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064355 - Construction-Related - Contract - Standard Community Facilities Agreement
City Contract Number: 64355 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 Haynie Hills LLC ("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 Valley Brook Ph. 8 ("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 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. OFFICIAL RECORD CITY SECRETARY City of Fort Worth, Texas Page 2 of 16 Standard Community Facilities Agreement FT. WORTH, TX Rev. 9/21 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: E Exhibit A: Water E Exhibit B: Sewer E Exhibit C: Paving E Exhibit D: Storm Drain E 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 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 City of Fort Worth, Texas Page 3 of 16 Standard Community Facilities Agreement Rev. 9/21 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, becomes insolvent, or fails to pay costs of construction. (c) If the Financial Guarantee is a Completion Agreement and the Developer's contractors or suppliers are not paid for construction costs or materials supplied for the Improvements the contractors and suppliers may place a lien upon any property which the City does not have an ownership interest that is the subject of the Completion Agreement. (d) Nothing contained herein is intended to limit the Developer's obligations under the CFA Ordinance, this Agreement, the Financial Guarantee, Developer's agreements with Developer's contractors, or other related agreements. 8. Termination If Developer desires to terminate this Agreement before Developer's contractors begin constructing the Improvements, Developer agrees to the following: (a) that Developer and City must execute a termination of this Agreement in writing; (b) that Developer will vacate any final plats that have been filed with the county where the Project is located; and (c) to pay to the City all costs incurred by the City in connection with this Agreement, including time spent by the City's inspectors at preconstruction meetings. City of Fort Worth, Texas Page 4 of 16 Standard Community Facilities Agreement Rev. 9/21 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. 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 City of Fort Worth, Texas Page 5 of 16 Standard Community Facilities Agreement Rev. 9/21 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 ONACCOUNT OFANYINJURIES OR DAMAGES SUSTAINED BYANYPERSONS, 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 ONACCOUNT OFANYACT, INTENTIONAL OR OTHERWISE, NEGLECT OR MISCONDUCT OF SAID DEVELOPER, ITS CONTRACTORS, SUB -CONTRACTORS, OFFICERS, AGENTS OR EMPLOYEES, WHETHER OR NOT SUCHINJURIES, DEATH OR DAMAGESARE CAUSED, IN WHOLE OR IN PART, BY THE ALLEGED NEGLIGENCE OF THE CITY OF FORT WORTH, ITS OFFICERS, SERVANTS, 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 INANY 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 OFFICERS, SERVANTS, OR EMPLOYEES. FURTHER, DEVELOPER WILL REQUIRE ITS CONTRACTORS TO INDEMNIFY, DEFEND, AND HOLD HARMLESS THE CITY FOR ANY LOSSES, DAMAGES, COSTS OR EXPENSES SUFFERED BY THE CITY OR CAUSED AS A RESULT OF SAID CONTRACTORS' FAILURE TO COMPLETE THE WORK AND CONSTRUCT THE IMPROVEMENTS IN A GOOD AND WORKMANLIKE MANNER, FREE FROM DEFECTS, IN CONFORMANCE WITH THE CFA ORDINANCE, AND INACCORDANCE WITH ALL PLANS AND SPECIFICATIONS. City of Fort Worth, Texas Page 6 of 16 Standard Community Facilities Agreement Rev. 9/21 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, along with an assignment of all warranties given by the contractors, whether express or implied. Further, Developer agrees that all 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. 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 of Fort Worth, Texas Page 7 of 16 Standard Community Facilities Agreement Rev. 9/21 CITY: Development Services Contract Management Office City of Fort Worth 100 Fort Worth Trail Fort Worth, Texas 76102 With copies to: City Attorney's Office City of Fort Worth 100 Fort Worth Trail Fort Worth, Texas 76102 and City Manager's Office City of Fort Worth 100 Fort Worth Trail Fort Worth, Texas 76102 IQINV/11 ts]9goA Haynie Hills LLC 3419 Westminster Avenue #341-G Dallas, Tx 75205 Or to such other address one party may hereafter designate by notice in writing addressed and mailed or delivered to the other party hereto. 