HomeMy WebLinkAbout064836 - Construction-Related - Contract - Quail Valley Devco IVB, LLCxeceivect vate: 03/05/2026
Received Time: 11:12 a.m.
Developer and Project Information Cover Sheet:
Developer Company Name
Address, State, Zip Code:
Phone & Email:
Authorized Signatory, Title
Project Name:
Quail Valley Devco IVB, LLC
400 S. Record Street, Ste 1200, Dallas, TX 75202
817-718-8513 � scarpenter@republicpropertygroup.com
Seth Carpenter, Senior VP of Development
Walsh Ranch Planning Area 4A - Customs Phase B-1
Brief Description: Water, Sewer, Paving, Storm Drain, and Street Lights & Signs
Project Location: 12280 West Fwy, 76008
Plat Case Number: 25-078 Plat Name: Walsh Ranch P4A Customs Phase B-1
Council District: 3 Phased or Concurrent Phased 105671
Provisions:
CFA Number: CFA26-0023 City Project Number: 106427 � IPRC25-0136
City of Fort Worth, Texas
Standard Community Facilities Agreement
Rev. 9/21
�FFICIAL REC�RD
GITY SECRETARY
FT. WORTH, TX
Page 1 of 18
City Contract Number: 64836
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 Quail Valley Devco IVB, 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 Walsh
Ranch Planning Area 4A - Customs Phase B-1 ("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, far and in consideration of the covenants and conditions contained herein,
the City and the Developer do hereby agree as follows:
1.
CFA Ordinance
The Community Facilities Agreements Ordinance ("CFA Ordinance"), as amended, is
incorporated into this Agreement by reference, as if it was fully set out herein. Developer agrees to
comply with all provisions of the CFA Ordinance in the performance of Developer's duties and
obligations pursuant to this Agreement and to cause all contractors hired by Developer to comply
with the CFA Ordinance in connection with the work performed by the contractors. If a conflict exists
between the terms and conditions of this Agreement and the CFA Ordinance, the CFA Ordinance shall
control.
City of Fort Worth, Texas OFFICIAL RECORD page 2 of 18
Standard Community Facilities Agreement CITY SECRETARY
Rev. 9/21
FT. WORTH, TX
2.
Incorporation of Engineering Plans
The engineering plans for the Improvements that have been approved by the City ("Engineering
Plans") are incorporated into this Agreement by reference as if fully set out herein. Developer shall provide
at its expense, unless otherwise agreed to by City, all engineering drawings and documents necessary to
construct the Improvements required by this Agreement.
3.
Description of Improvements; Exhibits and Attachments
The following exhibits describe the general location, nature and extent of the Improvements that
are the subject of this Agreement and are attached hereto and incorporated herein by reference:
0 Exhibit A: Water
� Exhibit B: Sewer
� Exhibit C: Paving
� Exhibit D: Storm Drain
� Exhibit E: Street Lights & Signs
❑ Exhibit F: Traffic Signal & Striping
The Location Map and Cost Estimates are also attached hereto and incorporated herein by
reference. To the extent that Exhibits A, B, C, D, E, F, the Location Map, or the Cost Estimates conflict
with the Engineering Plans, the Engineering Plans shall control. If applicable, Attachment 1— Changes
to Standard Community Facilities Agreement, Attachment 2— Phased CFA Provisions, and Attachment
3— Concurrent CFA Provisions, are attached hereto and incorporated herein for all purposes.
4.
Construction of Improvements
Developer agrees to cause the construction of the Improvements contemplated by this Agreement
and that said construction shall be completed in a good and workmanlike manner and in accordance with
all City standards and specifications, the Engineering Plans, the Cost Estimates provided for the
Improvements, and this Agreement. Developer acknowledges that City will not accept the Improvements
until the City receives affidavits and lien releases signed by Developer's contractors verifying that the
contractors, and all subcontractors and material suppliers, have been paid in full for constructing the
Improvements, and consent of the surety on payment and performance bonds provided for the
Improvements.
5.
Financial Guarantee
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 18
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 (`Bffective 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 18
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 surery 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 speciiications 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.
