Loading...
HomeMy WebLinkAboutContract 63420CSCO NO.63420 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 ONM Living, LLC, a Texas 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 38.7665 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 assigning the design engineering plans of traffic signal improvements as described or illustrated on the Professional Services Agreement between ONM Living, LLC and Kimley-Horn Associates, amendments, and addendum, attached hereto as Exhibit "E ", which identifies the Scope of Services related to the design engineering plans of the traffic signal improvements for 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, construction and/or engineering design of transportation improvements identified as impact fee eligible on the adopted TIP; and WHEREAS, the Property is located within service area Y; 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 OFFICIAL RECORD Transportation Impact Fee Credit Agreement- CA-25-003 CITY SECRETARY page 1 of 12 Traffic Signal Design Risinger & Summer Creek Intersection FT. WORTH, Tx 05/15/2025 WHEREAS, the Owner has received preliminary plat approval for Villas at Summer Creek Residential Townhomes, PP-22-091, on 02/02/2023; and WHEREAS, the Owner has received approval for construction plans for the signal at the intersection of Risinger Road and Summer Creek Drive (IPRC23-0080) on 02/21/2025, for City Project Number 104928. 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. Phasiniz. 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 (for 75% of the eligible roadway construction credit) and final acceptance by the City has been obtained (for 100% of the eligible roadway construction credit). 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 Transportation Impact Fee Credit Agreement- CA-25-003 Page 2 of 12 Traffic Signal Design Risinger & Summer Creek Intersection 05/15/2025 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. A credit agreement amendment executed by the City, any remaining Owners, and the Owner's Assignee will be required to formally transfer any credits for use. 8. Amendment. This Agreement shall not be modified or amended except as follows: (a) Any revision, amendment, assignment, or modification to this Agreement or any Exhibit or schedule hereto shall be in writing and signed by the Parties. (b) Any revision, amendment, assignment, 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) Transportation Impact Fee Credit Agreement- CA-25-003 Page 3 of 12 Traffic Signal Design Risinger & Summer Creek Intersection 05/15/2025 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 Jesica McEachern Assistant City Manager Date: 06/11 /2025 Recommended By: Dalton Harrell pay 28, 2025 10:22 CDT) DJ Harrell Director, Development Services Approved as to Form and Legality: Douglas Black (May 30, 2025 17:08 CDT) Douglas Black Assistant City Attorney M&C: None required Form 1295: None required ATTEST: FORTn�II �d PVo g=P CAA, � ✓ICJ—»" C� aaBdnnEoas44 Jannette Goodall City Secretary OWNER ONM Living, LLC T RD—, Ty Robinson President Date. 05/19/2025 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. ,::;2" eo-162A,4 Aorrhifer Ro erts (May 16, 2025 10:24 CDT) Jennifer H. Roberts Assistant Director, Development Services Department OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Transportation Impact Fee Credit Agreement- CA-25-003 Page 4 of 12 Traffic Signal Design Risinger & Summer Creek Intersection 05/15/2025 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 Transportation Impact Fee Credit Agreement- CA-25-003 Page 5 of 12 Traffic Signal Design Risinger & Summer Creek Intersection 05/15/2025 EXHIBIT A Description of Property: Villas at Summer Creek Residential Townhomes, PP-22-091 BEING a tract of land situated in the J.J. Albirado Survey, Abstract No. 4, City of Fort Worth, Tarrant County, Texas and being all of that tract of land conveyed to HMH VSC LAND, LLC., according to the document filed of record in Document No. D222024803 Official Records, Tarrant County, Texas (O.R.T.C.T.), and being more particularly described as follows; BEGINNING at a 5/8" iron rod found in the west line of Summer Creek Drive for the northeast corner of that tract of land conveyed to ONM Summer Creek Cottages LLC., according to the document filed of record in Document No. D221059982 (O.R.T.C.T.) and the southeast corner of this tract; THENCE South 89°26'44" West, with the north lines of said Summer Creek Cottages tract and of that tract of land conveyed to Summit Ridge Tx Partners, LLC., according to the document filed of record in Document No. D222062979 (O.R.T.C.T.) being common with the south line of this tract, a distance of 1,700.74 feet to a 5/8" iron rod found in the east right of way of Chisholm Trail Parkway for the southwest corner of this tract; THENCE North 0°23'56" West, with said east right of way being common with the west line of this tract, a distance of 1,071.76 feet to a 5/8" iron rod with plastic cap stamped "KHA" set in the south right of way of Risinger Road for the northwest corner of this tract; THENCE with said south right of way, same being common with the north line of this tract the following seven (7) courses and distances: North 89°40'03" East, a distance of 801.26 feet to a 1/2" iron rod found at the beginning of a non -tangent curve to the right having a central angle of 5°55'04", a radius of 2,045.00 feet, a chord bearing and distance of South 87°26'20" East, 211.12 feet; With said curve to the right, an arc distance of 211.21 feet to a 1/2" iron rod found at the beginning of a reverse curve to the left having a central angle of 6° 1 l'31 ", a radius of 2,155.00 feet, a chord bearing and distance of South 87°34'36" East, 232.78 feet; With said curve to the left, an arc distance of 232.89 feet to a 1/2" iron rod found at the beginning of a non -tangent curve to the right having a central angle of 5°15'29", a radius of 990.52 feet, a chord bearing and distance of South 88°30'26" East, 90.87 feet; With said curve to the right, an arc distance of 90.90 feet to a 1/2" iron rod