"PATE ENGR RPLS 5647" found for corner;
North 75°14'14" East, a distance of 274.63 feet to a 5/8” capped iron rod stamped
"PATE ENGR RPLS 5647" found for corner;
North 40°45'07" East, a distance of 193.20 feet to a 5/8” capped iron rod stamped
"PATE ENGR RPLS 5647" found for corner;
North 47°27'03" East, a distance of 464.30 feet to an “X” cut in in rock found for
corner;
North 25°34'09" East, a distance of 121.45 feet to an “X” cut in in rock found for
corner;
North 55°50'19" East, a distance of 205.01 feet to a “Y” cut in in rock found for
corner;
South 72°23'45" East, a distance of 186.68 feet to a 1/2” capped iron rod stamped
"JPH LAND SURVEYING" found for corner;
North 75°27'20" East, a distance of 45.54 feet to a 5/8" capped iron rod stamped
"MMA" set for corner;
North 39°33'20" East, a distance of 189.19 feet to a 5/8” capped iron rod stamped
"PATE ENGR RPLS 5647" found for corner;
North 84°33'20" East, a distance of 56.57 feet to a 5/8” capped iron rod stamped
"PATE ENGR RPLS 5647" found for corner;
South 50°27'30" East, a distance of 300.83 feet to a 5/8” capped iron rod stamped
"PATE SURVEYORS" found for corner;
North 13°46'11" East, a distance of 435.84 feet to a point for corner from which a
1/2” capped iron rod stamped "JPH LAND SURVEYING" found bears South
56°48'56" East, a distance of 0.25 feet and from which a 1/2” capped iron rod
(illegible) found bears South 07°08'12" East a distance of 0.32 feet;
North 11°20'11" East, a distance of 417.66 feet to a 5/8” iron rod found (leaning)
for corner;
South 89°16'04" West, a distance of 238.72 feet to a 5/8” capped iron rod stamped
"PATE RPLS 5647" found for corner;
South 89°35'20" West, a distance of 1,279.19 feet to a point for the most northerly
southwest corner of said Fort Worth Quarry, LLC tract, from which a 5/8” capped
iron rod stamped "PATE ENGR RPLS 5647" found bears South 69°02'51" West, a
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distance of 0.62 feet;
THENCE North 23°00'51" West, departing the north line of said The Quarry addition, a distance
of 54.14 feet to a 1/2” capped iron rod stamped "JPH LAND SURVEYING" found for the most
northerly northwest corner of said Fort Worth Quarry, LLC tract and in the south line of a tract of
land described in the deed to Texas Electric Service Company (Tract No. 2), as recorded in Volume
2037, Page 277, DRTCT, and in the Affidavit of Name Change to TXU Electric Company, as
recorded in Volume 14403, Page 441, DRTCT;
THENCE North 89°35'08" East, with the common line of said Fort Worth Quarry, LLC tract and
said TXU Electric Company tract (Tract 2), a distance of 1,300.03 feet to a 5/8” capped iron rod
stamped "PATE RPLS 5647" found for the southeast corner of said TXU Electric Company tract
(Tract 2) and the southwest corner of a tract of land described as Tract 1 in said deed to Texas
Electric Service Company;
THENCE North 89°15'32" East, with the common line of said Fort Worth Quarry, LLC tract and
said TXU Electric Company tract (Tract 1), a distance of 300.25 feet to a point for the most
northerly northeast corner of said Fort Worth Quarry, LLC tract and the northwest corner of a tract
of land described in the deed to Tarrant County Water Control and Improvement District No. 1, as
recorded in Volume 2866, Page 188, DRTCT, from which a broken concrete monument found
bears South 59°58'35" East, a distance of 0.45 feet;
THENCE in a southerly direction, with the common line of said Fort Worth Quarry, LLC tract
and said Tarrant County Water Control and Improvement District No. 1 tract the following courses
and distance:
South 11°20'45" West, a distance of 480.47 feet to a 5/8” capped iron rod stamped
"PATE SURVEYORS" found for corner, from which a 3/4” iron rod found
(smooth) bears South 43°23'52" East, a distance of 2.02 feet;
