HomeMy WebLinkAbout016434 - Construction-Related - Contract - Hillwood Development Corporation, ' ' � �,
COMMUNITY FACILITIES AGREEMENT
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THE STATE OF TEXAS § J� ���
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COUNTY OF TARRANT §
WHEREAS, Hillwood Development Corporation hereinaFter called
"Developer", desires to make certain improvements to Northport Addition
(Fort Worth Alliance Airport, Extension of South Airport, Extension of
South Ai rport Access Road and Henrietta Creek Road), an addition to the
City of Fort Worth, Texas; and
WHEREAS, the said Developer has requested the City of Fort bJorth, a
municipal corporation of Tarrant County, Texas, hereinafter called "City",
to do certain work in connection with said improvements;
N04J, THEREFORE, KNOW ALL MEN BY THESE PRESENTS:
That said Developer, acting herein by and through H.R. Perot, Jr., its duly
authorized President, and the City, acting herein by and through David A.
Ivory, its duly authorized Senior Assistant City Manager, for and in
consideration of the covenants and agreements herein performed and to be
performed, do hereby covenant and agree as follows, to-wit:
FORT WORTH ALLIANCE AIRPORT
�' SOUTH ACCESS ROAD BETWEEN BRIDGE & APRON ,
WATER AND/OR SANITAKY SEWER rACILITIES
A. The City agrees to install, by contr.act or otherwi.se, or to permit the
Developer to let a contract for, in accordance with its accepted
practices, ordinances,•regulations, and the provisions of the City
Charter, and subject to the requirements of the City's Policies and
Regulations for Installation of Community Facilities, all as current
at the time of installation:
WATER FACILITIES to serve the lots as shown on the attached Exhibit
-- , and SANITARY SEWER FACILITI�S to serve the lots as shown on the
attached Exhibit [� , all in accordance with plans and specifications
to be prepared by the Engineering Division of the Ldater Department, or
by private engineers employed by the Developer and approved by the
Water Department.
B. The City agrees to install, at Developer's expense, at the time all
other water mains in this addition are installed, a service line for
each lot as shown on the attached Exhibit -- The estimated cost of
these service lines is $ None . The City agrees to
record the location of each said service line in respect to the corner
of the lot served, and to repair said records in its possession.
C. The construction cost of the water facilities herein concerned,
exclusive of service lines and engineering is estimated to be
Dollars ($ None ) •
D. The City agrees to install, at Developer's expense, at the time all
other sanitary sewer mains in this addition are installed, a service
line for each lot as shown on the attached Exhibit A • T11e
estimated cost of these service lines is $ No ne e The City
agrees to record the location of each said service line in respect to
the corner of the lot served, and to retain said records in its
possession.
E. The construction cost of the sanitary sewer facilities to be installed
hereunder, exclusive of service lines and engineering, is estimated to
be One Hundred fisty-six Dollars ($ 156, 250 )•
Thousand� two hundreci titty
F. Prior to the award of the construction contract by the City, or the
commencing of any work by the City or its contractors, if the
Developer does not award his own contract, the-Developer agrees to pay
to the City:
(1) (a) One hundred percent (100%) of the cost of all water and
sanitary sewer facilities within the development, exclusive
of engineering and service costs, through the 8-inch size,
including the costs of larger sized facilities adjusted to
8-inch size costs; and
(b) One hundred percent (100%) of the cost of all approach water
main facilities outside the limits of the development
through the 16-inch size, including the costs of lar�er
sized facilities adjusted to 16-inch size costs, less ten
percent (10%) of the calcul.ated front foot char;es for lots
contained in the development served by such approac}i water
main facilities; and
1-1
Fort �orth Alliance Airport South Access Road to Apron
, (c)' One hundred percent (100%) of the cost of all spproach
sanitary sewer facilities outside the limits of the�
development through the 24-inch size, including the costs of
larger sized facilities adjusted to 24-inch size costs, less
ten percent (10%) of the calculated front foot charges for
lots contained in the development serviced by such approach
sanitary sewer facilities.
(2) An additional ten percent (10%) of the total of the beveloper's
cost of these water and sanitary sewer facilities, exclusive of
cost of service lines, for design engineering, if such
engineering is performed by the City. This charge will be waived
if private engineers employed by the Developer and approved by
the Water Department perform the design engineering.
(3) One hundred percent (100%) of the cost of all service Zines,
estimated undet 1-B and 1-D above, in accordance with the
provisions of the current Fort Worth City Code.
G. The distribution of estimated construction cost between the City and
the Developer, as per paragraph 1-F above, for all water and sanitary
sewer facilities to be constructed hereunder is estimated as follows:
(1} Water Facilities:
(a) Mains: Within Development
Approach
(b) Services (
Sub-Totals, Water
Est�mated
Developer Estimate�' Total
Cost �;ity Cos�; Co s t
-0- -0- -0-
-0- -0-
) -0- -0-
-0- -0-
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(2) Sanitary Sewer Facilities:
(a) Mains: Within Development $128, 950 $27, 300 $156, 250
Approach
(b) Services (
)
-0- _ -0-
-0- -0-
�
Sub-Totals, Sewers
-0- -
$128,950 $27,300 $156,250
Grand Totals $128, 950 $27 , 300 $156, 250
�l�) Cost difference between 12" sewer line and 8" water line as shown below:
1650 LF of 12" sewer line (12' to 14' depth)x($22/LF-$15/LF= $11,550
1600 LF of 12" sewer line (14' to 16' deep)x($23/LF-$16/LF= $11�200
650 LF of 12" sewer line (16' to 18' deep)x($24/LF-$17/LF)= $ 4,550
TOTAL $27�300
1-2
Fort Worth Alliance Airport South Access Road� Bridge to Apron
H. The above char�ea do not incl.u�e any "per connection" charges for con-
nection to existin� or proposed sanitary sewer mains constructe� or to
be constructed under the prov.isi.ons of the "APPROACH MAIN OPTION" as
described in Sub-Paragraph (3), IV-7 of the Policies and Rep,ulatians
for "INSTALLATION OF COMM[iNITY FAC.T.LCTIf�S" ac�optec� January 1, 1972.
These addi�ionat char�es are a� f.otlows�
Not appticabte to this Contract XXXXXX
Appticable �o this Contract �Ln the amount of
by Ordinance No. dated
When water facilities are insralted hy contract, Lnstaltation of water
services will he included as part oE the contract. Installation o�
meter boxes on those services may be �one by the Ci(�y, aFrer comple-
tion of construction of. atl rel.ative curb an�i �uCter worlc on the water
facilities project site, at a cost of $70/S135 per contract-instatl�d
service, such meter box inst�ttatton char�e to be due �nd payahle
prtor to issuance of a Llork Order on the wal-er facitities instaltation
contract. The ahove char�es clo not apply if the Developer etects to
tnclude meter hox instatlat.ton as part oF the contract. However, me�er
boxes must conform to City standards.
I. Within a reasonabLe Cime a�ter comple�ton of. the above reFerenceci
facilities to be constructed by the City or by contract awarded by the
City or by the nevetoper, tlie City and Developer a;�rPe Co an ad�just-
ment of. the Developer's payment as �et out 3n 1-F and 1-(� liereinabove.
so as eo conform said payment eo aetual c.onstruetion costs and aeeual
service costs under �he provisions of. t11e current Fort Worth City
Code ,( said ad,justment to be catculated as payment in 1--F an�i/or 1-G
above), but based on act•uat quantities as reflected in the .f.tnal. esti-
mate pafd to th� Contractor by the City or hy the Devetoper, and/or in
the event any portion of the faciltt.tes �re ins�atled by Ci.ty forces,
on the ac�ual records of. cost, kept hy �he City as a pa�t of its cvs-
tomary procedures. In �he event rhe riifference in the deposit; and the
actual costs exceeds $25, Devetoper a�ree� �o pay to the Ci.ty any
underpayment which sa�d ad iustment mi�;ht indi.cate as bein� ciue, and
the City a�rees to pay to �evetoper any overpaymene.
J. 47ork hereun�ier shalt be complete�l within two (2 ) years f. rom date
hereof, and it is understoo�i that any obtigation on the part of the
City to malce any refunds with respect Co wat�r an�i/or sanitary sewer
facilities shatl cease upon �he expiration of two (2) years Erom date
hereof, except for refunds due from "per. connection charQes" on sani-
tary sewers and from "front foo� char�es" on 4�ater �nains, both of
which retunds may con�inue to be ma�le f�ot a period of ten (l0) years
after the date hereof, as elsewhere provi.�erl herein. Tn the even�
water and/or sani.tary sewer facili�ies worlc i� not complete�l w3.th the
two (2) year period, City may, at its etection, comptete such work at
Developer's expense.
1-3
Fort Worth Alliance Airport South Access Road
It [s further agreed anri w����rsCood t1tiaC any �i�l�jlCtonal �aym��ic '
requirc�d of Developer i3 r_o cover only sueh a�irit�ionai worfc c�nd/
or materiais rss may be ma�le ,�ecessary by conditiona encounLere�l
durin� construction, and sha2t not inciu�3e any chan�e !n scope oF
the pro.ject .
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Richard W. Sawey, T�irec�Jor
[dal:er Department�
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Date: ��%�����
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1-4
II
STREET AND STORM DRAIN IMPROVEMENTS
A. GENERAL PROVISIONS:
1. The Developer acknowledges that he has complied with Article 104.100
of Ordinance 7234 and hereby relieves the City of any responsibilities
for any inadequacies in preliminary plans and cost estimates supplied
for the purpose of this contract and further agrees that he will
comply with the Subdivision Ordinance, City Plan Commission Rules and
Regulations, and Policy for Installation of Community Facilities and
all applicable policies, rules, regulations and ordinances of the City
regarding development.
2. The Developer agrees to install or cause to have installed, the storm
drainage facilities improvements shown on the attached Exhibits "B"
and "B-1", in accordance with plans and specifications prepared by the
City or prepared by the Developer's engineer and approved by the City
Engineer.
3. The Developer agrees to install, adjust or cause to be installed or
adjusted, all of the required utilities to serve the development. On
Border Streets, the Developer will be responsible only for the costs
of relocating the utilities, with the City coordinating the utility
construction. Prior to construction, the Developer will provide the
City a list of all utilities that will require relocating, along with
assurance that no conflicting skreet construction will take place
until the utility relocation has been completed. The Developer
further agrees that before commencing construction the City will be
provided Performance and Payment bonds equal to 100% of the
construction costs and a one year Maintenance Bond, for the
constructed streets. The Developer also agrees that no street
construction shall begin prior to the City Council's approval of this
Community Facilities Agreement, in accordance with Section 104.100 of
City Ordinance No. 7234.
