HomeMy WebLinkAbout064257 - Construction-Related - Contract - RLP II Blazing Trail Phase II, LLCCity of Fort Worth, Texas Page 1 of 16
Standard Community Facilities Agreement
Rev. 9/21
Received Date: _______________
Received Time: _______________
Developer and Project Information Cover Sheet:
Developer Company Name: RLP III Blazing Trail Phase II, LLC
Address, State, Zip Code: 9830 Colonnade Blvd, Suite 600 San Antonio, TX 78230
Phone & Email: 210-641-8435, lange.allen@affiniuscapital.com
512-677-8786, josh.hullum@affiniuscapital.com
Authorized Signatory, Title: Lange W. Allen III, Senior Managing Director
Project Name: Blazing Trail PH2
Brief Description: Water, Sewer & Paving
Project Location: West of I-35W and North of E. Long Ave
Plat Case Number: FS-25-078 Plat Name: Blazing Trail Addition
Council District: 2 Phased or Concurrent
Provisions:
None
CFA Number: 25-0129 City Project Number: 1 06308 | IPRC25-0085
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Standard Community Facilities Agreement
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City Contract Number: _______________________
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 RLP III Blazing Trail Phase II,
LLC, a Delaware limited liability company (“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 Blazing
Trail PH2 (“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 may be required to make dedications of land, pay
fees or construction costs, or meet other obligations that are not a part 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
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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.
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 B: Sewer
Exhibit C: Paving
Exhibit D: Storm Drain
Exhibit E: Street Lights & Signs
Exhibit F: Traffic Signal & Striping
The Location Map and Cost Estimates are also attached hereto and incorporated herein by
reference. To the extent that Exhibits A, B, C, D, E, F, 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, and this 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
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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.
6.
Completion Deadline; Extension 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 and fails to cure such breach within thirty (30) days following written
notice thereof from the City to Developer, becomes insolvent, or fails to pay costs of construction.
(c) Developer shall pay Developer’s contractors for the construction of the Improvements. Contractors,
subcontractors and material suppliers for the Project may make payment claims on the development
bond that Developer has provided to the City for the Project. City shall not be required to send
Developer any notice of a breach by Developer related to payment claims made by contractors,
(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;
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(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
(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.
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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.
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 THE DEVELOPER 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
ANY CHARACTER, WHETHER REAL OR ASSERTED, BROUGHT FOR OR ON ACCOUNT
OF ANY INJURIES OR DAMAGES SUSTAINED BY ANY PERSONS, INCLUDING 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
PROPERLY SAFEGUARD THE WORK, OR ON ACCOUNT OF ANY ACT, INTENTIONAL
OR OTHERWISE, NEGLECT OR MISCONDUCT OF SAID DEVELOPER, ITS
CONTRACTORS, SUB-CONTRACTORS, OFFICERS, AGENTS OR EMPLOYEES,
WHETHER OR NOT SUCH 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, UNLESS SUCH INJURIES, DEATH OR
DAMAGES ARE CAUSED BY THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT
OF THE CITY AND/OR ITS OFFICERS, AGENTS OR EMPLOYEES.
(c)DEVELOPER WILL 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, IN WHOLE OR IN
PART, BY THE ALLEGED NEGLIGENCE OF THE CITY OF FORT WORTH, ITS
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OFFICERS, SERVANTS, OR EMPLOYEES, UNLESS SUCH INJURIES, DEATH OR
DAMAGES ARE CAUSED BY THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT
OF THE CITY AND/OR ITS OFFICERS, AGENTS 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 IN A
GOOD AND WORKMANLIKE MANNER, FREE FROM DEFECTS, IN CONFORMANCE
WITH THE CFA ORDINANCE, AND IN ACCORDANCE WITH ALL PLANS AND
SPECIFICATIONS PERTAINING TO THE IMPROVEMENTS AND APPROVED BY THE
CITY.
13.
Right to Enforce Contracts
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 pertaining to the Improvements, along with an assignment of all warranties given by the
contractors thereunder, whether express or implied. Further, Developer agrees that all such contracts with
any contractor shall include 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 water testing 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
by the 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.
