HomeMy WebLinkAboutRes 2025-08-1807 Pre-Annexation Development Agreement (Trinity Creek) RECORDEDCITY OF ANNA, TEXAS
RESOLUTION NO. 20 D-6- 0 8- 18 0 7
A RESOLUTION OF THE CITY OF ANNA, TEXAS APPROVING THE TRINITY
CREEK DEVELOPMENT AGREEMENT WITH ANNA GROUP, LLC RELATING TO
DEVELOPMENT OF PROPERTY FOR A PLANNED DEVELOPMENT.
WHEREAS, approximately 136.701± acres of real property located in and/or near the
municipal boundaries of the City, in Collin County, Texas is intended to be developed as a mixed -
use planned development (the "Property"); and
WHEREAS, the City intends that the Property be developed in accordance with the Trinity
Creek Pre -Annexation Development Agreement, attached hereto as Exhibit 1;
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
ANNA, TEXAS THAT:
Section 1. Recitals Incorporated.
The recitals above are incorporated herein as if set forth in full for all purposes.
Section 2. Approval and Authority to Execute
The City Council hereby approves the Trinity Creek Pre -Annexation Development Agreement,
attached hereto as Exhibit 1, and authorizes the Mayor's or the City Manager's execution of the
same. The Mayor or City Manager are hereby authorized to execute all documents and take all other
actions necessary to finalize, act under, and enforce the Development Agreement.
PASSED by the City Council of the City of Anna, Texas, on this 12th day of August 2025.
ATTESTED: APPROVED:
Carrie L. Land, ity Sec etary fete Cain, Mayor
TRINITY CREEK DEVELOPMENT AGREEMENT
This Development Agreement (this "Agreement") is entered into by and between the CITY
OF ANNA, TEXAS, a Texas home -rule municipality (the "City"), and ANNA GROUP, LLC, a
Texas limited liability company ("Developer") (individually, a "Party,"), to be effective on the
Effective Date.
SECTION 1
RECITALS
WHEREAS, certain capitalized terms used in these recitals are defined in Section 2; and
WHEREAS, the City is a home -rule municipality of the State of Texas; and
WHEREAS, Developer owns an approximately 106.833-acre portion of the Property
Tract 1 of Exhibit A (the "PID Property"); and
WHEREAS, Developer owns approximately 136.701 acres of real property, described by
metes and bounds in Exhibit A and depicted in Exhibit B (the "Property"); and
WHEREAS, the Property, is located within the extraterritorial jurisdiction of the City (the
ETT ); and
WHEREAS, it is intended that the Property be developed as generally depicted on Exhibit
C "Illustrative Layout", and contains a mix of land uses including single-family homes of various
sizes, townhomes, commercial, and industrial development to be constructed over multiple phases
and is to be known and referred as Trinity Creek (the "Project"); and
WHEREAS, it is the intent of the Parties that the Property will be developed substantially
in compliance with an agreed upon "Illustrative Layout" (as defined herein), which is attached
hereto as Exhibit C, and which may be revised as set forth in this Agreement and in accordance
with applicable City Regulations and certain development standards set forth in Exhibit D
Development Standards"); and
WHEREAS, the Depiction of the Property (Exhibit B is intended to generally comply
with the vision of the 2050 Comprehensive Plan; and
WHEREAS, the Parties intend for the City to provide water and sewer service to the
Property; and
WHEREAS, Developer desires and intends to construct and/or make financial
contributions to certain on -site and/or off -site public improvements to serve the development of
the PID Property ("Authorized Improvements"), which Authorized Improvements are generally
identified in Exhibit E.1 and that Developer's costs incurred therewith will be financed or
reimbursed through PID Bond Proceeds; and
Trinity Creek Development Agreement
WHEREAS, in consideration of Developer's agreements contained herein, the City shall
use reasonable efforts to exercise its powers under the PID Act to provide financing arrangements
that will enable Developer to do the following in accordance with the procedures and requirements
of the PID Act and this Agreement: (a) fund or be reimbursed for a specified portion of the costs
of the Authorized Improvements using the proceeds of PID Bonds; or (b) obtain reimbursement
for the specified portion of the costs of the Authorized Improvements, the source of which
reimbursement will be installment payments from Assessments within the PID Property, provided
that such reimbursements shall be subordinate to the payment of PID Bonds and Administrative
Expenses; and
WHEREAS, the Parties desire and intend for the design, construction, and installation of
the Authorized Improvements to occur in a phased manner over the Term of this Agreement and
that Developer will dedicate to and the City will accept the Authorized Improvements for public
use and maintenance, subject to the City's approval of the plans and inspection of the Authorized
Improvements in accordance with this Agreement and the City Regulations; and
WHEREAS, the City, subject to the consent and approval of the City Council, and in
accordance with the terms of this Agreement and all legal requirements, including but not limited
to the Indenture, intends to: (i) adopt a Service and Assessment Plan; (ii) adopt an Assessment
Ordinance (to pay for a specified portion of the Budgeted Cost(s) shown on Exhibit E.1 and
approved by the City's Director of Public Works or his designee and the costs associated with the
administration of the PID and the issuance of the PID Bonds); and (iii) issue, in multiple series, up
to $19,600,000 in the principal amount of PID Bonds for the purpose of financing a specified
portion of the costs of the Authorized Improvements and paying associated costs as described
herein; and
WHEREAS, the City shall use reasonable efforts to issue PID Bonds periodically up to a
maximum principal amount of $19,600,000 in multiple series, to finance the Authorized
Improvements in accordance with the Service and Assessment Plan; and
WHEREAS, prior to or concurrent with the sale of any PID Bond issue: (a) the City
Council shall have approved and adopted the PID Resolution, a Service and Assessment Plan and
an Assessment Ordinance (collectively, the "PID Documents") and (b) the City shall have
reviewed and approved the Home Buyer Disclosure Program and a landowner agreement(s) to be
executed by owners of the PID Property constituting all of the acreage in the applicable phase of
the PID for which PID Bonds are being issued; and
WHEREAS, to the extent funds must be advanced to pay for any costs associated with the
creation of the PID, the issuance of PID Bonds, or the preparation of documentation related thereto,
including any costs incurred by the City and its consultants and advisors (excluding the fees
associated with closing the PID Bonds), Developer shall be responsible for advancing such funds,
shall have a right to reimbursement for certain funds advanced from PID Bond Proceeds and/or
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Trinity Creek Development Agreement
Assessments, and the City will not be responsible for such reimbursement or the payment of such
costs from any other sources of funds; and
WHEREAS, unless expressly set forth to the contrary in this Agreement, it is the Parties'
mutual intent that this Agreement shall supersede City Regulations only to the extent that City
Regulations directly conflict with the terms of this Agreement; and
WHEREAS, Developer understands and acknowledges that the obligations undertaken
under this Agreement are primarily for the benefit of the Property; and
WHEREAS, Developer understands and acknowledges that acceptance of this Agreement
is not an exaction or a concession demanded by the City but rather is an undertaking of Developer's
voluntary design to ensure consistency, quality, and adequate infrastructure that will benefit
Developer's development of the Property; and
WHEREAS, immediately following annexation of the ETJ Property, the City intends to
consider zoning the Property as a planned development district and the Parties acknowledge that
the Property may be developed and used in accordance with this Agreement; and
WHEREAS, as the ETJ Property is in the City's ETJ on the Effective Date of this
Agreement, the Parties intend that this Agreement is a development agreement as provided for by
state law in Section 212.171 et seq of the Texas Local Government Code; and
WHEREAS, this Agreement shall constitute a "permit" under Chapter 245 of the Texas
Local Government Code and as allowed pursuant to Section 212.172(g) of the Texas Local
Government Code and that all prerequisites for entering into such agreement have been completed
in full and that the City has provided the Developer with the written disclosures required when
offering this Agreement under Section 212.172(b-1), said section being incorporated herein as if
set forth in full;
NOW, THEREFORE, in consideration of the mutual covenants contained herein, the
Parties hereby agree as follows:
SECTION 2
DEFINITIONS
Certain terms used in this Agreement are defined in this Section 2. Other terms used in this
Agreement are defined in the recitals or in other sections of this Agreement. Unless the context
requires otherwise, the following terms shall have the meanings hereinafter set forth:
2050 Comprehensive Plan means the Anna 2050 Comprehensive Plan and applicable
provisions of the Anna 2050 Parks Master Plan adopted on April 27, 2021.