found at the beginning of a non -tangent curve to the left having a central angle of 9°59'42", a radius of 609.50 feet, a chord bearing and distance of North 89°06'35" East, 106.19 feet; With said curve to the left, an arc distance of 106.32 feet to a 1/2" iron rod found at the beginning of a compound curve to the left having a central angle of 3°40'36", a radius of 2,167.00 feet, a chord bearing and distance of North 82° 16'27" East, 139.03 feet; Transportation Impact Fee Credit Agreement- CA-25-003 Page 6 of 12 Traffic Signal Design Risinger & Summer Creek Intersection 05/15/2025 With said curve to the left, an arc distance of 139.05 feet to a 1/2" iron rod found for corner; North 80°26'09" East, a distance of 43.51 feet to a 5/8" iron rod found at the southwest intersection of Risinger Road and Summer Creek Drive at the beginning of a tangent curve to the right having a central angle of 89°59'46", a radius of 60.00 feet, a chord bearing and distance of South 54°33'51" East, 84.85 feet; THENCE with said curve to the right, an arc distance of 94.24 feet to a 5/8" iron rod with plastic cap stamped "KHA" set in above -mentioned west right of way for the southernmost northeast corner of this tract; THENCE South 80°26'09" West, with said west right of way, a distance of 9.89 feet to a 5/8" iron rod found for corner; THENCE South 9°36'04" East, continuing with said west right of way, a distance of 192.07 feet to a 5/8" iron rod found for corner of this tract, same being common with the northeast corner of that tract of land conveyed to Total Energies E&P USA Barnett 1, LLC, according to the document filed of record in Document No. D216266568 (O.R.T.C.T.); THENCE South 84°36'53" West, with the north line of said Total Energies tract, same being common with a south line this tract, a distance of 22.24 feet to a 5/8" iron rod with plastic cap stamped "KHA" set for corner of this tract; THENCE South 84°38'08" West, continuing with said common line, a distance of 235.00 feet to a 5/8" iron rod found for corner of this tract; THENCE South 5021'52" East, with the west line of the above -mentioned Total Energies, same being common with the east line of this tract, a distance of 570.00 feet to a 5/8" iron rod with plastic cap stamped "KHA" set for corner of this tract; THENCE North 84°37'53" East, with the south line of said Total Energies, same being common with a north line of this tract, a distance of 269.33 feet to a 5/8" iron rod found in the above - mentioned west right of way of Summer Creek Drive at the beginning of a non -tangent curve to the right having a central angle of 20°04'22", a radius of 771.24 feet, a chord bearing and distance of South 15°19'23" West, 268.81 feet; THENCE with said west right of way and curve to the right, an arc distance of 270.19 feet to the POINT OF BEGINNING and containing 38.7665 acres or 1,688,667 square feet of land, more or less. Transportation Impact Fee Credit Agreement- CA-25-003 Page 7 of 12 Traffic Signal Design Risinger & Summer Creek Intersection 05/15/2025 EXHIBIT B Map of Property: Villas at Summer Creek Residential Townhomes, PP-22-091 VICINITY MAP 50, N.T.S. Transportation Impact Fee Credit Agreement- CA-25-003 Page 8 of 12 Traffic Signal Design Risinger & Summer Creek Intersection 05/15/2025 EXHIBIT C Development Plan: Villas at Summer Creek Residential Townhomes, PP-22-091 �•'.n: �i..Et �',: Y'`�'i' •�'• � � I 1 I lue me�eaee I ///'/ Yam/ •�. �M'.6['y�'. �'µ%.1�-Iyi�yy ` t� �.1�-" \ ,� i ..u-�:>✓1�-k-"�-I_I'II J III. .\\ I BULM AT pDfl-lEg: ---- -..,;; .-_'1_ �;�� �-i- is i--i•�• _JL PP-22-0 1 Yii. S AT Sun11.1ER CNEEN BtOCtA LOTS— 1%. 2x,1 19 siaaK a. LOTS 2.23IX. 25�2..J%. aX.BLOCK LOTS,M x .ws uses � r ra4 cm oc ramvoarH rumwrt mlArtr. rexrs I°m-=Y — Fla" ? F-1 _ — Pwzzac, 7 _ — _ N1A5 AT 9,AAER C,EIX siaa e, iors 2m.2a 2su.uz wce\oalc Fors twe c. xa�ss uPes .rt i a< f , �P.09y � ,.,.,uninnao sum2rr. crtror ram vortrx — MLLAS AT Transportation Impact Fee Credit Agreement- CA-25-003 Page 9 of 12 Traffic Signal Design Risinger & Summer Creek Intersection 05/15/2025 ;.%A,/ -,a- ik Now - i now _ Id_ Eligible Improvements Risinger Road and Summer Creek Drive PP-22-091 EXHIBIT D Eligible Transportation Improvements i FORT WORTH. Traffic Signal Design Assignment �0 Eligible Transportation Improvements for Credit against Transportation Impact Fees Key - Development Plan Area - Signal Design for Risinger Road @Summer Creek Drive RISINGER `WSINGER7 CARLSON RANCH pZ�p C) M a M m M z 06 � C) 7J � Q v of `i, � � a m m CHISHOLM %A Reference # Limits CPN 104928 Traffic Signal Design Intersection of IPRC23-0080 Risinger Road & Summer Creek Drive Transportation Impact Fee Credit Agreement- CA-25-003 Page 10 of 13 Traffic Signal Design Risinger & Summer Creek Intersection 05/15/2025 EXHIBIT E Credits Against Transportation Impact Fees Signal Design Assignment Risinger Road & Summer Creek Drive Transportation Impact Fee Credit Overview TrIF Eligible Transportation Improvement Plat Boundary City Project Info Eligible Arterial Value PP-22-091 CPN 104928 Risinger Road/Summer $66,955.00 IPRC23-0080 Creek Drive Total Transportation Impact Fee Eligible $661955.00 Improvement Value Total Transportation Impact Fee Credit 1 $66,955.00 Transportation Impact Fee Credit Agreement- CA-25-003 Page 11 of 12 Traffic Signal Design Risinger & Summer Creek Intersection 05/15/2025 k J ��L�sEs 07-a Kimley>>> Horn October 4, 2021 Mr. Zac Thompson ONM Living 1038 Texan Trail Grapevine, Texas 76051 RE: Professional Services Agreement Villas at Summer Creek Townhomes Fort Worth, Tarrant County, Texas Dear Mr. Thompson: Kimley-Horn and Associates, Inc. ("Kimley-Horn" or "Consultant') is pleased to present ONM Living (the "Client") with this letter agreement for professional site development services for the Villas at Summer Creek Townhomes (the "Project"). PROJECT UNDERSTANDING Kimley-Horn will provide the following services and tasks related to the development of a —38-acre tract located on the southside of Risinger Road bound by the Chisholm Trail Parkway on the west and Summer Creek Drive on the east