4. Except where specifically stated otherwise in this contract, the
Developer hereby agrees and binds itself to provide all necessary
right-of-way and/or easements required to construct the street and/or
storm draina�e improvements including any drainage outfall, in
lengths, widths, and locations as approved by the City Engineer.
5. Unless the City is to prepare plans and specifications for a separate
project of estimated value less than $10,000 as requested by the
Developer, the Developer agrees to submit plans and specifications
prepared by an approved Professional Engineer, registered in the State
of Texas, proficient in Civil Engineering, for the improvements
required under this agreement. Such plans shall be in compliance with
the policies, ordinances, and rules of the City of Fort Worth, and are
subject to approval by the City Engineer. After said plans are
CONTRACT FOR: NORTHPORT ADDITION (FORT WORTH ALLIANCE AIRPORT), EXTENSION
OF SOUTH AIRPORT ACCESS ROAD AND HENRIETTA CREEK ROAD
II-1
approved as witnessed by the siunatures of the City Engineer and��f
the Deputy Director of the Water Department, the Engineer shall
provide the City one (1) set of reproducible approved plans, plotted
x-sections, and specifications; and nineteen (19) copies of the plans
and eight (8) sets of the specifications and contract documents (four
(4) unexecuted, 2 executed and 2 conformed sets). Additional sets of
plans and/or specifications may be required for other departments
and/or agencies depending on the project.
6. The Developer agrees to complete the improvements covered by this
agreement within 90 calendar days after having been instructed to do
so, in writing, by the Director of Transportation and Public Works. It
is understood that the Developer will initiate the construction of all
improvements to conform with his own schedule, except for those
improvements which the Transportation and Public Works Director deems
necessary for the proper and orderly development of the area. In the
event Developer fails to carry out any such instructions within the
90-day period, the Developer gives the City the right to award a
contract for the improvements in question, and agrees to pay to the
City prior to the award of the contract, the amount of the low bid.
7. The Developer agrees that all improvements to be constructed hereunder
will be subject to inspection and approval by the City Engineer, and
require any contractor who will be involved in any earthwork within
any future public right-of-way, to notify the Transportation and
Public Works Department, Construction Section, before any work takes
place and to require all earthwork to be done in accordance with the
City of Fort Worth Standard Specifications to the satisfaction and
approval of the City Engineer or his representative. The developer
also agrees that no street or storm drain construction shall begin
prior to the City Council's approval of this Community Facilities
Agreement in accordance with Section 104.100 of City Ordinance No.
7234.
8. The Developer agrees to furnish to the City simultaneous with
Developer's execution of this agreement, a"Performance Bond" or cash
deposit in accordance with "General Requirements," Section V,
Paragraph F(3) of this agreement. That bond or deposit will be
conditioned upon the satisfactory compliance by the Developer with all
requirements concerning improvements as set forth in this agreement,
including, but not limited to, making payments to any persons, firm,
corporation or other entity with whom the Developer has a direct
contractural relationship for the performance of City work hereunder.
9. In the event the Developer awards his own contract and does not desire
City participation, the Developer shall pay the entire cost of the
street and/or storm drainage facilities. The condition set out in
"General Requirements," Section V, Paragraph F of this agreement shall
apply.
10. In the event the Developer desires City participation and follows the
procedure as set forth in Section IV and V of the Policy For The
Installation of Community Facilities, the City's participation in the
costs shall be as shown in Section II-B, (Street Improvements) and
CONTRACT FOR: NORTHPORT ADDITION (FORT WORTH ALLIANCE AIRPORT), EXTENSION
OF SOUTH AIRPORT ACCESS ROAD AND HENRIETTA CREEK ROAD
II-2
Section II-C (Storm Drainage Improvements) of this agreement. In no
event shall the City be liable to the Developer for any payments in
excess of the City's estimated participation unless and until there is
separate and formal approval by the City Council to pay such excess
amount.
11. Upon completion of these facilities, it is agreed and understood that
the Developer's estimated participation in the costs as may be
indicated in this contract, shall be adjusted to equal the final
costs, except that the City shall not be obligated to make any refunds
until all facilities required under all sections of this agreement
have been completed to the satisfaction of the City. No refund of less
than $25.00 will be made. In the event the difference in the deposit
and actual cost exceeds $25.00, the Developer agrees to pay to the
City any underpayment and the City agrees to refund any overpayment to
the Developer.
12. The City will provide construction engineering, except for the setting
of line and grade stakes for streets and storm drains (see definition
of Construction Engineering), without charge on all projects
regardless of size. The setting of line and grade stakes for streets
and storm drains shall be the responsibility of the developer except
that the City reserves the right to pre-qualify persons and/or firms
that are hired to provide this surveying and to check the accuracy of
the surveying and the conformance of the stakes to the approved plans.
Following the setting of line and grade by a private surveyor hired by
the developer, the contractor shall give 24-hour notice to the
Construction Engineer so that inspection personnel will be available.
No work shall begin until the assigned inspector is present and gives
his consent to proceed.
13. Approval by the City Engineer shall not constitute or be deemed to be
a release of the responsibility and liability of the Developer, his
engineer, employees, and agents for the accuracy and competency of
their designs and specifications. Such approval shall not be deemed to
be an assumption of such responsibility and liability by the City for
any defect in the designs and specifications prepared by the
consulting engineer, his agents and employees, it being the intent of
the parties that approval by the City Engineer signifies the City's
approval on only the general design concept of the improvements to
be constructed. In this connection the Developer shall for a period of
five (5) years after the acceptance by the City of the completed
construction project indemnify and hold the City and all of its
officers, agents, servants and employees harmless from any loss,
damage, liability or expense, on account of damage to property and
injuries, including death, to all persons which may arise out
of any defect, deficiency or negligence of the engineer's designs and
specifications incorporated into any improvements constructed in
accordance therewith, and the Developer shall defend at his own
expense any suits or other proceedings brought against the City and
its officers, agents, servants and employees, or any of them on
CONTRACT FOR: NORTHPORT ADDITION (FORT WORTH ALLIANCE AIRPORT), EXTENSION
OF SOUTH AIRPORT ACCESS ROAD AND HENRIETTA CREEK ROAD
II-3
account thereof, to pay all expenses and satisfy all judgments which
may be incurred by or rendered against them or any of them
in connection therewith.
14. The developer agrees to construct street lights as specified in
Section III of the agreement at the same time as streets are being
constructed.
15. In the event the City awards the construction contract for any street
and storm drain improvements, the Developer shall be relieved of all
duties, obligations, and liabilities arising in this contract that
relate to or arise in connection with activities that either the City
or its contractor performs, directs, supervises, controls, or is
otherwise responsible for.
CONTRACT FOR: NORTHPORT ADDITION (FORT WORTH ALLIANCE AIRPORT), EXTENSION
OF SOUTH AIRPORT ACCESS ROAD AND HENRIETTA CREEK ROAD
II-4
B. STREET IMPROVEMENTS BY DEVELOPER:
1. Developer hereby agrees and binds itself to:
a. Excavate all streets, including parkways, to line and grade
established in the approved plans. No fill shall be put in place
unless a City of Fort Worth inspector is present and approves the
installation.
b. Require any contractor who will be involved in any earthwork
within any future public right-of-way, to notify the
Transportation and Public Works Department, Construction Section
before any work takes place and to require all earthwork to be
done in accordance with the City of Fort Worth Standard
Specifications to the satisfaction and approval of the City
Engineer or his representative.
c. Install all necessary storm drainage facilities in accordance
with the Transportation and Public Worlcs Department's "Policy For
Storm Drainage Facilities".
d. Construct all utilities and services in the streets to at least
two feet back to the curb line prior to the construction of curb
and gutter and paving of the streets. All trenches sha11 be
backfilled in accordance with standard City specifications.
e. Construct concrete curb and gutter on both sides of the street,
unless this agreement specifies otherwise, including
intersections. Construct concrete driveways to the back of the
walk line for each lot fronting on the street in accordance with
standard City specifications. Construct sidewalks if specified
in this agreement.
f. Construct pavement, including subdrains determined to be required
by the City Street Inspector during construction, on all streets
in accordance with approved plans and/or specifications.
g. Improve border streets at the time of development unless
conditions preclude improvements at that time as determined by
the Director of Transportation and Public Works.
h. Construct, at its own expense, curb returns at all street
intersections within or adjacent to the area covered by this
agreement.
i. Be responsible for grading the parkway between the curb lines and
the property lines to elevations required by the City Engineer.
j. Grade all 20' x 20' and 15' x 15' Open Space Easements down to a
height of not more than twenty-four (24) inches above the top of
curb.
k. Construct, at its own expense, curb, gutter, and approved paving
at the following locations as depicted on Exhibit "B":
CONTRACT FOR: NORTHPORT ADDITION (FORT WORTH ALLIANCE AIRPORT), EXTENSION
OF SOUTH AIRPORT ACCESS ROAD AND HENRIETTA CREEK ROAD
II-5
SOUTH AIRPORT ACCESS ROAD - beginning from a point that is 800
ft. north of the north right-of-way line of Keller-Haslet Road,
northerly an approximate distance of 5,160 L.F. consisting of a
double 26' roadway of arterial grade pavement. Also includes 1
intersection, 2 median openings, 5 left turn lanes and 1 right
turn lane.
HENRIETTA CREEK ROAD - from the east property line of the North
Fort Worth Airport, easterly an approximate distance of 1,740
L.F. to the west right-of-way line of, South Airport Access Road
consisting of a double 26' roadway of arterial grade pavement.
Also includes 1 turnaround, 1 left turn lane and 1 right turn
lane.
CONTRACT FOR: NORTHPORT ADDITION (FORT WORTH ALLIANCE AIRPORT), EXTENSION
OF SOUTH AIRPORT ACCESS ROAD AND HENRIETTA CREEK ROAD
II-6
2.
a.
Cost Distribution:
The City shall bear all of the excess cost of street improvements
for widths greater than:
° Forty (40) feet adjacent to property zoned single family
and/or duplex residential.
° Fifty-two (52) feet adjacent to property zoned other than
single family and/or duplex residential.
b. If the developer constructs a wider street than requested by the
City, there shall be no City participation for the cost of the
extra width. However, in the event a street wider than forty (40)
feet adjacent to single family and duplex residential or
fifty-two (52) feet adjacent to zoning other than single family
or duplex residential is constructed at the City's request, the
City will make the following reimbursement to the developer upon
completion of the entire length of street included in this
Community Facilities Agreement.
