HomeMy WebLinkAboutContract 62011Received Date: Sep 20, 2024
Received Time: 4:43 p.m.
Developer and Project Information Cover Sheet:
Developer Company Name:
Hawkins Family Joint Venture
Address, State, Zip Code:
7201 Hawkins View Dr., Suite 101 Fort Worth, Texas 76132
Phone & Email:
(817) 737-4446 1 janice@stevenhawkinshomes.com
Authorized Signatory, Title:
Steve Hawkins, President
Project Name:
Summer Crest Phase 3C
Brief Description:
Water, Sewer, Paving, Street Lights & Signs
Project Location:
10401 W Cleburne Rd, Crowley, TX 76036
Plat Case Number: None Given
Plat Name: None Given
Mapsco: TAR- 117B
Council District: 6
CFANumber: 24-0110
City Project Number: 1051001 IPRC23-0084
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
City of Fort Worth, Texas Page 1 of 18
Standard Community Facilities Agreement
Rev. 9/21
City Contract Number: 62011
STANDARD COMMUNITY FACILITIES AGREEMENT
This COMMUNITY FACILITIES AGREEMENT ("Agreement") is made and entered into by
and between the City of Fort Worth ("City"), a home -rule municipal corporation of the State of Texas,
acting by and through its duly authorized Assistant City Manager, and Hawkins Family Joint Venture
("Developer"), acting by and through its duly authorized representative. City and Developer are referred to
herein individually as a "party" and collectively as the "parties."
WHEREAS, Developer is constructing private improvements or subdividing land within the
corporate limits of Fort Worth, Texas or its extraterritorial jurisdiction, for a project known as Summer
Crest Phase 3C ("Project"); and
WHEREAS, the City desires to ensure that all developments are adequately served by public
infrastructure and that the public infrastructure is constructed according to City standards; and
WHEREAS, as a condition of approval of the Project, Developer is required to bear a portion of
the costs of municipal infrastructure by constructing the public infrastructure necessary for the Project as
described in this Agreement ("Community Facilities" or "Improvements"); and
WHEREAS, as a condition of approval of the Project, Developer is required to meet the additional
obligations contained in this Agreement, and Developer maybe required to make dedications of land, pay
fees or construction costs, or meet other obligations that are not apart of this Agreement; and
WHEREAS, the City is not participating in the cost of the Improvements or Project; and
WHEREAS, the Developer and the City desire to enter into this Agreement in connection with
the collective Improvements for the Project;
NOW, THEREFORE, for and in consideration of the covenants and conditions contained herein,
the City and the Developer do hereby agree as follows:
1.
CFA Ordinance
The Community Facilities Agreements Ordinance ("CFA Ordinance"), as amended, is incorporated
into this Agreement by reference, as if it was fully set out herein. Developer agrees to comply with all
provisions of the CFA Ordinance in the performance of Developer's duties and obligations pursuant to this
Agreement and to cause all contractors hired by Developer to comply with the CFA Ordinance in
connection with the work performed by the contractors. If a conflict exists between the terms and conditions
of this Agreement and the CFA Ordinance, the CFA Ordinance shall control.
City of Fort Worth, Texas
Standard Community Facilities Agreement
Rev. 9/21
OFFICIAL RECORD
CITY SECRETARY Page 2 of 18
FT. WORTH, TX
2.
Incorporation of Engineering Plans
The engineering plans for the Improvements that have been approved by the City ("Engineering
Plans") are incorporated into this Agreement by reference as if fully set out herein. Developer shall provide
at its expense, unless otherwise agreed to by City, all engineering drawings and documents necessary to
construct the Improvements required by this Agreement.
3.
Description of Improvements; Exhibits and Attachments
The following exhibits describe the general location, nature and extent of the Improvements that
are the subject of this Agreement and are attached hereto and incorporated herein by reference:
®
Exhibit A: Water
®
Exhibit A 1: Sewer
®
Exhibit B: Paving
❑
Exhibit B-1: Storm Drain
®
Exhibit C: Street Lights & Signs
The Location Map and Cost Estimates are also attached hereto and incorporated herein by
reference. To the extent that Exhibits A, A 1, B, B-1, C, the Location Map, or the Cost Estimates
conflict with the Engineering Plans, the Engineering Plans shall control. If applicable, Attachment 1 —
Changes to Standard Community Facilities Agreement, Attachment 2 — Phased CFA Provisions, and
Attachment 3 — Concurrent CFA Provisions, are attached hereto and incorporated herein for all
purposes.
4.
Construction of Improvements
Developer agrees to cause the construction of the Improvements contemplated by this Agreement
and that said construction shall be completed in a good and workmanlike manner and in accordance with
all City standards and specifications, the Engineering Plans, the Cost Estimates provided for the
Improvements, andthis Agreement. Developer acknowledges that City will not accept the Improvements
until the City receives affidavits and lien releases signed by Developer's contractors verifying that the
contractors, and all subcontractors and material suppliers, have been paid in full for constructing the
Improvements, and consent of the surety on payment and performance bonds provided for the
Improvements.
5.
Financial Guarantee
Developer has provided the City with a financial guarantee in the form and amounts set forth in
this Agreement which guarantees the construction of the Improvements and payment by Developer of
all contractors, subcontractors, and material suppliers for the Improvements ("Financial Guarantee").
Developer shall keep the Financial Guarantee in full force and effect until released by the City and shall
not reduce the amount of the Financial Guarantee unless authorized by the City in accordance with the
CFA Ordinance.
City of Fort Worth, Texas Page 3 of 18
Standard Community Facilities Agreement
Rev. 9/21
6.
Completion Deadline; Fxtension Periods
This Agreement shall be effective on the date this Agreement is executed by the City's Assistant
City Manager ("Effective Date"). Developer shall complete construction of the Improvements and
obtain the City's acceptance of the Improvements within two (2) years of the Effective Date ("Term").
If construction of the Improvements has started during the Term, the Developer may request that this
Agreement be extended for an additional period of time ("Extension Period"). All Extension Periods shall
be agreed to in writing by the City and the Developer as set forth in a written amendment to this Agreement.
In no event shall the Term of this Agreement plus any Extension Periods be for more than three years.
7.
Failure to Construct the Improvements
(a) The City may utilize the Developer's Financial Guarantee to cause the completion of the
construction of the Improvements if at the end of the Term, and any Extension Periods, the
Improvements have not been completed and accepted by the City.
(b) The City may utilize the Developer's Financial Guarantee to cause the completion of the
construction of the Improvements or to cause the payment of costs for construction of the
Improvements before the expiration of the Term, and any Extension Period, if the Developer
breaches this Agreement, becomes insolvent, or fails to pay costs of construction.
(c) If the Financial Guarantee is a Completion Agreement and the Developer's contractors or suppliers
are not paid for construction costs or materials supplied for the Improvements the contractors and
suppliers may place alien upon any property which the City does not have an ownership interest
that is the subject of the Completion Agreement.
(d) Nothing contained herein is intended to limit the Developer's obligations under the CFA
Ordinance, this Agreement, the Financial Guarantee, Developer's agreements with Developer's
contractors, or other related agreements.
8.
Termination
If Developer desires to terminate this Agreement before Developer's contractors begin
constructing the Improvements, Developer agrees to the following:
(a) that Developer and City must execute a termination of this Agreement in writing;
(b) that Developer will vacate any final plats that have been filed with the county where the Project
is located; and
(c) to pay to the City all costs incurred by the City in connection with this Agreement, including
time spent by the City's inspectors at preconstruction meetings.
9.
Award of Construction Contracts
City of Fort Worth, Texas Page 4 of 18
Standard Community Facilities Agreement
Rev. 9/21
(a) Developer will award all contracts for the construction of the Improvements and cause the
Improvements to be constructed in accordance with the CFA Ordinance.
(b) Developer will employ construction contractors who meet the requirements of the City to construct
the Improvements including, but not limited, to being prequalified, insured, licensed and bonded to
construct the Improvements in the City.