in the City of Fort Worth, Texas (the "City"). SCOPE OF SERVICES The tasks outlined below are the professional services to be provided by Kimley-Horn. Task 1 Preliminary Base Mapping Kimley-Horn will prepare a preliminary base map or series of maps for use in performing the other tasks included in this Agreement. The map will be based on boundary information provided by Client which may include maps, surveys, title commitments, deeds, or other instruments and documents that adequately describe the property along with easements, right-of-way, and other encumbrances. The maps will include the following information that will be gathered by Kimley-Horn, provided that such information is relevant, exists, is known, and is readily available or provided by others: • Aerial photography • N.C.T.C.O.G.Topography • FEMA floodplain • Streams and water bodies ("blue line" features) appearing on USGS Quadrangle Maps and official wetlands maps https:llkimleyhorn-my.sharepoint.com/personallcralg_malan_kimley-horn_com/Documents/SHORTCUTS/SHORTCUTS-PM/PROPOSALS/CM SIGNED DOCS/PSA-ONM-Villas at Summer Creek-TH-CMM.doc Kimley>Morn Paget Task 2 Initial Land Plan Kimley-Horn will prepare one (1) preliminary land plan for the project and will utilize framework of the Client approved lot dimensions, pad sizes, and other criteria. This land plan will be drawn in AutoCAD and shall depict the future street right-of-way's and lots lines proposed for the development. The land plan will be based on a deed sketch, unless the Client provides a Land Title Survey. Additionally, the land plan will honor any easements shown on the Land Title Survey, otherwise the plan may need revisions. If additional plans are requested, this will be prepared under a separate agreement. Task 3 Zoning Planned Development & Site Plan (Initial Submittal) Kimley-Horn will update the preliminary land plan prepared under Task 2 based on the boundary survey to be provided by the Seller. Kimley-Horn will prepare, submit, and coordinate one (1) time the initial application for a Planned Development (PD) zoning change for the Project in accordance with the published rules and regulations of the City. The application will be based on a request to modify the existing Zoning District based on the Client -approved land plan prepared by Kimley-Horn, and based on information gathered in previous meetings, e-mail correspondence, and phone conferences with Client and City. Included in the zoning submittal are the following items that will be completed by, prepared by, performed by, or retrieved by Kimley-Horn according to the City of Fort Worth's Development Application: • Proposed Planned Development District Document; • Zoning Site Plan; • Zoning Legal Description (based on the boundary survey that is to be provided by the Seller); • Assembly and Submittal of the Zone Change Application Package via Accela; Additional information and exhibits may be required to accompany the zoning submittal package. Such items will be determined by the City Planning Director. If additional plans are requested, this will be prepared under a separate agreement. City and County fees, if applicable, are not included in this scope of services and shall be paid directly by the Client or invoiced as a reimbursable expense. Task 4 Planned Development (Resubmittals and City Meetings) Kimley-Horn will prepare, submit, and coordinate any resubmittals and attend meetings for the zoning change request for the Project in accordance with the published rules and regulations of the City. Kimley-Horn will provide professional representation for the Client in an effort to zone the subject tract. Kimley-Horn has assumed the zoning submittal package will be prepared and submitted by Kimley-Horn and that the zoning application will be accepted and approved by the Planning and Zoning Commission, and City Council during the first available public hearings. The anticipated effort for this task consists of the following: • Addressing City and/or Client comments; • Attendance at local coordination meetings with the Client (three anticipated); • Attendance at meetings with the City to discuss and review the rezoning application (two anticipated); • Professional representation at one Neighborhood Meeting, one Planning and Zoning Commission and one City Council hearings; Kimley> Horn Page Zoning is a discretionary and negotiated approval process. Results and approvals cannot be guaranteed, and Kimley-Horn's fees are not contingent or conditioned on the outcome. Furthermore, the additional effort and services may be required in the form of additional meetings, additional coordination, plan revisions, additional exhibits, revisions, re -submittals, etc. cannot be predicted. Such additional effort and services ARE NOT INCLUDED in this Task or the fee. Kimley-Horn will provide the necessary additional effort under a separate agreement. Task 5 Opinion of Probable Cost Kimley-Horn will prepare a preliminary opinion of probable construction cost (OPC) for the Project. The OPC will be based on the conceptual plan as submitted with the zoning application and preliminary schematic plans for water, sanitary sewer, and storm drainage, including pipes, manholes, fire hydrants, valves, inlets, headwalls, etc., to quantify the systems in preparing the OPC. Various preliminary methods of approximation, "rules of thumb", and assumptions will be used for sizing and quantifying infrastructure and improvements in preparing the OPC. Certain area -based quantities, linear quantities, and unit quantities will be derived directly from the land plan, such as paving, clearing, sidewalks, barrier free ramps, streetlights, street signage, and certain erosion control facilities. We will perform preliminary grading for purposes of estimating approximate retaining wall locations/heights and the volume of earthwork that will be required in order to construct the project. This estimate will not include any items deemed a builder cost (i.e. the structures, MEP, fire sprinklers, landscaping beyond code minimum, wayfinding signage, etc). Other items will