( fl Developer will not allow Developer's contractars 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 18
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 Indemni�cation
(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
ANYCHARACTER, WHETHER REAL OR ASSERTED, BROUGHT FOR OR ONACCOUNT
OFANYINJURIES OR DAMAGES SUSTAINED BYANYPERSONS, INCL UDING DEATH,
OR TO ANY PROPERTY, RESULTING FROM OR IN CONNECTION WITH THE
CONSTR UCTION, DESIGN, PERFORMANCE OR COMPLETION OF ANY WORK TO BE
PERFORMED BY SAID DEVELOPER, ITS CONTRACTORS, SUBCONTRACTORS,
OFFICERS, AGENTS OR EMPLOYEES, OR IN CONSEQUENCE OF ANY FAILURE TO
PROPERLYSAFEGUARD THE WORK, OR ONACCOUNT OFANYACT, INTENTIONAL
OR OTHERWISE, NEGLECT OR MISCONDUCT OF SAID DEVELOPER, ITS
CONTRACTORS, SUB-CONTRACTORS, OFFICERS, AGENTS OR EMPLOYEES,
WHETHER OR NOT 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 REQIIIRE 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,
INCL UDING DEATH, RESULTING FROM, OR IN ANY WAY CONNECTED WITH, THE
CONSTRUCTION OF THE IMPROVEMENTS CONTEMPLATED HEREIN, WHETHER
OR NOT SUCH INJURIES, DEATH OR DAMAGES ARE CAUSED, IN WHOLE OR IN
PART, BY THE ALLEGED NEGLIGENCE OF THE CITY OF FORT WORTH, ITS
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 WITHALL PLANS AND SPECIFICATIONS.
City of Fort Worth, Texas Page 6 of 18
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 estimatedpayments 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 iinancial 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 Ciry'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 18
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 conies to:
City Attorney's Office
City of Fart 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
DEVELOPER:
Quail Valley Devco IVB, LLC
400 S. Record Street, Ste 1200
Dallas, TX 75202
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 18
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 wark perfarmed 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 ar 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 18
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 authared 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 18
Standard Community Facilities Agreement
Rev. 9/21
into a contract for goods ar 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 frearm 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 iirearm
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 wark
under this Agreement, including completing the Employment Eligibiliry Verifcation 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, ar 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 beneft 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 18
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 18
Standard Community Facilities Agreement
Rev. 9/21
36.
Cost Summary Sheet
Project Name: Walsh Ranch Planning Area 4A - Customs Phase B-1
CFA No.: 26-0023
Ite m s
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
City Project No.:106427 IPRC No.:25-0136
Total Construction Cost (excluding the fees):
Estimated Construction Fees:
C. Construction Inspection Service Fee
D. Administrative Material Testing Service Fee
E. Water Testing Lab Fee
Total Estimated Construction Fees:
Financia/ Guarantee Options, choose one
Bond = 100%
Completion Agreement = 100% / Holds Plat
Cash Escrow Water/Sanitary Sewer= 125%
Cash Escrow Paving/Storm Drain = 125%
Letter of Credit = 125%
Escrow Pledge Agreement = 125%
Developer's Cost
$ 179,602.25
$ 292,581.00
$ 472,183.25
$ 271,942.70
$ 39,769.00
$ 107,675.00
$ -
$ 419,386.70
$ 891,569.95
$
$42,187.50
$3,858.40
$337.50
46,383.40
Choice
Amount (Mark one
$ 891,569.95I
$ 891,569.95I X
$ 590,229.06I
$ 524,233.38I
$ 1,114,462.44 I
$ 1,114,462.44 I
City of Fort Worth, Texas Page 13 of 18
Standard Community Facilities Agreement
Rev. 9/21
IN WITNESS WHEREOF, the City and Developer have each executed this Agreement by their
duly authorized signatories to be effective on the date executed by the City's Assistant City Manager.