Administrative Expenses means reasonable expenses incurred by the City and Developer
in the establishment, administration, and operation of the PID.
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Trinity Creek Development Agreement
Administrator means an employee, consultant, or designee of the City who shall have the
responsibilities provided in the Service and Assessment Plan, an Indenture, or any other agreement
or document approved by the City related to the duties and responsibilities for the administration
of the PID.
Assessment(s) means the special assessments levied on the Property on a phase -by -phase
basis, under one or more Assessment Ordinances adopted on a phase -by -phase basis to reimburse
Developer for a portion of the Authorized Improvements benefitting the applicable phase(s) as set
forth in the Service and Assessment Plan, as well as payment of Administrative Expenses and
repayment of the PID Bonds and the costs associated with the issuance of the Authorized
Improvements.
Assessment Ordinance means an ordinance approved by the City Council under the PID
Act establishing one or more Assessment(s).
Authorized Improvements means all on- and off -site public water, sewer, drainage, and
roadway facilities, rights -of -way, along with other public improvements, such as landscaping and
screening, that benefit the Property, are to be constructed by Developer, are identified on Exhibit
E_0, and for which the Parties intend Developer will be fully or partially reimbursed pursuant to
the terms of this Agreement.
Authorized Improvements Cost means the actual costs of design, engineering,
construction, acquisition, and inspection of the Authorized Improvements and all actual costs
related in any manner to the Authorized Improvements.
Bond Ordinance means an ordinance adopted by the City Council that authorizes and
approves the issuance and sale of a particular series of RID Bonds.
Budgeted Cost means, with respect to any given Authorized Improvement, the estimated
cost of the improvement as set forth by phase in Exhibit E.I.
Capital Improvements Plan ("CIP") means all capital improvements plan(s) duly adopted
by the City under Chapter 395, Texas Local Government Code, as may be updated or amended
from time to time.
Chapter 245 means Chapter 245, Texas Local Government Code.
Chapter 395 means Chapter 395, Texas Local Government Code.
City means the City of Anna, a home rule municipality located in Collin County, Texas
Cites means the Anna City Code of Ordinances and all of its provisions and
regulations or standards adopted by reference in said Code in effect on the Effective Date;
provided, however, that as it relates to Public Infrastructure for any given phase, the applicable
construction standards (including, without limitation, uniform building codes) shall be those that
the City has duly adopted at the time of the filing of an application for a preliminary plat for that
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Trinity Creek Development Agreement
phase unless construction has not commenced within two years of approval of such preliminary
plat in which case the construction standards shall be those that the City has duly adopted at the
time that construction commences, except that to the extent there is a conflict between the City
Code and the Development Standards, the Development Standards shall control.
City Council means the City Council of the City.
City Manager means the current or acting City Manager of the City of Anna or a person
designated to act on behalf of the City Manager if the designation is in writing and signed by the
current or acting City Manager.
City PID Fee means a fee per residential lot required by the City PID policy to be paid by
Developer to the City for each phase of development of the PID Property and which shall be
calculated based on the number of residential lots in such phase of development in accordance
with Section 3.3.
City PID Policy means the City of Anna Public Improvement District Policy approved by
the City Council on June 23, 2020 via Resolution No. 2020-06-747.
City Regulations mean City Code provisions, ordinances, design standards (including but
not limited to the Development Standards), uniform codes, policies, requirements, limitations,
restrictions, and other regulations (including but not limited to all fees and land dedications
applicable to the Project) duly adopted by the City and in effect on the Effective Date; provided,
however, that as it relates to Public Infrastructure for any given phase, the applicable construction
standards (including, without limitation, uniform building codes) shall be those that the City has
duly adopted at the time of the filing of an application for a preliminary plat for that phase unless
construction has not commenced within two years of approval of such preliminary plat in which
case the construction standards shall be those that the City has duly adopted at the time that
construction commences, except that to the extent there is a conflict between the City Regulations
and the Development Standards, the Development Standards shall control. This term does not
include Park Fees, which shall be assessed on the Property in accordance with this Agreement.
Commercial Tract means, collectively, the +/-10-acre Commercial Tract, the +/-29.2-acre
Industrial Tract, and the +/-9.9-acre Multi -Family & Commercial Tract as said areas are depicted
in Exhibit C.
Concept Plan means the intended conceptual plan as may be approved by the City in
accordance with Section 5.8 in which case it shall fully supersede and replace the Illustrative
Layout.
Developer Cash Contribution means any amount required to pay Authorized Improvements
Cost that for a phase of development that is not funded or reimbursed with PID Bond Proceeds
from the PID Bond issued for such phase.
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Trinity Creek Development Agreement
Developer Continuing Disclosure Agreement means any continuing disclosure agreement
of Developer executed contemporaneously with the issuance and sale of PID Bonds.
Developer Improvement Account means an account into which Developer shall deposit the
Developer Cash Contribution to provide security and to fund any amount of Authorized
Improvements Cost not funded or reimbursed with PID Bond Proceeds.
Development Standards mean the design specifications and construction standards
identified in Section 5.12 (d) of this Agreement, including without limitation the standards set forth
in Exhibit D and applicable City Regulations.
Effective Date means the effective date of this Agreement, which shall be the date upon
which all Parties have fully executed and delivered this Agreement and the City's legal counsel
has signed this Agreement, approving same as to form.
End User means any tenant, user, or owner of a Fully Developed and Improved Lot, but
excluding the HOA.
Fully Developed and Improved Lot means any privately -owned lot in the Project,
regardless of proposed use, intended to be served by the Authorized Improvements and for which
a final plat has been approved by the City and recorded in the Real Property Records of Collin
County.
Governing Regulations mean the regulations identified in Section 5.12 of this agreement.
HOA means the homeowners association formed with respect to the Project, which shall
privately function as a homeowners association for the Project to be named the Trinity Creek
Homeowners Association or such similar name as may be available with Texas Secretary of State
or its successors.
Home Buyer Disclosure Program means the disclosure program, administered by the
Administrator, as set forth in a document in the form of Exhibit F or another form agreed to by
the Parties, that establishes a mechanism to disclose to each End User the terms and conditions
under which their lot is burdened by the PID.
Illustrative Layout means the intended plan for the development of the Project as depicted
on Exhibit B.
Impact Fee Reimbursements means reimbursements paid to Developer by the City for costs
attributable to oversizing Oversized Public Infrastructure as set forth in Section 5.6.
Improvement Account of the Project Fund means the construction fund account created
under a particular Indenture, funded by PID Bond Proceeds, and used to pay or reimburse for
certain portions of the construction or acquisition of the Authorized Improvements.
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Indenture means a trust indenture by and between the City and a trustee bank under which
a particular series of PID Bonds are issued and funds are held and disbursed.
Independent Appraisal means, in establishing the appraised value, (i) the appraised value
of a specific assessed parcel or assessed parcels, as applicable, in a specific phase for which
Assessments have been levied as established by publicly available data from the Collin Central
Appraisal District, (ii) the Collin Central Appraisal District Chief Appraiser's estimated assessed
valuation for completed homes (home and lot assessed valuation) and estimated lot valuation for
lots on which homes are under construction, (iii) an "as -complete" appraisal delivered by an
independent appraiser licensed in the State of Texas, which appraisal shall assume completion of
the particular phase for which said Assessments have been or will be levied, as applicable (iv) a
certificate delivered to the City by a qualified independent third party (which party may be the PID
Administrator or a licensed appraiser) certifying on an individual lot type basis, the value of each
lot in the particular phase, as applicable, for which such Assessments have been levied based on
either (x) the average gross sales price (which is the gross amount including escalations and
reimbursements due to the seller of the lots) for each lot type based on closings of lots in such
phase for which the Assessments have been levied or (y) the sales price in the actual lot purchase
contracts in the particular phase for which such Assessments have been or will be levied, as
applicable.