(1) The reimbursement shall be for the cost of the road width
in excess of forty feet adjacent to residential (single
family or duplex) zoning and fifty-two feet adjacent to
zoning other than single family or duplexes.
(2) The reimbursement due to Item (1) above shall be based on
unit prices actually paid by the Developer and approved by
the Transportation and Public Worlcs Director, except that
the reimbursement for earthwork shall be established
annually based on then current costs of doing this type of
work, as determined by the City.
c. On streets abutting City park property, the City will pay the
cost of one-half of the curb, gutter, paving (including any base
stabilization), and related earthwork adjacent to the park.
d. All Railroad Crossings shall be of type "Rubber Railroad
Crossing" without exception. The City's participation in
railroad crossings shall be in accordance with this Section.
Furthermore, if it is necessary for the City to condemn RaiTroad
property, the developer shall reimburse the City the entire cost
of the condemnation process including attorney fees plus any
other costs associated with the right-of-way and or easement
acquisition.
e. The City shall pay engineering costs in the amount of six percent
(6%) of the actual cost of the City's share of construction as
defined above upon completion and acceptance of the street
facilities. However for preparation of Community Facilities
CONTRACT FOR: NORTHPORT ADDITION (FORT WORTH ALLIANCE AIRPORT), EXTENSION
OF SOUTH AIRPORT ACCESS ROAD AND HENRIETTA CREEK ROAD
II-7
Agreements, the City shall use six percent (6%) of the estimated
cost of its share of construction as defined above for design
engineering.
f. The City shall assume all cost and construction responsibilities
required of the Developer in connection with the contract for
engineering services concerning access to the North Fort Worth
Airport located at Tarrant/Denton County line between IH-35W and
SH-156 as set forth in the contract for Engineering Services
between Perot Investment Partner, Ltd. and Albert H. Halff
Associates, Inc., dated September 11, 1987, said contract being
incorporated herein by reference as the "Contract for
Engineering Services". The City shall also reimburse the
Developer in the amount of $70,090 which is included in the costs
for design engineering and special services on Page II-16 of this
contract, for a11 costs for design engineering, non-labor charges
and survey for design paid by the Developer under the "Contract
for Engineering Services" prior to to the effective date of this
Community Facilities Agreement. With respect to costs and
construction responsibilities under the "Contract for Engineering
Services", the City shall be responsible for payment or
reimbursement, as the case may be, of such costs up to and not to
exceed the estimated amounts reflected in this Agreement under
the heading "Design Engineering" and "Special Services" for storm
drains, interior streets and street lights. Should the costs for
engineering services under the "Contract for Engineering
Services" exceed the amounts estimated herein for whatever
reason, then the City shall not be responsible for the payment of
such additional costs unless same are formally approved by the
Fort Worth City Council and an amendment to this contract is
executed by the parties providing for such additional costs.
3. The following special cost distribution conditions shall be in lieu
of, shall supersede and shall prevail over any of the standard cost
distribution provisions which may be in conflict herewith.
See estimate of construction cost, Page II-9.
4. Special Conditions:
a. This Community Facility Agreement is prepared in conformance with
"Service Plan for Annexed Area" attached to and made part of Ordinance
No. 9914, approved by the City Council on September 15, 1987.
b. According to the "Service Plan for Annexed Area", the City of Fort
Worth agreed to pay all costs for the design and construction of the
South Airport Access Road not reimbursed by the Federal Aviation
Administration as part of the Airport grant. Preliminary discussions
with the FAA indicate that the FAA's participation will be limited to
50% of the design and construction cost of the South Airport Access
Road.
CONTRACT FOR: NORTHPORT ADDITION (FORT WORTH ALLIANCE AIRPORT), EXTENSION
OF SOUTH AIRPORT ACCESS ROAD AND HENRIETTA CREEK ROAD
II-8
4. Estimate of Construction Cost
Item
2-26' Roadway
7" Reinforced Concrete
6" Stabilized Subgrade
6 Left Turn Lanes, 2
Median Openings, 2
Right Turn Lanes,
1 Intersection and
1 Turnaround
7" Reinforced Concrete
6" Stabilized Subgrade
Unit Developer City* Total
Quantity Price Cost Cost Cost
6,900 L.F, $114.20 $-0- $ 787,980 $ 787,980
4,150 S.Y. 21.30 -0- 88,395 88,395
Sub-Total
10% Contingencies
Total
$ -0-
-0-
$ -0-
$876,375 $876,375
87,638 87,638
$964,013 $964,013
*City's participation due to proposed park site is $ -0- .
CONTRACT FOR: NORTHPORT ADDITION (FORT WORTH ALLIANCE AIRPORT), EXTENSION
OF SOUTH AIRPORT ACCESS ROAD AND HENRIETTA CREEK ROAD
II-9
C. STORM DRAINAGE IMPROVEMENTS:
1. Based upon preliminary engineering
facilities listed below are required. I
sizes, quantities, and costs may vary
accomplished, and bids are taken.
Description of Work to be Done:
design, the storm drainage
t is understood that actual
after detailed engineering is
The Developer agrees to install or have installed, the storm drain
system for this project as shown on Exhibit "B-1", attached hereto, in
compliance with all applicable City of Fort Worth Rules and
Regulations and Construction Standards. Furthermore, the Developer
also agrees:
a. to construct all storm drainage facilities and appurtenances to
the line and grade established in the final plans.
b. to provide sufficient drainage easements for all storm drainage
facilities outside a public right-of-way. Drainage easements
shall be provided along the entire length of the system to
include an outfall condition which is acceptable to the City
Engineer. A detention pond may be provided in lieu of an adequate
outfall with approval by the City Engineer. Drainage easements
along a required outfall channel or ditch shall be provided until
the flowline "day lights" on natural grade. The minimum grade
allowed on an outfall channel or ditch will be 0.2 foot per 100
feet. Drainage easements will generally extend at least
twenty-five (25) feet past an outfall headwall to provide an area
for maintenance operations.
c. to provide a drainage system which is fu11y functional and
readily maintainable.
d. to provide for storm flow resulting from a one hundred (100) year
frequency storm in accordance with City drainage design criteria.
Such flow once contained in a public drainage easement and/or
right-of-way shall continue to be retained with public easements
or rights-of-way, unless approved by the City Engineer under a
strictly controlled set of criteria. Over-flow swales intended to
convey "public" storm flow shall be contained in a drainage
easement, included in the design plan, and constructed in
conjunction with the storm drainage improvements.
e. that the storm drain system will be designed to ultimate land
use. If stage construction is used, temporary offsite measures
can be utilized as development proceeds but must be approved by
the City Engineer. These temporary offsite measures must be
brought into conformance with ultimate design standards as
development proceeds.
CONTRACT FOR: NORTHPORT ADDITION (FORT WORTH ALLIANCE AIRPORT), EXTENSION
OF SOUTH AIRPORT ACCESS ROAD AND HENRIETTA CREEK ROAD
II-10
2. Cost Distribution:
a. The City shall not pay any amount in the cost of storm drainage
facilities consisting of pipe 60-inches or less in diameter, including
the cost of any trench and/or channel excavation, manholes, inlets, lead
lines, headwalls and/or any other items to complete the system.
b. Where pipe larger than 60 inches is used, the City sha11 pay
twenty-five percent (25%) of the difference in construction cost
between a sixty inch pipe and any larger pipe size. There will be
no City participation in the cost of any trench and/or channel
excavation, manholes, inlets, lead lines, headwalls, and/or any
other items to complete the system.
c. Where a lined channel is constructed, the City's participation
shall be as follows:
a. Twenty-five percent (25%) of the cost of concrete lining in
place provided the bottom of the channel is lined with
concrete or consists of natural solid rock.
b. Twenty-five percent (25%) of the cost of gabion lining
provided that the channel bottom is lined either with
concrete or gabion; and/or the bottom of the channel
consists of natural solid rock.
c. There shall be no City participation in the cost of any
trench excavation, right-of-way, inlets, manholes, guard
rail, rip-rap, seeding, sodding and/or any other
appurtenances necessary to complete the drainage facilities.
d. Where a bridge or culvert is constructed, the City's
participation shall be as follows:
1. For systems smaller than or equal to a pipe size of sixty
(60) inches in diameter, area-wise, there shall be no City
participation.
2. Where the system is larger than a pipe of sixty (60") inches
in diameter or is of some other shape with a cross sectional
area of more than 19.6 square feet, the City shall base its
share of the cost on the water shed area to be drained and
will calculate its share according to the table below for
any bridge and/or culvert for a street crossing up to a
roadway width of:
° Forty (40) feet adjacent to single family or duplex
residential zoning and use.
Fifty-two (52) feet adjacent to any other zoning and/or
° use.
CONTRACT FOR: NORTHPORT ADDITION (FORT WORTH ALLIANCE AIRPORT), EXTENSION
OF SOUTH AIRPORT ACCESS ROAD AND HENRIETTA CREEK ROAD
II-11
Watershed Area City's Participation
(Acres) (% of Cost)
up to - 1,000 25
1,001 - 1,500 30
1,501 - 2,000 35
2,001 - 2,500 40
2,501 - 3,000 45
3,001 - 3,600 50
3,601 - 4,200 55
4,201 - 4,800 60
4,801 - 5,400 65
5,401 - 6,100 70
6,101 - 6,800 75
6,801 - 7,500 80
7,501 - 8,300 85
8,301 - 9,100 90
9,101 - 10,000 95
Over 10,000 100
3. Except as provided in Item 7., Page II-12, the City sha11
also pay one hundred percent (100%) of the cost of
constructing the extra width of a bridge or culvert
necessary for roadways in excess of:
° Forty (40) feet adjacent to single family and/or duplex
residential zoning and use.
° Fifty-two (52) feet adjacent to any other zoning and
and use.
4. There shall be no City participation in the cost of parkway
improvements, including pedestrian ways, guardrails, etc.
5. Developers shall submit cost estimates for both a bridge and
culvert and City cost participation shall be limited to the
lowest City cost estimate based on the standard cost
distribution listed above.
The City Council reserves the right to evaluate the overall
economic benefits to the City in all cases where its
participation in a bridge or culvert exceeds forty percent
(40%). The Director of Transportation and Public Works shall
submit an economic evaluation and recommendation to the
Council in such cases.