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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: DEVELOPER:
Development Services RLP III Blazing Trail Phase II, LLC
Contract Management Office 9830 Colonnade Blvd, Suite 600
City of Fort Worth San Antonio, TX 78230
100 Fort Worth Trail Attn: Lange Allen
Fort Worth, Texas 76102
With copies to:
With copies to:
RLP III Blazing Trail Phase II, LLC
City Attorney's Office c/o Affinius Capital LLC
City of Fort Worth 9830 Colonnade Blvd., Suite 600
100 Fort Worth Trail San Antonio, Texas 78230
Fort Worth, Texas 76102 Attn: General Counsel
And and
City Manager’s Office notice@affiniuscapital.com
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 such books, documents, papers and records 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 directly
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pertinent books, documents, papers and records, 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
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
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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
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 Israel”
and “company” have the meanings ascribed 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 2276 of the Texas Government Code, as
added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2, and redesignated from Chapter 2274 of the Texas
Government Code by Acts 2023, 88th Leg., R.S., Ch. 768 (H.B. 4595), Sec. 24.001(22), 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 2276 of
the Texas Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2 and redesignated from
Chapter 2274 of the Texas Government Code as described above. To the extent that Chapter 2276 of the
Government Code is applicable to this Agreement, by signing this Agreement, Developer certifies that
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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.
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 I-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 DEVELOPER,
DEVELOPER’S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. 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.
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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
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.
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36.
Cost Summary Sheet
Project Name: Blazing Trail PH2
CFA No.: 25-0129 City Project No.: 106308 IPRC No.: 25-0085
Items Developer's Cost
A. Water and Sewer Construction
1. Water Construction 136,093.74$
2. Sewer Construction 48,423.56$
Water and Sewer Construction Total 184,517.30$
B. TPW Construction
1. Street 99,000.73$
2. Storm Drain -$
3. Street Lights Installed by Developer -$
4. Signals -$
TPW Construction Cost Total 99,000.73$
Total Construction Cost (excluding the fees): 283,518.03$
Estimated Construction Fees:
C. Construction Inspection Service Fee $38,137.50
D. Administrative Material Testing Service Fee $1,240.20
E. Water Testing Lab Fee $270.00
Total Estimated Construction Fees: 39,647.70$
Financial Guarantee Options, choose one Amount
Choice
(Mark one)
Bond = 100% 283,518.03$ X
Completion Agreement = 100% / Holds Plat 283,518.03$
Cash Escrow Water/Sanitary Sewer= 125% 230,646.63$
Cash Escrow Paving/Storm Drain = 125% 123,750.91$
Letter of Credit = 125% 354,397.54$
Escrow Pledge Agreement = 125% 354,397.54$
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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
Jesica McEachern
Assistant City Manager
Date: __________________
Recommended by:
Dwayne Hollars
Sr. Contract Compliance Specialist
Development Services
Approved as to Form & Legality:
Jessika Williams
Assistant City Attorney
M&C No. N/A
Date:
Form 1295: N/A
ATTEST:
Jannette S. Goodall
City Secretary
DEVELOPER
RLP III BLAZING TRAIL PHASE II, LLC,
a Delaware limited liability company
By: RLP III Blazing Trail JV, LLC, a
Delaware limited liability company, its sole
member
By: RLP III Blazing Trail Investor, LLC, a
Delaware limited liability company, its
managing member
By: US Regional Logistics Program III,
L.P., a Delaware limited partnership, its
managing member
By: US RLP III GP, LLC, a Delaware
limited liability company, its general partner
By: Affinius Capital Advisors LLC, a Texas
limited liability company, its sole member
By: Affinius Capital LLC, a Delaware
limited liability company, its sole member
By: ___________________________
Name: Lange W. Allen III
Title: Senior Managing Director
Date:
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.
Kandice Merrick
Contract Manager
City of Fort Worth, Texas Page 15 of 16
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
Attachment 1 - Changes to Standard Community Facilities Agreement
Attachment 2 – Phased CFA Provisions
Attachment 3 – Concurrent CFA Provisions
Location Map
Exhibit A: Water Improvements
Exhibit B: Sewer Improvements
Exhibit C: Paving Improvements
Exhibit D: Storm Drain Improvements
Exhibit E: Street Lights and Signs Improvements
Exhibit F: Traffic Signal and Striping Improvements
Cost Estimates
(Remainder of Page Intentionally Left Blank)
City of Fort Worth, Texas Page 16 of 16
Standard Community Facilities Agreement
Rev. 9/21
ATTACHMENT “1”
Changes to Standard Community Facilities Agreement
City Project No. 106308
Negotiated changes contained within the body of the agreement.