CITY OF FORT WORTH
�1�-�
Jesica McEachern
Assistant City Manager
Date: 03/04/2026
Recommended by:
L�o�r�G �'ioJ
,�����u��,���,� ,,,,2,,,Utt�",
Leonel Rios
Sr. Contract Compliance Specialist
Development Services
Approved as to Form & Legality:
��.� uJ��
Jessika Williams
Assistant City Attorney
M&C No. NA
Date: 02/26/2026
Form 1295: NA
ATTEST:
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Jannette S. Goodall
City Secretary
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DEVELOPER
Quail Valley Devco IVB, LLC
SP. ,aY� IFP.FI Zfi. ZOZCI 1Z'OC�'3fi C,ST1
Seth Carpenter
Senior VP of Development
Date: 02/26/2026
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 Compliance Manager
�FFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
City of Fort Worth, Texas Page 14 of 18
Standard Community Facilities Agreement
Rev. 9/21
The following attachments are incorporated into this Agreement. To the extent a
conflict exists between the main body of this Agreement and the following attachments, the
language in the main body of this Agreement shall be controlling.
Included Attachment
� Attachment 1- Changes to Standard Community Facilities Agreement
� Attachment 2— Phased CFA Provisions
❑ Attachment 3— Concurrent CFA Provisions
0 Location Map
� Exhibit A: Water Improvements
� Exhibit B: Sewer Improvements
� Exhibit C: Paving Improvements
� Exhibit D: Storm Drain Improvements
� Exhibit E: Street Lights and Signs Improvements
❑ Exhibit F: Traffic Signal and Striping Improvements
� Cost Estimates
(Remainder of Page Intentionally Left Blank)
City of Fort Worth, Texas Page 15 of 18
Standard Community Facilities Agreement
Rev. 9/21
ATTACHMENT "1"
Changes to Standard Community Facilities Agreement
City Project No.106427
None
City of Fort Worth, Texas Page 16 of 18
Standard Community Facilities Agreement
Rev. 9/21
ATTACHMENT "2"
Phased CFA Provision
City Project No.106427
The improvements being constructed by Developer pursuant to this Agreement will
connect to improvements Developer is constructing under a separate Community Facilities
Agreement that have not been completed and accepted by the City. Therefore, this Agreement
shall be considered a"Phased CFA" and the provisions contained in this section shall apply to this
Agreement.
The improvements being constructed by Developer under the separate Community
Facilities Agreement (Walsh Ranch Planning Area 4A Customs Phase 1, City Project No.105671)
shall be defined as the "Parent Project." The improvements being constructed by Developer under
this Agreement shall be defined as the "Child Project."
Developer acknowledges and agrees that due to Developer's election to construct a Phased
CFA, the potential exists for technical, delivery, acceptance or performance problems (hereinafter
"Construction Problems"). Construction Problems may include, but are not limited to: failure of
the improvements to comply with the approved plans or City Specifications; failure of the
improvements in the Parent Project and the Child Project to properly connect to each other;
changes to the design or construction of the improvements in the Parent Project that impact the
design and construction of the improvements in the Child Project; construction delays, delay
claims, or claims for liquidated damages; increased costs for the Developer; failure of the
improvements to pass inspection or material testing; or rejection by the City of some or all of the
improvements and Developer having to remove and reconstruct the improvements at Developer's
expense. In addition, Developer understands and agrees that disputes may arise between
Developer's contractors or their subcontractors relating to responsibility for the Construction
Problems. Developer shall be solely responsible for resolving disputes between contractors or
disputes between contractors and subcontractors.
Developer further acknowledges and agrees that Developer has notified all of Developer's
contractors for the Project that Developer has elected to construct a Phased CFA, the provisions
of this section, the risks associated with a Phased CFA, and that the City shall not bear any
responsibility for Developer's decision to proceed with a Phased CFA.
Developer shall not make the final connection of the improvements in the Child Project to
the improvements in the Parent Project until the improvements in the Parent Project have been
constructed and accepted by the City and the City has consented to Developer making the
connection.
Developer agrees that if this Agreement is for improvements relating to the construction,
renovation or modification of one or more single family residential homes or structures, the City
will not record the plat related to the Project until the improvements are constructed and accepted
by the City. Developer agrees that if this Agreement is for improvements relating to the
construction, renovation or modification of one or more commercial buildings or structures, the
Developer shall not receive a Certificate of Occupancy from the City for the building(s) related to
the Project until the improvements in this Agreement are constructed and accepted by the City.
Developer further understands and agrees that completion of the improvements under this
Agreement does not entitle Developer to obtain a final plat of the property until all other
requirements of Federal law, State law, or the City Code relating to the filing and recording of a
final plat have been met by Developer.