17. Right to Audit Developer agrees that, until the expiration of three (3) years after acceptance by the City of the Improvements constructed pursuant to this Agreement, that the City shall have access to and the right to examine any directly pertinent books, documents, papers and records of the Developer involving transactions relating to this Agreement. Developer agrees that the City shall have access during normal working hours to all necessary Developer facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. The City shall give Developer reasonable advance notice of intended audits. Developer further agrees to include in all contracts with Developer's contractors for the Improvements a provision to the effect that the contractor agrees that the City shall, until the expiration of three (3) years after final payment under the contract, have access to and the right to examine any directly pertinent books, documents, papers and records of such contractor, involving transactions to the contract, and further, that City shall have access during normal working hours to all of the contractor's facilities, and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. City shall give Developer's contractors reasonable advance notice of intended audits. 18. Independent Contractor City of Fort Worth, Texas Page 8 of 16 Standard Community Facilities Agreement Rev. 9/21 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 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 City of Fort Worth, Texas Page 9 of 16 Standard Community Facilities Agreement Rev. 9/21 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 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 City of Fort Worth, Texas Page 10 of 16 Standard Community Facilities Agreement Rev. 9/21 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. 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. City of Fort Worth, Texas Page 11 of 16 Standard Community Facilities Agreement Rev. 9/21 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. [REMAINDER OF PAGE INTENTIONALLY BLANK] City of Fort Worth, Texas Page 12 of 16 Standard Community Facilities Agreement Rev. 9/21 36. Cost Summary Sheet Project Name: Valley Brook Ph. 8 CFA No.: 25-0035 City Project No.: 105917 IPRC No.: 24-0230 Items Developer's Cost A. Water and Sewer Construction 1. Water Construction $ 111,925.00 2. Sewer Construction $ 99,590.00 Water and Sewer Construction Total $ 211,515.00 B. TPW Construction 1. Street $ 276,768.00 2. Storm Drain $ 53,020.00 3. Street Lights Installed by Developer $ 29,691.50 4. Signals $ - TPW Construction Cost Total $ 359,479.50 Total Construction Cost (excluding the fees): $ 570,994.50 Estimated Construction Fees: C. Construction Inspection Service Fee $38,137.50 D. Administrative Material Testing Service Fee $2,480.40 E. Water Testing Lab Fee $168.75 Total Estimated Construction Fees: $ 40,786.65 Choice Financial Guarantee Options- choose one Amount (Mark one) Bond = 100% $ 570,994.50 Completion Agreement = 100% / Holds Plat $ 570,994.50 X Cash Escrow Water/Sanitary Sewer= 125% $ 264,393.75 Cash Escrow Paving/Storm Drain = 125% $ 449,349.38 Letter of Credit = 125% $ 713,743.13 Escrow Pledge A reement = 125% $ 713,743.13 City of Fort Worth, Texas Page 13 of 16 Standard Community Facilities Agreement Rev. 9/21 IN WITNESS WHEREOF, the City and Developer have each executed this Agreement by their duly authorized signatories to be effective on the date executed by the City's Assistant City Manager. CITY OF FORT WORTH op� Jesica McEachern Assistant City Manager Date: 11/23/2025 Recommended by: Leonel Rios 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: 44dIIts�O� �aa 0 A 44=0 0 4 O a a Jannette S. Goodall gxji p444 City Secretary City of Fort Worth, Texas Standard Community Facilities Agreement Rev. 9/21 DEVELOPER Haynie Hills LLC Charles M Ed-rds (Nov 21, 202511:11:34 Charles M. Edwards Manager Date: 11/21/2025 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 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Page 14 of 16 The following attachments are incorporated into this Agreement. To the extent a conflict exists between the main body of this Agreement and the following attachments, the language in the main body of this Agreement shall be controlling. Included Attachment ❑x Attachment I - 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 ❑X Cost Estimates (Remainder of Page Intentionally Left Blank) City of Fort Worth, Texas Page 15 of 16 Standard Community Facilities Agreement Rev. 9/21 ATTACHMENT "I" Changes to Standard Community Facilities Agreement City Project No. 105917 None City of Fort Worth, Texas Page 16 of 16 Standard Community Facilities Agreement Rev. 9/21 +r E �1% Archer Dr Q Malibu Sf EMirage D, s OWNED/DEVELOPED BY: TCP FARMS LP '<�� V, � M ; La tA Dr .'s ❑ �^ It c�+ x h 9 Somi:nrd Dr V+olhday Dr M ca.s+dy Ln Erwomo Wile La raymrnd Ur EIGHTS OF 11_11K viSTA IN L11 Lrice l(c-! IIJ _ _ _ _ Wall Price Ke4e, I 177 Q +- r a IM CITY LIMITS y I KFrayer Dr I Park 1Fs-.A C..rde I I I PROJECT LOCATION I FORT WORTH I KELLER Ti- esa Or � I I (P' m 9` I . 