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00 �2 d3
DAP-BIDPROPOSAL
Pagc 1 ot�
SECTION 00 42 43
Developer Awarded Projects - PROPOSAL FORM
UNIT PRICE BID
Bidder's Application
Project Item Informa[ion Bidder's Proposal
Bidlist Item Unit of
Description Bid Quantity Uni[ Price Bid Value
No� S ecificat�n Section No. Measure
UNIT I: WATER IMFROVEMENTS
1 0241.1118 4"-12"PressurePlu 0�41 14 EA 3 $1,927.05 $5,781.15
2 3311.0001 Ductile Iron Water Fittinos w/ Restraurt 33 1 I 11 TON 1.60 $30,155.51 $48,248.82
3 3311.0461 12" PVC Water Pi e 3= 11 12 LF 95 $161.62 $15,353.90
4 3312.0117 ConnectiontoExistin�4"-12"WaterMain 33122� EA 3 $5,274.18 $15,822.54
5 33122203 2" Water Service 3= 12 10 EA 5 $5,238.27 $26,191.35
6 3305.0109 Trench Safe 3= 0� 10 LF 9� $49.04 $4,658.80
7 3312.300� 12" Gate Valve 3= 12 20 EA 3 $6,679.06 $20,037.18
TOT4L UNIT I: WATER IMPROVEMENTS $136,093.74
C[TY OF FORT WORTH
STANDARD CONSTRUCTION SPECIFIC.4TION DOCIIMENTS - DEVELOPER AMARDHD PROJECTS
Fomi Version May 22, 2019 QTO_EaPRESS CFA
00 42 43
DAP - BID PROPOSAL
Pagc 2 of �
SECTION 00 42 43
Developer Awarded Projects - PROPCSAL FORM
UNIT PRICE BID
Bidder's Application
Project I[em Information Bidder's Proposal
Bidlist Item Description Unit of Bid Quantity Unit Price Bid Value
No. S ecifica�on Section No. Measure
UNIT II: SANITARY SEVV=R IMPROVEMENTS
1 3301.0002 Post-CCTV Ins ection 3� 01 31 LF 44 $5.53 $243.32
2 3301.0004 FinaIMH-CCTVIns ection 310131 EA 1 $172.67 $172.67
3 3301.0101 Manhole Vacuum Testin 3> 01 30 EA 1 $172.67 $172.67
4 3305.0107 Manhole Ad ustment, Minor 3 s OS 14 EA I $2,865.71 $2,865.71
4 3305.0109 Trench Safe 3 3 OS 10 LF 44 $250.03 $11, 001.32
5 330�.0112 Concrete Collaz 3 s OS 17 EA 1 $2,865.71 $2,865.71
6 3331.4115 8" Sewer Pi e 33 11 10, 3=• 31 12, 33 31 20 LF 36 $277.66 $9,995.76
7 33315747 S" Sewer Pi e, CLSM Backfill 33 11 10, 3=• 31 12, 33 31 20 LF 8 $908.96 $7,271.68
8 3339.1001 4' Manhole 33 39 0, 33 39 20 EA 1 $13,627.50 $13,627.50
9 02412103 8" Sewer Abandonment Plu 0' 41 14 EA 1 $207.22 $207.22
TOTAL UNIT II: 3ANITARY SEWER IMPROVEMENTS $45,423.56
CITY OF FORT WORTH
STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS - DEVELOPER .4W.4RDED PROIECTS
Fomi Version May 22, 2019 QTO_EXPRE55 CFA
00 32 43
DAP-BIDPROPOSAL
Page 3 oC �
SECTION 00 42 43
Developer Awarded Projects - PROPO 3AL FORM
UNIT PRICE BID
Bidder's Application
Project Item Information Bidder's Proposal
Bidlist Item Description Unit of B�d Quantity Unit Price Bid Value
No. S ecificat on Section 1�'0. Measure
UNIT IV: PAVING IN�ROVEMENTS
1 0170.0100 Mobilization 0: 70 00 LS 1 $4,834.90 $4,834.90
2 0171.0101 Construction Stakina 0= 71 2� LS 1 $1,657.68 $1,657.68
3 0241.1000 Remove Conc Pvmt 0� 41 li SY 30 $124.33 $3,729.90
4 0241.0100 Remove Sidewalk 0= 41 13 SF 3,850 $4.27 $16,439.50
5 0241.1300 Remove Conc Curb&Gutter 0� 41 15 LF 370 $13.12 $4,854.40
6 3213.0311 4" Conc Sidewalk, Adjacent to Curb 3� li 20 SF 250 $20.72 $5,180.00
7 3213.0402 7" Concrete Drivewa 3: 13 20 SF 4,685 $9.01 $42,211.85