include allowances based on assumed costs and quantities, such as franchise utilities, as well as discretionary cost items related to amenities and landscaping based on information provided by Client. The OPC will include quantities, approximations, qualifications and assumptions, and pricing or allowances for the following items and divisions, or formatted as directed otherwise by Client: a. Clearing/Grubbing b. Excavation c. Water distribution system d. Wastewater collection system e. Storm drainage system f. Paving g. Erosion control h. Retaining walls i. Street signage j. Sidewalks and ADA ramps k. Franchise utilities (based on information/assumptions provided or approved by Client and others, or assumed allowances) I. Allowance for amenities m. Notes, assumptions, and qualifications n. Other items or fees and contingency percentage as directed and provided by the Client BECAUSE THE CONSULTANT IS PREPARING AN OPC BASED ON LIMITED INFORMATION, PRELIMINARY DESIGN OR NO DESIGN, AND IN A LIMITED TIMEFRAME; AND BECAUSE THE CONSULTANT DOES NOT CONTROL THE COST OF LABOR, MATERIALS, EQUIPMENT OR SERVICES FURNISHED BY OTHERS; AND DOES NOT CONTROL THE METHODS OF DETERMINING PRICES, OR COMPETITIVE BIDDING OR MARKET CONDITIONS; ANY OPINIONS RENDERED AS TO COSTS, INCLUDING BUT NOT LIMITED TO OPINIONS AS TO THE COSTS OF CONSTRUCTION AND MATERIALS SHALL BE MADE ON THE BASIS OF ITS EXPERIENCE AND REPRESENT JUDGEMENT AS AN EXPERIENCED AND QUALIFIED PROFESSIONAL, FAMILIAR WITH THE INDUSTRY. THE CONSULTANT CANNOT AND DOES NOT GUARANTEE THAT PROPOSALS, BIDS, OR ACTUAL COSTS WILL NOT VARY FROM ITS Kimley>>Morn Page OPINIONS OF COST, DUE TO VARIANCES IN ITEMS, QUANTITIES, OR PRICE. Task 6 OPC Revisions and Meetings Kimley-Horn will revise the OPC as the site plan evolves through the zoning and planning process. Kimley-Horn will attend meetings for items related to the OPC preparation and updates. Updates to the OPC as a result of changes to the conceptual plan will be billed on an hourly basis. Task 7 Project Meetings Kimley-Horn will be available to attend project meetings including initial due diligence meetings, meetings with City staff, initial design team meetings, weekly status meetings and/or conference calls and any other project related meetings not listed in previous task items from due diligence through construction plan approval. Task 8 Additional On -Call Services It is anticipated that Client may request additional support not specifically included within the Tasks above, which may include but not be limited to preparation of additional exhibits, attendance at various project meetings associated with coordination with landscape consultant, City, and other project consultants throughout the Project. Such services not specifically provided for in the above scope of services will be considered additional services and will be performed at Kimley-Horn's hourly rates or pursuant to an amendment or separate agreement and terms. This task will not be billed to without the notifying the client first. Task 9 Preliminary Franchise Utility Coordination Kimley-Horn will obtain will -serve letters from the franchise utility companies. Kimley-Horn will provide preliminary project information to the utility companies so they can assist in providing anticipated development costs and timing. Task 10 Reimbursable Expenses The Client will reimburse Kimley-Horn for project related expenses such as printing and reproduction, mileage, overnight mail, and courier services. The amount provided is for budgeting purposes only. The actual amount (greater or less) will be as incurred. Kimley>Morn Page ADDITIONAL SERVICES Any items requested by the Client, not specifically noted in the preceding Scope of Services, will be considered an Additional Service. Compensation for Additional Services will be based on a separate agreement. The following task items are excluded in this Agreement: • Meetings, calls, negotiations, exhibits, maps, research, reports, analysis, document drafting and review associated easement acquisition, right-of-way acquisition, cost -sharing agreements, development agreements, etc. • Platting • Topographic surveys • Preparation of construction plans • Development or construction management services. • Construction inspection services. • SWPPP preparation, management, inspection, and maintenance. Kimley-Horn will prepare an erosion control plan to be included in the construction plans and will coordinate same with Client's erosion control/SWPPP specialist/consultant. • Geotechnical bore staking. • Design, construction plans, site plans, and staking of landscape, hardscape, and amenity infrastructure, including parking and trails. • Construction Staking • Detailed Franchise Utility Coordination • Bidding Services • USPS Cluster Box Coordination • Structural design of retaining walls is not included, nor will the design by others be included in Kimley-Horn plan sets. It is anticipated that such designs and plans will be provided separately by the contractor constructing the walls. • Preparation of technical specifications is not included. • Tree Survey • Tree Mitigation Plan • Urban Forestry Plans INFORMATION PROVIDED BY THE CLIENT Kimley-Horn anticipates the Client or other members of the consultant team will provide the following information for use in completing the Scope of Services: 1. Any tract specific land surveys and title commitments identifying easements. 