(c) Developer will require Developer's contractors to provide the City with payment and performance
bonds naming the City and the Developer as dual obligees, in the amount of one hundred percent
(100%) of the cost of the Improvements as required by the CFA Ordinance. The payment and
performance bonds shall guarantee construction of the Improvements and payment of all
subcontractors and material suppliers. Developer agrees to require Developer's contractors to
provide the City with a maintenance bond naming the City as an obligee, in the amount of one
hundred percent (100%) of the cost of the Improvements, that guarantees correction of defects in
materials and workmanship for the Improvements by the contractor and surety for a period of two
(2) years after completion and final acceptance of the Improvements by the City. All bonds must
be provided to the City before construction begins and must meet the requirements of the City's
Standard Conditions, Chapter 2253 of the Texas Government Code, and the Texas Insurance Code.
(d) Developer will require Developer's contractors to provide the City with insurance equal to or in
excess of the amounts required by the City's standard specifications and contract documents for
developer -awarded infrastructure construction contracts. The City must be named as an additional
insured on all insurance policies. The Developer must provide the City with a Certificate of
Insurance (ACORD or form approved by the State of Texas), supplied by each contractor's
insurance provider, which shall be made a part of the Project Manual.
(e) Developer will require the Developer's contractors to give forty-eight (48) hours' advance notice
of their intent to commence construction of the Improvements to the City's Construction Services
Division so that City inspection personnel will be available. Developer will require Developer's
contractors to allow construction of the Improvements to be subject to inspection at any and all
times by the City's inspectors. Developer will require Developer's contractors to not install or
relocate any sanitary sewer, storm drain, or water pipe unless a City inspector is present and gives
consent to proceed, and to allow such laboratory tests as may be required by the City.
(f) Developer will not allow Developer's contractors to begin construction of the Improvements until
a notice to proceed to construction is issued by the City.
(g) Developer will not allow Developer's contractors to connect buildings to service lines of sewer and
water mains constructed pursuant to this Agreement, if any, until said sewer, water mains and
service lines have been completed to the satisfaction of the City.
10.
Utilities
Developer shall cause the installation or adjustment of utilities required to: (1) serve the Project;
and (2) to construct the Improvements required herein. City shall not be responsible for payment of any
costs that may be incurred by Developer in the relocation of any utilities that are or may be in conflict with
any of the Improvements to be constructed pursuant to this Agreement.
City of Fort Worth, Texas Page 5 of 18
Standard Community Facilities Agreement
Rev. 9/21
11.
Easements and Rights -of --Way
Developer agrees to provide, at its expense, all necessary rights -of -way and easements required for
the construction and dedication to the City of the Improvements provided for by this Agreement.
12.
Liability and Indemnification
(a) DEVELOPER HEREBY RELEASES AND AGREES TO INDEMNIFY, DEFEND AND
HOLD THE CITY HARMLESS FOR ANY INADEQUACIES IN THE PRELIMINARY
PLANS, SPECIFICATIONS, ENGINEERING PLANS, AND COST ESTIMATES
SUPPLIED BY THEDEVELOPER FOR THIS AGREEMENT.
(b) THE DEVELOPER COVENANTS AND AGREES TO, AND BY THESE PRESENTS DOES
HEREBY FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY, ITS
OFFICERS, AGENTS AND EMPLOYEES FROM ALL SUITS, ACTIONS OR CLAIMS OF
ANYCHARACTER, WHETHERREAL ORASSERTED, BROUGHT FOR OR ONACCOUNT
OFANYINJURIES OR DAMAGES SUSTAINED BYANYPERSONS, INCL UDING DEATH,
OR TO ANY PROPERTY, RESULTING FROM OR IN CONNECTION WITH THE
CONSTRUCTION, DESIGN, PERFORMANCE OR COMPLETION OF ANY WORK TO BE
PERFORMED BY SAID DEVELOPER, ITS CONTRACTORS, SUBCONTRACTORS,
OFFICERS, AGENTS OR EMPLOYEES, OR IN CONSEQUENCE OF ANY FAILURE TO
PROPERLYSAFEGUARD THE WORK, OR ONACCOUNT OFANYACT, INTENTIONAL
OR OTHERWISE, NEGLECT OR MISCONDUCT OF SAID DEVELOPER, ITS
CONTRACTORS, SUB -CONTRACTORS, OFFICERS, AGENTS OR EMPLOYEES,
WHETHER OR NOT S UCH INJURIES, DEATH OR DAMAGES ARE CAUSED, IN WHOLE
OR IN PART, BY THE ALLEGED NEGLIGENCE OF THE CITY OF FORT WORTH, ITS
OFFICERS, SERVANTS, OR EMPLOYEES.
(c) DEVELOPER WJLL REQUIRE ITS CONTRACTORS TO INDEMNIFY, DEFEND AND
HOLD HARMLESS THE CITY, ITS OFFICERS, AGENTS AND EMPLOYEES FROM
AND AGAINST ANY AND ALL CLAIMS, SUITS OR CAUSES OF ACTION OF ANY
NATURE WHATSOEVER, WHETHER REAL OR ASSERTED, BROUGHT FOR OR ON
ACCOUNT OF ANY INJURIES OR DAMAGES TO PERSONS OR PROPERTY,
INCLUDING DEATH, RESULTING FROM, OR IN ANY WAY CONNECTED WITH, THE
CONSTRUCTION OF THE IMPROVEMENTS CONTEMPLATED HEREIN, WHETHER
OR NOT SUCH INJURIES, DEATH OR DAMAGES ARE CAUSED, JN WHOLE OR IN
PART, BY THE ALLEGED NEGLIGENCE OF THE CITY OF FORT WORTH, ITS
OFFICERS, SERVANTS, OR EMPLOYEES. FURTHER, DEVELOPER WILL REQUIRE
ITS CONTRACTORS TO INDEMNIFY, DEFEND, AND HOLD HARMLESS THE CITY
FOR ANY LOSSES, DAMAGES, COSTS OR EXPENSES SUFFERED BY THE CITY OR
CAUSED AS A RESULT OF SAID CONTRACTORS' FAILURE TO COMPLETE THE
WORK AND CONSTRUCT THE IMPROVEMENTS JN A GOOD AND WORKMANLIKE
MANNER, FREE FROM DEFECTS, JN CONFORMANCE WITH THE CIA ORDINANCE,
AND IN ACCORDANCE WITH ALL PLANS AND SPECIFICATIONS.
13.
Right to Enforce Contracts
City of Fort Worth, Texas Page 6 of 18
Standard Community Facilities Agreement
Rev. 9/21
Upon completion of all work associated with the construction of the Improvements, Developer will
assign to the City a non-exclusive right to enforce the contracts entered into by Developer with its
contractors, along with an assignment of all warranties given by the contractors, whether express or implied
Further, Developer agrees that all contracts with any contractor shallinclude provisions granting to the City
the right to enforce such contracts as an express intended third party beneficiary of such contracts.
14.
Estimated Fees Paid by Developer; Reconciliation
Prior to execution of this Agreement, Developer has paid to the City the estimated cost of
administrative material testing service fees, construction inspection service fees, and watertesting lab fees
in the amounts set forth in the Cost Summary section of this Agreement. Upon completion of the
construction of the Improvements, the City will reconcile the actual cost of administrative material testing
service fees, construction inspection service fees, and water testing lab fees with the estimated fees paid
by Developer. If the actual costs of the fees are more than the estimated payments made by the Developer,
the Developer must pay the difference to the City before the Improvements will be accepted by the City. If
the actual costs of the fees are less than the estimated payments made by the Developer, the City will refund
the difference to the Developer. If the difference between the actual costs and the estimated payments made
bythe Developer is less than fifty dollars ($50.00), the City will not issue a refund and the Developer will
not be responsible for paying the difference. The financial guarantee will not be released by the City or
returned to the Developer until reconciliation has been completed by the City and any fees owed to the City
have been paid by the Developer.
15.
Material Testing
The City maintains a list of pre -approved material testing laboratories. The Developer must
contract with material testing laboratories on the City's list. Material testing laboratories will provide copies
of all test results directly to the City and the Developer. If the Improvements being constructed fail a test,
the Developer must correct or replace the Improvements until the Improvements pass all retests. The
Developer must pay the material testing laboratories directly for all material testing and retesting. The City
will obtain proof from the material testing laboratories that the material testing laboratories have been
paid in full by the Developer before the City will accept the Improvements.