'THE VINEYARDS I AT HERITAGE C �� a t Frank Ln Shver Rd a Oakville St � I C I 11dia Lake Dr Frank In 3419 WESTMINSTER AVE ❑ I StaDion pr FORT WORTH, TX 76244r _ I Rodeo Or B A I R D, H A M P T❑ N & B R O W N 8 mm B VALLEY BROOK PH. 8 ADDITION ENGINEERING & SURVEYING CPN: 105917 6300 Ridglea Place, Ste. 700, Ft. Worth, TX 76116 mail@bhbinc.com 817-338-1277 www.bhbinc.com COUNCIL DISTRICT 4 VICINITY MAP BHB Project # 2023.173.000 TBPE Firm F-44 TBPLS Firm 1001 1300 MAPSCO NO. TAR-036D 60 30 0 60 120 GRAPHIC SCALE: 1" = 60 Feet II II II I I FLOT 36 III LOT 35 III LOT 34 III LOT 33 III III III END 8" WATERLINE INSTALL FIRE HYDRANT ASSEMBLY ►rITJ OWNED/DEVELOPED BY: TCP FARMS, LP L07-4X 3419 WESTMINSTER AVE FORT WORTH, TX 76244 VN L E G E N D EXISTING DESCRIPTION NEW PROPERTY LINE CONC. CURB & GUTTER �w� WATER LINE w� LOT 32 II II I II II 1i EXISTING 8" WATERLINE LOT 31 I LOT, REFER P264-602150070983 �I� WL-3 ,,, CONNECT PROPOSED 8" WATER LINE TO EXISTING 8" WATER LINE W W"i SS SS EXISTING 8" WATERLINE 1 REFER P264-602150070983 WL-4 LOT 33 I LOT 32 I LOT 31 I LOT 30 I LOT 29 I LOT 28 II I I I I 11 I I 1 13BAIRD, H A M P T O N & BROWN VALLEY BROOK PH. 8 ADDITION ENGINEERING & SURVEYING 6300 Ridglea Place, Ste. 700, Ft. Worth, TX 76116 CPN: 105917 mail®bhbinc.com 817-338-1277 www.bhbinc.com COUNCIL DISTRICT 4 A - WATER BHB Project # 2023.173.000 TBPE Firm F-44 TBPLS Firm 10011300 MAPSCO NO. TAR-036D DUNRAVEN 60 30 0 60 120 GRAPHIC SCALE: 1" = 60 Feet L E G E N D EXISTING DESCRIPTION NEW PROPERTY LINE CONC. CURB & GUTTER ss � SANITARY SEWER ss I I I I I I I I I I I I I I I I LOT 36 III LOT 35 III LOT 34 III LOT 33 III LOT 32 III LOT 31 III LOT 30 I I LOT 29 I I III III III III III III 11 I I INSTALL 4' STANDARD SS MANHOLE I END PROPOSED 8 SS LINE W IN IN IN IN W S S W S DUN V N DURT S S CONNECT PROPOSED 8" SANITARY j 1) FSEWER LINE TO EXISTING 8" SANITARY SEWER LINE N = NW LOT 33 I LOT 32 I LOT 31 I LOT 30 I LOT 29 I LOT 28 EXISTING 8" SS LINE OWNED/DEVELOPED BY: 34X REFER TO P274-702130070983 TCP FARMS, LP I S-15768 3419 WESTMINSTER AVE FORT WORTH, TX 76244 DU(RA VEN B A I R D, H A M P T❑ N & BROWN VALLEY BROOK PH. 8 ADDITION 13==BENGINEERING & SURVEYING 6300 Ridglea Place, Ste. 700, Ft. Worth, TX 76116 CPN: 105917 mail@bhbinc.com 817-338-1277 www.bhbinc.com COUNCIL DISTRICT 4 B - SANITARY SEWER BHB Project # 2023.173.000 TBPE Firm F-44 TBPLS Firm 10011300 MAPSCO NO. TAR-036D 60 30 0 60 120 GRAPHIC SCALE: 1" = 60 Feet L E G E N D EXISTING DESCRIPTION NEW PROPERTY LINE � M M CONC. CURB & GUTTER CONCRETE PAVING ❑ I I I I I I I I I I I I I I I I LOT 36 I 1 I LOT 35 III LOT 34 III LOT 33 III LOT 32 III LOT 31 III LOT 30 I I LOT 29 I I III III III I 1 I III III EXISTING SIDEWALK I � ICI ICI ICI 1,707 SY OF PROPOSED 6" CONCRETE 41 LF OF PROPOSED 10' CONCRETE ROADWAY W/ CURB AND GUTTER SIDEWALK FOR TRAIL CONNECTION DUNR4VFN COURT &UNRAVE. • +• � yam.. 2 TYPE R-1 BARRIER FREE RAMP j I ; EXISTING / I I LOT 33 I LOT 32 I LOT 31 1 LOT 30 I LOT 29 I LOT I CONCRETE OWNED/DEVELOPED BY: 166 LF OF PROPOSED 5' CONCRETEPAVEMENT I I II Z TCP FARMS, LP LOT-4X SIDEWALK I O 3419 WESTMINSTER AVE EXISTING SIDEWALK FORT WORTH, TX 76244 L B A I R D, H A M P T❑ N & B R❑ W N VALLEY BROOK PH. 8 ADDITION 13==BENGINEERING & SURVEYING 6300 Ridglea Place, Ste. 700, Ft. Worth, TX 76116 CPN: 105917 mail@bhbinc.com 817-338-1277 www.bhbinc.com COUNCIL DISTRICT 4 C - PAVING BHB Project # 2023.173.000 TBPE Firm F-44 TBPLS Firm 10011300 MAPSCO NO. TAR-036D 60 30 0 60 120 GRAPHIC SCALE. 