City of Fort Worth, Texas Page 17 of 18
Standard Community Facilities Agreement
Rev. 9/21
BY CHOOSING TO CONSTRUCT A PHASED CFA, DEVELOPER ASSUMES ALL
RISKS AND DEVELOPER SHALL BE LIABLE AND RESPONSIBLE FOR ANYAND ALL
DAMAGES, INCL UDING B UT NOT LIMITED TD ANYAND ALL ECONOMIC DAMAGES
PROPERTY LOSS, PROPERTY DAMAGES AND PERSONAL INJURY, (INCLUDING
DEATH), OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED.
DEVELOPER HEREBY EXPRESSLY RELEASES AND DISCHARGES CITY FROM ANY
AND ALL LIABILITY FOR DAMA GES, INCL UDING, B UT NOT LIMITED TO ANY AND
ALL ECONOMICDAMAGES, PROPERTYLOSS, PROPERTYDAMAGEAND PERSONAL
INJUR Y(INCL UDING DEA TH) ARISING O UT OF OR IN CONNECTION WITH,
DIRECTLY OR INDIRECTLY, THE CONSTRUCTION OF THE IMPROVEMENTS OR
DEVELOPER'S DECISION TO CONSTRIICT A PHASED CFA. DEVELOPER, AT ITS
SOLE COST AND EXPENSE, AGREES TO AND DOES HEREBY INDEMNIFY, DEFEND
PROTECT, AND HOLD HARMLESS CITY, AND CITY'S OFFICERS,
REPRESENTATIVES, AGENTS, EMPLOYEES, AND SERVANTS FOR, FROM AND
AGAINST ANYAND ALL CLAIMS (WHETHER AT LAW OR IN EQUITY), LIABILITIES,
DAMAGES (INCLUDING ANY AND ALL ECONOMIC DAMAGES, PROPERTY LOSS,
PROPERTY DAMAGES AND PERSONAL INJURIES INCL UDING DEATH), LOSSES,
LIENS, CA USES OF ACTION, SUITS, JUDGMENTS AND EXPENSES (INCL UDING, B UT
NOT LIMITED TO, COURT COSTS, ATTORNEYS' FEES AND COSTS OF
INVESTIGATION), OFANYNATURE, KIND OR DESCRIPTIONARISING OR ALLEGED
TO ARISE BY OR IN ANY WAY RELATED TO CONSTRUCTION OF THE
IMPROVEMENTS OR DEVELOPER'S CHOICE TO CONSTRUCTA PHASED CFA, OR (2)
BY REASON OF ANY OTHER CLAIM WHATSOEVER OF ANY PERSON OR PARTY
OCCASIONED OR ALLEGED TO BE OCCASIONED IN WHOLE OR IN PART BY THE
CONSTRUCTIONS OF THE IMPROVEMENTS OR DEVELOPER'S CHOICE TO
CONSTRUCT A PHASED CFA 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.