16.
Notices
All notices required or permitted under this Agreement may be given to a party by hand -
delivery or by mail, addressed to such party at the address stated below. Any notice so given shall be
deemed to have been received when deposited in the United States mail so addressed with postage
prepaid:
CITY:
Development Contract Management Office
City of Fort Worth
100 Fort Worth Trail
Fort Worth, Texas 76102
With copies to:
DEVELOPER:
Hawkins Family Joint Venture
7201 Hawkins View Dr., Suite 101
Fort Worth, Texas 76132
City of Fort Worth, Texas Page 7 of 18
Standard Community Facilities Agreement
Rev. 9/21
City Attorney's Office
City of Fort Worth
100 Fort Worth Trail
Fort Worth, Texas 76102
and
City Manager's Office
City of Fort Worth
100 Fort Worth Trail
Fort Worth, Texas 76102
Or to such other address one party may hereafter designate by notice in writing addressed and
mailed or delivered to the other party hereto.
17.
Right to Audit
Developer agrees that, until the expiration of three (3) years after acceptance by the City of the
Improvements constructed pursuant to this Agreement, that the City shall have access to and the right to
examine any directly pertinent books, documents, papers and records of the Developer involving
transactions relating to this Agreement. Developer agrees that the City shall have access during normal
working hours to all necessary Developer facilities and shall be provided adequate and appropriate
workspace in order to conduct audits in compliance with the provisions of this section. The City shall give
Developer reasonable advance notice of intended audits.
Developer further agrees to include in all contracts with Developer's contractors for the
Improvements a provision to the effect that the contractor agrees that the City shall, until the expiration of
three (3) years after final payment under the contract, have access to and the right to examine any directly
pertinent books, documents, papers and records of such contractor, involving transactions to the contract,
and further, that City shall have access during normal working hours to all of the contractor's facilities, and
shall be provided adequate and appropriate work space in order to conduct audits in compliance with the
provisions of this section. City shall give Developer's contractors reasonable advance notice of intended
audits.
18.
Independent Contractor
It is expressly understood and agreed that Developer and its employees, representative, agents,
servants, officers, contractors, subcontractors, and volunteers shall operate as independent contractors as to
all rights and privileges and work performed under this Agreement, and not as agents, representatives or
employees of the City. Subject to and in accordance with the conditions and provisions of this Agreement,
Developer shall have the exclusive right to control the details of its operations and activities and be solely
responsible for the acts and omissions of its employees, representatives, agents, servants, officers,
contractors, subcontractors, and volunteers. Developer acknowledges that the doctrine of respondeat
superior shall not apply as between the City and its officers, representatives, agents, servants and
employees, and Developer and its employees, representatives, agents, servants, officers, contractors,
subcontractors, and volunteers. Developer further agrees that nothing herein shall be construed as the
City of Fort Worth, Texas Page 8 of 18
Standard Community Facilities Agreement
Rev. 9/21
creation of a partnership or joint enterprise between City and Developer. It is further understood that the
City shall in no way be considered a co -employer or a joint employer of Developer or any employees,
representatives, agents, servants, officers, contractors, subcontractors, and volunteers of Developer.
Neither Developer, nor any officers, agents, servants, employees or subcontractors of Developer shall be
entitled to any employment benefits from the City. Developer shall be responsible and liable for any and
all payment and reporting of taxes on behalf of itself, and any of employees, representatives, agents,
servants, officers, contractors, subcontractors, and volunteers.
The City, through its authorized representatives and employees, shall have the sole and exclusive
right to exercise jurisdiction and control over City employees.
19.
Applicable Law, Venue
This Agreement shall be construed under and in accordance with Texas law. Venue shall be in
the state courts located in Tarrant County, Texas or the United States District Court for the Northern
District of Texas, Fort Worth Division.
20.
Non -Waiver
The failure of the City to insist upon the performance of any term or provision of this Agreement
or to exercise any right herein conferred shall not be construed as a waiver or relinquishment to any extent
of City's right to assert or rely on any such term or right on any future occasion.
21.
Governmental Powers and Immunities.
It is understood that by execution of this Agreement, the City does not waive or surrender
any of its governmental powers or immunities.
22.
Headings
The paragraph headings contained herein are for the convenience in reference and are not intended
to define or limit the scope of any provision of this Agreement.
23.
Severability
In the event that any clause or provision of this Agreement shall be held to be invalid by any
court of competent jurisdiction, the invalidity of such clause or provision shall not affect any of the
remaining provisions hereof.
24.
Review of Counsel
City and Developer, and if they so choose, their attorneys, have had the opportunity to review
and comment on this document; therefore any rule of contract construction or interpretation that would
City of Fort Worth, Texas Page 9 of 18
Standard Community Facilities Agreement
Rev. 9/21
normally call for the document to be interpreted as against the drafting party shall not apply in
interpretation of this Agreement, and each section, portion, and provision of this Agreement shall be
construed solely on the basis of the language contained therein, regardless of who authored such
language.
25.
Prohibition on Boycotting Israel
Developer acknowledges that in accordance with Chapter 2271 of the Texas Government Code,
the City is prohibited from entering into a contract with a company with 10 or more full-time employees
that has a value of $100,000 or more that is to be paid wholly or partly from public funds of the City for
goods or services unless the contract contains a written verification from the company that it: (1) does not
boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israef'
and "company" have the meanings as cribed to those terms by Chapter 2271 of the Texas Government Code.
To the extent that Chapter 2271 of the Government Code is applicable to this Agreement, by signing this
Agreement, Developer certifies that Developer's signature provides written verification to the City that
Developer: (1) does not boycott Israel; and (2) will not boycott Israel during the term of this Agreement.
26.
Prohibition on Boycotting Energy Companies
Developer acknowledges that in accordance with Chapter 2274 of the Texas Government Code, as
added by Acts 2021, 87th Leg., R. S., S.B. 13, § 2, the City is prohibited from entering into a contract for
goods or services that has a value of $100,000 or more that is to be paid wholly or partly from public funds
of the City with a company with 10 or more full-time employees unless the contract contains a written
verification from the company that it: (1) does not boycott energy companies; and (2) will not boycott
energy companies during the term of the contract. The terms "boycott energy company' and "company'
have the meanings ascribed to those terms by Chapter 2274 of the Texas Government Code, as added by
Acts 2021, 87th Leg., R.S., S.B. 13, § 2. To the extent that Chapter 2274 of the Government Code is
applicable to this Agreement, by signing this Agreement, Developer certifies that Developer's signature
provides written verification to the City that Developer: (1) does not boycott energy companies; and (2)
will not boycott energy companies during the term of this Agreement.
27.
Prohibition on Discrimination Against Firearm and Ammunition Industries
Developer acknowledges that except as otherwise provided by Chapter 2274 of the Texas
Government Code, as added by Acts 2021, 87th Leg., R. S., S.B. 19, § 1, the City is prohibited from entering
into a contract for goods or services that has a value of $100,000 or more that is to be paid wholly or partly
from public funds of the City with a company with 10 or more full-time employees unless the contract
contains a written verification from the company that it: (1) does not have a practice, policy, guidance, or
directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate
during the term of the contract against a firearm entity or firearm trade association. The terms
"discriminate," "firearm entity" and "firearm trade association" have the meaning ascribed to those terms
by Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R. S., S.B. 19, § 1. To
the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this
Agreement, Developer certifies that Developer's signature provides written verification to the City that
Developer: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm
entity or firearm trade association; and (2) will not discriminate against a firearm entity or firearm trade
association during the term of this Agreement.
City of Fort Worth, Texas Page 10 of 18
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28.
Immigration and Nationality Act
Developer shall verify the identity and employment eligibility of its employees who perform work
under this Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon
request by City, Developer shall provide City with copies of all 1-9 forms and supporting eligibility
documentation for each employee who performs work under this Agreement. Developer shall adhere to all
Federal and State laws as well as establish appropriate procedures and controls so that no services will be
performed by any Developer employee who is not legally eligible to perform such services. DEVELOPER
SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES,
LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY DEVELOPED
DEVELOPER'SEMPLOYEES, SUBCONTRACTORS, AGENTS, ORLICENSEES. City, upon written
notice to Developer, shall have the right to immediately terminate this Agreement for violations of this
provision by Developer.