Notice means any notice required or contemplated by this Agreement (or otherwise given
in connection with this Agreement).
Park Fees means those fees assessed and charged against the Project in accordance with
Sections 9.02.135 and A3.006 of the City Code.
PID means the "Trinity Creek Public Improvement District" for which the City agrees to
exert reasonable efforts to create for the benefit certain portions of the Project pursuant to the PID
Act and this Agreement.
PID Act means Chapter 372, Texas Local Government Code, as amended.
PID Bond(s) means each series of assessment revenue bonds issued by the City pursuant
to the PID Act to finance the Authorized Improvements on a phase -by -phase basis.
PID Bond Proceeds means the funds generated from the sale of the PID Bonds.
PID Documents means, collectively, the PID Resolution, the SAP, and the Assessment
Ordinance(s).
PID Financial Summary means the document attached to this Agreement as Exhibit M,
which summarizes financial data related to the PID.
PID Resolution means the resolution adopted by the Council creating the PID.
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Public Infrastructure means all water, wastewater/sewer, detention and drainage, roadway,
park and trail, and other infrastructure necessary to serve the full development of the Project and/or
to be constructed by Developer and dedicated to the City under this Agreement. The term includes
the Authorized Improvements.
Real Property Records means the official land recordings of the Collin County Clerk's
Office.
Service and Assessment Plan ("SAP") means the service and assessment plan for the PID,
to be adopted and amended annually by the City Council pursuant to the PID Act for the purpose
of assessing allocated costs against portions of the Project located within the boundaries of the PID
having terms, provisions, and findings approved by the City, as required by this Agreement.
SECTION 3
PUBLIC IMPROVEMENT DISTRICTS
3.1 Creation of the PID; Levy of Assessments. Within thirty (30) days of Developer's
submission of a petition to the city requesting creation of the PID, the City shall use reasonable
efforts to initiate and approve all necessary documents and resolutions, including without
limitation the PID Documents, required to effectuate this Agreement, to create the PID, and to levy
the Assessments. The City will prepare and approve a Preliminary Service and Assessment Plan
providing for the levy of the Assessments on the PID Property. Promptly following preparation
and approval of a preliminary SAP acceptable to the Parties and subject to the City Council making
findings that the Authorized Improvements confer a special benefit on the initial phase of the PID
Property, the City Council shall consider an Assessment Ordinance with respect to such phase.
Developer shall develop the PID Property consistent with the terms of this Agreement. Nothing
contained in this Agreement, however, shall be construed as creating a contractual obligation that
controls, waives, or supplants the City Council's legislative discretion or functions.
3.2 Acceptance of Assessments and Recordation of Covenants Running with the Land.
Following the levy of the Assessment applicable to a particular phase of the Project, Developer
shall: (a) approve and accept in writing the levy of the Assessment(s) on all land owned by
Developer; (b) approve and accept in writing the Home Buyer Disclosure Program related to such
phase; and (c) cause covenants running with the land to be recorded against the portion of the
Property within the applicable phase that will bind any and all current and successor developers
and owners of all or any part of such phase of the Project to: (i) pay the Assessments, with
applicable interest and penalties thereon, as and when due and payable hereunder and that the
purchase of such land take their title subject to and expressly assume the terms and provisions of
such assessments and the liens created thereby; and (ii) comply with the Home Buyer Disclosure
Program. The covenants required to be recorded under this paragraph shall be recorded
substantially contemporaneously with the recordation of the plat of the applicable phase, except
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Trinity Creek Development Agreement
for the Final SAP which will be recorded by the City upon its approval in accordance with the PID
Act.
3.3 City PID Fee. Developer shall pay to the City, at any time at or prior to closing and
delivery of any series of PID Bonds for a particular phase of development, the amount of the City
PID Fee based upon the number of residential lots in the applicable phase of development for
which the PID Bonds are being issued. The aggregate amount of the City PID Fee shall not exceed
1,111,800 (327 single- family residential units multiplied by $3,400) and shall not be refundable
for any reason. The City PID Fee shall not be reimbursable from Assessments or PID Bond
Proceeds. The City PID Fee shall not be increased, decreased or discounted for any reason,
including without limitation a change in the number of lots ultimately developed within the PID
Project.
SECTION 4
AUTHORIZED IMPROVEMENTS
4.1 Authorized Improvements. Prior to the issuance of PID Bonds, the Budgeted Costs,
Authorized Improvements, and Authorized Improvement Cost are subject to change as may be
agreed upon by Developer and the City and, if changed, shall be updated by Developer and the
City consistent with the Service and Assessment Plan and the PID Act. All approved final plats
within the PID Property shall include those Authorized Improvements located therein and the
respective Authorized Improvement Costs shall be finalized before the applicable final plat is
approved by the City Council. Without limiting the foregoing, and on a phase -by -phase basis, as
applicable, Budgeted Costs, Authorized Improvement Costs, the timetable for installation of the
Authorized Improvements, and all other pertinent information and data will be reviewed at least
annually by the Parties in an annual update of the Service and Assessment Plan adopted and
approved by the City consistent with the requirements of Section 372.013(b) of the PID Act.
4.2 Construction, Ownership, and Transfer of Authorized Improvements.
a) Contract Award. Developer's engineers shall prepare, or cause the
preparation of, and provide all contract specifications and necessary related documents. Certain
portions of the Budgeted Cost(s) shall be paid from the proceeds of PID Bonds in accordance with
the applicable Indenture.
b) Construction Standards and Inspection. The Authorized Improvements and all other
Public Infrastructure required for the development of the PID Property shall be constructed and
inspected —and all fees applicable to the Project shall be paid by Developer —in accordance with
applicable state law, City Regulations, the applicable Bond Ordinance and other development
requirements, including those imposed by any other governing body or entity with jurisdiction
over the Authorized Improvements.
c) Contract Letting. This Agreement and construction of the Authorized
Improvements are anticipated to be exempt from competitive bidding pursuant to Texas Local
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Government Code Section 252.022(a)(9) and 252.022(a)(11) based upon current cost estimates.
However, in the event that the actual costs for the Authorized Improvements do not meet the
parameters for exemption from the competitive bid requirement, then either competitive bid or
alternative delivery methods may be utilized by the City as allowed by law. The Parties
acknowledge that the construction contracts for the construction ofAuthorized Improvements have
not been awarded as of the Effective Date and contract prices have not yet been determined. Before
entering into any construction contract for the construction of all or any part of the Authorized
Improvements, the Parties agree as follows:
1) Developer's engineers shall prepare, or cause the preparation of, and
submit to the City all contract specifications and necessary related documents, including but not
limited to the proposed construction contract showing the negotiated total contract price and scope
of work.
2) Developer shall submit all such documents along with a written
notice of intention to let a construction contract at least twenty (20) days in advance of the date
that Developer intends to execute such contract.
3) Within fifteen (15) days after receipt of the written notice and
associated documents, the City may (i) approve the amount of the contract price and provide
written notice to Developer that Developer may execute the construction contract and provide a
copy to the PID Administrator, which approval shall not be unreasonably withheld; or (ii) require
that the contract be procured through competitive bidding or competitive sealed proposals
Competitive Procurement") solely to the extent that the Authorized Improvements for which such
construction contract is to be let do not meet the parameters for exemption from the competitive
bidding pursuant to Texas Local Government Code Section 252.022. If the City fails to notify
Developer within such 15-day period, the City shall be deemed to have approved the contract price
and authorized Developer to execute the construction contract; provided, however, no such
contract shall be deemed to be approved and Developer shall not be deemed to be authorized to
execute such contract unless Developer submits the written notice and associated documents with
a written statement prominently displayed on the first page of the notice in bold -face, underline,
capitalized text in at least 12-point size font reading as follows: "WARNING: IF THE CITY FAILS
TO RESPOND TO THIS NOTICE WITHIN FIFTEEN (15) DAYS IN ACCORDANCE WITH
SECTION 4.2(c)(3) OF THE TRINITY CREEK DEVELOPMENT AGREEMENT, THE
SUBMITTED PROPOSED CONTRACT(S) SHALL BE DEEMED TO BE APPROVED BY
THE CITY AND DEVELOPER SHALL BE DEEMED TO BE AUTHORIZED TO EXECUTE
THE PROPOSED CONTRACT(S)."