1" = 60 Feet LOT 8, BLOCK 3 (PARK SITE) THE VINEYARDS AT HERITAGE OWNER: CITY OF FORT WORTH CAB. A, SLIDE 6725 P.R.T.C.T. 120 LF RCP DRAINAGE PIPE W/ CONCRETE WINGWALL — -- 77 SF OF ROCK RIPRAP _ Lou w ) z 04 0 OWNED/DEVELOPED BY: TCP FARMS, LP 3419 WESTMINSTER AVE FORT WORTH, TX 76244 L E G E N D EXISTING DESCRIPTION NEW PROPERTY LINE CONC. CURB & GUTTER DRAINAGE PIPE II ili III iIi III �I LOT 36 III LOT 35 III LOT 34 III LOT 33 III LOT 32 I I I I I I I I I I I I I I I I I I I I I I I I I V L- ---J L- --J L- --J L_ --J V/ I I =0R7.4VCAf COUR L L- /// IF-- -7 1 F-- PROPOSED 15' CURB INLET _ I LOT 33 I LOT 32 I LOT 31 LOT 34X II I I I B A I R D, H A M P T❑ N & BROWN VALLEY BROOK PH. 8 ADDITION 13==BENGINEERING & SURVEYING 6300 Ridglea Place, Ste. 700, Ft. Worth, TX 76116 CPN: 105917 mail@bhbinc.com 817-338-1277 www.bhbinc.com COUNCIL DISTRICT 4 D - STORMWATER BHB Project # 2023.173.000 TBPE Firm F-44 TBPLS Firm 10011300 MAPSCO NO. TAR-036D 60 30 0 60 120 GRAPHIC SCALE: 1" = 60 Feet N LOT 3 I I I I I I I I 6 III LOT 35 III LOT 34 III LOT 33 III III III III III III III I I 2 — TYPE 11 LIGHTS W/ 22B ARMS, RESIDENTIAL LED LUMINARIES � L E G E N D EXISTING DESCRIPTION NEW PROPERTY LINE CONC. CURB & GUTTER STREET LIGHT I I I I I I I LOT 32 III LOT 31 III LOT 30 I I LOT 29 III III II II II DU/VRAVEN COURT EXISTING RESIDENTIAL /j STREET LIGHT i LOT 33 I LOT 32 1 LOT 31 1 LOT 30 1 LOT 29 I LOT 28 OWNED/DEVELOPED BY: \LOT-34/ I TCP FARMS, LP 3419 WESTMINSTER AVE FORT WORTH, TX 76244 0 DU/VRA 13==BENGINEERING B A I R D, H A M P T❑ N & BROWN VALLEY BROOK PH. 8 ADDITION & SURVEYING CPN: 105917 E - STREET LIGHTS & 6300 Ridglea Place, Ste. 700, Ft. Worth, TX 76116 mail@bhbinc.com BHB Project #2023.173.000 817-338-1277 TBPE Firm F-44 www.bhbinc.com TBPLS Firm 10011300 COUNCIL DISTRICT 4 MAPSCO NO. TAR-036D SIGNS SECTION 00 42 43 Developer Awarded Projects - PROPOSAL FORM UNIT PRICE BID 00 42 43 DAP - BID PROPOSAL Page I of 5 Bidder's Application Project Item Information Bidder's Proposal Bidlist Item) No. Description I Specification Section No. I Unit of Measure Bid Quantity Unit Price I Bid Value UNIT I: WATER IMPROVEMENTS 1 0170.0100 Mobilization _ _ 3311.0001 Ductile Iron Water Fittings w/ Restraint 01 7000 331111 LS TON _1 0.25 $_5,000.00 $20 000.00 $5,000.00 2 $5,000.00 $2.225.00 3 3311.0161 6" PVC Water Pipe 3311 12 LF _ 25 _ $89.00 4 3311.0261 8" PVC Water Pipe 3311 12 LF 415 $104.00 _ $43,160.00 5 3312.0001 Fire Hydrant _ .331240 3312.0117 Connection to Existing 4"-12" Water Main L3312.2003 1" Water Service_ 33 12 25 33 12 10 EA 1 _ $6,400.00 $6,200.00 $6,400.00 $6,200.00. _ $38,500.00 $2,000.00 $3,000.00 6 EA 1 7 EA 14 $2 760.00 8 3312.3002 6" Gate Valve 33 12 20 EA 1 $2.000.00 9 _ 3312.3003 8" Gate Valve 33 12 20 EA 1 $3,000.00 10 3305.0109 Trench Safety 33 05 10 LF 440 $1.00 $440.00 11 -- 12 13 14 15 16 17 _^`T 18 19 T_ 20 21 -- 22- - -- — 23 24 _ 25 - — _ 27 28 29 30 31 - 32 33 - 34 35 36 37 38 — -- �-- 39 — 40 41 ---- 42 43 44 45 TOTAL UNIT 1: WATER IMPROVEMENTS $111,925.00 CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS - DEVELOPER AWARDED PROJECTS Form Version May 22, 2019 00 42 43—Bid Proposal j=kson SECTION 00 42 43 Developer Awarded Projects - PROPOSAL FORM UNIT PRICE BID 00 42 43 DAP - BID PROPOSAL Page 2 of 5 Bidder's Application Project Item Information Bidder's Proposal Bidlist Item No. Description Specification Section No. Unit of Measure I Bid Quantity Unit Price Bid Value UNIT II: SANITARY SEWER IMPROVEMENT 1 3301.0002 Post -CCTV Inspection 33 01 31 LF 390 $ 10 00 $ 3,900.00 2 3301,0101 Manhole Vacuum Testing 3301 30 EA 1 $ 250.00 $ 25000 3 3305.0109 Trench Safety 3305 10 LF 390 $ 1.00 $ 390.00 4 3331.3101 4" Sewer Service 33 31 50 EA 14 $ 2,400.00 $ 33,600.00 5 3331.4115 8" Sewer Pipe 33 3120 LF 390 $ 130.00 $ 50,700.00 6 3339.1001 4' Manhole 33 3920 EA 1 $ 10,750.00 $ 10,750.00 7 9 - - - 10 11 - - - 1 - 13 _- 14 - 15 - - -- 16 - 17 - 18 - - 19 TF 20 21 _ - 22 - - - --- - - - - 23 24 25 - 26 - 27 -- - - 28 29 30 31 32 33 34 35 - - - - - 36 - -- — 37 38 - — - -- - - 39 - - 40 -- - - - 41 - 42 - 44 TOTAL UNIT II: SANITARY SEWER IMPROVEMENTIMPROVEMENT$ $99,590.00 CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS - DEVELOPER AWARDED PROJECTS Forth Version May 22, 2019 00 42 43_Bid Proposal_ Jackson SECTION 00 42 43 Developer Awarded Projects - PROPOSAL FORM UNIT PRICE BID 00 42 43 DAP . BID PROPOSAL Page 3 of 5 Bidder's Application Project Item Information Bidder's Proposal Bidlist Item No. Description Specification Section No. Unit of L Measure Bid Quantity Unit Price Bid Value UNIT III: DRAINAGE NTS 1 3305.0109 Trench Safety 3305 10 LF 120 $ 1.00 $ 120.00 2 3341.0205 24" RCP, Class 111 3341 10 LF 120 $ 200.00 $ 24,000.00 3 3349.1003 24" Flared Headwall, 1 pipe 33 49 40 EA 1 $ 6,400.00 $ 6,400.00 4 - 3349.5001 10' Curb Inlet 33 49 20 EA 1 $ 10,000.00 $ 10,000.00 5 3125.0101 SWPPP >_ 1 acre 31 25 00 LS 1 $ 12,500.00 $ 12,500.00 - - - - - 7 - - - - - _ — - 9- 10 11 - - - 12-- 13 14 15 --- --- 16 17 18 19 20 21 22 23 24 25 ��- 26 - 27 28 29 T 30 31 - - 32 33 34 35 36 37 38 39 40 41 42 _ 43- 44 45 TOTAL UNIT III: DRAINAGE IMPROVEMENT $53,020.00 CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS - DEVELOPER AWARDED PROJECTS Fm Version May 22. 