29.
Amendment
No amendment, modification, or alteration of the terms of this Agreement shall be binding unless
the same is in writing, dated subsequent to the date hereof, and duly executed by the City and Developer.
30.
Assignment and Successors
Developer shall not assign or subcontract all or any part of its rights, privileges, or duties under this
Agreement without the prior written consent of City. Any attempted assignment or subcontract without the
City's prior written approval shall be void and constitute a breach of this Agreement.
31.
No Third -Party Beneficiaries
The provisions and conditions of this Agreement are solely for the benefit of the City and
Developer, and any lawful assign or successor of Developer, and are not intended to create any rights,
contractual or otherwise, to any other person or entity.
32.
Compliance with Laws, Ordinances, Rules and Regulations
Developer, its officers, agents, servants, employees, and contractors, shall abide by and comply
with all laws, federal, state and local, including all ordinances, rules and regulations of City. It is agreed
and understood that, if City calls to the attention of Developer any such violation on the part of Developer
or any of its officers, agents, servants, employees, or subcontractors, then Developer shall immediately
desist from and correct such violation.
33.
Signature Authority
City of Fort Worth, Texas Page 11 of 18
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Rev. 9/21
The person signing this Agreement on behalf of Developer warrants that he or she has the legal
authority to execute this Agreement on behalf of the Developer, and that such binding authority has been
granted by proper order, resolution, ordinance or other authorization of the entity. The City is fully entitled
to rely on this warranty and representation in entering into this Agreement.
34.
Counterparts
This Agreement may be executed in multiple counterparts, each of which will be deemed an
original, but which together will constitute one instrument.
35.
Entire Agreement
This written instrument, together with any attachments, exhibits, and appendices, constitutes the
entire understanding between the City and Developer concerning the work to be performed hereunder, and
any prior or contemporaneous, oral or written agreement that purports to vary from the terms hereof shall
be void.
[REMAINDER OF PAGE INTENTIONALLY BLANK]
City of Fort Worth, Texas Page 12 of 18
Standard Community Facilities Agreement
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Project Name: Summer Crest Phase 3C
CFA No.: 24-0110
Ite ms
A. Water and Sewer Construction
1. Water Construction
2. Sewer Construction
Water and Sewer Construction Total
36.
Cost Summary Sheet
City Project No.: 105100
B. TPW Construction
1. Street
2. Storm Drain
3. Street Lights Installed by Developer
4. Signals
TPW Construction Cost Total
Total Construction Cost (excluding the fees):
Estimated Construction Fees:
C. Construction Inspection Service Fee
D. Administrative Material Testing Service Fee
E. Water Testing Lab Fee
Total Estimated Construction Fees:
Financial Guarantee Options, choose one
(Bond = 100%
(Completion Aqreement = 100%/ Holds Plat
(Cash Escrow Water/Sanitary Sewer= 125%
(Cash Escrow Pavinq/Storm Drain = 125%
(Letter of Credit = 125%
Escrow Pledqe Aqreement = 125%
Developer's Cost
$ 34,886.00
$ 31,926.00
$ 66,812.00
$ 31,750.00
�$ 15,225.00
$ 46,975.00
$ 113,787.00
$22,500.00
$735.00
$150.00
$ 23,385.00
IPRC No.: 23-0084
Choice
Amount (Mark one
$ 113,787.00I
$ 113,787.00 X
$ 83,515.00
$ 58,718.75
$ 142,233.75
City of Fort Worth, Texas Page 13 of 18
Standard Community Facilities Agreement
Rev. 9/21
IN WITNESS WHEREOF, the City and Developer have each executed this Agreement by their
duly authorized signatories to be effective on the date executed by the City's Assistant City Manager.
CITY OF FORT WORTH DEVELOPER
Hawkins Family Joint Venture
Dam hando# Ste✓B Yawgins,
Dana Burghdoff (Sep 202415'5f3 CDT) Steve Hawkins (Sep 12, 202411:52 CDT)
Dana Burghdoff Steve Hawkins
Assistant City Manager President
Date: Sep 19, 2024 Date: Sep 12, 2024
Recommended by:
-0w4�w
Dwayne Hollars
Contract Compliance Specialist
Development Services
Approved as to Form & Legality:
Contract Compliance Manager:
Richard McCracken (Sep 19, 202412:37 CDT)
Richard A. McCracken By signing, I acknowledge that I am the person
Sr. Assistant City Attorney responsible for the monitoring and
administration of this contract, including
M&C No. N/A ensuring all performance and reporting
Date: Sep 19, 2024 requirements.
Form 1295: N/A
4,d44U�nnn
oo� FORr 4a
b DOS
duo � oo 0; dd Rebecca Owen (Sep 18, 2024 09:33 CDT)
ATTEST: 01. ��'-ro
$0o oxo Rebecca Diane Owen
°p *o Development Manager
o
nE�p54aa
Jannette S. Goodall
City Secretary
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
City of Fort Worth, Texas Page 14 of 18
Standard Community Facilities Agreement
Rev. 9/21
The following attachments are incorporated into this Agreement. To the extent a
conflict exists between the main body of this Agreement and the following attachments, the
language in the main body of this Agreement shall be controlling.
Included Attachment
❑X Attachment 1 - Changes to Standard Community Facilities Agreement
❑X Attachment 2 — Phased CFA Provisions
❑ Attachment 3 — Concurrent CFA Provisions
® Location Map
® Exhibit A: Water Improvements
® Exhibit A 1: Sewer Improvements
® Exhibit B: Paving Improvements
❑ Exhibit 13-1: Storm Drain Improvements
® Exhibit C: Street Lights and Signs Improvements
® Cost Estimates
(Remainder of Page Intentionally Left Blank)
City of Fort Worth, Texas Page 15 of 18
Standard Community Facilities Agreement
Rev. 9/21
ATTACIMENT "I"
Changes to Standard Community Facilities Agreement
City Project No. 105100
None
City of Fort Worth, Texas Page 16 of 18
Standard Community Facilities Agreement
Rev. 9/21
ATTACHMENT "2"
Phased CFA Provision
City Project No. 105100
The improvements being constructed by Developer pursuant to this Agreement will connect to
improvements Developer is constructing under a separate Community Facilities Agreement that have not
been completed and accepted by the City. Therefore, this Agreement shallbe considered a "Phased CFA"
and the provisions contained in this section shall apply to this Agreement.
The improvements being constructed by Developer under the separate Community Facilities
Agreement shall be defined as the "Parent Project." The improvements being constructed by Developer
under this Agreement shall be defined as the "Child Project."
Developer acknowledges and agrees that due to Developer's election to construct a Phased CFA,
the potential exists for technical, delivery, acceptance or performance problems (hereinafter "Construction
Problems"). Construction Problems may include, but are not limited to: failure of the improvements to
comply with the approved plans or City Specifications; failure of the improvements in the Parent Project
and the Child Project to properly connect to each other; changes to the design or construction of the
improvements in the Parent Project that impact the design and construction of the improvements in the
Child Project; construction delays, delay claims, or claims for liquidated damages; increased costs for the
Developer; failure of the improvements to pass inspection or material testing; or rejection by the City of
some or all of the improvements and Developer having to remove and reconstructthe improvements at
Developer's expense. In addition, Developer understands and agrees that disputes may arise between
Developer's contractors or their subcontractors relating to responsibility for the Construction Problems.
Developer shall be solely responsible for resolving disputes between contractors or disputes between
contractors and subcontractors.
Developer further acknowledges and agrees that Developer has notified all of Developer's
contractors for the Project that Developer has elected to construct a Phased CFA, the provisions of this
section, the risks associated with a Phased CFA, and that the City shall not bear any responsibility for
Developer's decision to proceed with a Phased CFA.