4) In order to require Competitive Procurement, the City must provide
Developer with written notice of said requirement within fifteen (15) days of delivery to the City
of the written notice required under Section 4.2(c)(2) above.
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5) If the City Manager requires Competitive Procurement, then
Developer must: (i) advertise for and award the contract in the same manner set forth for
competitive sealed bids or competitive sealed proposals Local Government Code Chapter 252 as
if the City were pursuing a public improvement contract subject to said Chapter 252 as approved
by the City Manager; and (ii) supply the City with true and complete copies of all notices of
bid/proposal requests and all bids/proposals subsequently received.
d) Ownership. All of the Authorized Improvements shall be owned by the City
upon acceptance of them by the City. Developer agrees to take any action reasonably required by
the City to transfer or otherwise dedicate or ensure the dedication of easements or property for the
Authorized Improvements to the City and the public.
e) Operation and Maintenance. Upon inspection, approval, and acceptance of
the Authorized Improvements, the City shall maintain and operate the accepted Authorized
Improvements.
0 Applicability. Subsections (a)-(c), above, shall not apply to Public
Infrastructure that the City is obligated to fund and construct under this Agreement, if any.
SECTION 5
ADDITIONAL OBLIGATIONS
5.1 Wastewater/Sanitary Sewer Facilities.
a) Developer's General Obligations.L
Developer is responsible for the design,
installation, and construction of all wastewater/sanitary sewer improvements necessary to serve
the Property, as generally depicted in Exhibit G. The design of all wastewater/sanitary sewer
improvements shall be approved by the City in advance of the construction of same. Subject to the
City's obligations under Section 12.10, Developer shall be responsible for the acquisition of any
easements and other property acquisitions necessary for wastewater/sewer facilities (the size and
extent of each such easement or other property interest to be approved by the City) for all
development. The locations of said easements or other proper interests shall be approved by the
City's Director of Public Works or his/her designee as part of the platting process. The costs of
obtaining such easements may be included in the applicable Authorized Improvement Costs to be
reimbursed to Developer through the PID.
b) Timing of Developer's Obligations. Except as otherwise provided herein,
Developer shall complete in a good and workmanlike manner all wastewater/sanitary sewer
improvements necessary to serve each phase of the Project prior to the recordation of the final plat
covering such phase.
5.2 Water Facilities.
Trinity Creek Development Agreement
a) Developer's General Obligations. Developer is responsible for design,
installation, and construction of all water improvements necessary to serve the Property, as
generally depicted in Exhibit H. The design of water improvements shall be approved by the City
in advance of the construction of same. Subject to the City's obligations under Section 12.10,
Developer shall be responsible for the acquisition of any easements and other property acquisitions
necessary for water facilities (the size and extent of each such easement or other property interest
to be approved by the City) for all development upon and within the Property. The locations of
said easements or other property interests shall be approved by the City's Director of Public Works
or his/her designee as part of the platting process. The costs of obtaining such easements may be
included in the applicable Authorized Improvement Costs to be reimbursed to Developer through
the PID.
b) Timing of Developer's Obligations. Except as otherwise provided herein,
Developer shall complete in a good and workmanlike manner all water improvements necessary
to serve each phase of the Project prior to the recordation of the final plat covering such phase.
5.3 Water and Wastewater Services.
a) The City represents and confirms that it currently has and reasonably
expects to continue to have the capacity to provide to the Proper continuous and adequate retail
wastewater service at times and in capacities sufficient to meet the service demands of the Project
as it is developed. To the extent that the City elects to be the retail water' provider to the Project
or any portion thereof, it shall take all actions necessary to have the capacity to provide continuous
and adequate retail water service at times and in capacities sufficient to meet the service demands
of the Project as it is developed.
b) Upon acceptance by the City of the water and wastewater facilities
described herein, the City shall operate or cause to be operated said water and wastewater facilities
serving the Project and use them to provide service to all customers within the Project at the same
rates as similar projects located within the City. Upon acceptance by the City, the City shall at all
times maintain said water and wastewater facilities, or cause the same to be maintained, in good
condition and order in compliance with all applicable laws and ordinances and all applicable
regulations, rules, policies, standards, orders of any governmental entity with jurisdiction over
same.
5.4 Roadway Facilities and Drainage Improvements.
a) Developer General Obligations. Developer is responsible for the design,
installation, and construction of all roadway facilities required to serve the Property, as generally
depicted in Exhibit I. The design of all roadway improvements shall be approved by the City in
advance of the construction of same.
b) Timing of General Obligations. Prior to the recordation of any final plat for
any phase of the Project, Developer shall complete, in a good and workmanlike manner,
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Trinity Creek Development Agreement
construction of all roadway facilities and related improvements necessary to serve such phase in
accordance with construction plans approved by the City. Thereafter, the roads shall be conveyed
to the City for ownership and maintenance.
c) Drainage/Detention Infrastructure. Developer shall have full responsibility
for designing, installing, and constructing the drainage/detention infrastructure that will serve the
Property and the cost thereof and said infrastructure shall be designed and constructed in
accordance with applicable City Regulations. Prior to the recordation of the final plat for any phase
of development, Developer shall complete in a good and workmanlike manner construction of the
drainage/detention improvements necessary to serve such phase. Upon inspection, approval, and
acceptance, City shall maintain and operate the drainage and roadway improvements for the
Property. The HOA will maintain and operate all detention facilities except to the extent expressly
set forth to the contrary in this Agreement.
5.5 Screening, Landscaping, and Entryways. On or before one hundred eighty (180)
days after final City acceptance of the Public Infrastructure for each phase of development,
Developer shall complete construction, in a good and workmanlike manner, of the landscaping,
screening and entryways for such phase in accordance with City Regulations. Said improvements
shall thereafter be maintained in good appearance and repair by the HOA or the POA as
applicable
5.6 Infrastructure Oversizing. Developer shall not be required to construct or fund any
Public Infrastructure so that it is oversized to provide a benefit to land outside the Property
Oversized Public Infrastructure") unless, by the commencement of construction, the City has
made arrangements to finance the City's portion of the costs of construction attributable to the
oversizing required by the City from sources other than PID Bond Proceeds or Assessments. In
the event Developer constructs or causes the construction of any Oversized Public Infrastructure
on behalf of the City, the City shall be solely responsible for all costs attributable to the
oversizing of the Oversized Public Infrastructure and the PID shall not be utilized for financing
the costs of Oversized Public Infrastructure that is attributable to the oversizing of the Oversized
Public Infrastructure. To the extent that any Oversized Public Infrastructure is included in the
Capital Improvement Plan the portion of the costs shall be funded by Impact Fee
Reimbursements.
5.7 Mandatory Homeowners Association and Property Owners Association.
a) Mandatory Homeowners Association. As relates to the PID Property,
Developer will create, in a manner acceptable to the City, a mandatory homeowner association
HOA"), which HOA, whether one or more, shall be required to levy and collect from home
owners within the PID Property annual fees in an amount calculated to maintain the open spaces,
common areas, the Amenity Center as described and defined in this Agreement, hike and bike
trails located in common areas, portions of which will be open to the public, right-of-way
irrigation systems, raised medians and other right-of-way landscaping, and screening walls
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Trinity Creek Development Agreement
within the PID Property. Common areas including but not limited to the Amenity Center, the
water feature, screening, landscaping, gardens, entrances to the PID Property and right-of-way
landscaping shall be maintained solely by the HOA. Maintenance of public rights -of -way
landscaping and screening by the HOA shall comply with City Regulations and the HOA shall
be subject to enforcement by the City.
b) Mandatory Property Owner's Association. As relates to the Commercial
Tract, Developer will create or cause to be created, in a manner acceptable to the City, a
mandatory property owner association(s) ("POA"), which POA, whether one or more, shall be
required to levy and collect from property owners within the Commercial Tract annual fees in
an amount calculated to maintain the open spaces, common areas, water features, sidewalks,
landscaping/screening in common areas and other common areas within the Commercial Tract.