2019 00 42 43—Bid Proposal Jackson SECTION 00 42 43 Developer Awarded Projects - PROPOSAL FORM UNIT PRICE BID Project Item Information Bidlist Item) No. Description NIT IV: PA 1 0171.0101 Construction Staking 2 0241-0100 Remove Sidewalk 3 0241.1000 Remove Conc Pvmt 4 3137.0105 Medium Stone Ri rap, grouted 5 3211.0401 Commercial Lime Slurry 6 3211.0501 6" Lime Treatment 7 3213.0101 6" Conc Pvmt 8 3213.0301 4" Conc Sidewalk 9 3213.0501 Barrier Free Ramp, Type R-1 10 3441 4006 Install Alum Sign Ground Mount 11 12 13 14 - — --- 15. 16 17 18 19 20 - - 21 22 - 23 24 25 26 27 28 29 30 31 32 33 T 34 35 3- 37 •� 38 -- - - 39 40 - --- 41 - — — 42 _- 43 -- 44 _ 45 TO 00 42 43 DAP - BID PROPOSAL Page 4 of 5 Bidder's Application Bidder's Proposal Specification Section No. Unit of Measure Bid Quantity Unit Price Sid Value 61PROVEMENTS 01 71 23 LS I $ 14,350.00 $ 14,350-00 0241 13 SF 285 $ 6.00 $ 1,710.00 0241 15 SY 9 $ 370.00 $ 3,330.00 31 3700 SY 35 $ 140.00 $ 4,900-00 321129 TN 28 $ 450.00 $ 12,600,00 321129 SY 1,880 $ 15.00 $ 28,200.00 32 13 13 SY 1,707 $ 104.00 $ 177,51-8 00 32 1320 SF 1,550 $ 1300 $ 20,150.00 32 1320 EA 2 $ 6,500.00 $ 13,000-00 3441 30 EA 1 $ 1,00000 $ 1.000.00 CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS - DEVELOPER AWARDED PROJECTS Forth Version Map 22, 2019 00 42 43—Rid Proposal Jackson SECTION 00 42 43 Developer Awarded Projects - PROPOSAL FORM UNIT PRICE 13ID 00 42 43 DAP - BID PROPOSAL Page 5 of 5 Bidder's Application Project Item Information Bidder's Proposal Bidlist Item Specification Unit of Bid Description Unit Price I Bid Value No. Section No. Measure Quantity Bid Summary UNIT I: WATER IMPROVEMENTS UNIT It: SANITARY SEWER IMPROVEMENTS UNIT III: DRAINAGE IMPROVEMENTS UNIT IV: PAVING IMPROVEMENTS This Bid is submitted by the entity named below: BIDDER: Jackson Construction, LTD 5112 Sun Valley Drive Fort Worth, Texas 76119 Contractor agrees to complete WORK for FINAL ACCEPTANCE within CONTRACT commences to run as provided in the General Conditions. $111,925.00 $99,590.00 $53,020.00 $276,768.00 Total Construction Bid 1 $541,303.00 BY: TALE: DATE: I my L./ackson 10/04/2025 President END OF SECTION 60 working days after the date when the CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS - DEVELOPER AWARDED PROJECTS Form Version Map 22, 2019 00 42 43_Bid Proposal_Jackson 00 42 43 DAP • BID PROPOSAL Page I of 2 TINGUNIT YjTREETLIG T 1 2605.3015 2" CONDT PVC SCH 80 (T) 26 05 33 LF 70 $ 85.36 $ 5,975.20 2 3441.1410 NO 10 Insulated Elec Condr 3441 10 LF 210 $ 5.63 $ 1,182.30 3 3441.1646 FurllisIVInstall Type 33B Ami 34 41 20 EA 2 $ 512.00 $ 1,024.00 4 3441.3050 FumisIVInstall LED Lighting Fixture (70 watt ATI 34 41 20 EA 2 $ 512.00 $ 1,024.00 5 3441.3301 Rdwy Illum Foundation TY 1,2, and 4 3441 20 EA 2 $ 6,146.00 $ 12,292.00 6 3441.3351 FumisIVInstall Rdway Illum TY 11 Pole 34 41 20 EA 2 $ 4,097.00 $ 8,194.00 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 UNIT V: STREET LIGHTING IMPROVEMENTS1 $29,691.50 CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS - DEVELOPER AWARDED PROJECTS Fonn Venion May 22, 2019 00 42 43_Bid Proposat_fudepeodeot Bid This Bid is submitted by the entity named below: BIDDER: Independent Utility Construction, Inc. 5109 Sun Valley Drive Fort North, Texas 76119 Contractor agrees to complete WORK for FINAL ACCEPTANCE within CONTRACT commences to run as provided in the General Conditions. 00 42 43 DAP -BID PROPOSAL Pape 2 of 2 Total Const uctiou Bid BY: R' d Wolfe TITLE: President DATE: 9/18/25 3—working days after the date when the END OF SECTION CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS - DEVELOPER AWARDED PROJECTS Faro Vmion May 22. 2019 00 42 43_Bid Propmat_Ltdepetdeat COMPLETION AGREEMENT — SELF FUNDED This COMPLETION AGREEMENT ("Agreement"), is made and entered into by and between the City of Fort Worth, ("City") and Haynie Hills L L C , a Texas Limited Liability Company, authorized to do business in Texas, ("Developer"), effective as of the last date executed by a Party hereto. The City and the Developer may collectively be called the "Parties". WITNESSETH: WHEREAS, the Developer owns that certain tract of real property that contains approximately 2.795 acres of land located in the City, the legal description of which tract of real property is marked Exhibit "A" — Legal Description, attached hereto and incorporated herein for all purposes, ("Property"); and WHEREAS, the Developer intends to develop the Property as an addition to the City through plat FP-24-165 and WHEREAS, the Developer and the City have entered into a Community