Developer shall not make the final connection of the improvements in the Child Project to the
improvements in the Parent Project until the improvements in the Parent Project have been constructed and
accepted by the City and the City has consented to Developer making the connection.
Developer agrees that if this Agreement is for improvements relating to the construction, renovation
or modification of one or more single family residential homes or structures, the City will not record the
plat related to the Project until the improvements are constructed and accepted by the City. Developer
agrees that if this Agreement is for improvements relating to the construction, renovation or modification
of one or more commercial buildings or structures, the Developer shall not receive a Certificate of
Occupancy fromthe City for the building(s) related to the Project until the improvements in this Agreement
are constructed and accepted by the City. Developer further understands and agrees that completion of the
improvements under this Agreement does not entitle Developer to obtain a final plat of the property until
City of Fort Worth, Texas Page 17 of 18
Standard Community Facilities Agreement
Rev. 9/21
all other requirements of Federal law, State law, or the City Code relating to the filing and recording of a
final plat have been met by Developer.
BY CHOOSING TO CONSTRUCT A PHASED CFA, DEVELOPER ASSUMES ALL RBKS
AND DEVELOPER SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL DAMAGES,
INCLUDING BUT NOT LIMITED TOANYAND ALL ECONOMIC DAMAGES PROPERTYLOSS,
PROPERTY DAMAGES AND PERSONAL INJURY, (INCL UDING DEATH), OF ANY KIND OR
CHARACTER, WHETHER REAL OR ASSERTED. DEVELOPER HEREBY EXPRESSLY
RELEASES AND DISCHARGES CITY FROM ANY AND ALL LIABILITY FOR DAMAGES,
INCLUDING, BUT NOT LIMITED TO ANYAND ALL ECONOMICDAMAGES, PROPERTYLOSS,
PROPER TYDANIAGE AND PERSONAL INJURY (INCLUDING DEATH) ARNLVG OUT OF OR
IN CONNECTION WITH, DIRECTLY OR INDIRECTLY, THE CONSTRUCTION OF THE
IMPROVEMENTS OR DEVELOPER'S DECISION TO CONSTRUCT A PHASED CFA.
DEVELOPER, AT ITS SOLE COST AND EXPENSE, AGREES TO AND DOES HEREBY
INDEMNIFY, DEFEND PROTECT, AND HOLD HARMLESS CITY, AND CITY'S OFFICERS,
REPRESENTATIVES, AGENTS, EMPLOYEES, AND SERVANTS FOR, FROM AND AGAINST
ANY AND ALL CLAIMS (WHETHER AT LAW OR IN EQUITY), LIABILITIES, DAMAGES
(INCLUDING ANYAND ALL ECONOMICDAMAGES, PROPERTYLOSS, PROPERTYDAMAGES
AND PERSONAL INJURIES INCLUDING DEATH), LOSSES, LIENS, CAUSES OF ACTION,
SUITS, JUDGMENTS AND EXPENSES (INCL UDING, BUT NOT LIMITED TO, COURT COSTS,
ATTORNEYS' FEES AND COSTS OF INVESTIGATION), OF ANY NATURE, KIND OR
DESCRIPTION ARM% OR ALLEGED TO ARNE BY OR IN ANY WAY RELATED TO
CONSTRUCTION OF THE IMPROVEMENTS OR DEVELOPER'S CHOICE TO CONSTRUCT A
PHASED CFA, OR (2) BY REASON OF ANY OTHER CLAIM WHATSOEVER OF ANY PERSON
OR PARTY OCCASIONED OR ALLEGED TO BE OCCASIONED IN WHOLE OR IN PART BY THE
CONSTRUCTIONS OF THEIMPROVEMENTS OR DEVELOPER'S CHOICE TO CONSTRUCTA
PHASED CFA WHETHER OR NOT SUCH INJURIES, DEATH OR DAMAGES ARE CAUSED, IN
WHOLE OR IN PART, BY THEALLEGED NEGLIGENCE OF THE CITY OF FORT WORTH, ITS
OFFICERS, SERVANTS, OR EMPLOYEES.
DEVELOPER:
Ste✓B Hawgins,
Steve Hawkins (Sep 12, 2024 11:52 CDT)
Name: Steve Hawkins
Title: President
City of Fort Worth, Texas Page 18 of 18
Standard Community Facilities Agreement
Rev. 9/21
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PROJECT
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IPRC23-0084
CPN 105100
2000� LOCATION MAP OWNER: F IIIII PELOTON
HAWKINFAMILY �lil LAND SOLUTIONS
0VIAPSCO PAGE TAR-117B JOINT VENTURE 9800 HILLWOOD PAR WAY
SUMMER CREST, PH3 7201 HAWKINS VIEW DRIVE., STE 101 SUITE 250
DATE: JANUARY 2024 FORT WORTH, TX 76132 FORT WORTH, TX 76177
PHONE #: 817.737.4446 PHONE: 817-562-3350
3 4 5 6
SUMMER CREST, P
IPRC NO. 21-0073
CPN: 103473
7
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ASE
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PROJECT: SUMMER CREST, PHASE 2
IPRC NO.22-0036
CPN: 103974
l I + PROPOSED WATER LINE
D4 EX W EXISTING WATER LINE
C PROPOSED PLUG
EXHIBIT A - WATER
24123
NOTE: ALL PROPOSED WATER LINES
ARE 8" UNLESS OTHERWISE NOTED
WATER OWNER:
°1 150' IMPROVEMENTS HAWKINS FAMILY
JOINT VENTURE
SUMMER CREST, PH3 7201 HAWKINS VIEW DRIVE., STE 101
DATE: JANUARY 2024 FORT WORTH, TX 76132
PHONE #: 817.737.4446
IPRC23-0084
CPN 105100
llhi PELOTON
II LANs SOLUTION{
., 777
9800 HILLWOOD PARKWAY
SUITE 250
FORT WORTH, TX 76177
PHONE: 817-562-3350
3 4 5 6
SUMMER CREST, P
IPRC NO. 21-0073
CPN: 103473
151161171181 19 120 21 I 16
SUMMER CREST, PHASE 2 W
17
IPRC NO. 22-0036 w
CPN: 103974 j Z 18
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28 27 26 25 24 O Q
23 22 19
20
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ARALIA STREET
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CONNECT TO EXISTING 8" PLUG
PROJECT: SUMMER CREST, PHASE 2
IPRC NO. 22-0036
CPN: 103974
7
8 9
10
11
12
13
14
HASE 1
35 34
33
32
31 30 29
SWELT
CLOVER LANE
- -
-
LEGEND NOTES:
1. ALL PROPOSED SANITARY SEWER
ss PROPOSED SANITARY SEWER LINES ARE 8" UNLESS OTHERWISE
NOTED.
EXISTING SANITARY SEWER LINE 2. ALL SANITARY SEWER MANHOLES
ARE 4' DIA. UNLESS OTHERWISE
NOTED.
EXHIBIT Al -SEWER
SEWER
of 150' IMPROVEMENTS
SUMMER CREST, PH3
DATE: JANUARY 2024
IPRC23-0084
CPN 105100
OWNER:
lilll PELOTON
HAWKINS FAMILY
1UI MANY SOLUTIONS
JOINT VENTURE
9.00HILLW07'"D"PA7RKWAY
7201 HAWKINS VIEW DRIVE., STE 101
SUITE 250
FORT WORTH, TX 76132
FORT WORTH, TX 76177
PHONE #: 817.737.4446
PHONE: 817-562-3350
3 1 4
SUMMER
PRC NO.