All such common areas shall be maintained solely by the POA. Maintenance of public rights -of -
way landscaping and screening by the POA shall comply with City Regulations and the POA
shall be subject to enforcement by the City.
5.8 Illustrative Layout; Concept Plan.
a) The Illustrative Layout illustrates the approved development layout for the
Property but has not been engineered and does not represent the final design that will be approved
through the final platting process. A Concept Plan will be required as part of the Zoning process
identified in Section 8.1(b) and the Concept Plan, once approved by the City, shall be deemed to
frilly supersede and replace the Illustrative Layout for all purposes. As a result, Developer may
revise the Illustrative Layout as part of an administrative approval of the Concept Plan provided
the number of residential lots shown on the Illustrative Layout does not increase by greater than
five percent (5%), the numbers of residential lots in each category shown on the Illustrative
Layout does not increase by greater than five percent (5%), and the amount of open space shown
on the Illustrative Layout does not decrease by greater than five percent (5%). If the Director of
Development Services does not administratively approve such revisions to the Concept Plan
within 30 days after receipt of a written request for approval, City Council approval of such
revisions shall be required. Nothing in this paragraph shall preclude Developer from applying
directly to the City Council for approval of any Concept Plan revisions, including revisions
greater than the percentages listed herein.
b) Except as otherwise provided in subsection (a) of this section, all other
revisions to the Concept Plan require the approval of the City Council, including without
limitation any approval of the Concept Plan that is part of approval of zoning.
c) If Developer submits a Concept Plan as provided by this section and the
Director of Development Services or his/her designee determines that the Concept Plan should
be administratively approved, the Director of Development Services or his or her designee shall
cause the approved revised Concept Plan to be attached to the official version of this Agreement
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on file with the City's Secretary's office, and Developer shall record the approved revised
Concept Plan in the Land Recordings of the Collin County Clerk's office.
5.9 Community Amenities. Developer will (or will cause the) design, construction,
maintenance, and operation of certain amenities in the Project. Developer shall construct one or
more picnic areas, greenspace with trash receptacles, interconnectivity to the trail systems as
shown in Exhibit L and a children's playground with associated greenspace. General depictions
of a portion of the Community Amenities are included on Exhibit L. To the extent that any
Community Amenities may be included as Authorized Improvements pursuant to the PID Act,
the City may, at the City's sole discretion, accept dedication of such Community Amenities, and
such Community Amenities may be maintained by the City or the HOA, as applicable. To the
extent any Community Amenities are not owned or dedicated to the City and maintained by the
City, such Community Amenities shall be owned and maintained by the HOA.
5.10 Parkland Dedication Credit. Developer shall construct certain trails within the
Project (the "Community Trails") as generally depicted on the Trail and Connectivity Map
attached hereto as Exhibit K, which Community Trails are intended to be in compliance with
the 2050 Comprehensive Plan (and must be a minimum of eight feet (8') in width). At the City's
sole discretion, Developer shall: (a) dedicate the Community Trails to the City in fee simple and
the City shall maintain the Community Trails as part of the City's pane system; or (2) grant a
public access easement over the Community Trails allowing access by the general public and
the HOA shall maintain the Community Trails. The Community Trails, if dedicated to the City
in fee simple, may —to the extent permitted Under City Regulations —be used to offset a portion
of applicable parkland dedication or improvement requirements or fees required in lieu thereof,
of any kind, including requirements for the payment of Park Fees.
5.11 Withholding of Building Permits, Etc. The City shall not be required to issue any
building permits or certificates of occupancy or provide utilities for any structure on the Property
until after final acceptance of any Authorized Improvements necessary to serve such Property. To
assist in the determination as to whether building permits for any phase of development should be
issued, Developer shall include all Authorized Improvements and other Public Infrastructure
necessary to served such phase in the construction plans required to be submitted under applicable
City Regulations.
5.12 Governing Regulations. Development of the Property shall be governed by the
following regulations (collectively, the "Governing Regulations," all of which are incorporated
into this Agreement as if set forth in full):
a) City Code, Article 9.02, the subdivision regulations of the City, in effect on
the Effective Date (the "Subdivision Regulations");
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b) except as amended by the Development Standards (defined below), the
comprehensive zoning ordinance of the City, in effect on the Effective Date (the "Zoning
Ordinance"); Ordinance');
c) City Code, Article 9.05, in effect on the Effective Date (the "Sign
d) the Illustrative Layout set forth on Exhibit B and the development
regulations for the Property set forth on Exhibit D (except as otherwise approved in accordance
with Section 5.14 in the event of conflicts) (the "Development Standards");
e) upon annexation pursuant to Section 8.1 of this Agreement, the uniform
building codes, as amended from time to time, including any local amendments thereto adopted
by the City (the `Building Codes"). The term "Building Codes," as applied to a particular building
shall mean the Building Codes in effect on the date the first application is filed for a building
permit for the building in question. For the avoidance of doubt, the Building Codes shall only
apply to the Property from and after annexation of the Property. As it relates solely to Property
Public Infrastructure for any given phase of the Project —notwithstanding any provision of this
Agreement —the applicable construction standards (including, without limitation, the Building
Codes) shall be those that the City has duly adopted at the time of the filing of an application for
a preliminary plat for such phase containing the Property Public Infrastructure in question; and
f) except as set forth in this Agreement to the contrary, any other applicable
provisions of Chapter 4 Building Regulations) Chapter 6 (Fire Prevention and Protection),
Chapter 9 (Planning and Development Regulations) Chapter 12 Utilities and Appendix A (Fee
Schedule) of the Ci1y Code.
g) The Governing Regulations are the controlling regulations for development of
the Property, and no other City Regulations, rules, standards, policies, orders, guidelines, or other
City -adopted or City -enforced requirements of any kind (including but not limited to any
moratorium adopted by the City) apply to the use or development of the Property to the extent
such regulations or requirements are in conflict with the Governing Regulations or this Agreement.
The Governing Regulations are considered part of this Agreement and are incorporated herein by
reference for all purposes.
5.13 Compliance with Materials and Methods Regulations. It is expressly understood
that the City Regulations (as amended by the Governing Regulations and this Agreement) are
enforceable as relates to the Property and its use and development, including but not limited to any
such City Regulations that would otherwise be unenforceable under Chapter 3000 of the Texas
Government Code ("Materials and Methods Regulations") and the Material and Methods
Regulations are incorporated herein as if set forth in full; provided, however, to the extent of any
conflict between the requirements of the Materials and Methods Regulations and the requirements
of this Agreement, this Agreement shall control.
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5.14 Conflicts. In the event of any conflict between the Development Standards and the
Zoning Ordinance, Sign Ordinance, or Building Codes, the Development Standards shall control.
In the event of a conflict between the Governing Regulations and the City Regulations, the
Governing Regulations shall control. In the event of any conflict between this Agreement and any
other ordinance, rule, regulation, standard, policy, order, guideline or other City -adopted or City -
enforced requirement, whether existing on the Effective Date or hereinafter adopted, unless
otherwise agreed by the Parties, this Agreement shall control. In the event of any conflict between
the Illustrative Layout and the remainder of the Development Standards in Exhibit D, the
remainder of the Development Standards in Exhibit D shall control. In the event of any conflict
between any future Concept Plan and the Development Standards in Exhibit D, the Development
Standards in Exhibit D shall control (except for modifications to the Illustrative Layout that are
allowed pursuant to the terms of the Development Standards and/or Zoning Ordinance).