CONTRACT FOR: NORTHPORT ADDITION (FORT WORTH ALLIANCE AIRPORT), EXTENSION
OF SOUTH AIRPORT ACCESS ROAD AND HENRIETTA CREEK ROAD
II-12
6. If the City requires a roadway width greater than those
described above, one hundred percent (100%) of the
additional cost of the drainage facility necessary for that
excess width will be paid by the City of Fort Worth.
7. If the developer desires a roadway wider than determined
necessary by the Director of Transportation and Public
Works, then there shall be City participation for the
additional cost of the drainage facility necessary for the
excess width.
8. Bids and estimates for the construction of bridges and
culverts shall be prepared on a unit cost basis for the
length of the basic structure (width of the street) with all
appurtenances such as guard rail, wingwalls, etc., being
separate bid items, so that the cost distribution due to
oversize structures can be readily determined.
e. The City will consider the 1eve1 of service being required and City
participation in extra cost of storm drainage facilities where the
level of service is increased due to collector or thoroughfare street
requirements.
f. Storm flow shall not be diverted from its natural drainage course to a
border street unless approved by the City Engineer. Where storm flow
is diverted, in the opinion of City Engineer there shall be no City
participation for the additional cost of constructing and/or
oversizing any drainage facility or appurtenance required to handle
such diverted storm flow and the City's participation shall stay the
same as if the diversion did not occur.
g. The City shall pay engineering costs in the amount of six percent (6%)
of the actual cost of the City's share of construction as defined
above upon completion and acceptance of the storm drain facilities.
However, for preparation of Community Facilities Agreements, the City
shall use six percent (6%) of the estimated cost of its share of
construction as defined above for design engineering.
h. The following special cost distribution conditions shall be in lieu
of, shall supersede and shall prevail over any of the standard cost
distribution provisions which may be in conflict herewith.
See estimate of construction cost, Page II-15.
i. The City shall assume all cost and construction responsibilities
required of the Developer in connection with the contract for
engineering services concerning access to the North Fort Worth Airport
located at Tarrant/Denton County line between IH-35W and SH-156 as set
forth in the contract for Engineering Services between Perot
Investment Partner, Ltd. and Albert H. Halff Associates, Inc., dated
CONTRACT FOR: NORTHPORT ADDITION (FORT WORTH ALLIANCE AIRPORT), EXTENSION
OF SOUTH AIRPORT ACCFSS ROAD AND HENRIETTA CREEK ROAD
II-13
September 11, 1987, said contract being incorporated herein by
reference as the "Contract for Engineering" Services". The City shall
also reimburse the Developer in the amount of $70,090 which is
included in the costs for design engineering and special services on
Page II-16 of this contract, for all costs for design engineering,
non-labor charges and survey for design paid by the Developer under
the "Contract for Engineering Services", prior to to the effective
date of this Community Facilities Agreement. With respect to costs and
construction responsibilities under the "Contract for Engineering
Services", the City shall be responsible for payment or
reimbursement, as the case may be, of such costs up to and not to
exceed the estimated amounts reflected in this Agreement under the
heading "Design Engineering" and "Special Services" for storm drains,
interior streets and street lights. Should the costs for engineering
services under the "Contract for Engineering Services" exceed the
amounts estimated herein for whatever reason, then the City shall not
be responsible for the payment of such additional costs unless same
are formally approved by the Fort Worth City Council and an amendment
to this contract is executed by the parties providing for such
additional costs.
3. Special Conditions:
a. This Community Facility Agreement is prepared in conformance with
"Service Plan for Annexed Area" attached to and made part of Ordinance
No. 9914, approved by the City Council on September 15, 1987.
b. According to the "Service Plan for Annexed Area", the City of Fort
Worth agreed to pay all costs for the design and construction of the
South Airport Access Road not reimbursed by the Federal Aviation
Administration as part of the Airport grant. Preliminary discussions
with the FAA indicate that the FAA's participation will be limited to
50% of the design and construction cost of the South Airport Access
Road.
CONTRACT FOR: NORTHPORT ADDITION (FORT WORTH ALLIANCE AIRPORT), EXTENSION
OF SOUTH AIRPORT ACCESS ROAD AND HENRIETTA CREEK ROAD
II-14
4. Estimate of Construction Cost
Item Quantity
21" RCP 1,780 L.F.
24" RCP 1,190 L.F.
30" RCP 440 L.F.
33" RCP 760 L.F.
36" RCP 885 L.F.
42" RCP 870 L.F.
48" RCP 1,450 L.F.
54" RCP 315 L.F.
60" RCP 1,060 L.F.
66" RCP 580 L.F.
72" RCP 120 L.F.
Channel Excavation 48,400 C.Y.
10' Recessed Inlet 46 Ea.
Pipe to Pipe 55 Ea.
Connection
60" Hdwl. 4.10 C.Y.
66" Hdwl. 9.70 C.Y.
72" Hdwl. 5.70 C.Y.
Unit
Price
30.00
30.00
32.00
40.00
44.00
60.00
66.00
100.00
120.00
140.00
160.00
1.50
2,000.00
250.00
Developer
Cost
$-0-
-0-
-0-
-0-
-0-
-0-
-0-
-0-
-0-
-0-
-0-
-0-
-0-
-0-
City*
Cost
$ 53,400
35,700
14,080
30,400
38,940
52,200
95,700
31,500
127,200
81,200
19,200
72,600
92,000
13,750
Total
Cost
$ 53,400
35,700
14,080
30,400
38,940
52,200
95,700
31,500
127,200
81,200
19,200
72,600
92,000
13,750
350.00
350.00
350.00
Sub-Total
10% Contingencies
Total
-0-
-0-
-0-
1,435
3,395
1,995
1,435
3,395
1,995
$-0- $764,695 $764,695
-0- 76,470 76,470
$-0- $841,165 $841,165
*City's participation due to proposed park site is $ -0- .
CONTRACT FOR: NORTHPORT ADDITION (FORT WORTH ALLIANCE AIRPORT), EXTENSION
OF SOUTH AIRPORT ACCESS ROAD AND HENRIETTA CREEK ROAD
II-15
D.' SUMMARY OF COST:
Developer
Street Improvements
Construction $ -0-
Storm Drain Improvements
Construction $ -0-
Design Engineeringa $ -0-
Special Servicesb $ -0-
Construction Engineering and
Administration
( 6 % of Total Construction Cost)
City
$ 964,013 $
Total
964,013
$ 841,165 $ 841,165
$ 89,110 $ 89,110a
$ 106,500 $ 106,500b
$ 108,311 $ 108,311
TOTALS (This Project) $ -0- * $ 2,109,099*x$ 2,109,099
�The sum of $-0- to be deposited by the Developer prior to the execution
of the contract.
aConsists of engineering for street, storm drain and street light improvements
as stipulated in the incorporated "Contract for Engineering Services". Includes
the sum of $60,290 to be reimbursed to the Developer for design engineering
costs paid by the Developer prior to the effective date of this Community
Facilities Agreement.
bEncompasses surveying, fulltime inspection and testing for street, storm drain
and street light improvements as stipulated in the incorporated "Contract for
Engineering Services". Includes the sum of $9,800 to be reimbursed to the
Developer for non-labor charges and survey for design costs paid by the
Developer prior to the effective date of this Community Facilities Agreement.
**City's participation due to facilities constructed adjacent to City Park is:
Interior: Streets $ -0- ; Storm Drain $ -0-
Assessment Paving: Streets $ -0- ; Storm Drain $ -0-
Recommended ,i;i"
�� , I,'1
,�-�� (� ' ; • ((�i" "�; � ( ('�""W
;
Gary L. Santerre, P.E.
Director of Transportation
and Public Works
��:, 1 .
��;�'' �'�j �'.��� J����
� ,
Date
Based on Policy Adopted
January 7, 1986
CFA CODE 87026
CONTRACT FOR: NORTHPORT ADDITION (FORT WORTH ALLIANCE AIRPORT), EXTENSION
OF SOUTH AIRPORT ACCESS ROAD AND HENRIETTA CREEK ROAD
II-16
III
�
STREET LIGHTS
The City agrees to provide for the installation of street lights
at the approximate locations shown in Exhibit "C" herein in phase
with the street construction. The cost shown below is an estimate
based on preliminary information using.type 18 poles with type 33A
arms. This may have to be changed to comply with airzone clearance
requirements. Lighting levels will conform to ANSI standards.
DEVELOPER'S COST
$ -0-
CITY'S COST
$138,075.00
TRAFFIC SIGNALS
Traffic signals will be installed by the City at City expense when
the following two conditions are satisfied:
a. Funds are available;
b. Signals are warranted based on the Texas Manual on Uniform
Traffic Control Devices.
Northport Addition
Fort jdorth A1liance Airport
Fort Worth, Texas
Revision �� 2
May 23, 1988
Recommended :
.n���-t� <�%�-�l-a��.
Gary L. Santerre, Director
Transportation & Public Works
III-1
IV
STREET NAME SIGNS
This development will result in the creation of one intersection.
The City agrees to install one street name si�n at City expense.
The estimated City cost is $80.00.
Northport Addition
Fort Worth A1liance Airport
Fort Worth, Texas
Revision �� 2
May 23, 1988
Recommended:
�Q�'d72J ��"'�/F'r'c'
Gary L. Santerre, Director
Transportation & Public Works
IV-1
v
GENERAL REQUIREP�ENTS
A. It is agreed and understood by the parties f�erei;o that the developer
shal 1 empl oy a ci vi 1 engi neer, 1 i censed to pract ice i n the State of
Texas, for the design and preparation of plans and specifications for
the construction of all facilities covered by this contract, subject
to Paragraph B.
6. For any project estimated to cost less than $10,000 or for any pro-
ject designed to serve a single lot or tract, the develooer may at
I�is option request the city to provide the design enginezring, and if
such request is granted the dev�loper shall pay to the City an amount
equal to 10 percent of the final construction cost of such project.
C. In the event the developer employs his own engineer to prepare ��lans
and specifications for any or all facilities, the plans and specifi-
cations so prepared shall be subject to approval by the department
having jurisdiction. One (1) reproducible set of plans with 15
prints and 35 specifications for eacn facility shall be furnished the
department having jurisdiction. It is agreed and understood that in
the event oF any disagreement on the ��lans and specifications, the
decision of the Public Works Director, Transportation Director,
and/or �Jater Department Director will be final.
D. It is further agreed and understood by the parties hereto that upon
acceptance �y the City, title to all facilities and improvements men-
tioned hereinabove shall be vested at all times in the City of Fort
Worth, and developer hereby relinquishes any right, title, or
interest in and to said facilities or any part hereof.