2. An executed original of this Agreement; Kimley-Horn will rely upon the accuracy and completeness of all documents, surveys, reports, plans and specifications provided by the Client or by others for whom Kimley-Horn is not legally responsible. The Client acknowledges that verifying the accuracy and completeness of such items is not part of Kimley-Horn's Scope of Services. i -M' �nlMj 400 North Oklahoma Drive, Suite 105, Celina, Texas 75009 Kimley>Morn Page SCHEDULE Kimley-Horn will provide the services listed in the Scope of Services within a reasonable length of time as mutually agreed to by both the Client and Consultant. FEE AND EXPENSES Kimley-Horn will perform the Scope of Services for the lump sum (LS) fees shown in the Scope of Services plus applicable sales tax, hourly effort, and any reimbursable expenses. Reimbursable expenses such as express delivery services, air travel, and other direct expenses will be billed at 1.15 times cost, All permitting, application, and similar project fees paid by Kimley-Horn on behalf of the Client will be billed at 1.15 times cost. Fees will be invoiced monthly based upon the percent complete for lump sum tasks, the actual labor hours spent for hourly tasks, and reimbursable expenses incurred. Payment will be due within 25 days of receipt of invoice. LS = Lump Sum Fee Type HR = Hourly Estimated Fee Type Task 1 Preliminary Base Mapping $ NO CHARGE Task 2 Initial Land Plan $ NO CHARGE Task 3 Zoning Planned Development & Site Plan (Initial Submittal) $ 7,000 (LS) Task 4 Planned Development (Resubmittals and City Meetings) $ HOURLY Task 5 Opinion of Probable Cost $ 11,000 (LS) Task 6 OPC Revisions and Meetings $ HOURLY Task 7 Project Meetings $ HOURLY Task 8 Additional On -Call Services $ HOURLY Task 9 Preliminary Franchise Coordination $ 2,000 (LS) Task 10 Reimbursable Expenses (Estimate) $ 1,000 (LS) Total Projected Fee (Including Estimated Reimbursable Expenses) $ 21,000 Kimley>>> Horn Page 7 CLOSURE In addition to the matters set forth herein, our Agreement shall include and be subject to, and only to, the attached Standard Provisions, which are incorporated by reference. As used in the Standard Provisions, "Consultant" shall refer to Kimley-Horn and Associates, Inc., and "Client' shall refer to ONM Living All invoices will be emailed to Twvla.Beek hamna historvmaker.com If you concur in all the foregoing and wish to direct us to proceed with the services, please have authorized persons execute both copies of this Agreement in the spaces provided below, retain one copy, and return the other to us. We will commence services only after we have received a fully - executed agreement. Fees and times stated in this Agreement are valid for sixty (60) days after the date of this letter. Please contact me at (972) 704-1176 or lori.luske-kimlev-horn.com should you have any questions. Sincerely, Kimley-Horn and Associates, Inc. ,:A cx-� dY,, Lori Lusk, P.E. Associate Attachment — Standard Provisions Agreed to on this ONM Living By: (Date) j {-f't, %A rs,- cJ (Print or Type Name) (Email Address) Craig Milan, P.E. Assistant Secretary day of 12021 , President KIMLEY-HORN AND ASSOCIATES, INC. STANDARD PROVISIONS (1) Consultant's Scope of Services and Additional Services. The Consultant will perform only the services specifically described in this Agreement If requested by the Client and agreed to by the Consultant, the Consultant will perform Additional Services, which shall be governed by these provisions. Unless otherwise agreed to in writing, the Client shall pay the Consultant for any Additional Services an amount based upon the Consultant's then -current hourly rates plus an amount to cover certain direct expenses including telecommunications, in-house reproduction, postage, supplies, project related computer time, and local mileage. Other direct expenses will be billed at 1.15 times cost. (2) Client's Responsibilities. In addition to other responsibilities herein or imposed by law, the Client shall: (a) Designate in writing a person to act as its representative, such person having complete authority to transmit instructions, receive information, and make or interpret the Client's decisions. (b) Provide all information and criteria as to the Client's requirements, objectives, and expectations for the project and all standards of development, design, or construction. (c) Provide the Consultant all available studies, plans, or other documents pertaining to the project, such as surveys, engineering data, environmental information, etc., all of which the Consultant may rely upon. (d) Arrange for access to the site and other property as required for the Consultant to provide its services. (e) Review all documents or reports presented by the Consultant and communicate decisions pertaining thereto within a reasonable time so as not to delay the Consultant. (f) Furnish approvals and permits from governmental authorities having jurisdiction over the project and approvals and consents from other parties as may be necessary. (g) Obtain any independent accounting, legal, insurance, cost estimating and feasibility services required by Client. (h) Give prompt written notice to the Consultant whenever the Client becomes aware of any development that affects the Consultant's services or any defect or noncompliance in any aspect of the project. (3) Period of Services. Unless otherwise stated herein, the Consultant will begin work after receipt of a properly executed copy of this Agreement. This Agreement assumes conditions permitting continuous and orderly progress through completion of the services. Times for performance shall be extended as necessary for delays or suspensions due to circumstances that the Consultant does not control. If such delay or suspension extends for more than six months, Consultant's compensation shall be renegotiated. (4) Method of Payment. Client shall pay Consultant as follows: (a) Invoices will be submitted periodically for services performed and expenses incurred. Payment of each invoice will be due within 25 days of receipt. The Client shall also pay any applicable sales tax. All retainers will be held by the Consultant and applied against the final invoice. Interest will be added to accounts not paid within 25 days at the rate of 12% per year beginning on the 25h day. If the Client fails to make any payment due under this or any other agreement within 30 days after the Consultant's transmittal of its invoice, the Consultant may, after giving notice to the Client, suspend services and withhold deliverables until all amounts due are paid. (b) if the Client relies on payment or proceeds from a third parry to pay Consultant and Client does not pay Consultant's invoice within 60 days of receipt, Consultant may