8 3201.0616 Conc Pvmt Re air, Arterial/Industrial 3: 01 29 SY 30 $248.65 $7,459.50
9 3213.0506 Barrier Free Ram , T e P-I 3� 13 20 EA 2 $552.56 $1,105.12
10 3213.0507 Barrier Free Ram , T e P-2 3= 13 20 EA 6 $621.63 $3,729.78
11 3216.0101 6" Conc Curb and Gutter 3: 16 13 LF 15 $13.36 $200.40
12 3292.0101 Utili Service Surface Restoration Soddin 3: 92 13 SY 35 �138.14 $4,834.90
13 3471.0001 Traffic Control 3� 71 13 MO 0.5 $5,525.60 $2,762.80
TOT.� UNIT IV: PAVING IMPROVEMENTS $99,000.73
CITY OF FORT WORTH
STANDARD CONSTRl7CTION SPECIFICAT[ON DOCUMENTS - DEVELOPER .4W.4RDED PROIECTS
Form Version May 22, 2019 QTO_EXPRESS CFA
00 32 �3
DAP-BIDPROPOSAL
Pagc 4 of d
SECTION 00 42 43
Developer Awarded Projects - PROP03AL FORM
UNIT PRICE BID
Bidder's Application
Project Item Information Biddei s Proposal
Bidlist Item Unit of
Description Bid Quantity Unit Price Bid Value
No. S ecificatDn Section No. Measure
Bid �ummary
UNIT I: WATER IMPROVEMEP TS
UNIT II: SANITARY SEWER IMPRO�.EMENTS
UNIT III: DRAINAGE IMPROVEM=NTS
UNIT IV: PAVING IMPROVEMEVTS
UNIT V: STREET LIGHTING IMPRO\'EMENTS
Total Construction
This Bid is submitted by the entity named below:
BIDDER: BY:
Catamount Constructors, Inc.
15510 Vance Jackson Road, Suite 201
San .4ntonio, TR 78249 TITLE:
LATE:
Contractor agrees to complete WORK for FINAL ACCEPTANCE within
CONTRACT commences to run as provided in the General Conditions.
END OF SECTION
CITY OF FORT WOR'IH
STANDARD CONSTRUCT[ON SPECIFIC.4TION DOCUMENTS - DEVELOPER .4NARDED PROJECTS
Focm Vcrsion May 22, 2019
Scott Reynol �„
i
President
7/28/2025
90 working days after the date when the
$136, 093.74
$48,423.56
--_____.. __._
$ 99, 000.73
18.03
QTO_EXPRESS CFA
F�RT ��RTH�}
City Secretary's Office
Contract Routing & Transmittal Slip
Contractor's Name: RLP III Blazing Trail Phase II, LLC
Subject of the Agreement: cFA
M&C Approved by the Council? * Yes ❑ No 8
If so, the M&C must be attached to the contract.
Is this an Amendment to an Existing contract? Yes ❑ No 8
If so, provide the original contract number and the amendment number.
Is the Contract "Permanent"? *Yes 8 No ❑
If unsure, see back page for permanent contract listing.
Is this entire contract Confidential? XYes ❑ No 8 If only specific information is
Confidential, please list what information is Confidential and the page it is located.
Effective Date:
If�different from lhe approval dale.
Expiration Date:
If applicable.
Is a 1295 Form required? * Yes ❑ No 8
*If so, please ensure it is attached to the approving M&C or attached to the contract.
Proj ect Number: If applicable. 106308
*Did you include a Text field on the contract to add the City Secretary Contract (CSC)
number? Yes 8 No ❑
Contracts need to be routed for CSO processin� in the following order:
1. Katherine Cenicola (Approver)
2. Jannette S. Goodall (Signer)
3. Allison Tidwell (Form Filler)
*Indicates the infor7nation is required and if the information is nol provided, the contract will be
returned to the department.