South 13°45'21" West, a distance of 557.48 feet to a 5/8” capped iron rod stamped
"PATE SURVEYORS" found for corner, from which a 3/4” iron rod found bears
South 45°00'00" East, a distance of 0.45 feet;
South 22°32'41" West, a distance of 791.41 feet to a concrete monument with brass
disc stamped “TCWC ID NO1” found for corner;
South 19°47'45" West, a distance of 445.36 feet to a 3/4” iron rod found (smooth)
for corner;
South 44°49'14" West, a distance of 398.63 feet to a concrete monument with disc
found (broken) for corner;
South 32°30'13" East, a distance of 197.31 feet to a 3/4” iron rod found (leaning)
for the southeast corner of said Fort Worth Quarry, LLC tract, the southwest corner
of said Tarrant County Water Control and Improvement District No. 1 tract, in the
northerly right-of-way line of said Interstate Highway 820 and for the beginning of
a non-tangent curve to the left, having a radius of 11,659.00 feet and a chord which
bears South 62°25'45" West, a distance of 871.26 feet;
THENCE in a southwesterly direction with the southerly line of said Forth Worth Quarry, LLC
tract and the northerly right-of-way line of said Interstate Highway 820 the following courses and
distances:
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Quarry Falls Multifamily Ph. 1B 06/24/2024
With said non-tangent curve to the left through a central angle of 4°16'57", an arc
length of 871.46 feet to a 5/8” iron rod found for the end of said non-tangent curve
to the left, from which a TxDOT monument with brass disk found bears North
24°41'44" East, a distance of 0.74 feet;
South 67°53'45" West, a distance of 462.78 feet to a point for corner from which a
3/4” iron rod found (leaning) bears North 70°22'04" East, a distance of 0.46 feet;
South 62°34'45" West, a distance of 551.44 feet to a concrete monument found
(broken);
South 58°24'45" West, a distance of 293.20 feet to the POINT OF BEGINNING and containing
3,806,490 Square Feet or 87.385 Acres of Land, more or less.
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EXHIBIT B
Map of Property: Bonds Ranch Commerce Center Final Plat, FS-23-239
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EXHIBIT C
Development Plan: Quarry Falls Final Plat, FS-23-239
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EXHIBIT D
Eligible Transportation Improvements
Exhibit D
Quarry Falls Multifamily
Eligible Transportation
Improvements for Credit against
Transportation Impact Fees
Key
Development Plan Area
Right-of-Way Dedication
/ Roadway Construction
Eligible Improvements Reference #Limits
Old Decatur Road FS-23-239 Right-of-way dedication from north of Old
Decatur to River Rock Rd
Old Decatur Road CPN 105209 Construction of two lanes, street lights, &
storm drain.
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Quarry Falls Multifamily Ph. 1B 06/24/2024
EXHIBIT E
Credits Against Transportation Impact Fees
Quarry Falls Multifamily
Transportation Impact Fee Credit Overview
Value of ROW Dedication
Instrument # Final Plat # Eligible Arterial Value
D224086716 FS-23-239 Old Decatur Rd $39,685.61
Total ROW Transportation Impact Fee Credit $39,685.61
TrIF Eligible Community Facilities Agreement Construction
City Secretary # CFA # Eligible Arterial Value
61207 CFA23-0173 Old Decatur Rd $1,670,991.00
CPN 105209
75% Community Facilities Agreement Credit Prior to Final Acceptance of the Facility $1,253,243.25
Engineering, Surveying, and Material Testing = 20% of eligible construction costs $334,198.20
Total Transportation Impact Fee Credit Applied to Date $1,627,127.06
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Quarry Falls Multifamily Ph. 1B 06/24/2024
Right-of-Way Valuation for Old Decatur Rd
Valuation Method 1 - Percentage of TIP Project Cost
Eligible Arterial Old Decatur Rd
2022 Transportation Improvements Plan Project Number G-19