Facilities Agreement relating to the development, Valley Brook Residential Phase 8 for Water, Sewer, Storm Drain, and Paving ("Improvements"); and WHEREAS, the City has required certain assurances that the Developer will cause to be constructed to City standards the Improvements pursuant to the Community Facilities Agreement; and WHEREAS, the Parties desire to set forth the terms and conditions of such accommodations as are described above. NOW, THEREFORE, for and in consideration of the mutual covenants and agreements hereinafter set forth, it is hereby agreed by and between City and Developer as follows: 1. Recitals. The foregoing recitals are true, correct and complete and constitute the basis for this Agreement and they are incorporated into this Agreement for all purposes. 2. The Completion Amount. The City and the Developer agree that the Hard Costs (as shown on Exhibit `B") required to complete the Community Facilities in the aggregate should not exceed the sum of Five Hundred Seventy Thousand Nine Hundred Ninety -Four and 501100 Dollars ($570,994.50) hereinafter called the "Completion Amount". Notwithstanding the foregoing, it is acknowledged that the actual costs of completion of the Community Facilities may vary as a result of change orders agreed to by the Parties, but such variances for the purposes of this Agreement City of Fort Worth, Texas Standard Completion Agreement — Self -Funded Page 1 of 10 shall not affect the Completion Amount as used herein. City hereby waives the requirement for developer to deposit a financial guarantee of 100% of the Hard Costs under the CFA Policy. 3. Completion by the Developer. The Developer agrees to complete the Community Facilities and pay all Hard Costs in accordance with City standards, the CFA, the Plat, and the Plans as approved by the City. For the purposes of this Agreement, the development of the Property shall be deemed complete upon acceptance by the City of the Community Facilities pursuant to Section 6, hereof. 4. Satisfaction of the City Requirements. The City agrees that the assurances and covenants contained in this Agreement satisfy all requirements of the City with respect to Developer's Financial Guarantee, as described in the CFA Policy, or other requirements for security in connection with the development of the Property and the completion of the Community Facilities that are contained in the CFA or in any other agreement relating thereto, and the City hereby accepts the assurances and covenants contained herein in lieu thereof. To the extent the CFA irreconcilably conflicts with this Agreement, the provisions of this Agreement shall control. 5. Termination. This Agreement shall terminate upon the earlier to occur of the following: (a) acceptance by the City of the Community Facilities; or (b) mutual written agreement of the Parties. 6. Final Plat. The Parties acknowledge and agree that the City shall hold the final plat of the Property until the Community Facilities are completed and accepted by the City and all Hard Costs contractors have been paid, less retainage. Upon acceptance by the City and receipt of evidence from the Developer showing that all Hard Costs contractors have been paid, including but not necessarily limited to lien waivers and bills paid affidavits, the City shall within a reasonable time file the final plat for the Property in the Plat Records of the county where the Property is located. The purpose of the City retaining the final plat of the Property as provided herein is to guarantee the Developer's obligations under the CFA are completed. 7. Construction Contracts. Developer agrees to include in each Construction contract that it enters into for the completion of the Community Facilities the following: A. A statement that the City is not holding any security to guarantee any payment for work performed on the Community Facilities; B. A statement that the Property is private property and that same may be subject to mechanic's and materialman's liens; C. A requirement that each contractor contracting with the Developer release the City from any claim that is related to the Property; and D. A requirement that each contractor contracting with the Developer include in each subcontract the statements contained in (a), (b) and (c) above. City of Fort Worth, Texas Standard Completion Agreement — Self -Funded Page 2 of 10 8. Miscellaneous. A. Non -Assignment of Agreement. This Agreement may not be assigned by any of the Parties without the prior written consent of all the other Parties. B. Notice. Any notice required