CPN: 103
7 18 19 20 21
I
EST, PHASE 2
0036
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CONNECT TO EXISTING PAVEMENT m >
PROJECT: SUMMER CREST, PHASE 2 of
IPRC NO. 22-0036
CPN: 103974
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8 9
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SUMMER CR
IPRC NO. 22-
CPN:
103
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CREST, PHASE
21-0073
35 34
33
32
31 30 29
28
27
2
473
SWE
T CLOVnLAN
LEGEND
PROPOSED PAVEMENT
SIDEWALK BY DEVELOPER
- - - - - - SIDEWALK BY HOMEBUILDER
TYPE P-1 PERPENDICULAR CURB
RAMP PER STD. DETAIL D540
EXHIBIT B - PAVING
PAVING
of 150' IMPROVEMENTS
SUMMER CREST, PH3
DATE: JANUARY 2024
IPRC23-0084
CPN 105100
OWNER:
llhi PELOTON
HAWKINS FAMILY
iUI LAND SOLUTIONS
JOINT VENTURE
9.00HILLWOODPAR WAY
7201 HAWKINS VIEW DRIVE., STE 101
SUITE 250
FORT WORTH, TX 76132
FORT WORTH, TX 76177
PHONE #: 817.737.4446
PHONE: 817-562-3350
3 4 5
SUMMER CRIES
PRC NO. 21-00
CPN: 103473
14 15 116 � ' 118 I 1 20 21
SUMMER CREST, PHASE 2 w
w � I 17
IPRC NO. 22-0036 w
CPN: 103974 j Z 18
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PROPOSED STREET LIGHT
EXISTING STREET LIGHT
a
PROPOSED STREET SIGN
EXISTING STREET SIGN
IPRC23-0084
EXHIBIT C - STREET NAME SIGNS & STREET LIGHTS
CPN 105100
STREET NAME SIGNS &
OW ER:
liill PELOTON
of 150' STREET LIGHTS
HAWKINS FAMILY
I I LAND SOLUTIONS
IMPROVEMENTS
JOINT VENTURE
9800HILLW PAR WAY
SUMMER CREST, PH3
7201 HAWKINS VIEW DRIVE., STE 101
SUITE 250
DATE: JANUARY 2024
FORT W TH, TX 76132
PHONE #: 817.737.4446
FORT W TH, TX 76177
PHONE: 817-562-3350
00 42 43_SpecBook Proposal Form
DAP - BID PROPOSAL
Page 1 of 2
SECTION 00 42 43
Developer Awarded Projects - PROPOSAL FORM
UNIT PRICE BID Bidder's Application
Project Item Information Conatser Proposal
BidlisUtem
Description
Specification
Unit of
Bid
Unit Price
Bid Value
No
I
Section No.
Measure
Quantity
UNIT
I: WATER IMPROVEMENTS
I
1
3311.0241 8" Water Pipe
3311 12
LF
234
$52.00
$12,168.001
2
3312.3003 8" Gate Valve
33 12 20
EA
1
$1,650.00
$1,650.001
3
3312.0001 Fire Hydrant
33 12 40
EA
1
$5,000.010
$5,000.00
4
9999.0001 2" Flush Valve
00 00 00
EA
1
$4,500.00
$4,500.00
5
3312.2003 1" Water Service
33 12 10
EA
6
$1,200.00
$7,200.00
6
3311.0001 Ductile Iron Water Fittings w/ Restraint
3311 11
1 TON
0.2
$9,500.00
$1,900.00[
7
0241.11184"-12"Pressure Plug
024114
1 EA
1
$1,000.00
$1,000.001
8
3312.0117 Connection to Existing 4"-12" Water Main
33 12 25
I EA
1
$1,000.00
$1,000.001
9
3305.0109 Trench Safety
33 05 10
j LF
234
$2.00
$468.00
TOTAL UNIT I: WATER IDAPROI
EMENTS
$34,886.00
UNIT II: SANITARY SEWER IMPROVEMENTS
1
10
3331.4115 8" Sewer Pipe
3331 20
I LF
222
$72.00 j
$15,984.001
11
3339.1001 4' Manhole
33 39 20
I EA
1
$5,200.001
$5,200.00
12
9999.0004 Connect to Existing Sanitary Sewer
00 00 00
EA
1
$2,500.001
$2,500.00
13
3331.3101 4" Sewer Service
3331 50
EA
6
$850.00
$5,100.00
15
3305.0109 Trench Safety
33 05 10
LF
222
$3.00
$666.00
16
3301.0002 Post -CCTV Inspection
3301 31
I LF
444
$4.00
$1,776.00
17
3301.0101 Manhole Vacuum Testing
33 01 30
j EA
1
$200.00
$200.00
18
3305.011 Utility Markers
33 05 26
LS
1
$500.00
$500.00
TOTAL UNIT II: SA 41TARY SEWER IMPROVEMENTS
$31,926.00
UNIT III:
PAVING IMPROVEMENTS
31
3213.0101 6" Conc Pvmt
32 13 13
SY
355
$72.00
$25,560.00
34
3211.0501 6" Lime Treatment
32 11 29
SY
379
$10.00
$3,790.00
35
3211.04 Hydrated Lime
32 11 29
TN
6
$255.00
$1,530.00
36
9999.0016 Connect to Existing Street Header
00 00 00
LF
29
$30.00
$870.00
TOTAL UNIT III: PAVING IMPROVEMENTS
$31,750.00
UNIT V: STREET LIGHTING IMPROVEMENTS
37 2605.3015 2" CONDT PVC SCH 80 (T)
26 05 33
LF
95
$15.00
$1,425.00
38 3441.305 Furnishlinstall LED Lighting Fixture (70 watt ATBO Cobra Head)
34 41 20
EA
2
$1,200.00
$2,400.00
39 3441.3301 Rdwy Ilium Foundation TY 1,2, and 4
34 41 20
EA
2
$1,200.00
$2,400.00
40 3441.3351 Furnish/Install Rdway Ilium TY 11 Pole
34 41 20
EA
2
$3,200.00
$6,400.00
41 3441.1646 Furnish/install Type 33B Arm
3441 10
EA
2
$400.00
$800.00
42 3441.141 NO 10 Insulated Elec Condr
3441 10
LF
190
$5.00
$950.00
TOTAL UNIT VI: STREET LIGHTING IMPROVEMENTS
$14,375.00
UNIT IV: STREET SIGNS IMPROVEMENTS
I 43 13441.4006 Install Alum Sign Ground Mount 134 41 30 EA I 1 $850.001 $850.00
1 TOTAL UNIT VI: STREET SIGNS IMPROVEMENTS $850.00
CITY OF FORT WORTH
STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS - DEVELOPER AWARDED PROJECTS
Form Version April 2, 2014 20231212 HCH2O00I-PHASE 3C-Bid Tab
00 42 43_SpecBook Proposal Form
DAP - BID PROPOSAL
Page 2 of 2
UNIT PRICE BID
SECTION 00 42 43
Developer Awarded Projects - PROPOSAL FORM
Bid Summary
UNIT I: WATER IMPROVEMENTS
UNIT II: SANITARY SEWER IMPROVEMENTS
UNIT III: PAVING IMPROVEMENTS
UNIT V: STREET LIGHTING IMPROVEMENTS
UNIT IV: STREET SIGNS IMPROVEMENTS
This Bid is submitted by the entity named below:
Bidder's Application
Total Construction Bid
$34,886.00
$31,926.00
$31,750.00
$14,375.00
$850.00
$113,787.00
BIDDER: BY: 3izC4,— tiu qgl n s
Conatser Construction TX, L.P
5327 Wichita Street dc -��
Fort Worth, TX 76119 TITLE:
817-534-1743 DATE:
Contractor agrees to complete WORK for FINAL ACCEPTANCE within 60 calendar days after the date when the
CONTRACT commences to run as provided in the General Conditions.
END OF SECTION
CITY OF FORT WORTH
STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS - DEVELOPER AWARDED PROJECTS
Fom Version April 2, 2014 20231212 HCH2O001-PHASE 3C-Bid Tab
COMPLETION AGREEMENT —LENDER FUNDED
This COMPLETION AGREEMENT ("Agreement) is made and entered into by and among the
City of Fort Worth ("City"), and Hawkins Family Joint Venture, a Texas Joint Venture ("Developer"),
and Frost ("Lender"), effective as of the date subscribed by the City's City Manager or Assistant City
Manager. The City, the Developer and the Lender are hereinafter collectively called the "Parties".