DEVELOPER
Quail Valley Devco IVB, LLC
Se Carpenter (Feb 26, 2026 1206-36 CST)
Seth Carpenter
Senior VP of Development
Date:02/26/2026
City of Fort Worth, Texas Page 18 of 18
Standard Community Facilities Agreement
Rev. 9/21
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CFA VICINITY EXHIBIT
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Kimley>>> Horn
801 Cherry St. Unit 11, Suite 1300
Fort Worth, Texas 76102
Phone: (817) 339 - 2294
State of Texas Registration No. F-928
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WALSH RANCH P4A - CUSTOMS - PHASE B-1
IPRC25-0136 - CPN# 106427
NOV 2025
DEVELOPER: KI�I�ry >>> Horn
REPUBLIC PROPERTY GROUP •
400 S. RECORD STREET 801 Cherry St. Unit 11, Suite 1300
SUITE 1200 Fort Worth, Texas 76102
DALLAS, TX 75202 Phone: (817) 339 - 2294
State of Texas Registration No. F-928
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SANITARY SERVICE DEVELOPER: KI�I�ry >>> Horn
REPUBLIC PROPERTY GROUP •
WALSH RANCH P4A - CUSTOMS - PHASE B-1 400 S. RECORD STREET 801 Cherry St. Unit 11, Suite �300
IPRC25-0136 - CPN# 106427 SUITE 1200 Fort Worth, Texas 76102
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NOV 2025 State of Texas Registration No. F-928
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IPRC25-0136 - CPN# 106427
NOV 2025
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DEVELOPER: KI�I�ry >>> Horn
REPUBLIC PROPERTY GROUP •
400 S. RECORD STREET 801 Cherry St. Unit 11, Suite 1300
SUITE 1200 Fort Worth, Texas 76102
DALLAS, TX 75202 Phone: (817) 339 - 2294
State of Texas Registration No. F-928
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IPRC25-0136 - CPN# 106427
NOV 2025
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SUITE 1200
DALLAS, TX 75202
0
Kimley>>> Horn
801 Cherry St. Unit 11, Suite 1300
Fort Worth, Texas 76102
Phone: (817) 339 - 2294
State of Texas Registration No. F-928
00 42 43
DAP - BID PROPOSAL
Page 1 of 1
SECTION 00 42 43
Developer Awarded Projects - PROPOSAL FORM
UNIT PRICE BID
Project Item Ioformation
IBfdlrst Item
No.
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Dcscription I Spcnfication Scction No.
UNIT I: WATER IMPROVEMENTS
Bidder's Application
Bidder's Proposal
Unit Pricc Bid Valuc
�
$1.00 $1,141.00�
$11,629.00 $14,53625�
$65.00 $74,165.00�
$9,100.00 $18,200.00�
$3,400.00 $3,400.00�
$3,200.00 $12,800.00�
$2,300.00 $39,100.00�
$5,420.00 $16,260.00�
Unit of
Bid Quan[ity
Mcasurc
�
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� 3
� 4
� 5
� 6
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� 9
� 10
� 11
� 12
� 13
1
2
3
4
5
6
3305.0109 Trench Safety 33 05 10 LF 1141
3311.0001 Ductile Iron Water Fittinqs w/ Restraint 33 11 11 TON 125
3311.0261 8" PVC Water Pipe 33 11 12 LF 1141
3312.0001 Fire Hydrant 33 12 40 EA 2
3312.0117 Connection to Existinp 4"-12" Water Main 33 12 25 EA 1
3312.3003 8" Gate Valve 33 12 20 EA 4
3312.2203 2" Water Service 33 12 10 EA 17
3305.0003 8" Waterline Lowerinp 33 OS 12 EA 3
TOTAL UNIT I: WATER IMPROVEMENTS
UNIT II: SANIT'1RY SEWER IMPROVEMENTS
3301.0002 Post-CCTV Inspection 33 05 12 LF 1311
3301.0004 Final MH-CCTV Inspection 33 01 31 EA 13
3301.0101 Manhole Vacuum Testing 33 01 30 EA 13
3305.0109 Trench Safety 33 OS 10 LF 1311
3305.0113 Trench Water Stops 33 05 15 EA 7
3331.4115 8" Sewer Pipe 33 11 10, 33 31 12, 33 31 20 LF 1311
3331.4116 8" Sewer Pipe, CSS Backfill 33 11 10, 33 31 12, 33 31 20 LF 20
3331.5747 8" Sewer Pipe, CLSM Backfill 33 11 10, 33 31 12, 33 31 20 LF 60
3339.0001 Epoxy Manhole Liner 33 39 60 VF 43
3339.1001 4' Manhole 33 39 10, 33 39 20 EA 11
3339.1002 4' Drop Manhole 33 39 10, 33 39 20 EA 2
3339.1003 4' Extra Depth Manhole 33 39 10, 33 39 20 VF 47
3331.3101 4" Sewer Service 33 31 50 EA 17
TOTAL UNIT II: SANITARY SEWER IMPROVEMENTS
UNIT III: DRAINAGE IMPROVEMENTS
0171.0101 Construction Staking 01 71 23 LS 1
3301.0012 Post-CCTV Inspection of Storm Drain 33 01 32 LF 59
3305.0109 Trench Safety 33 OS 10 LF 59
3341.0201 21" RCP, Class III 33 41 10 LF 59
3349.5001 10' Curb Inlet 33 49 20 EA 3
3349.5002 15' Curb Inlet 33 49 20 EA 1
TOTAL UNIT III: DRAINAGE IMPROVEMENTS
Bid Summary
UNIT I: WATER IMPROVEMENTS �
UNIT II: SANITARY SEWER IMPROVEMENTS �
UNIT III: DRAINAGE IMPROVEMENTS
Total Construction Bid
This Bid is submitted by the entity named below:
BIDDER:
Acadia
3�1 ���. tir�url�lalcc IiI�A
tiuuthlakc. TY 7fi092
Con[ractor agrees [o comple[e WORK for F1NAL ACCEPTAA"CE wi[hin
CONTRACT commences to run as provided in the General Conditions.