or permitted to be delivered under this Agreement shall be deemed received on actual receipt by the appropriate party at the following addresses: (i) Notice to the City shall be addressed and delivered as follows: City of Fort Worth Development Services Department 100 Fort Worth Trail Fort Worth, Texas 76102 Attention: Contract Management Office Kandice Merrick, Development Manager Email: Kandice.Merrick@fortworthtexas.gov Confirmation Number: 817-392-7810 With a copy thereof addressed and delivered as follows: Office of the City Attorney City of Fort Worth 100 Fort Worth Trail Fort Worth, Texas 76102 Attention: Richard A. McCracken Sr. Assistant City Attorney Confirmation Number: 817-392-7611 (ii) Notice to the Developer shall be addressed and delivered as follows: Haynie Hills LLC 3419 Westminster Avenue #341-G Dallas, Tx 75205 A party may change its address for notice upon prior written notice to the other parties pursuant to the terms hereof. C. Texas Law to Apply. This Agreement shall be construed under and in accordance with the laws of the State of Texas. D. Parties Bound. This Agreement shall be binding upon and inure to the benefit of the Parties and their respective legal representatives, successors and assigns. City of Fort Worth, Texas Standard Completion Agreement — Self -Funded Page 3 of 10 E. Legal Construction. In case any one or more of the provisions contained in this Agreement shall for any reason is held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision of this Agreement, and this Agreement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained in this Agreement. F. Prior Agreements Superseded. This Agreement constitutes the sole and only agreement of the Parties with respect to the subject matter hereof and supersedes any prior understandings or written or oral agreements among the Parties concerning the subject matter hereof. G. Amendment. This Agreement may only be amended by a written instrument executed by all of the Parties to this Agreement. H. Headings. The headings that are used in this Agreement are used for reference and convenience purposes only and do not constitute substantive matters to be considered in construing the terms and provisions of this Agreement. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] City of Fort Worth, Texas Standard Completion Agreement — Self -Funded Page 4 of 10 Executed in each entity's respective name by its duly authorized signatories effective as of the date executed by the City's City Manager or his/her designee. CITY OF FORT WORTH: Jesica McEachern Assistant City Manager Date: 11/23/2025 Approved as to Form & Legality: Jessika Williams Assistant City Attorney Date: 11/21/2025 ATTEST: 'k ., s Jannette Goodall City Secretary City of Fort Worth, Texas Standard Completion Agreement — Self -Funded Page 5 of 10 DEVELOPER: Haynie Hills LLC Cha esCha .ME 511:11:34 ) Charles M. Edwards Manager Date: 11/21/2025 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX LIST OF EXHIBITS ATTACHMENT "1"- CHANGES TO STANDARD AGREEMENT EXHIBIT A - LEGAL DESCRIPTION EXHIBIT B - APPROVED BUDGET City of Fort Worth, Texas Standard Completion Agreement — Self -Funded Page 6 of 10 ATTACHMENT "1" Changes to Standard Agreement Self -Funded Completion Agreement None City of Fort Worth, Texas Standard Completion Agreement — Self -Funded Page 7 of 10 EXHIBIT A LEGAL DESCRIPTION BEING a tract of land situated in the John Edmonds Survey, Abstract Number 457, City of Fort Worth, Tarrant County, Texas, and being a portion of a tract of land as described by deed to TCP Farms, L.P. as recorded in Document Number D205220085, Deed Records, Tarrant County, Texas (DRTCT), and being more particularly described by metes and bounds as follows: Bearings referenced to U.S. State Plane Grid 1983 - Texas North Central Zone (4202) NAD83 as established using the AllTerra RTKNet Cooperative Network. Reference frame is NAD83(2011) Epoch 2010.0000. Distances shown are U.S. Survey feet displayed in surface values.) BEGINNING at a found stone for the northwest corner of the said TCP Farms tract, same being the southwest corner of Lot 4, Block 1, Siecor Addition, an addition to the City of Fort Worth, Tarrant County Texas as shown on the plat recorded in Cabinet A, Slide 11786, Plat Records, Tarrant County, Texas (PRTCT), and being in the east line of Lot 8, Block 3, The Vineyards at Heritage, an addition to the City of Fort Worth, Tarrant County, Texas as shown on the plat recorded in Cabinet A, Slide 6725, PRTCT; THENCE North 89°49'50" East, with the common line