WITNESSETH:
WHEREAS, the Developer owns that certain tract of real property that contains approximately
3.100 acres that is located in the City, the legal description of which tract of real property is marked Exhibit
"A" — Legal Description, attached hereto and incorporated herein for all purposes ("Property"); and
WIEREAS, the Developer intends to develop the Property as an addition to the City through plat
FP-24-140; and
WHEREAS, the Developer and the City have entered into a Community Facilities Agreement
relating to the development of Summer Crest Phase 3C ("CFA'); and
WHEREAS, the City has required certain assurances of the availability of funds to complete the
water and sewer utilities, streets/paving, storm drain, street lights and street signs for the development of
the Property ("Improvements"), and
WHEREAS, in order to provide such assurances as have been required by the City, the Lender has
agreed to advance certain funds to the City for Hard Costs (which term is hereinafter defined) subject to,
and in accordance with, the terms, provisions and conditions of this Agreement; and
WHEREAS, the Developer has granted to the Lender as additional security for the Loan (which
term is hereinafter defined) a security interest in all plans and specifications for the development of the
Property (collectively, the "Plans"); and
WIEREAS, the Parties desire to set forth the terms and conditions of such accommodations as
are described above.
City offort Worth, Texas
Standard Completion Agreement — Lender -Funded Revised 06.14.2024 DH
CFA Official Release Date: 07.01.2015
Page 1 of12
NOW THEREFORE, for and in consideration of the benefits to be derived from the mutual
observance by the Parties of the terms and conditions hereof, and for and in consideration of Ten Dollars
($10.00) and other good and valuable consideration, the receipt, adequacy and sufficiency of which are
hereby acknowledged, the Parties agree as follows:
Recitals. The foregoing recitals are true, correct and complete and constitute the basis for
this Agreement and they are incorporated into this Agreement for all purposes.
2. The Completion Amount. The City and the Developer agree that the Hard Costs required
to complete the Improvements in the aggregate should not exceed the sum of One Hundred Thirteen
Thousand Seven Hundred Eighty Seven Dollars ($113,787.00), hereinafter called the "Completion
Amount". Notwithstanding the foregoing, it is acknowledged that the actual costs of completion of the
Improvements may vary as a result of change orders agreed to by the Parties, but such variances for the
purposes of this Agreement shall not affect the Completion Amount as used herein.
3. Adjustments to the Completion Amount. The Lender may from time to time make
advances to the Developer for the development of the Property under the development loan that has been
made by the Lender to the Developer for the purpose of financing the costs of constructing the
Improvements for the Property (the "Loan") subject to, and in accordance with, the terms, conditions and
provisions of the Loan Documents (which term is hereinafter defined) evidencing and securing the Loan.
Some of those advances shall be for Hard Costs as specified in the "Approved Budget" relating to the Loan,
a copy of which Approved Budget is marked Exhibit "B", attached hereto and incorporated herein for all
purposes, with the Hard Costs line items highlighted. The term "Hard Costs" shall mean the actual costs
of construction and installation of the Improvements. To the extent that advances under the Loan are for
the payment of Hard Costs, the Completion Amount shall be deemed reduced, dollar for dollar. The Lender
may withhold statutory retainage from any advances under the Loan or pursuant to this Agreement. All
such retainage withheld, to the extent it is attributable to Hard Costs, shall also reduce the Completion
Amount dollar for dollar. All retainage withheld by the Lender for Hard Costs that are advanced to the City
pursuant to this Agreement shall be released to the City as provided in the Texas Property Code upon
expiration of the statutory retainage period.
4. Completion by the Developer. The Developer agrees to complete the Improvements on or
before the date for completion that is established in the Loan Documents plus thirty (30) days (the
"Completion Date"), in accordance with the CFA, the Plans approved by the Lender and the City and all
documents evidencing or securing the Loan (collectively, the "Loan Documents"). For the purposes of the
City offort Worth, Texas
Standard Completion Agreement — Lender -Funded Revised 06.14.2024 DH
CFA Official Release Date: 07.01.2015
Page 2 of12
Agreement, the development of the Property shall be deemed complete upon acceptance by the City of the
Improvements. The City shall promptly notify the Lender and the Developer upon such acceptance.
5. Completion by the City. In the event that either: (A) the development of the Property is
not completed by the Completion Date for any reason whatsoever, or (B) the Developer is in default under
the Loan, then the Lender, at its sole option, may request the City to complete development. The City may,
at its sole option and at the cost and expense of the Developer, within 10 days from receipt of Lender's
request, notify Lender that it will undertake to complete the Improvements and the City shall then
commence, pursue, and complete the Improvements in a reasonably timely, diligent and workmanlike
manner in accordance with the Plans, subject to the terms of this Agreement. The Lender and the Developer
agree that the City may use the Plans as necessary to complete the Improvements.
If the City does not timely elect to complete the construction of the Improvements or if the Lender
does not request the City to complete construction of the Improvements, then the Lender may at its election
terminate this Agreement, or at its option, proceed to complete the Improvements, or foreclose on any of
its collateral, or take any and all such action as may be provided under the Loan Documents.
6. Advance of Completion Costs to the City and Delivery of Hard Costs Collateral to the City.
In the event the Lender has requested the City and the City has elected to complete the Improvements,
Lender shall transfer to the City all remaining undisbursed Hard Costs specified in the Approved Budget
within 10 days of the date that the City elected to complete and provided Lender with written notice of such
election.
The Developer hereby authorizes and instructs the Lender to make the transfer of any remaining
undisbursed Hard Costs specified in the Approved Budget to the City within 10 days of notification that
the City elects to complete the Improvements.
In the event the cost to complete the Improvements exceeds the moneys transferred to the City,
City shall notify Lender and Developer in writing of the need of additional funds. The additional funds
required to complete the Improvements shall be delivered to the City within 10 business days following
notification to Lender and Developer. Failure to deliver the additional funds shall relieve the City of the
obligation to complete the Improvements, in which event City shall use the Hard Costs funds in its
possession to pay the contractor(s) all funds due it/them. Any remaining undisbursed Hard Costs shall be
returned to Lender within a reasonable time.
7. Completion by the Lender. The Lender may, at its discretion, but shall not be obligated to,
undertake to complete the Improvements if there is any default under any Loan Documents in lieu of
City offort Worth, Texas
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CFA Official Release Date: 07.01.2015
Page 3 of12
requesting the City to complete the Improvements. If the Lender elects to complete the Improvements, any
Hard Costs it expends shall, dollar for dollar, reduce the Completion Amount.
Easements. In the event the City or the Lender undertakes the completion of the
Improvements, the Developer (and to the extent necessary the Lender) grants to the City and the Lender
open access to the Property and shall execute and deliver such temporary easements over and across the
entirety of the Property for the purpose of access and use for the completion of the construction of the
Improvements in accordance with this Agreement. To the extent requested by the City and the Lender,
written temporary construction easements in form acceptable to the City and the Lender shall be executed
by the Developer and filed of record. Nothing in this paragraph shall reduce any rights of the Lender or
obligations of the Developer under the Loan Documents.
9. Lender's Rights. Nothing in this Agreement shall affect any portion of the Lender's
collateral for the Loan or limit or impair the Lender's right to foreclose the same or deal with the collateral
as it elects in accordance with the Loan Documents.
10. Satisfaction of the City Requirements. The City agrees that the assurances and covenants
contained in this Agreement satisfy all requirements of the City with respect to Developer's performance
bond or other financial security in connection with the development of the Property and the completion of
the Improvements that are contained in the CFA or in any other agreement relating thereto, and the City
hereby accepts the assurances and covenants contained herein in lieu thereof. To the extent the CFA
irreconcilably conflicts with this Agreement, the provisions of this Agreement shall control.
11. Termination. This Agreement shall terminate upon the earlier to occur of the following:
(a) acceptance by the City of the Improvements; (b) mutual written agreement of all of the Parties;
or (c) the reduction of the Completion Amount to zero. However, release of the plat shall be governed by
paragraph 12 hereof and termination pursuant to (b) or (c) of this paragraph 1 I shall not require the City to
release the plat.
12. Final Plat. The Parties acknowledge and agree that the City shall hold the final plat of the
Property until the Improvements are completed and accepted by the City and all Hard Costs contractors
have been paid, less retainage. Upon acceptance by the City and receipt of evidence from the Developer
showingthat all Hard Costs contractors have beenpaid, including butnot necessarily limited to lien waivers
and bills paid affidavits, the City shall within a reasonable time file the final plat for the Property in the Plat
Records of the county where the Property is located. The purpose of the City retaining the final plat of the
Property as provided herein is to guarantee the Developer's obligations under the CFA are completed.