E. The life of tliis contract shall be two (2) years and it is undersiood
that any obli gation on the part of the City to make any refunds here-
under shall cease upon the expiration of two (2) years from the date
of execution of this contract, except for refunds due from "per con-
nection charges" on sanii,ary sewer and froin "front foot charges" on
water mains, both of which refunds may continue to be made for a
period of ten (10) years; provided, that if the construction under
the Community Facilities contract shall have started within the two-
year period, the life of the Community Facili�ies contract shall be
extended for an additional one-year period. Community Facility
Contracts not completed within the time periods stated above will
require renewal uf the contract with all up-dated agreements being in
compliance with the policies in effect at that time. Develo�ers must
recognize that City funds may not be available to pay all or a por-
tion of the normal City share For renewal contracts. It must be
unde rstood by al 1 part i es t� the Communi ty Faci 1 i t i es contract that
any of the faci l i ti es or requi rements i ncl uded i n the contract that
are to be performed by the developer but not performed by the devel-
oper within the time periods stated above, may be completed by the
City at the developer's expense, and the City of Fort Worth shall not
be ob 1 i gated to make any refunds due �to the devel oper on any faci 1 i-
ties constructed under this agreement until all provisions of the
agreement are fulfilled.
1
F. Per�formance and Payment Bonds, certificates of deposit, irrevocable
letters oF credit and/or cash deposit are required for streets, s�orm
drains and street lights, and must be submitted prior to execution of
the contract fior i nstal lation oF communi ty faci li ti es by the Ci ty.
The bonds should be standard performance and payment bonds as
provided by a licensed surety company (on forms provided by that
surety company); a cash deposit may be made into the T reasury of the
City of Fort Wortli; or a certificate of deposit or irrevocable letter
of credit inay be from any financial institution in the Fort
Wor�th/Dal las Metroplex which is i nsured by the Federal Deposit
Insurance Corporation or the Federal Savings and Loan Insurance
Corporation. The Ci ty of Fort Worth cannot pay i nterest on any
deposit made hereunder in the Treasury of the City of Fort Worth.
(a) The developer shall execute four (4) copies of
letter assigning the deposit to the City of Fort
4Jorth and providing for the City to withdraw the
deposit if necessary to complete construction or
on account of any default by the Devel oper of
any ierms or conditions contained in this agree-
ment. Such letter of assignment must be
accepted i n writi ng by the fi nanci al i nsti tu-
tion.
(b) Upon satisfactory completion of the facilities,
the City of Fort Worth shall reassign the
deposit to the developer, including accrued
interest or dividends thereon, upon express
order of the City Manager.
1. When the option is exerci sed to provide a certificate
of deposit in a financial institution, the following
terms and condi tions shal l apply:
(a) The developer shall execute four (4) copies of
letters assigning the deposit to the City of
Fort bJorth. Such letter of assignment must be
accepted i n writi ng by the -Fi nanci al i nsti tu-
tion.
(b) Upon satisfactory com��letion of the facilities,
the City of Fort laJorth shall reassign the depos-
i t to the devel oper, i ncl udi ng accrued i nterest
or dividends thereon, express under order of the
City Manager.
2. When the option is exercised to provide an irrevocable
letter of credit firom an authorized financial institu-
tion, the form of the letter shall be approved by the
Department of Law. Tne international letter of credit
form used by banks is normally acceptable.
3. Performance and Payment Qonds, certificates of deposit,
letters of credit or cash deposits will be furnished in
the amount as requi red bel ow:
?_
(a) 100 percent of the estimated dev�loper's share
of the cost of the storm drain.
(b) 100 percent of the estima��ed devel oper's share
of the cost of streets.
(c) 100 percent of the estimated developer's share
of the cost of the street lights.
(d) A cash payrnent of the developer's share of the
cost of the project is requi red prior to ini tia-
tion of construction of vaater and sanitary sewer
facilities.
(e) A cash deposit, Performance and Payment Qonds or
Letter of Credit acceptable to the City for the
developers cost of paving a border street on an
assessment basis (Reference Section VI, Item 3,
Development Procedures Manual).
4. For construction of water and/or sanitary sewer• facili-
ties, a certificate of deposit, irrevocable letter of
credit, or cash deposit (providing for partial draw-
i ngs ), i n the name of the Ci ty, shal 1 be furnished to
the City as set out below:
(a) Where the developer lets the contract, 100 per-
cen� of the estimated contract cost of construc-
tion, as stated in the construction contract, is
required simultaneous 4vith execution of the con-
struction contraci,; or,
(b) Where the City lets the contract, 100 percent of
�he developer's share of the construction con-
tract cost is requi red prior to issuance of a
work order by the City.
5. (a) Performance and Payment Bonds, Letters of
Credit, Certificates of Deposit, and cash depos-
its furnished hereunder shall be for the pur-
�oses of guaranteeing satisfactory coin�li ance by
the Developer with all requiremen�s, �erms and
conditions of this agre�ment, including, but not
limited to, the satisfactory completion of the
iinprovements prescribed herein, and the making
of paym�n�ts to any person, fi rin, corporation or
other �ntity with whom the Developer has a
direct contractual relationsf�ip for the perform-
ance of work her�under.
(b) Developer shall keep said Performance and
Payment Bonds, Letters of Credi t, Ce rt i f i cates
of Deposit, and/or cash deposits in full force
and ef�Fect until such time as Develuper has
fully complied with the terms and conditions of
3
this agreement, and failure to keep same in
�force and effect shall constitute a breach of
this agreement.
In this connection, all Letters of Credit fur-
nished hereunder shall be renewed annually in
the amounts designated by the City, and the
renewed Letter of Credit shall be delivered to
the City on or beFore the tenth (lOth) day prior
to the �ate of ex�iration of the then existing
Letter of Credit. If Developer fails to deliver
�the renewed Letter of Credit to the City within
the time prescrined herein, such failure shall
constitute a breach of this agreement and shall
be a basis for the City to draw on all or any
portion of the then existing Letter of Credit.
G. This contract, any part hereof, or any interest herein shall not be
assigned by developer without written consent of the City Manager,
and it is further agreed that such written consent will not be
granted for the assignment, transfer, pledge and/or conveyance of any
refunds due or to become due to developer except that such assign-
ment, transfer, pledge and/or conveyance shall be for the full amount
of the total of all such refunds due or to become due hereunder.
H. On all facilities included in this agreement for which �the developer
awards his own construc�;ion contract, the developer agrees to follow
�the fol l o�vi ng procedures:
(1) If the City participates in the cost of the facilities,
the construction contract must be awarded after adver-
tising in a local newspaper at least one time not less
than two weeks to the date of receipt of sealed bids as
required by State statutes prescribing regulations for
contracts for public work. The sealed bids rnust be
opened in the presence of a representative of the City.
(2) To employ a construction contractor who is approved by
the Director of the Department having jurisdiction over
the facility to be so constructed, said contractor to
meet City's requirements for being insured, licensed
and bonded to do worl< in public streets, and to be
qualified in all respects to bid on public projects of
a similar nature.
(3) To require the contractor to furnish to the City pay-
ment, performance and mai ntenance bonds i n the name of
the City for 100 percent of the contract price of the
faci 1 i ty, said bonds to be furni shed before avork is
commenced. To further require the contractor to pro-
vide public liability insurance.
(4) To give 4B hours notice to the de�artment having juris-
di ction of i ntent to commence construction of the
facility tl�at inspection personnel i�ill be available;
n
and to require the contractor to allow the construction
to be subject to i nspection at any and al l times by
City inspection forces, and not to install any sanitary
sewer, storrn drain, or vaater pipe unless a responsible
City inspector is present and gives his consent to pro-
ceed, and to make such 1 aboratory tests of materi als
being used as may be required by the City.
(5) To secure approval by the Director of the department
having jurisdiction oF any and all partial and final
payments to the contractor, said approval is made, in
accordance with requiremen�ts of this agreement, and is
not to constitute approval of the quantitiPs of which
payrnent i s based.
(6) To delay connections of buildings to service lines of
sewer and water mains constructed under this contract
until said sewer and water mains and service lines have
been coinpleted to the satisfaction of the 6Jater
Department.
(7) It is expressly understood by and between the developer
and the City of Fort bJorth, that in the event the
devel oper elects to award one si nyle construction con-
tract for storm drainage and pavement, shall be sepa-
rated in �the bidding and City participation, if any,
shal 1 be limited to the lowest possible combi na�ion of
I�ids as if each of the above were awarded as separate
contracts.
(8) To comply with all requirements concerning improvements
set forth in this agreement, including, but not limited
to, any person, firm, corporation or other entity with
whom the Developer has a direct contractual relation-
ship of the performance of the work hereunder.
I. Anything to the contrary herein notwithstanding, for and in conside-
ration of the promises and the covenants herein made by the City, the
Developer covenants and agre�s as follows:
(1) The Developer shall make separate elections with regard
to water and/or sanitary sewer facilities, storm drain-
age, street improveinents and street lights as to whe-
ther the work pr�scribed herein shall be per�formed by
the City, its Contractor, or by the Developer's
Contractor. Each separate election shall be made in
writing and delivered to City no later than six (6)
rnonths prior to the expiration of this ayreement. In
the ever�t any of such separate elections has not been
so made and delivered to City by such date, it shall be
conclusively presumed that the Developer has elected
that such work be performed by the City in accordance
with all of the terms of this agreement, and in
particular Paragraph V-F hereof.
�
(2) Irres�ective of any such election and whether the work
is to be performed by the City, its Contractor or by
the Developer's Contractor, the Developer covenants and
agrees to del i ver to the Ci ty a perfiormance bond or a
cash de�osit in lieu thereof in accordance with the
provisions of Paragraph V-F of this agreement.
(3) In addition to the bond or deposit required in the pre-
ceding paragraph, in the event Develo�er elects that
the work be performed hy the City, or its Contractor,
or such election is presumed as provided above, the
Developer covenants and agrees to pay to the City his
share o�F the estimated construction costs. The amount
of such estirnated payment shall be computed as set out
in Sections I, II, III, and IV hereoF, based upon the
lo��est responsible bid fior such work as determined by
City, or upon a cost estimated to be performed by City
forces prepared by the Ci ty, as appropri ate, and sh al 1
be subject to adjustment to actual costs upon final
completion of the subject. Such estimated payment
shall be made promptly upon demand by City, it being
contemplated that such payment will be made after the
receipt of bids for work out in every case prior to i,he
award of any construction contract, unless otherwise
specifically set out herein.