communicate directly with such third party to secure payment. (c) If the Client objects to an invoice, it must advise the Consultant in writing giving its reasons within 14 days of receipt of the invoice or the Client's objections will be waived, and the invoice shall conclusively be deemed due and owing. If the Client objects to only a portion of the invoice, payment for all other portions remains due. (d) If the Consultant initiates legal proceedings to collect payment, it may recover, in addition to all amounts due, its reasonable attorneys' fees, reasonable experts' fees, and other expenses related to the proceedings. Such expenses shall include the cost, at the Consultant's normal hourly billing rates, of the time devoted to such proceedings by its employees. (e) The Client agrees that the payment to the Consultant is not subject to any contingency or condition. The Consultant may negotiate payment of any check tendered by the Client, even if the words "in full satisfaction" or words intended to have similar effect appear on the check without such negotiation being an accord and satisfaction of any disputed debt and without prejudicing any right of the Consultant to collect additional amounts from the Client. (5) Use of Documents. All documents and data prepared by the Consultant are related exclusively to the services described in this Agreement, and may be used only if the Client has satisfied all of its obligations under this Agreement. They are not intended or represented to be suitable for use or reuse by the Client or others on extensions of this project or on any other project. Any modifications by the Client to any of the Consultant's documents, or any reuse of the documents without written authorization by the Consultant will be at the Client's sole risk and without liability to the Consultant, and the Client shall indemnify, defend and hold the Consultant harmless from all claims, damages, losses and expenses, including but not limited to attorneys' fees, resulting therefrom. The Consultant's electronic files and source code remain the property of the Consultant and shall be provided to the Client only if expressly provided for in this Agreement. Any electronic files not containing an electronic seal are provided only for the convenience of the Client, and use of them is at the Client's sole risk. In the case of any defects in the electronic files or any discrepancies between them and the hardcopy of the documents prepared by the Consultant, the hardcopy shall govern. Rev 10/2020 (6) Opinions of Cost. Because the Consultant does not control the cost of labor, materials, equipment or services furnished by others, methods of determining prices, or competitive bidding or market conditions, any opinions rendered as to costs, including but not limited to the costs of construction and materials, are made solely based on its judgment as a professional familiar with the industry. The Consultant cannot and does not guarantee that proposals, bids or actual costs will not vary from its opinions of cost. If the Client wishes greater assurance as to the amount of any cost, it shall employ an independent cost estimator. Consultant's services required to bring costs within any limitation established by the Client will be paid for as Additional Services. (7) Termination. The obligation to provide further services under this Agreement may be terminated by either party upon seven days' written notice in the event of substantial failure by the other party to perform in accordance with the terms hereof, or upon thirty days' written notice for the convenience of the terminating party. The Consultant shall be paid for all services rendered and expenses incurred to the effective date of termination, and other reasonable expenses incurred by the Consultant as a result of such termination. (8) Standard of Care. The standard of care applicable to Consultant's services will be the degree of care and skill ordinarily exercised by consultants performing the same or similar services in the same locality at the time the services are provided. No warranty, express or implied, is made or intended by the Consultant's performance of services, and it is agreed that the Consultant is not a fiduciary with respect to the Client. (9) LIMITATION OF LIABILITY. IN RECOGNITION OF THE RELATIVE RISKS AND BENEFITS OF THE PROJECT TO THE CLIENT AND THE CONSULTANT, THE RISKS ARE ALLOCATED SUCH THAT, TO THE FULLEST EXTENT ALLOWED BY LAW, AND NOTWITHSTANDING ANY OTHER PROVISIONS OF THIS AGREEMENT OR THE EXISTENCE OF APPLICABLE INSURANCE COVERAGE, THAT THE TOTAL LIABILITY, IN THE AGGREGATE, OF THE CONSULTANT AND THE CONSULTANT'S OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND SUBCONSULTANTS TO THE CLIENT OR TO ANYONE CLAIMING BY, THROUGH OR UNDER THE CLIENT, FOR ANY AND ALL CLAIMS, LOSSES, COSTS OR DAMAGES WHATSOEVER ARISING OUT OF OR IN ANY WAY RELATED TO THE SERVICES UNDER THIS AGREEMENT FROM ANY CAUSES, INCLUDING BUT NOT LIMITED TO, THE NEGLIGENCE, PROFESSIONAL ERRORS OR OMISSIONS, STRICT LIABILITY OR BREACH OF CONTRACT OR ANY WARRANTY, EXPRESS OR IMPLIED, OF THE CONSULTANT OR THE CONSULTANT'S OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND SUBCONSULTANTS, SHALL NOT EXCEED TWICE THE TOTAL COMPENSATION RECEIVED BY THE CONSULTANT UNDER THIS AGREEMENT OR $50,000, WHICHEVER IS GREATER. HIGHER LIMITS OF LIABILITY MAY BE NEGOTIATED FOR ADDITIONAL FEE. THIS SECTION 9 IS INTENDED SOLELY TO LIMIT THE REMEDIES AVAILABLE TO THE CLIENT OR THOSE CLAIMING BY OR THROUGH THE CLIENT, AND NOTHING IN THIS SECTION 9 SHALL REQUIRE THE CLIENT TO INDEMNIFY THE CONSULTANT. (10) Mutual Waiver of Consequential Damages. In no event shall either party be liable to the other for any consequential, incidental, punitive, or indirect damages including but not limited to loss of income or loss of profits. (11) Construction Costs. Under no circumstances shall the Consultant be liable for extra costs or other consequences due to unknown conditions or related to the failure of contractors to perform work in accordance with the plans and specifications. Consultant