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13. Construction Contracts. Developer agrees to include in each Construction contract that it
enters into for the completion of the Improvements the following:
a. A statement that the City is not holding any security to guarantee any payment for work
performed on the Improvements;
b. A statement that the Property is private property and that same may be subject to mechanic's and
materialman's liens;
c. A requirement that each contractor contracting with the Developer release the City from any
claim that is related to the Property of the Improvements; and
d. A requirement that each contractor contracting with the Developer include in each subcontract
the statements contained in a., b., and c. above.
14. Miscellaneous.
A. Non -Assignment of Agreement. This Agreement may not be assigned by any of the Parties
without the prior written consent of all the other Parties.
B. Notice. Any notice required or permitted to be delivered under this Agreement shall be deemed
received on actual receipt by the appropriate party at the following addresses:
(i) Notice to the City shall be addressed and delivered as follows:
City of Fort Worth
Development Services Department
100 Fort Worth Trail
Fort Worth, Texas 76102
Attention: Contract Management Office
Rebecca Owen, Development Manager
Email: Rebecca.Owen@fortworthtexas.gov
Confirmation Number: 817-392-7810
With a copy thereof addressed and delivered as follows:
Office of the City Attorney
City of Fort Worth
100 Fort Worth Trail
Fort Worth, Texas 76102
Attention: Richard A. McCracken
Sr. Assistant City Attorney
Confirmation Number: 817-392-7611
City offort Worth, Texas
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(ii) Notice to the Developer shall be addressed and delivered as follows:
Hawkins Family Joint Venture
7201 Hawkins View Dr, Suite 101
Fort Worth, Texas 76132
Email: janice@stevehawkinshomes.com
(iii) Notice to the Lender shall be addressed and delivered as follows:
Frost Bank
640 Taylor Street Suite 1000
Fort Worth, Texas 76102
Email: Austin.durham@frostbank.com
A party may change its address for notice upon prior written notice to the other parties pursuant to the terms
hereof.
C. Texas Law to Apply. This Agreement shallbe construed under and in accordance with the laws of
the State of Texas.
D. Parties Bound. This Agreement shall be binding upon and inure to the benefit of the Parties and
their respective legal representatives, successors and assigns.
E. Legal Construction. In case any one or more of the provisions contained in this Agreement shall
for any reason is held to be invalid, illegal, or unenforceable in any respect, such invalidity,
illegality, or unenforceability shall not affect any other provision of this Agreement, and this
Agreement shall be construed as if such invalid, illegal, or unenforceable provision had never been
contained in this Agreement.
F. Prior Agreements Superseded. This Agreement constitutes the sole and only agreement of the
Parties with respect to the subject matter hereof and supersedes any prior understandings or written
or oral agreements among the Parties concerning the subject matter hereof; provided, however, that
this Agreement shall not supersede, amend or modify any of the Loan Documents or any portion
thereof.
G. Amendment. This Agreement may only be amended by a written instrument executed by all of the
Parties to his Agreement.
H. Headings. The headings that are used in this Agreement are used for reference and convenience
purposes only and do not constitute substantive matters to be considered in construing the terms
and provisions of this Agreement.
City offort Worth, Texas
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Page 6 of12
ACCORDINGLY, the City of Fort Worth, Developer and Lender have each caused this
instrument to be executed in each entity's respective name by its duly authorized signatories effective as
of the date executed by the City's City Manager or his/her designee.:
CITY OF FORT WORTH:
Daila &Whdo f
Dana Burghdoff (Sep PS, 2024 15'M CDT)
Dana Burghdoff
Assistant City Manager
Date: Sep 19, 2024
Approved as to Form and Legality:
__i22K,
Richard McCracken (Sep 19, 202412:37 CDT)
Richard A. McCracken
Sr. Assistant City Attorney
ATTEST:
Jannette Goodall
City Secretary
DEVELOPER:
Hawkins Family Joint Venture
Steve lfawKins
Steve Hawkins (Sep 12, 202411:52 CDT)
Name: Steve Hawkins
Title: President
Date: Sep 12, 2024
LENDER:
Frost Bank
Austin Durham (Sep 18, 202409:20 CDT)
Name: Austin Durham
Title: Vice President
City ofFort Worth, Texas
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Page 7 of12
Austin Durham, the Guarantor of the Development Loan, is executing this Completion Agreement
for the sole purpose of acknowledging that advances that are made by the Lender pursuant to this
Completion Agreement shall be deemed to be advances that are made under the Loan that shall be subject
to and covered by the Loan Documents and the Guaranty Agreement that was executed by Frost Bank.
GUARANTOR
x T5?i��
By: Austin Durham (Sep 18,202409:20 CDT)
Austin Durham
Vice President
City ofFort Worth, Texas
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List of Exhibits to the Completion Agreement
Attachment 1— Changes to the Standard Completion Agreement
Exhibit A - Legal Description
Exhibit B - Approved Budget
City offort Worth, Texas
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Page 9 of12
ATTACIMENT "1"
Changes to Standard Completion Agreement
None
City ofFort Worth, Texas
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EXHIBIT A
LEGAL DESCRIPTION
BEING a tract of land situated in the W.H. Colthorp Survey, Abstract Number 286, City of Fort
Worth, Tarrant County, Texas, being all of Lot 17R, Block 6, Summer Crest, a proposed addition
to the City of Fort Worth, Tarrant County, Texas through plat application case number FP-24-
140, and being more particularly described by metes and bounds as follows:
BEGINNING at a 5/8 inch iron rod with plastic cap stamped "Peloton", found at the southwest
corner of said Lot 17R, Block 6, being the southeast corner of Lot 1, Block 6, said Summer Crest
addition and being in the north right-of-way line of Aralia Street (a 50 foot right-of-way);
THENCE with the west line of said Lot 17R, Block 6, the following bearings and distances:
N 00013'02"W, 240.00 feet, to a 5/8 inch iron rod with plastic cap stamped "Peloton"
found;
N 89046'58"E, 5.00 feet, to a 5/8 inch iron rod with plastic cap stamped "Peloton" found;
N 00013'02"W, 20.00 feet, to a 5/8 inch iron rod with plastic cap stamped "Peloton",
found at the northwest corner of said Lot 17R, Block 6;
THENCE N 89046'58"E, 515.00 feet, with the north line of said Lot 17R, Block 6 to a 5/8 inch
iron rod with plastic cap stamped "Peloton", found at the northwest corner of said Lot 17R,
Block 6, being in the west right-of-way line of Zoysia Drive (a 50 foot right-of-way);
THENCE S 00013'02"E, 250.00 feet, with the east line of said Lot 17R, Block 6 and said west
right-of-way line to a 5/8 inch iron rod with plastic cap stamped "Peloton", found at the north
end of a corner clip at the intersection of said west right-of-way line and the aforementioned
north right-of-way line of said Aralia Street;
THENCE S 44046'58"W, 14.14 feet, with said corner clip to a 5/8 inch iron rod with plastic cap
stamped "Peloton", found at the most southerly southeast corner of said Lot 17R, Block 6;
THENCE S 89046'58"W, 510.00 feet, with the south line of said Lot 17R, Block 6 and said
north right-of-way lime to the Point of Beginning and containing 135,050 square feet or 3.100
acres of land more or less.
City ofFort Worth, Texas
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EXHIBIT B
APPROVED BUDGET
Items Developer's Cost
A. Water and Sewer Construction
1. Water Construction $ 34,886.00
2. Sewer Construction $ 31,926.00
Water and Sewer Construction Total $ 66,812.00
B. TPW Construction
1. Street
2. Storm Drain
3. Street Lights Installed by Developer
4. Signals
TPW Construction Cost Total
$ 31,750.00
$ 15,225.00
$ 46,975.00
Total Construction Cost (excluding the fees): $ 113,787.00
City ofFort Worth, Texas
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CFA Official Release Date: 07.01.2015
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