(4) Developer further covenants and agrees to, and by these
presents does iiereby fully indemnify, hold harmless and
defend the City, its officers, agents and employees
from all claims, suits or causes of action of any
nature whatsoever, whether real or asserted, brought
fior or on account o�f any injuries or damages to persons
of property, including death, resulting from, or in any
way connected with, this agreement or the construction
of the improvemerrts or facilities described herein; and
in addition the Developer covenants to indemnify, hold
harmless and defend the City, its officers, agents and
employees from and against all claims, suits, or causes
or action or any nature whai,soever brought for, or on
account of any injuries or damages to persons or prop-
erty, including death, resulting frum any failure �to
properly safeguard the work or an account oF any act,
intentional or otherwise, neglect or misconduct of the
Developer, its Contractors, Subcontractors, agents or
empl oyees .
(5) Developer covenants and agrees that it discriminates
against no individual involving employment as prohi-
bited by the terms of Ordinance No. 7278 (as amended by
Ordinance No. 7400), and ordinance prohibiting discrim-
ination in ernployment practice because of race, creed,
color, religion, national origin (except for illegal
aliens), sex or age, unless sex or age is a bonafide
occupational qualification. Developer further cove-
nants and agrees that no labor organization,
[^:
subcontractor or employment agency, either furnishing
or referring applicants to such developer, nor any
agent of developer is discriminating against any indi-
vidual i nvol vi ng empl oyment as proh i bited by the terms
of such Ordinance No. 7278 (as amended by Ordinance
No. 7400).
J. The attached Exhibits A, B, B-1, C, A�pendix "A", location map and
Addendum No. 1 are made a part hereof for all intents and purposes.
K. Venue of any action brought hereafter shall be in Fort Worth, Tarrant
County, Texas.
L. The City's "Policy for the Installation of Community Facilities," as
adopted by the City Council on January 7, 1986, is hereby incorpo-
rated herein by reference, and Developer covenants and agrees to
comply with said Policy.
7
IN TESTIMONY WHEREOF, the City of Fort Worth has caused this instru-
rnent to be executed in quadru��licate in its name and on its behalf by its
City Manager, attested by its City Secretary, with the corporate seal of
the City affixed, and said Developer has execute�this instrurnent in qua-
druplicate, at Fort Worth, Texas ihis the �Z� day of �"�
, 19�. �`�
ATTEST:
uth Howa d � � �
City Secretary
CITY OF FORT WORTH, TEXAS
r
Qy : l�-�i� �� • �/.�4� _ -
David A. Ivory ��
Senior Assistant City �
Manager
APPROVED AS TO FORM ANO
LEGALITY:
. ,
' i am �J . Wo od �
Deputy City At;torney
Date: ,5'_ �, � .:4 8
C -/0990
- 1. -- i
Con�l�wc-c l�.ui;izo,:�.zai;ion
� -a � -��'
Date
DEVELOPER:
Hillwood Development Corp.
B. _/ :
Y' V�/r--
H.R. Perot, Jr.
President
ATTEST:
:
S
APPENDIX "q"
COST ESTIMATE SUMMARY
PROJECT NORTHPORT ADDITION (FORT WORTH ALLIANCE AIRPORT, EXTENSION OF SOUTH
AIRPORT ACCESS ROAD AND HENRIETTA CREEK ROAD)
PERFORMANCE
CONTRACT SECTION DEVELOPER CITY TOTAL GUARANTY
Section I
Water $ -0- $ -0- $ -0- $ -0-
Sewer 128,950 27,300 156,250 *
Section II
Interior Streets
Construction -0- 964,013 964,013
Storm Drains
Construction -0- 841,165
Design Eng. -0- 89,11C
Special Services -0- 106,50C
Section III
Street Lights -0- 138,075
Section IU
Street Name Sign -0- 80
TOTAL $ 128,950 $ 2,166,243
*Developer shall deposi�t 100% of approved bid.
-0-
-0-
841,165
89,110
106,500
138,075
80
$ 2,295,193
-0-
-0-
$ -0-
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��� ��-�� ����� Revision �k 2 May 23, 1988
_ �, -, _ � _ _ .. : , .._-_. ,,; •
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LOCATiON — ^ q07 .lU=TIPIt� O��' gA�2TONVtLLEI �ANYO NIGHLA�D � ,�� �
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�. ....... . . .... ...... .... ..... _.. ..._:.. _ .. _._.._... ... ..._. ..._. _ ,�,............_._---- _ .
MAY 1 8 1988
ADDENDUM NO. 1
TO
NORTHPORT ADDITION: NORTH FORT WORTH AIRPORT,
ERTENSION OF SOUTH AIRPORT ACCESS ROAD
AND
HENRIETTA CREEK ROAD
CFA CODE 87026
This Addendum No. 1(the "Addendum") to the Northport
Addition: North Fort Worth Airport, Extension of South Airport
Access Road and Henrietta Creek Road CFA 87026 (the "Phase II
Access CFA") is entered into as of May 24, 1988. The parties
to the Phase II Access CFA hereby agree as follows:
1._ �ECURITY �ROVI�IONS: The Developer shall have the right
to secure its performance under a Developer awarded contract,
or its participation under a City awarded contract, through
the pledging of securities as provided in the Pledge Agreement
attached hereto as Exhibit No. 1.
2,_ CI_TY-AWARDED CtQNTRACTS: In the event the City awards any
construction contract for any of the improvements covered by
the Phase II Access CFA, the Developer shall be relieved of
and released from all duties, obligations, and liabilities
imposed by the Phase II Access CFA or this Addendum that
relate to or arise in connection with activities that either
the City or its contractor performs, directs, supervises,
controls, or is otherwise responsible for.
� CONFLICT: In the event of any conflict between this
Addendum and the provisions of the Phase II Access CFA, this
Addendum shall control_.
1
EXHIBIT N0. 1
TO
ADDENDUM NO. 1
PLEDGE ArREEMENT
THIS PLEDGE AGREEMENT (the "Pledge Agreement"), entered
into as of May 24, 1988 by and among Hillwood Development
Corporation ("Developer"), the City of Fort Worth, Texas, a
municipal corporation of Tarrant County, Tegas ("Fort Worth")
and First RepublicBank Dallas, N.A., a national banking
association ("First RepublicBank").
�l .� T N E,� S E T H:
WHEREAS, Developer and Fort Worth expect to ei�ter into
that certain Commiinity Facilities Agreement for Northport
Addition: North Fort Worth Airport, Extension of South Airport
Access Road and Heiirietta Creek Road CFA Code 87026 pertaining
to the construction of certain road, storm drainage, arid other
related improvements to serve the North Fort Worth Airport
(the "Community Facilities Agreement"); and
WHEREAS, the Community Facilities Agreement provides that
Developer shall submit to Fort Wortti performance and payment
bonds, certificates of deposit, irrevocable letters of credit
or cash deposits (collectively, the "Intended Security") for
the purpose of g��aranteeing satisfactory compliance by
Developer with all requirements, terms, and conditions of the
Community Facilities Agreement (collectively, the "Secured
Obligations"j; and
F1}iEREAS, Developer and Fort Worth desire and agree that
Developer be allowed to pledge Securities (as defined below)
to Fort Worth, to be held by First RepublicBank as escrow
agent, in lieu of and in complete satisfaction of the
obligation to submit the Intended Security to secure the
performance of the Secured Obligations;
NOW THEREFORE, for and in consideration of the premises,
ten dollars ($10.00) and other good and valuable
consideration, the receipt, sufficiency, and adequacy of which
are hereby acknowledged and confessed, the parties hereto
hereby agree as follows:
SECTION 1. pefined Terms. For the purposes of this
Pledge Agreement, unless the context otherwise clearly
requires, the following terms shall have the following
2
meanings:
"Initial Security" shall mean the Securities
identified on Exhibit A attached hereto having an
aggregate Market Value of not less than �128,950.00,
which sum represents 100 percent of the estimated
Developer's share of the cost of constructing the road
and storm drainage improvements identified in the
Comrnunity Facilities Agreement. The Developer's share of
the total cost of sucli improvements shall hereinafter be
called the "Estimated Developer's Cost".
"Lien" shall mean any lien, security interest,
charge, tag lien, pledge, encumbrance, conditional sales
or other title retention arrangement or any other
interest in property designed to secure the repayment of
indebtedness or the satisfaction of any other obligation.
"Market Value" shall mean the price, as of any date,
obtained on such date from a generally recogiiized source
agreed to by the parties or the most recent closing bid
quotation obtained fr.om such a source, excluding accrued
iilterest. The parties agree in advaiice to any so��rce
acceptable to First RepublicBank that is a nationally
recognized exchange.
"Securities" shall mean (i) securities that are
direct obligatiotis of the United States having a maturity
of not more than twenty (20) years and (ii) municipal
bonds having a maturity of not more than twenty (20)
years which are approved by Fort Worth and which are
rated "AAA" by Moody's or by Standard & Poor's.
SECTION 2. �lec�qg. As security for the full and
punctual performance of the Secured Obligations, Developer
hereby pledges, hypothecates, assigns, transfers and sets over
to Fort Worth, and hereby grants to Fort Worth a security
interest in, the Initial Security .and all rights and
privileges pertaining thereto with the exception of the
interest income to be derived therefrom, which interest income
shall remain the property of Developer and shall be
distributed by First RepublicBank in accordance with
Developer's periodic instructions (all such Initial Security,
substitutions therefor as permitted hereunder and other
property and rights described are collectively called the
"Pledged Collateral"); TO HAVE AND TO HOLD the Pledged
Collateral, together with all rights, titles, interests,
privileges and preferences appertaining to or incidental
thereto, unto Fort Worth subject, however, to the terms,
covenants and conditions
�
hereinafter set forth. The security interest granted and the
assignments made hereunder are made as security only and shall
not subject Fort Worth or First RepublicBank to, or transfer
or in any way affect or modify, any obligation of Developer
with respect to any of the Pledged Collateral or any
transaction involving or giving rise thereto.
SECTION 3. Phy$ical Po�session of Pledsed�Qllater�l.
Concurrent,ly with the execution of this Pledge Agreement,
Developer shall have delivered to and deposited with First
RepublicBank the certificates or instruments representing or
evidencing the Pledged Collateral. The parties acknowledge
and agree that First RepublicBank shall be required to
segregate the Pledged Collateral from other securities held in
trust by First RepublicBank for Developer in accordance with
the normal practices of First RepublicBank. First RepublicBank
shall return all certificates or instruments representing or
evidencing the Pledged Collateral remaining in its possession
to Developer (or take such other action as Developer may
request or direct) immediately after receipt of written notice
from Fort Worth that the Secured Obligations have been fully
performed. During such time as First RepublicBank has
possession of the Pledged Collateral, First RepublicBank shall
furnish to the City (when reqtiested by the City) written
acknowledgments signed by a trust officer listing the Pledged
Collateral by name of security, type of security, maturity
date, interest rate, and CUSIP number and acknowledging ttiat
such collateral has been pledged to the City pursuant to this
Pledge Agreement.