END OF SECTION
CITY OF FORT W ORTH
STANDARD CONSTRUCTION SPEGFICATION �OCUMENTS - DEVELOPER AW ARDED PROJECTS
Form Version May 22, 2019
$5.00
$200.00
$200.00
$1.00
$1,700.00
$63.00
$167.00
$177.00
$519.00
$8,000.00
$14,000.00
$250.00
$1,235.00
$1, 500.00
$4.00
$1.00
$86.00
$7,300.00
$11,000.00
Signed by:
BY: Uu�tin \\�I iiii:iii
�u.S{tln, �1�u{matn,
TITLE:('Ii0 612127CA2DD94CB...
o^TE:1 /15/2026
50.00
working days after [he da[e when fhe
$179,602.25
$6, 555.00 �
$2,600.00 �
$2,600.00 �
$1,311.00�
$11,900.00 �
$82, 593.00 �
$3, 340.00 �
$10,620.00 �
$22,317.00 �
$88,000.00 �
$28,000.00 �
$11,750.00�
$20,995.00 �
$292,581.00
$1, 500.00
$236.00 �
$59.00 �
$5,074.00 �
$21,900.00�
$11,000.00
$39,769.00
$179,602.25 �
$292, 581.00 �
$39,769.00 �
$511,952.25�
00 42 43 Bid Proposal_Set - Customs Bi_Uttlilies
00 42 43
DAP - BID PROPOSAL
Page 1 of 1
SECTION 00 42 43
Developer Awarded Projects - PROPOSAL FORM
UNIT PRICE BID Bidder's Application
Project Item Infonnation Bidder's Proposal
Bidlist Item
No.
I
1
2
3
4
5
6
7
8
9
�
�
1
2
3
4
5
4
5
6
�
Description Specificatioo Sectioo No. Unit of B�d Quaotity Uoit Price
Measure
UNIT IV: PAVING IMPROVEMENTS
0171.0101 Construction Staking 01 71 23 I LS 1
3211.0501 6" Lime Treatment 32 11 29 � SY 3,669
3211.0400 Hydrated Lime 3z � 1 Z9 � TN 66
3213.0101 6" Conc Pvmt 32 13 13 � SY 3,669
3213.0302 5" Conc Sidewalk 32 13 20 � SF 514
3292.0100 Block Sod Placement 32 92 13 � SY 882
3441.4003 Furnish/Install Alum Sign Ground Mount City Std. 34 41 30 � EA 2
9999.0001 24" Solid W hite Striping � LF 10
3471.0001 Traffic Control 34 71 13 � MO 12
TOTAL UNIT IV: PAVING IMPROVEMENTS
UNIT V: LI ;HTING IMPROVEMENTS
2605.3015 2" CONDT PVC SCH 80 (T) 26 05 33 � LF 1030
3305.0103 Exploratory Excavation of Existing Utilities 33 05 30 � EA g
3441.1405 NO 2 Insulated Elec Condr 34 41 10 � LF 3275
3441.1501 Ground Box Type B 34 41 10 � EA 2
3441.1733 Rdwy Illum Foundation TY 11 34 41 20 � EA g
3441.1772 Furnish/Install 240-480 Volt Single Phase 34 41 20 � EA �
9999.0001 Furnish/Install Rdway Illum Walsh Special 14 Pole 34 41 20 � EA g
9999.0002 Furnish/Install LED Lighting Fixture AUCL3 PP40 AS 34 41 20 � EA 6
TOTAL UNIT V: LIGHTING IMPROVEMENTS
Bid Summary
UNIT IV: PAVING IMPROVEMENTS �
UNIT V: LIGHTING IMPROVEMENTS
Total Construction Bid
This Bid is submitted by the entity named below:
BIDDER:
17ario Sinacola S Sons E�cac�ting, Inc
70950 Hcsc.u-ch Ur
E����,���, r� �,033
Contractor agrees to complete WORK for FINAL ACCEPTANCE within
CONTRACT commences to run as provided in the Geueral Conditions.