shall have no liability whatsoever for any costs arising out of the Client's decision to obtain bids or proceed with construction before the Consultant has issued final, fully -approved plans and specifications. The Client acknowledges that all preliminary plans are subject to substantial revision until plans are fully approved and all permits obtained. (12) Certifications. All requests for the Consultant to execute certificates, lender consents, or other third -party reliance letters must be submitted to the Consultant at least 14 days prior to the requested date of execution. The Consultant shall not be required to execute certificates, consents, or third -party reliance letters that are inaccurate, that relate to facts of which the Consultant does not have actual knowledge, or that would cause the Consultant to violate applicable rules of professional responsibility. (13) Dispute Resolution. All claims by the Client arising out of this Agreement or its breach shall be submitted first to mediation in accordance with the American Arbitration Association as a condition precedent to litigation. Any mediation or civil action by Client must be commenced within two years of the accrual of the cause of action asserted but in no event later than allowed by applicable statutes. (14) Hazardous Substances and Conditions. Consultant shall not be a custodian, transporter, handler, arranger, contractor, or remediator with respect to hazardous substances and conditions. Consultant's services will be limited to analysis, recommendations, and reporting, including, when agreed to, plans and specifications for isolation, removal, or remediation. The Consultant will notify the Client of unanticipated hazardous substances or conditions of which the Consultant actually becomes aware. The Consultant may stop affected portions of its services until the hazardous substance or condition is eliminated. Rev 10/2020 2 (15) Construction Phase Services. (a) If the Consultant prepares construction documents and the Consultant is not retained to make periodic site visits, the Client assumes all responsibility for interpretation of the documents and for construction observation, and the Client waives any claims against the Consultant in any way connected thereto. (b) The Consultant shall have no responsibility for any contractor's means, methods, techniques, equipment choice and usage, sequence, schedule, safety programs, or safety practices, nor shall Consultant have any authority or responsibility to stop or direct the work of any contractor. The Consultant's visits will be for the purpose of endeavoring to provide the Client a greater degree of confidence that the completed work of its contractors will generally conform to the construction documents prepared by the Consultant. Consultant neither guarantees the performance of contractors, nor assumes responsibility for any contractor's failure to perform its work in accordance with the contract documents. (c) The Consultant is not responsible for any duties assigned to it in the construction contract that are not expressly provided for in this Agreement. The Client agrees that each contract with any contractor shall state that the contractor shall be solely responsible for job site safety and its means and methods; that the contractor shall indemnify the Client and the Consultant for all claims and liability arising out of job site accidents; and that the Client and the Consultant shall be made additional insureds under the contractor's general liability insurance policy. (16) No Third -Party Beneficiaries; Assignment and Subcontracting. This Agreement gives no rights or benefits to anyone other than the Client and the Consultant, and all duties and responsibilities undertaken pursuant to this Agreement will be for the sole benefit of the Client and the Consultant. The Client shall not assign or transfer any rights under or interest in this Agreement, or any claim arising out of the performance of services by Consultant, without the written consent of the Consultant. The Consultant reserves the right to augment its staff with subconsultants as it deems appropriate due to project logistics, schedules, or market conditions. If the Consultant exercises this right, the Consultant will maintain the agreed -upon billing rates for services identified in the contract, regardless of whether the services are provided by in-house employees, contract employees, or independent subconsultants. (17) Confidentiality. The Client consents to the use and dissemination by the Consultant of photographs of the project and to the use by the Consultant of facts, data and information obtained by the Consultant in the performance of its services. If, however, any facts, data or information are specifically identified in writing by the Client as confidential, the Consultant shall use reasonable care to maintain the confidentiality of that material. (18) Miscellaneous Provisions. This Agreement is to be governed by the law of the State of Texas. This Agreement contains the entire and fully integrated agreement between the parties and supersedes all prior and contemporaneous negotiations, representations, agreements or understandings, whether written or oral. Except as provided in Section 1, this Agreement can be supplemented or amended only by a written document executed by both parties. Any conflicting or additional terms on any purchase order issued by the Client shall be void and are hereby expressly rejected by the Consultant. Any provision in this Agreement that is unenforceable shall be ineffective to the extent of such unenforceability without invalidating the remaining provisions. The non -enforcement of any provision by either party shall not constitute a waiver of that provision nor shall it affect the enforceability of that provision or of the remainder of this Agreement. Rev 1012020 Kimley)))Horn ONM LIVING ATTN: MR. ZAC THOMPSON 1038 TEXAN TRAIL GRAPEVINE, TX 76051 SUMMARY OF INVOICES AS OF 04/30/2025 This is not an invoice. It is a summary of outstanding invoices. Please disregard this notice