SECTION 4. ReDr.esentations and Warranties.
Developer does hereby represent and warrant to Fort Worth and
First RepublicBank that: (i) Developer is the owner of ttie
Pledged Collateral free and clear of all Liens; (ii) Developer
has lawful authority to pledge the Pledged Collateral in the
manner hereby contemplated; (iii) no consent or approval of
any governmental body or regulatory authority is necessary to
the validity of the rights created hereunder; (iv) the
execution, delivery and consummation of this Pledge Agreement
will not violate any law, regulation, mortgage, indenture,
contract, instrument, judgment or decree applicable to or
binding on Developer and (v) this Pledge Agreement has been
duly authorized, executed and delivered by Developer and
constitutes a legal, valid and binding obligation of Developer
enforceable in accordance with its terms except as
enforceability may be limitec3 by applicable bankruptcy,
insolvency, moratorium or other similar laws affecting
creditors' rights generally and except as enforceability may
be limited by general principles of equity. The delivery at
any time by Developer to First RepublicBank for the benefit of
4
. ', `�
�
, � � �
Fort Worth of instruments, cash or other items evidencing
Pledged Collai:eral shall constitute a representation and
warranty by Ueveloper that, with respect to such Pledged
Collateral, the matters heretofore warranted in clauses (i)
through (v) irnmediately above are true and correct on, and as
if they were made upon, the date of such delivery.
SECTION 5. �ovenant�..
(a) �ffirmative CovPnan�. So long as any of the
Secured Obligations remain unperformed, Developer
covenants and agrees that Developer will: (i) from time
to time execute and deliver to Fort Worth all such
assignments, certificates, supplemental writings, and
other items and do all other acts or things as Fort Worth
may reasonably request in order to evidence and perfect
the security interest of Fort Worth in the Pledged
Collateral; (ii) furnish Fort Worth with information
which Fort Worth may reasonaL�ly request concerning the
Pledged Collateral; and (iii) notify Fort Worth of any
claim, action or proceeding affecting title to the
Pledged Collateral or Fort Worth's security interest
therein.
(b) Neaative Covenants. Developer covenants and
agrees that Developer will not: �i) sell, assign or
transf_er any rights of Developer in ttie Pledged
Collateral; or (ii) create any Lien in the Pledged
Collateral, or any part thereof, or permit the same to be
or become s�xbject to any Lien except the security
interest herein created in favor of Fort Worth.
SECTION 6. Votin4 Riahts: Dividends. Etc� Prior tQ
pef�ult. So long as no Default exists, Developer shall be
entitled to receive, retain and expend any interest income
payable with respect to the Pledged Collateral and any and all
other distributions made on or with respect to the Pledged
Collateral. If a Default shall have occurred and be
continuing, any interest income payable on the Pledged
Collateral and any and all other distributions made on or with
respect to the Pledged Collateral shall be and become part of
the Pledged Collateral and shall be held in trust for the
benefit of Fort Worth. Fort Worth shall have the right,
during the continuance of any Default, to direct First
RepublicBank to notify and direct, and First RepublicBank
shall have the right to notify and direct, the issuer of the
Pledged Collateral to make all payments and distributions
directly to First RepublicBank for the benefit of Fort Worth.
The issuer of the Pledged Collateral making any such payments
or distributions shall be fully protected in relying on the
written notice from First RepublicBank.
5
1 r ,1
e' � �� '
SECTION 7. � ents of Defa��. Developer shall be in
Default uilder this Pledge Agreement only upon the happening of
any the following events:
(a) Default in the timely payment or performance of
the Secured Obligations after written notice thereof has
been given to Developer to and First RepublicBank and
such default is not cured within five (5) days after such
notice;
(b) Any warranty or representation made to Fort
Worth by Developer in connection with this Pledge
Agreement proves to have been false in any material
respect when made; or
(c) Default in delivery of the Additional
Securities as provided in Section 13 tiereof.
SECTION 8. Riahts and Remedies of Fort Worth Unon and
After Default.
(a) ��m��. Upon the occurrence of a Default, Fort
Worth shall have the right to direct First RepublicBank
to sell or otherwise dispose of all or any part of the
Pledged Collateral in accordance with normal banking
procedures. First RepublicBank is hereby authorized to
sell or otherwise dispose of the Pledged Collateral
immediately upon the receipt of a written statement
purporting to be executed by an authorized representative
of Fort Worth stating that: "Developer is in default in
the performance of the Secured Obligations under the
Commtinity Facilities Agreement for Northport Addition:
North Fort Worth Airport, Extension of South Access Road
and Henrietta Creek Road-CFA Code 87026; written notice
of such default has been given by Fort Worth to Developer
and First RepublicBank; such default was not cured within
five (5) days after such notice; and Fort Worth is
entitled to have the Pledged Collateral sold or disposed
of iii accordance with Section 8 of the Pledge
Agreement." In the event of sale, First RepublicBank
shall not be liable for any fluctuation in Market Value
of the Pledged Collateral, and any such sale or other
disposition may be as a unit or in parcels (it being
agreed that the sale of any part of the Pledged
Collateral shall not e$haust the power of sale granted
hereunder, but sales may be made from time to time until
all of the Pledged Collateral has been sold or until the
Secured Obligations have been fully performed). Fort
Worth shall be liable for, and shall return to Developer,
the amount, if any, by which the sales proceeds exceed
the amount necessary to complete performance of the
Secured Obligations.
(b) Sale of PledQed Collateral. Upon ttie
consummation of any sale, First RepublicBank shall have
the right to deliver, assign, and transfer to the
purchaser the Pledged Collateral sold. Each purchasez at
any such sale shall hold the property sold free from any
claim or right of whatsoever kind, and Developer hereby
waives (to the extent permitted by law) all rights of
redemption, stay and/or appraisal.
(c) Notices. Any notice required or permitted to be
given to Developer or Fort Worth shall be given in
writing and shall be personally delivered or mailed by
prepaid certified or registered mail to such party at the
address set forth below. Any notice required or permitted
to be given to First RepublicBank shall be given in
writing and shall be effective when actually received.
Hillwood Development Corporation
Attn: H. R. Perot, Jr.
12377 Merit Drive
Suite 1700
llallas, Texas 75251
City of Fort Worth
Attn: City Treasurer
1000 Throckmorton Street
Fort Worth, Texas 76102
First RepublicBank N.A.
P.O. Box 241
Dallas, Texas 75221
Attn: Carol Peaster, Trust Department
Any such notice shall be deemed to have been given
(whether actually received or not) on the day personally
delivered as aforesaid or, if mailed, on the day it is
mailed as aforesaid.
SECTION 9. G�rtain Other Riah�s�nd Duties of For�Worth
and Fizst RevublicBank.
(a) �t�s_pons_�iz�li�y__for Plg�aed Co_llateral. Fort
Worth and First RepublicBank shall not have a duty to fix
or preserve rights against parties who may have had a
prior interest in the Pledged Collateral or to collect
any amount payable with respect to the Pledged
Collateral, but shall be liable only to the account of
Ueveloper for what Fort Worth and First RepublicBank may
actually collect or receive thereon.
(b) Nondisclosur.e. In so far as permitted by
Art. 6252-17, Texas Revised Civil Statutes, Fort Worth
r�
f '
( � �
� I " �
shall not discuss or disclose the Pledged Collateral with
ariy persons who are not employed by Fort Worth, and tY1P11
only to the extent such discussion or disclosure is
absolutely required.
SECTION 10. Excl.usive Riahts and Remedies. This
Section 10 intentionally left blank.
SECTION 11. Substitution of Collateral. Notwithstanding
any contrary provision in this Pledge Agreement, Developer
sl�iall have the right (without the consent of Fort Worth), at
any time and from time to time, to obtain releases from Fort
Worth of all or any part of the Pledged Collateral
(Yiereinafter called the "Released Collateral") upon
satisfactioii of tYie following conditions:
(a) Ueveloper shall provide Fort Worth and First
RepublicBank written notice that Developer desires to
obtain Released Collateral (as sper.ified and described i.n
such notice) in exchange for a contemporaneous
substitution of different collateral (as also specified
and described in sucli notice); and
(b) Developer shall pledge to Fort Wort,h, and
deliver to First RepublicBarik for the benefit of Fort
Worth, substituted Seciirities (the "Substituted
Collateral") the Market Value of which Substituted
Collateral shall be at least equal to the Market Value of
ttie Released Collateral. All Substituted Collateral
shall be deemed to be Pledged Collateral for purpases of
this Pledge Agreement.
Upon satisfaction of the above-specified conditions, Fort
Worth shall immediately execute a release of the Released
Collateral and direct First RepublicBank to return to
Ueveloper any original certificates or instruments in First
RepublicBank's possession that represent or evidence the
Released Collateral or take such other action with respect to
the Released Collateral as Developer may request or direct.
Developer shall pay the expenses incurred by First
RepublicBank in connection with obi:aining each such release
and substitution.
SECTION 12. Periodic Withdrawal of Collateral.
Notwithstanding any contrary provision in this Pledge
Agreement, lleveloper shall also have the right, on the
expiration of each 180-day period after this Pledge Agreemeilt
is executed, to withdraw portions of the Pledged Collateral
(hereinafter called the "Withdrawn Collateral"), upon
E:�
satisfaction of the following conditions:
(a) Developer shall provide Fort Worth and First
RepublicBank written notice (the "N�tice") that Developer
desires to obtain the Withdrawn Collateral; and
(b) the aggregate Market Value of the Pledged
Collateral after withdrawal of the Withdrawn Collateral
is at least equal to the estimated value of the Secured
Obligations then remaining to be performed (such
remaining value is hereinafter called the "Estimated Cost
to Complete").