END OF SECTION
$5,000.00
$4.00
$305.00
$58.80
$6.75
$5.00
$910.00
$70.00
$500.00
$29.00
$220.00
$3.00
$1, 850.00
$1,620.00
$15,000.00
$5,900.00
$400.00
DocuSigned by:
BY::�:�,��� .�aV{.al�, ,�bVt,t,S
TTTLE: ��icc P •+id��ni �¢ �p
uwTe: ,� ��F�/L��b 72497...
50 working days after the date when the
Bid Valae
I
$5,000.00
$14,676.00
$2Q 130.00
$215,737.20
$3,469.50
$4,410.00
$1, 520.00
$700.00
$6,000.00
$271,942.70�
�
$29,870.00
$1, 760.00
$9,825.00
$3,700.00
$9,720.00
$15,000.00
$35,400.00
$2,400.00
$107,675.00�
$271,942.70�
$107,675.00�
$379,617.70�
CITY OF FORT WORTH
STANDARD CONSTRUCTION SPEGFICATION DOCUMENTS - DEVELOPER AWARDED PROJECTS
Form Version May 22, 2019 00 42 43 Bid Proposal_Set - Customs B1_Pavinq
COMPLETION AGREEMENT — SELF FUNDED
This COMPLETION AGREEMENT ("Agreement"), is made and entered into by and between
the City of Fort W orth, ("City") and Q u a il V a 11 e y D e v c o I V B, 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
14.9350 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 -25-078; and
WHEREAS, the Developer and the City have entered into a Community Facilities Agreement
relatingto the development, Walsh Ranch Planning Area 4A - Customs Phase B-1
for Water, Sewer, Paving, Storm Drain, Street Lights and Traffic Signals ("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 Eight Hundred Ninety-One Thousand Five Hundred Sixty-Nine and 95/100 Dollars
($891,569.95), 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
City of Fort Worth, Texas
Standard Completion Agreement — Self-Funded
Page 1 of 10
of change orders agreed to by the Parties, but such variances for the purposes of this Agreement
shall not affect the Completion Amount as used herein. City hereby waives the requirement for
developer to deposit a financial guarantee of 100% of the Hard Costs under the CFA Policy.
3. Completion bv 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. Far 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 Citv 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 thereo£ 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 Ciry 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
City of Fort Worth, Texas
Standard Completion Agreement — Self-Funded
Page 2 of 10
D. A requirement that each contractor contracting with the Developer include in each subcontract
the statements contained in (a), (b) and (c) above.
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 Warth, 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
Coniirmation Number: 817-392-7611
(ii) Notice to the Developer shall be addressed and delivered as follows:
Quail Valley Devco IVB, LLC
400 S. Record Street, Ste 1200
Dallas, TX 75202
A party may change its address for notice upon prior written notice to the other parties
pursuant to the terms hereof.
City of Fort Worth, Texas
Standard Completion Agreement — Self-Funded
Page 3 of 10
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.