Estimated Construction Costs from 2022 Transportation
Improvements Plan
$1,462,000
Value of Total Project Right-of-Way (20% of Construction Cost) $292,400
Total Project Length (LF) $1,565
Arterial Cross-Section Width (LF) $110
Additional ROW needed for Roundabout (SF) $0
Total Project Right-of-Way (SF) 172150
Right-of-Way Value Per Square Foot $1.70
Valuation Method 2 - Percentage of Construction Project Cost
Eligible Arterial Old Decatur Rd
City Project Number 105209
Final Construction Costs from Notice of Completion (Green Sheet) $1,670,991
Value of Total Project Right-of-Way (20% of Construction Cost) $334,198
Total Project Length (LF) 1211
Arterial Cross-Section Width (LF) 110
Additional ROW needed for Roundabout (SF) 0
Total Project Right-of-Way (SF) 133,210
Right-of-Way Value Per Square Foot $2.51
Valuation Method 3 - TAD appraised value
TAD Value as of 08/9/2023 Old Decatur Rd
TAD Account 43096363
Total Area (SF) 1,582,753
Appraised Value $256,272.00
Value per Square Foot $0.17
Right-of-Way Dedication
Old Decatur Rd
Recording Instrument Number D224086716
Final Plat Number FS-23-239
Recording Date 5/17/2024
Total area of ROW dedicated (SF) 15,811
Value per SF $2.51
ROW Credit Available $39,685.61
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Paving
Item
No. Description Unit Eligible
Quantity
Completed
Quantity Unit Price Credit Available
1 REMOVE CONC PVMT SY 5,454 0 $15.00 $81,810.00
2 9" CONC PVMT SY 8,255 0 $95.00 $784,225.00
3 8" LIME TREATMENT SY 8,546 0 $5.50 $47,003.00
4 HYDRATED LIME TN 154 0 $390.00 $60,060.00
5 6" CONC PVMT SY 167 0 $85.00 $14,195.00
6 4" CONC SIDEWALK SF 11,172 0 $7.25 $80,997.00
7 SEEDING, HYDROMULCH SY 2,834 0 $2.50 $7,085.00
8 TOPSOIL CY 237 0 $30.00 $7,110.00
9 BARRIER FREE RAMP, TYPE P-1 EA 8 0 $3,250.00 $26,000.00
10 BARRIER FREE RAMP, TYPE R-
1
EA 1 0 $3,250.00 $3,250.00
11 BARRIER FREE RAMP, TYPE M-
2
EA 1 0 $3,250.00 $3,250.00
12 6" CONC CURB AND GUTTER LF 5,126 0 $20.00 $102,520.00
13 INSTALL ALUM SIGN GROUND
MOUNT
EA 11 0 $350.00 $3,850.00
Paving Subtotal $1,221,355.00
Storm Drain
Item
No. Description Unit Eligible
Quantity
Completed
Quantity Unit Price Credit Available
1 REMOVE 24" STORM LINE LF 258 0 $15.00 $3,870.00
2 REMOVE 30" STORM LINE LF 307 0 $16.00 $4,912.00
3 TRENCH SAFETY LF 899 0 $1.00 $899.00
4 21" RCP, CLASS III LF 344 0 $100.00 $34,400.00
5 30" RCP, CLASS IV LF 252 0 $165.00 $41,580.00
6 36" RCP, CLASS III LF 282 0 $200.00 $56,400.00
7 36" RCP, CLASS IV LF 21 0 $215.00 $4,515.00
8 4' STORM JUNCTION BOX EA 4 0 $8,500.00 $34,000.00
9 10' RECESSED INLET EA 3 0 $6,500.00 $19,500.00
10 15' RECESSED INLET EA 4 0 $8,000.00 $32,000.00
Storm Drain Subtotal $232,076.00
Street Light Improvements
Item
No. Description Unit Quantity Eligible
Quantity Unit Price Credit Available
1 2" CONDT PVC SCH 80 (T) LF 1857 0 $27.00 $50,139.00
2 EXPLORATORY EXCAVATION
OF EXISTING UTILITIES
EA 10 0 $185.00 $1,850.00
3 FURNISH/INSTALL GROUND
BOX TYPE B, W/APRON
EA 15 0 $2,162.00 $32,430.00
4 FURNISH/INSTALL TYPE 33A
ARM
EA 13 0 $851.00 $11,063.00
5 FURNISH/INSTALL 240-480
VOLT SINGLE PHASE
TRANSOCKET METERED
PEDESTAL
EA 1 0 $12,275.00 $12,275.00
6 LED LIGHTING FIXTURE EA 13 0 $903.00 $11,739.00
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7 RDWY ILLUM FOUNDATION
TY 3
EA 10 0 $3,891.00 $38,910.00
8 FURNISH/INSTALL RDWAY
ILLUM TY 18 POLE
EA 10 0 $3,687.00 $36,870.00
9 6-6-6 TRIPLEX ALUM ELEC
CONDUCTOR
LF 5,571 0 $4.00 $22,284.00
Street Lights Subtotal $217,560.00 Paving Subtotal $1,221,355.00
Storm Drain Subtotal $232,076.00 Street Lights Subtotal $217,560.00
CONSTRUCTION SUBTOTAL $1,670,991.00
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EXHIBIT F
Allocation of Credits
Credit shall be allocated on a first-come, first-served basis to building permits within the final
plat boundary of Quarry Falls Final Plat, FS-23-239.