SECTION 6
urn unNnc
6.1 PID Bond Issuance. Subject to the satisfaction of conditions set forth in this article,
the City may issue PID Bonds solely for the purposes of acquiring or constructing Authorized
Improvements. Developer may request issuance of PID Bonds by filing with the City a list of the
Authorized Improvements to be funded with the PID Bonds and the estimated costs of such
Authorized Improvements. Developer acknowledges that the City may require at that time a
professional services agreement that obligates Developer to fund the costs of the City's
professionals relating to the preparation for and issuance of PID Bonds, which amount shall be
agreed to by the Parties and considered a cost payable from such PID Bonds. The issuance of PID
Bonds is subject to all of the following conditions.
1) The City has evaluated and determined that there will be no negative impact
on the City's creditworthiness, bond rating, access to or cost of capital, or potential for liability.
2) The City has determined that the PID Bonds assessment level, structure,
terms, conditions and timing of the issuance of the PID Bonds are reasonable for the Authorized
Improvement Costs to be financed and that there is sufficient security for the PID Bonds to be
creditworthy.
3) All costs incurred by the City that are associated with the administration of
the PID shall be paid out of special assessment revenue levied against property within the PID.
City administration costs shall include without limitation those associated with continuing
disclosure, compliance with federal tax law, agent fees, staff time, regulatory reporting and legal
and financial reporting requirements.
4) The adoption of a Service and Assessment Plan and an assessment
ordinance levying assessments on all or any portion of the PID Property benefitted by such
Authorized Improvements in amounts sufficient to pay all costs related to such PID Bonds.
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Trinity Creek Development Agreement
5) The City has formed and utilized its own financing team including, but not
limited to, bond counsel, financial advisor, PID Administrator, and underwriters related to the
issuance of PID Bonds and bond financing proceedings.
6) The City has chosen its own continuing disclosure consultant. Any and all
costs incurred by these activities will be included in City administration costs recouped from
Assessments. The continuing disclosure will be divided into City disclosure and Developer
disclosure, and the City will not be responsible or liable for Developer disclosure but the City's
disclosures professional will be used for both disclosures.
7) Unless otherwise agreed to by the City, the aggregate principal amount of
PID Bonds issued and to be issued shall not exceed $19,600,000.
8) Each series of PID Bonds shall be in an amount estimated to be sufficient
to fund the Authorized Improvements or portions thereof for which such RID Bonds are being
issued.
9) Delivery by Developer to the City of a certification or other evidence from
an independent appraiser acceptable to the City confirming that the special benefits conferred on
the properties being assessed for the Authorized Improvements increase the value of the property
by an amount at least equal to the amount assessed against such property.
10) Approval by the Texas Attorney General of the PID Bonds and registration
of the PID Bonds by the Comptroller of Public Accounts of the State of Texas.
11) Developer is current on all taxes, assessments, fees and obligations to the
City including without limitation payment of Assessments.
12) Developer is not in default under this Agreement or, with respect to the
Property, any other agreement to which Developer and the City are parties.
13) No outstanding PID Bonds are in default and no reserve funds established
for outstanding PID Bonds have been drawn upon that have not been replenished.
14) The Administrator has certified that the specified portions of the costs of the
Authorized Improvements to be paid from the proceeds of the RID Bonds are eligible to be paid
with the proceeds of such PID Bonds.
15) The Authorized Improvements to be financed by the PID Bonds have been
or will be constructed according to the approved Development Standards imposed by this
Agreement including without limitation any applicable City Regulations.
16) The maximum maturity for PID Bonds shall not exceed thirty (30) fiscal
years from the date of delivery thereof.
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17) The final maturity for any PID Bonds shall be not later than forty-five (45)
years from the date of this Agreement.
18) The City has determined that the PID Bonds meet all regulatory and legal
requirements applicable to the issuance of the PID Bonds.
19) Unless otherwise agreed to by the City, the PID Bonds shall be sold and
may be transferred or assigned only (i) in compliance with applicable securities laws and (ii) in
minimum denominations of $25,000 or integral multiples of $1,000 in excess thereof; provided,
however, that the limitation on transferability or assignment in this subparagraph (ii) shall not
apply if the PID Bonds have a rating of not less that BBB -from Fitch Ratings or Standard & Poor's
Ratings Services or Baa3 from Moody's Investors Service, Inc.
20) If the applicable portion of Authorized Improvements has not already been
constructed and to the extent PID Bond Proceeds are insufficient to fund such Authorized
Improvement Costs, Developer shall, at time of closing the PID Bonds, fund or provide evidence
of funding sources (including, but not limited to a letter of credit or evidence of available funds
through a loan to Developer) sufficient to fund the difference between the Authorized
Improvement Costs and the PID Bond Proceeds available to fund such Authorized Improvement
Costs related to the applicable Authorized Improvement (without limiting any other provision, in
the event Developer does not or cannot provide such funding or evidence of funding sources, the
City shall not be required to sell such PID Bonds, and Developer shall reimburse the City for all
expenses and liabilities incurred by the City in connection with the proposed issuance of the PID
Bonds).
21) No information regarding the City, including without limitation financial
information, shall be included in any offering document relating to PID Bonds without the consent
of the City.
22) Developer agrees to provide periodic information and notices of material
events regarding Developer and Developer's development within the PID Project in accordance
with Securities and Exchange Commission Rule 15c2-12 and any continuing disclosure
agreements executed by Developer in connection with the issuance of PID Bonds.
23) Developer is not in default under a Developer Continuing Disclosure
Agreement.
24) The maximum tax equivalent assessment rate for the assessment levy shall
not exceed $0.76 per $100.00 taxable assessed valuation, without prior, written consent of the City,
in its sole discretion.
25) Developer has completed and the City has accepted the Authorized
Improvements for any previous phase of development; and
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Trinity Creek Development Agreement
26) Unless otherwise agreed to by the City, the value to lien ratio shall not be
less than 2:1. The appraised value of the portion of the Property in the applicable phase to the par
amount of PID Bonds issued with respect to such phase shall be confirmed by an Independent
Appraisal.
27) Developer and the City shall have entered into a PID reimbursement
agreement that provides for Developer's construction of certain Authorized Improvements and the
City's reimbursement to Developer of certain Authorized Improvement Costs of the applicable
phase.
28) The City's Public Works Director determines that the Authorized
Improvements Cost shown on Exhibit E, as updated and amended, are reasonable.
29) Unless otherwise agreed to by the City, the proposed structure of the PID
Bond issuance does not materially conflict with the PID Financial Summary; provided that (i)
changes to lot mix in connection with an approved Concept Plan, (ii) changes reflecting market
prices of lots or homes at the time such PID Bonds are issued and (iii) changes reflecting market
interest rates at the time of PID Bond issuance shall not be deemed material conflicts.
30) Except for the first series of PID Bonds issued under this Agreement,
Developer has constructed all of the Public Infrastructure necessary to serve the Commercial Tract
at full build out.
6.2 Disclosure Information. Prior to the issuance of PID Bonds by the City, Developer
agrees to provide all relevant information, including financial information, that is reasonably
necessary in order to provide potential bond investor's with a true and accurate offering document
for any PID Bonds. Developer agrees, represents, and warrants that any information provided by
Developer for inclusion in a disclosure document for an issue of PID Bonds will not, to
Developer's actual knowledge, contain any untrue statement of a material fact or omit any
statement of material fact required to be stated therein or necessary to make the statements made
therein, in light of the circumstances under which they were made, not misleading, and Developer
further agrees that it will provide a certification to such effect as of the date of the closing of any
PID Bonds.
6.3 Developer Cash Contribution. If at closing on any series of PID Bonds intended to
fund construction of Authorized Improvements that have not already been constructed by
Developer for the phase of development where such Authorized Improvements are to be
constructed, and Developer has not otherwise provided evidence of available funds pursuant to
Section 6.1(21) hereof, Developer shall deposit into the Developer Improvement Account the
Developer Cash Contribution.
6.4 Tax Certificate. If, in connection with the issuance of the PID Bonds, the City is
required to deliver a certificate as to tax exemption (a "Tax Certificate") to satisfy requirements of
the IRC, Developer agrees to provide, or cause to be provided, such facts and estimates as the City
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Trinity Creek Development Agreement
reasonably considers necessary to enable it to execute and deliver its Tax Certificate, including
without limitation a schedule showing the amounts of PID Bond Proceeds that are reasonably
expected to be spent at various intervals following the issuance date of the applicable series of PID
Bonds, certified by an independent, third -party professional engineer, if requested by the City.