if you have already sent payment for the invoices referenced below. Pr�� Project Name � InInvoice Invoice �— Amount me vet Balance Due id Project Manager: LUSK, LORI 063219511 VILLAS AT 03/31/23 063219511-0323 1,500.00 1,500.00 0.00 SUMMER CREEK - TRAFFIC SIGNAL 04/30/23 063219511-0423 13,000.00 13,000.00 0.00 05/31/23 063219511-0523 16,000.00 16,000.00 0.00 06/30/23 063219511-0623 5,000.00 5,000.00 0.00 07/31/23 063219511-0723 10,000.00 10,000.00 0.00 08/31/23 063219511-0823 5,000.00 5,000.00 0.00 09/30/23 063219511-0923 5,000.00 5,000.00 0.00 01/31/25 063219511-0125 2,875.00 2,875.00 0.00 02/28/25 063219511-0225 5,000.00 5,000.00 0.00 02/28/25 063219511-0225 3,580.00 3,580.00 0.00 TOTAL FOR VILLAS AT SUMMER CREEK-TH 66,955.00 66,955.00 0.00 'HOURLY 'HOURLY TOTAL FOR INVOICES 66,955.00 66,955.00 0.00 V Hourly on -call effort invoiced in relation to Traffic Signal Design Payment Information Please Send Payments to: For Electronic Payments: KIMLEY-HORN AND ASSOCIATES, INC. ABA#: 121000248 P.O. BOX 951640 Bank Name and Address: Wells Fargo Bank, N.A., San Francisco, CA 94163 DALLAS, TX 75395-1640 Account Number: 207 308 915 9554 Account Name: Kimley-Horn and Associates, Inc. Please be sure to include the project number(s) and invoice number(s) in the addenda records. Wire transfer information is available upon request. If you have questions or concerns regarding this invoice, please call Hannah Ryder at 4695899253 VILLAS AT SUMMER CREEK - AMENDMENT 5 BILLED TO DATE Task Task Name Task 1 Topographic Survey Task 2 Record Drawing Research & Base Map Assembly Task 3 Traffic Signal Design Task 4 Project Manual and Specifications Task 5 IPRC and CFA Submittals Task 6 Bidding Phase Services HOURLY Additional On -Call Services Complete Contract Amount Amount Billed to Date 100.00% $1,500.00 $1,500.00 100.00% $4,000.00 $4,000.00 100.00% $50,000.00 $50,000.00 100.00% $5,000.00 $5,000.00 0.00% $11,000.00 $0.00 0.00% $4,000.00 $0.00 HOURLY $5,000.00 $6,455.00 83.17% $80,500.00 $66,955.00 Total Billed on Amendment 5: $66,955.00 City Secretary Contract Number: 63242 ASSIGNMENT OF ENGINEERING PLANS This Assignment of Engineering Plans ("Assignment"), is entered into by and among KIMLEY-HORN AND ASSOCIATES, INC. ("Kimley-Horn"), a North Carolina corporation, ONM Living, LLC ("ONM"), a Texas limited liability company, and the City of Fort Worth ("City"), a home -rule municipal corporation of the State of Texas, each acting by and through their duly authorized representatives. Kimley-Horn, ONM and the City are referred to herein individually as a "party" and collective as the "parties." WHEREAS, ONM hired Kimley-Horn to design engineering plans for the construction of public intersection improvements at West Risinger Road and Summer Creek Drive (IPRC23-0080) pursuant to an agreement dated October 14, 2021, as amended ("Agreement"); and WHEREAS, City and ONM intend for the City to construct the intersection improvements; and WHEREAS, ONM desires to give City ownership of the engineering plans that Kimley-Horn has prepared; and WHEREAS, City and Kimley-Horn intend to enter into a separate agreement for Kimley-Horn to provide City with public bidding and construction phase engineering services in connection with construction phase engineering services in connection with construction of the intersection improvement; NOW, THEREFORE, for and in consideration of the foregoing premises and the mutual covenants and agreements set forth herein, the sufficiency of which is hereby acknowledged, the parties agree as follows: 1. ONM, hereby assigns to City ownership of the engineering plans Kimley-Horn has prepared for construction of public intersection improvements at West Risinger Road and Summer Creek Drive (IPRC23-0080) pursuant to the Agreement between ONM and Kimley-Horn ("Engineering Plans"). 2. Kimley-Horn consents to the assignment of the ownership of the Engineering Plans to the City. 3. By executing this Assignment, City accepts only the ownership rights in the Engineering Plans, and City does not assume any duties or obligations under the Agreement, and City is not responsible for any payments under the Agreement. 4. City and ONM must execute a separate transportation impact fee credit agreement for ONM to receive transportation impact fee credits for the Engineering Plans. IN WITNESS WHEREOF, Kimley-Horn, ONM, and the City have executed this Assignment to be effective on the date executed by the City's Assistant City Manager. ASSIGNMENT OF ENGINEERING PLANS Page 1 of 3 KIMLEY-HORN AND ASSOCIATES, INC. By: / ��— Name: Paul McCracken Title: Senior Vice President Date: April 30, 2025 ONM Living, LLC By:� Name: Ty Robinson Title: President Date: April 30, 2025 ASSIGNMENT OF ENGINEERING PLANS Page 2 of 3 CITY OF FORT WORTH 00*� Jesica McEachern Assistant City Manager Date: 05/11 /2025 Recommended by: rLM Rebecca Owen (May 1, 202513:20 CDT) Rebecca Diane Owen Development Manager Development Services Approved as to Form & Legality Douglas Black (May 2, 2025 08:30 CDT) Doug Black Sr. Assistant City Attorney M&C No. Date: Form 1295: ATTEST: Jannette S. Goodall City Secretary 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. Jrp4ifer Ro erts (Mav 1, 10:22 CDT) Jennifer H. Roberts Assistant Director Development Services ASSIGNMENT OF ENGINEERING PLANS Page 3 of 3 EXHIBIT F Allocation of Credits Credit shall be allocated on a first -come, first -served basis to building permits within the preliminary plat boundary of Villas at Summer Creek Residential Townhomes, PP-22-091 and shall run with the land / ink P.p.ry W EL -Mr MEN— Wi AT ... zr- .--, ....,..r....�.,,- M22L3, N1A9 AT SB,rEBGB:EIt 2B�2.11Y N%BLOpt O lOf3,�8 ]p.'A63 ACIR3 ' ��. A,BBuoo suBUBv. �as�e�i.� -yyru��en�wtcouHrc. tBxns NI IW*HOM - I + rvk. AAA Yr1ASAT M22-M YLLl4 AT9UWEB CrEK BLOgtA IAT84N.,A 3XRKK' BLOOt B. LOT3 331. , L 3lr 33�3.19C41l BLObl O.IOB,�! -Ws J.J.AlBWADO3URVBY. ABSTR.OT xp . TARPINl COONTY. TElU3 ICunley�IFbm_ I� Transportation Impact Fee Credit Agreement- CA-25-003 Page 12 of 12 Traffic Signal Design Risinger & Summer Creek Intersection 05/15/2025