The Notice shall include a description of the Witl�drawn
Collateral and Developer's calculation of the Estimated Cost
to Complete. Upon receipt of the Notice, Fort Worth shall
have ten (10) calendar days to notify Developer of Fort
Worth's calculation of the Estimated Cost to Complete. If
Fort Worth fails to so notify Developer, then Developer's
calculation shall be deemed to have been accepted and approved
by Fort Worth. If Fort Worth's calculation is less tlian, or
not more than five percent (5%) higher than, Developer's
calculation, then Fort Worth's calculation shall be deemed to
have been accepted and approved by Developer. If Fort Worth's
calculation exceeds Developer's calculation by more than five
percent (5%), Fort Worth and Developer shall jointly approve a
Estimated Cost to Complete. Upon satisfaction of the
aliove-specified conditions and upon approval (or deemed
approval) of the Estimated Cost to Complete, Fort Worth shall
immediately execute a release of the Withdrawn Collateral and
direct First RepublicBank to return any original certificates
or instruments in First RepublicBank's possession that
represent or evidence the Withdrawn Collateral or to take such
other action with respect to the Withdrawn Collateral as
Developer may request or direct. Developer shall pay the
expenses incurred by First RepublicBank in connection with
obtaining each such release.
SECTION 13. Period�V�luation of Pledaed Coll��eral.
At any time and from time to time (but not more frequently
than once each month) Fort Worth, at Developer's sole cost and
eapense, may request First RepublicBank to obtain or provide
the Market Value of the Pledged Collateral. Fort Worth may
cause Developer to pledge additional Securities (the
"Additional Securities") as Pledged Collateral upon
satisfaction of the following conditions:
(a) Fort Worth shall provide Developer and First
RepublicBank a written notice setting forth the Market
Value of the Pledged Collateral and requesting Developer
to pledge Additional Securities having a specified Market
��
'11 f
� 1 .
Value; and
(b) the aggregate Market Valtze of the Pledged
Collateral (including the Additional Securities) shall be
equal to (or, at Developer's option, greater than) the
last-determined Estimated Cost to Complete (or the
Estimated Developer's Cost if no Estimated Cost to
Complete has yet been determined hereunder).
Developer shall have five (5) days from receipt of such notice
to pledge to Fort Worth, and deliver to First RepublicBank for
the benefit of Fort Worth, all certificates or instruments
representing or evidencing Additional Securities, the market
value of which Addi.tional Securities shall be confirmed by
First RepublicBank within five (5) business days after receipt
of same.
SECTION 14. Non—Assi�nabilityo uf Fort Worth's Riyhts.
The rights, powers and interest held by Fort Worth hereunder
in and to the Pledged Collateral may not be transferred or
assigned by Fort Worth in whole or in part. Any attempted
transfer or assignment shall be absolutely void and shall
entitle Developer to a release of all Pledged Collateral.
SECTIUN 15. No_Waiver. No waiver by Fort Worth of any
Default shall be deemed to be a waiver of any other subsequent
Default. No delay or omission by Fort Worth in exercising any
right or power hereunder shall impair any sucli right or power
or be construed as a waiver thereof, nor shall any single ar
par.tial exercise of any such right or power preclude other or
further exercise thereof.
SECTION 16. Binding_Effect. This Pledge Agreement shal.l
be binding on the parties, their successors and assigi�s. No
provision of this Pledge Agreement may be amended, waived or.
modified except pursuant to a written instrument executed by
Fort Worth, First RepublicBank and Developer.
SECTION 17. Choice of Law. This Pledge Agreement is to
be construed and interpreted in accordance with the laws of
the State of Texas.
SECTION 18. Counkerparts. TYiis Pledge Agreement may be
executed in any number of multiple counterparts and by
different parties on separate counterparts, all of which when
taken together shall constitute one and the same agreement.
SECTION 19. First RevublicBa.nk Indemnity. Developer
hereby agrees to release, hold llarmless and indemnify First
RepublicBank (and its directors, officers, employees, agents
10
,� , , � .
{"��'�,.
and representatives) from and against all claims, damages,
expenses, costs, suits and other liability of any kind
whatsoever that arise out of or are directly or indirectly
related to the performance by First RepublicBank of its duties
hereunder except for the gross negligence or willful
misconduct of First RepublicBank or its directors, officers,
employees, agents or representatives.
HILLWOOD DEVELOPMENT CORPORATION
SIMK0:664
By:
H. R. Perot, Jr.
Title: President
Date:
CITY OF FORT WORTH, TEXAS
By:
David A. Ivory
Title: Seni�r Assistant Cit�r Mana�Pr
Date:
FIRST REPUBLICBANK DALLAS, N.A.
By:
Name:
Title:
Date: �
11
�ity of �o�t �orth, ��.�a�
0
.�I����° ���C� c���,+��.��ll c���,�,�uc�,��c��t���,
DATE REFERENCE sus�Ecr: CONTRACT FOR THE INSTALLATION PAGE
5/24/88 "u"'BER . OF COMMUNITY FACILITIES - NORTH PORT 3
C-10990 ADDITION (FORT WORTH ALI_IANCE AIRPORT, 1°f _
EXTENSION OF SOUTH AIRPORT ACCESS ROAD
AND HENRIETTA CREEK)
Recommendation
It is recommended that:
1) The following bond fund transfer be approved:
F rom
80-013901-00
Unspecified
90-136901-00
New Development
Unspecifi ed
90-095701-00
Ci ty's share of
Design Engineering
in New Development
To
80-013001-00
Northport
Addition
90-136079-00
Northport
Addition
90-136079-00
Northport
Addition
Amount
$ 32,000
To provide funds for City's
share of sewer
construction
1,805,178 To provide funds
for City's share
of Street and Storm
Drain Construction
195,610 To provide funds
for City's share
of design fee for
streets and storm
drains
Reason
2) The City Manager be authorized to make joint payments to the Developer's
engineer for the City's share of design costs;
3) The City Manager be authorized to execute the Pledge Agreement with Hill-
wood Development Corporation.
4) The City Manager be authorized to reimburse the developer for the City's
share of cost for sanitary sewer, storm drainage and streets to include the
costs for design engineering, non-labor charges, and survey for design paid
by the Developer;
5) The City Manager be authorized to execute the Community Facilities agree-
ment with the developer, Hillwood Development Corporation.
Discussion
Hillwood Development Corporation, acting by and through H. R. Perot, Jr., its
duly authorized President, the developer of Northport Addition, has executed a
proposed contract of community facilities to serve the area shown on the
attached maps.
DATE
5/24/88
REFERENCE suB�ECT: CONTRACT FOR THE INSTALLATION PAGE
NUMBER OF COMMUNITY FACILITIES - NORTH PORT 2 3
C-10990 ADDITION (FORT WORTH ALLIANCE AIRPORT, °f�
EXTENSION OF SOUTH AIRPORT ACCESS ROAD
AND HENRIETTA CREEK)
The estimated cost of the community facilities is as follows and subject to
actual bid price:
Estimated Project Cost
Water
Sanitary Sewers
Street Improvements
Construction
Storm Drains
Construction
Design Engineering
Speci al Se rvi ces
Street Lights
Street Name Signs
Tot al
Developer
$ -0-
128,950
-0-
- 0-
-0-
- 0-
- 0-
-0-
$ 128,950
City
-0-
27,300
964,013
841,165
89,110
106,500
138,075
80
$2,166,243
Total
-0-
156,250
964,013
841,16 5
89,110
106,500
138,075
80
$2,295.193
Water facilities, sanitary sewers, street paving with curb and gutter, storm
drai nage, street 1 i ghti ng and street name s i gns, wil l be i nst al 1 ed i n accord-
ance with standard policies for the installation of community facilities. The
contract includes City participation in the cost of sewer, streets storm
drains, street lights, and street name signs.
The Developer's obligations will be secured by the pledge of securities approv-
ed by the City. The Developer will pledge additional securities if the market
value of the pledged securities falls below the estimated cost of contract com-
pletion.
The City will assume the cost and construction responsibilities of the Develop-
er in connection with the contract for engineering services previously entered
into by the Developer with Albert H. Halff Associates, Inc. The City will also
reimburse the Developer $70,090 for costs of design engineering, non-labor
charges, and survey for design paid by the Developer to its engineer prior to
the date of the Community Facilities Agreement. The City's assumption and
reimbursement obligations are limited to the estimates contained in the
Community Facilities Agreement, and any increases in such estimates must be
approved by the City Council.
For City awarded construction contracts, the Developer will be relieved of
duties or obligations for activities that the City or the City's contractor
pe rfo rms .
DATE REFERENCE sue�Ecr: CONTRACT FOR THE INSTALLATION
5/24/88 NUMBER OF COMMUNITY FACILITIES - NORTH PORT
C-10990 QpnrTrnN �FpRT W�RTH aLLIANCE AIRPORT_
EXTENSION OF SOUTH AIRPORT ACCESS ROAD
AND HENRIETTA CREEK)
PAGE
3_or-3 —
Special Conditions
The Community Facilities Agreement is prepared in conformance with "Service
Plan for Annexed Area" attached to and made a part of Ordinance No. 9914,
approved by the City Council on September 15, 1987.
According to the "Service Plan for Annexed Area", the City of Fort Worth agreed
to pay al l costs for the desi gn and construction of the South Ai rport Access
Road not reimbursed by the Federal Avi ation Admi ni stration as part of the Ai r-
port grant. Preliminary discussions with the FAA indicate that the FAA's
participation will be limited to approximately 50% of the design and construc-
tion cost of the South Ai rport Access Road.
Plan Commission Approval
On April 29, 1987, the City Plan Commission approved the concept plat (C-87-1)
for Northport Addi tion.
Financing
In order to provide sufficient funds for the City's share of the cost of these
improvements, a bond fund transfer is proposed from Sewer Fund 80, Unspecified,
Project No. 013901-00 in the amount of $32,000; New Development Fund 90, New
Development Unspecified, Project No. 136901-00 in the amount of $1,805,178 and
New Development Fund 90, City's share of Design Engineering in New Development,
Project No. 095701-00 in the amount of $195,610 (in which sufficient funds are
available) to Sewer Fund 80, Project No. 013001-00 and new Development Fund 90,
Project No. 136079-00 in the amount of $2,000,788, Northport Addition.
Sufficient Funds are available in New Development Fund 90, Project No.
095104-00, Engineering Salaries, to finance engineering and administrative
costs. The expenditures will be made out of Index Codes 680975, 621458 and
621227, res pect i vel y.
DAI:fq
' �:,Yt �. A��
M��k1 �
� �
(tii,. CPorPtazy ef the
SUBMITTED FOR THE
CITY MANAGER'S
OFFICE BY:
ORIGINATING
DEPARTMENT HEAD:
David Ivory
Joe Bilardi 7820
DISPOSITION BY COUNCIL: PROCESSED BY
❑ APPROVED
❑ OTHER (DESCRIBE)
GTY SECRETARY
FOR ADDITIONAL INFORMATION JOC B� � c�I'd� %HZO
CONTACT: DATE