Developer represents that such facts and estimates will be based on its reasonable expectations on
the date of issuance of the PID Bonds and will be, to the best of the knowledge of the officers of
Developer providing such facts and estimates, true, correct and complete as of such date. To the
extent that it exercises control or direction over the use or investment of the PID Bond Proceeds,
including, but not limited to, the use of the Authorized Improvements, Developer further agrees
that it will not knowingly make, or permit to be made, any use or investment of such funds that
would cause any of the covenants or agreements of the City contained in a Tax Certificate to be
violated or that would otherwise have an adverse effect on the tax-exempt status of the interest
payable on the PID Bonds for federal income tax purposes.
SECTION 7
PAYMENT AND REIMBURSEMENT OF AUTHORIZED IMPROVEMENTS
7.1 Improvement Account of the Project Fund and Developer Improvement Account.
The Improvement Accounts of the Project Fund and the Developer Improvement Account shall be
administered and controlled by the City and funds in the Improvement Account of the Project Fund
and the Developer Improvement Account shall be deposited and disbursed in accordance with the
terms of the respective Indenture.
7.2 Cost Overrun. If the total Authorized Improvements Cost for any phase of
development exceeds the total amount of monies on deposit in the Improvement Account of the
Project Fund and the Developer Improvement Account (a "Cost Overrun"), Developer shall be
solely responsible for the Cost Overrun, except as provided in Section 7.3 below.
7.3 Cost Underrun. Upon the final acceptance by City of an Authorized Improvement
and payment of all outstanding invoices for such Authorized Improvement, if the Actual Cost of
such Authorized Improvement is less than the Budgeted Cost (a "Cost Underrun"), any remaining
Budgeted Cost, to the extent available in the monies on deposit in the Improvement Account of
the Project Fund and the Developer Improvement Account, will be available to pay Cost Overruns
on any other Authorized Improvement. Upon request by Developer, the City shall promptly
confirm that such remaining amounts are available to pay such Cost Overruns, and Developer and
the City will agree how to use such moneys to secure the payment and performance of the work
for other Authorized Improvements.
SECTION 8
ANNEXATION AND POST -ANNEXATION MATTERS
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Trinity Creek Development Agreement
8.1 Annexation.
a) Annexation. Within thirty (30) days of its closing on the PID Property,
Developer shall submit a voluntary irrevocable petition for annexation of the ETJ Property to the
City in compliance with Chapter 43, Texas Local Government Code, or other applicable law, as
amended (an "Annexation Petition"). Developer agrees to execute and supply any and all
instruments and/or other documentation necessary for the City to legally annex the ETJ Property.
The City shall, in accordance with applicable statutory requirements, take all steps necessary to
complete the annexation of the ETJ Property within ninety (90) days following Developer's
submission of the Annexation Petition. Should the City fail to complete the annexation the ETJ
Property in accordance with this Agreement, Developer shall have the right to terminate this
Agreement with respect to the ETJ Property with notice to the City and, upon such termination,
the ETJ Property shall be immune to involuntary annexation by the City for a period of thirty (30)
years thereafter regardless of any change of law. Further, the City would then approve a resolution
consenting to the creation of a MUD in the City's ETJ. Subject to Section 8.1(b), the City shall, in
accordance with applicable statutory requirements, take all steps necessary to complete the
annexation of the ETJ Property immediately prior to the ordinance adopting the PD Zoning.
Notwithstanding anything contained herein, to the extent this Agreement is terminated by
Developer with respect to the ETJ Property, this Agreement shall remain in effect with respect to
the Commercial Tract.
b) Zoning. As soon as is practicable, after or in conjunction with the
annexation of the ETJ Property, the City shall consider planned development zoning for the
Property (including the PID Property and the Commercial Tract) consistent with the Development
Standards, the Illustrative Layout, and this Agreement (each, the "PD Zoning'). Through this
Agreement, Developer expressly consents and agrees to the PD Zoning of the Property. Any such
zoning of the Property shall otherwise be in accordance with all procedures set forth in the
applicable City Regulations. Should the City Council fail —within ninety (90) days after submittal
of a complete and sufficient zoning application to approve the PD Zoning, or approve zoning on
the Property that is in any way more restrictive than the PD Zoning without Developer consent,
then Developer shall have the right to terminate this Agreement with notice to the City provided
that such notice is provided in accordance with this Agreement within sixty (60) days of such
action or inaction by the City Council. Within thirty (30) days following delivery of such
termination notice, the City shall disannex the Property from the City and approve a resolution
consenting to the creation of a MUD in the City's ETJ. Notwithstanding the foregoing or any other
provision of this Agreement, Developer may elect not to submit a zoning application and may
instead rely on this Agreement to govern the use of the Property and all other matters regarding
the Property or its development as set forth in this Agreement in accordance with Section 212.172
of the Texas Local Government Code. This Agreement shall govern in the event of any conflict
between this Agreement and any future zoning or rezoning of the Property unless Developer
consents to such future zoning or rezoning of the Property.
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Trinity Creek Development Agreement
c) In the absence of fault by the Developer and in the event (i) the City defaults
under (a) or (b) of this Section 8.1 or (ii) PID Bonds for a particular phase of the Project are not
issued as a result of any act or omission of the City, including the City's refusal to issue such PID
Bonds, and a period of ninety (90) days to cure such non-occurrence has passed after the Developer
provides written notice of such non-occurrence or default under this Section 8.1, then (a) the City
shall —if the Developer petitions for disannexation—disannex the applicable portion of the
Property for which PID Bonds have not been issued (in the case of a failure under item (ii) of this
Section 8.1(c) within thirty (30) days of the filing of the disannexation petition by the Developer
and such property shall thereafter be immune to involuntary annexation by the City for a period of
thirty (30) years and (b) the Developer shall provide notice to the City of its intent to form a
municipal utility district or similar utility or improvement district created by special act of the
Texas Legislature or the TCEQ or, if necessary, any other agency with jurisdiction (a "MUD") on
the portion of the Property disannexed pursuant to this paragraph and, upon such notice, the City
shall be deemed to have consented to the formation of the MUD with no further action of the City
or City Council required; provided that the City shall take any necessary steps or provide any
documents necessary to evidence the City's consent to the creation of the MUD to the TCEQ, the
Texas Attorney General or other agency or body with regulatory powers over the MUD, including
but not limited to the City Council's approval of a resolution consenting to the MUD creation in a
form acceptable to Developer. If PID Bonds have been issued for prior phases of the PID or
assessments been levied, those phases shall remain within the limits of the City. For the avoidance
of doubt and notwithstanding the foregoing or any other provision of this Agreement, this
paragraph shall not apply with respect to a failure under item (ii) above and disannexation shall
not be required with respect to item (ii) above in the event that PID Bonds for a particular phase
of the Project are not issued by the City unless and until the Developer has (A) acted in good faith
and used its best efforts to cooperate with the City, its consultants, and the underwriter of PID
Bonds to successfully market the PID Bonds for sale, and (B) until the Developer has submitted
its written request to the City, in the form attached hereto as Exhibit N, and the City has not
authorized the issuance of PID Bonds for the requested phase within six (6) months of receipt of
said written request. Other than as provided in this Section 8.1, Developers waive the right to file
a petition or otherwise seek removal of any portion of the Property from the City or the City's ETJ
unless and only to the extent the City is required to disannex any part of the Property under this
paragraph.
d) Survival. In the event Developer terminates this Agreement in accordance
with this section, Developer's rights and remedies under this section, including disannexation and
the ETJ Property's immunity to future involuntary annexation, shall survive such termination.
e) Agreement for Services. Pursuant to Section 43.0672, Texas Local
Government Code, this Agreement shall constitute an agreement for the provision of services to
the ETJ Property and, except as expressly provided otherwise herein, the City shall, immediately
upon the effective date of any annexation, provide the Property with all those municipal services
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currently offered within the City, including those which may be offered in the future, without
discrimination.