between the said TCP Farms tract and said Lot 4, a distance of 436.13 feet to a found 3/4-inch iron rod for the northeast corner of the said TCP Farms tract, same being the northwest corner of Lot 28, Block 12, Valley Brook, an addition to the City of Fort Worth, Tarrant County, Texas as shown on the plat recorded in Cabinet A, Slide 12614, PRTCT; THENCE South 00°39'56" East, with the common line between the said TCP Farms tract and said Lot 28, a distance of 120.56 feet to a set 5/8-inch capped iron rod marked "BHB INC" (IRS) for the southwest corner of said Lot 28, same being in the west right-of-way line of Dunraven Trail (a 50' right-of- way) THENCE with the common line between the said TCP Farms tract and the said right-of-way line the following courses and distances: along a curve to the left having a central angle of 98°40'55", a radius of 50.00 feet, an arc length of 86.12 feet and a chord which bears South 08°51'23" West, a distance of 75.86 feet to an IRS; South 00°32'03" East, a distance of 89.41 feet to a point for the southeast corner of the said TCP Farms tract, same being the northeast corner of Lot 27, Block 13 of the aforementioned Valley Brook from which a found 1/2-inch capped iron rod marked (Goodwin and Marshall) bears South 21 °09' 11" East, a distance of 0.39 feet; THENCE South 89°48'46" West, with the common line between the said TCP Farms tract and said Block 13, a distance of 423.49 feet to a found 3/4-inch iron rod for the southwest corner of the said TCP Farms tract, same being the City of Fort Worth, Texas Standard Completion Agreement — Self -Funded Page 8 of 10 northwest corner of Lot 29X of said Block 13, and being in the east line of the aforementioned Lot 8; THENCE North 00°38'29" West, with the common line between the said TCP Farms tract and said Lot 8, a distance of 285.03 feet to the POINT OF BEGINNING and containing 121,772 feet or 2.795 acres of land more or less. City of Fort Worth, Texas Standard Completion Agreement — Self -Funded Page 9 of 10 EXHIBIT B APPROVED BUDGET Items A. Water and Sewer Construction 1. Water Construction 2. Sewer Construction Water and Sewer Construction Total B. TPW Construction 1. Street 2. Storm Drain 3. Street Lights Installed by Developer 4. Signals TPW Construction Cost Total Total Construction Cost (excluding the fees) City of Fort Worth, Texas Standard Completion Agreement — Self -Funded Page 10 of 10 Developer's Cost $ 111,925.00 $ 99,590.00 $ 211,515.00 $ 276,768.00 $ 53,020.00 $ 29,691.50 $ 359,479.50 $ 570,994.50 FORT WORTH. City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: Haynie Hills, LLC Subject of the Agreement: CFA25-0035 -Valley Brook Ph. 8 (Water, Sewer, Drainage, Pavi M&C Approved by the Council? * Yes ❑ No If so, the M&C must be attached to the contract. Is this an Amendment to an Existing contract? Yes ❑ No If so, provide the original contract number and the amendment number. Is the Contract "Permanent"? *Yes © No ❑ If unsure, see back page for permanent contract listing. Is this entire contract Confidential? *Yes ❑ No © If only specific information is Confidential, please list what information is Confidential and the page it is located. Effective Date: If different from the approval date. Expiration Date: If applicable. Is a 1295 Form required? * Yes ❑ No *If so, please ensure it is attached to the approving M&C or attached to the contract. Project Number: If applicable. 105917 *Did you include a Text field on the contract to add the City Secretary Contract (CSC) number? Yes © No ❑ Contracts need to be routed for CSO processing in the followin order:. 1. Katherine Cenicola (Approver) 2. Jannette S. Goodall (Signer) 3. Allison Tidwell (Form Filler) *Indicates the information is required and if the information is not provided, the contract will be returned to the department. Received Date: 11/24/2025 Received Time: 3:55 p.m. Developer and Project Information Cover Sheet: Developer Company Name: 14AYNIE HILLS LLC 3419 Westminster Avenue #341-G, Dallas, Tx 75205 Address, State, Zip Code: Phone & Email: 214-763-2485 1 cedwards@faginrecourses.com Authorized Signatory, Title: Charles M. Edwards, Manager Project Name: Valley Brook Ph. 8 Brief Description: Water, Sewer, Drainage, Paving Project Location: 5721 Dunraven Trail, Fort Worth, TX 76244 Plat Case Number: FP-24-165 Plat Name: Valley Brook Ph. 8 Council District: 4 Phased or Concurrent Provisions: None CFA Number: CFA25-0035 City Project Number: 105917 1 IPRC24-0230 City of Fort Worth, Texas Page 1 of 16 Standard Community Facilities Agreement Rev. 9/21