E. Le�al 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 A�reements 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. Headin�s. 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:
DEVELOPER:
Quail Valley Devco IVB, LLC
� �
Jesica McEachern
Assistant City Manager
Date: 03/04/2026
Approved as to Form & Legality:
��;� uJ�,�,�
Jessika Williams
Assistant City Attorney
Date: 02/26/2026
ATTEST:
o�a.n,n�*A 1� .,��s �
�
Jannette Goodall
City Secretary
Se Ca� (Feb 26, 2026 1206:36 CST)
Seth Carpenter
Senior VP of Development
Date: 02/26/2026
City of Fort Worth, Texas
Standard Completion Agreement — Self-Funded
Page 5 of 10
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
DESCRIPTION OF PROPERTY SURVEYED:
WHEREAS Quail Valley Devco IVB, LLC is the owner of a 14.9350 acre
(650,571 square foot) tract of land situated in the International And Great
Northern Railroad Co. Survey, Abstract Number 2004, City of Fort Worth,
Parker County, Texas and being a portion of a called 190.9671 acre tract of
land described in the Special Warranty Deed to Quail Valley Devco IVB, LLC,
recorded in Instrument No. 202526828, Official Public of Parker County,
Texas, and being more particularly described as follows:
BEGINNING at a point at the northeast corner of Lot 8-X, Block 1, Walsh
Ranch 4A Customs Phase 1, an addition to the City of Fort Worth according to
the plat recorded in Instrument No. , Official Public Records,
Parker County, Texas, and being in the south right-of-way line of Walsh Creek
Boulevard, a 50-foot right-of-way;
THENCE along the said south right-of-way line the following four (4) calls:
South 83°57'04" East, a distance of 36.65 feet to a point for corner, being
the beginning of a tangent curve to the left with a radius of 325.00 feet,
a central angle of 27°50'46", and a chord bearing and distance of North
82°07'33" East, 156.40 feet;
In an easterly direction, and with said tangent curve to the left, an arc
distance of 157.95 feet to a point for corner;
North 68° 12' 10" East, a distance of 111.90 feet to a point for corner,
being the beginning of a tangent curve to the right with a radius of 365.00
feet, a central angle of 79°22'23", and a chord bearing and distance of
South 72°06'39" East, 466.17 feet;
In an easterly direction, with said tangent curve to the right, an arc
distance of 505.64 feet to a point for corner in the west right-of-way line
of said Walsh Creek Boulevard;
THENCE South 32°25'28" East, along the said west right-of-way line, a
distance of ll4.47 feet to a point for corner, being the beginning of a tangent
curve to the right with a radius of 525.00 feet, a central angle of 52°53'S8",
and a chord bearing and distance of South OS°58'29" East, 467.68 feet;
City of Fort Worth, Texas
Standard Completion Agreement — Self-Funded
Page 8 of 10
THENCE in a southerly direction, continuing along the said west right-of-way
line, and with said tangent curve to the right, an arc distance of 484.72 feet to
a point for corner;
THENCE South 20°28'30" West, continuing along the said west right-of-way
line, a distance of 163.34 feet to a point for corner in the west corner of the
northwesterly right-of-way terminus of Street K, a 50-foot right-of-way;
THENCE North 24°31'30" West, a distance of 14.14 feet to a point for corner;
THENCE North 69°31'30" West, a distance of 79.11 feet to a point for corner;
THENCE South 20°28'30" West, a distance of 200.00 feet to a point for corner;
THENCE North 65°27'18" West, a distance of 120.49 feet to a point for corner;
THENCE North 55°50'34" West, a distance of 123.18 feet to a point for corner;
THENCE North 46°07'23" West, a distance of 122.51 feet to a point for corner;
THENCE North 37°00'09" West, a distance of 181.17 feet to a point for corner;
THENCE North 58°14'S3" West, a distance of 191.70 feet to a point for corner;
THENCE North 25°30'27" West, a distance of 195.28 feet to a point for corner;
THENCE North 51 °34'06" West, a distance of 165.78 feet to a point for corner
in the east line of aforementioned Lot 8-X;
THENCE North 33°35'S8" East, along the said east line, a distance of 260.17
feet to the POINT OF BEGINNING and containing 650,571 square feet or
14.9350 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
$ 179,602.25
$ 292,581.00
$ 472,183.25
$ 271,942.70
$ 39,769.00
$ 107,675.00
$ -
$ 419,386.70
$ 891,569.95
F�RT��RTHo
City Secretary's Office
Contract Routing & Transmittal Slip
Contractor's Name: Quail Valley Devco IVB, LLC
Subject of the Agreement: CFA26-0023 - Walsh Ranch Planning Area 4A - Customs Phase B-1
Water, Sewer, Paving, Storm Drain, and Street Lights & Signs
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 "PermanenY'? *Yes 0 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: Expiration Date:
If different from the approval 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.
Proj ect Number: If applicable. 106427
*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 processin� 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.