8.2 Compliance with City Regulations.
a) When not in direct conflict with the terms and conditions of this Agreement
and without regard to whether any part of the Property is inside or outside the City's corporate
limits at any given time —the development of the Property shall be subject to all applicable City
Regulations, including but not limited to the City's subdivision regulations and design standards
and all applicable fees and land dedications. The City shall be the sole authority for approval of all
plats, concept plans, civil engineering plans and other development applications required under
City Regulations, and the requirement to obtain approval of all such development applications
shall apply to the Property to the extent applicable as if all of the Property were located within the
City's corporate limits.
b) Development and use of the Property, including, without limitation, the
construction, installation, maintenance, repair, and replacement of all buildings and all other
improvements and facilities of any kind whatsoever on and within the Property, shall be in
compliance with the Development Standards attached as Exhibit D, the Illustrative Layout as
attached as Exhibit C (as may be revised during the Concept Plan approval process in
accordance with Section 5.8 of this Agreement) and applicable City Regulations, including
without limitation the Materials and Methods Regulations. All City Regulations shall apply to
the development and use of the Property unless expressly set forth to the contrary in this
Agreement.
8.3 Conflicts. In the event of any direct conflict between this Agreement and any other
ordinance, rule, regulation, standard, policy, order, guideline, or other City adopted or City
enforced requirement, whether existing on the Effective Date or thereafter adopted, this
Agreement, including its exhibits, as applicable, shall control. In the event of a conflict between
the Concept Plan and the Development Standards, the Development Standards shall control to the
extent of the conflict.
8.4 Phasing. The Property may be developed in phases and Developer must submit the
appropriate plat(s) for each phase, and, if permitted under applicable law, may submit a replat or
amending plat for all or any portions of the Property. Any plat, replat, or amending plat shall be in
conformance with applicable City Regulations and be subject to City approval.
8.5 Vested Rights. This Agreement shall constitute a "permit" (as defined in Chapter
245) that is deemed filed with the City on the Effective Date.
CF.fTInN 9
EVENTS OF DEFAULT, REMEDIES
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9.1 Events of Default. No Party shall be in default under this Agreement until notice of
the alleged failure of such Party to perform has been given in writing (which notice shall set forth
in reasonable detail the nature of the alleged failure) and until such Party has been given a
reasonable time to cure the alleged failure (such reasonable time to be determined based on the
nature of the alleged failure, but in no event more than thirty (30) days (or any longer time period
to the extent expressly stated in this Agreement as relates to a specific failure to perform)) after
written notice of the alleged failure has been given. Notwithstanding the foregoing, no Party shall
be in default under this Agreement if, within the applicable cure period, the Party to whom the
notice was given begins performance and thereafter diligently and continuously pursues
performance until the alleged failure has been cured. Notwithstanding the foregoing, however, a
Party shall be in default of its obligation to make any payment required under this Agreement if
such payment is not made within thirty (30) days after it is due. A nondefaulting party may
terminate this Agreement by giving written notice of termination to the defaulting party only if the
defaulting party was previously given notice of such default in accordance with this Section 9.1
and failed to cure the default within the applicable time period(s). A notice of termination is
effective as of the date the notice is deemed received under Section 12.14.
9.2 Remedies. As compensation for the other party's default, an aggrieved Party is
limited to seeking specific performance of the other party's obligations under this Agreement or
terminating this Agreement to the extent permitted under Section 9.1 or Section 9.3.
9.3 Performance Window; Election to Terminate. In the event that, in connection with
the issuance of the initial series of PID Bonds, Developer does not satisfy all of its obligations
under its control pursuant to Section 6.1 applicable to the initial series of PID Bonds or does not
request that the City issue the initial series of PID Bonds on or before June 1, 2028, neither Party
shall thereafter be required to perform under this Agreement and this Agreement will terminate. If
this Agreement is terminated under this Section 9.3 or is otherwise terminated early under Section
9_1, Developer must within (thirty) 30 days of such termination file or caused to be filed with the
City an irrevocable petition by the owners of the PID Property to dissolve the PID and shall
thereafter promptly undertake any and all reasonable actions to facilitate the dissolution of the PID.
Notwithstanding any provision of this Agreement, Developer's obligations regarding the
dissolution of the PID in accordance with this Section 9.3 shall survive such termination.
SECTION 10
ASSIGNMENT, ENCUMBRANCE
10.1 Assignment. This Agreement shall be binding upon and inure to the benefit of the
successors and assigns of the Parties hereto. The obligations, requirements, or covenants to develop
the Property subject to this Agreement shall be freely assignable, in whole or in part, to any affiliate
or related entity of Developer, or any lienholder on the Property, without the prior written consent
of the City. Except as otherwise provided in this paragraph, the obligations, requirements or
covenants to the development of the Property shall not be assigned, in whole or in part, by
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Developer to a non -affiliate or non -related entity of Developer without the prior written consent
of the City Manager, which consent shall not be unreasonably withheld or delayed if the assignee
demonstrates financial ability to perform. An assignee shall be considered a "Party" for the
purposes of this Agreement. Each assignment shall be in writing executed by Developer and the
assignee and shall obligate the assignee to be bound by this Agreement to the extent this Agreement
applies or relates to the obligations, rights, title, or interests being assigned. No assignment by
Developer shall release Developer from any liability that resulted from an act or omission by
Developer that occurred prior to the effective date of the assignment unless the City approves the
release in writing. Developer shall maintain written records of all assignments made by Developer
to assignees, including a copy of each executed assignment and, upon written request from any
Party or assignee, shall provide a copy of such records to the requesting person or entity, and this
obligation shall survive the assigning Party's sale, assignment, transfer, or other conveyance of
any interest in this Agreement or the Property. Notwithstanding the foregoing, no assignment of
this Agreement or any rights of or receivables due Developer under this Agreement or any other
agreement relating to the PID way be made by Developer to any party or entity for the purpose of
or relating to the issuance of bonds or other obligations.
10.2 Assignees as Parties. An Assignee authorized in accordance with this Agreement
and for which notice of assignment has been provided in accordance herewith shall be considered
a "Party" for the purposes of this Agreement. With the exception of. (a) the City, (b) an End User,
c) a purchaser of a Fully Developed and Improved Lot, any person or entity upon becoming an
owner of land within the PID or upon obtaining an ownership interest in any part of the Property
shall be deemed to be a "Developer" and have all of the rights and obligations of Developer as set
forth in this Agreement and all related documents to the extent of said ownership or ownership
interest.
10.3 Third Party Beneficiaries. Except as otherwise provided herein, this Agreement
inures to the benefit of, and may only be enforced by, the Parties. No other person or entity shall
have any right, title, or interest under this Agreement or otherwise be deemed to be a third -party
beneficiary of this Agreement.
10.4 Notice of Assignment. Subject to Section 10.1 of this Agreement, the following
requirements shall apply in the event that Developer sells, assigns, transfers, or otherwise conveys
the Property or any part thereof and/or any of its rights or benefits under this Agreement: (i)
Developer must provide written notice to the City to the extent required under Section 10.1; (ii)
said notice must describe the extent to which any rights or benefits under this Agreement will be
sold, assigned, transferred, or otherwise conveyed; (iii) said notice must state the name, mailing
address, telephone contact information, and, if known, email address, of the person(s) that will
acquire any rights or benefits as a result of any such sale, assignment, transfer or other conveyance;
and (iv) said notice must be signed by a duly authorized person representing Developer and a duly
authorized representative of the person that will acquire any rights or benefits as a result of the
sale, assignment, transfer or other conveyance.
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SECTION 11
RECORDATION AND ESTOPPEL CERTIFICATES
11.1 Binding Obligations. This Agreement and all amendments thereto and assignments
hereof shall be recorded in the Real Property Records. This Agreement binds and constitutes a
covenant running with the Property and, upon the Effective Date, is binding upon Developer and
the City, and forms a part of any other requirements for development within the Property. This
Agreement, when recorded, shall be binding upon the Parties and their successors and assigns as
permitted by this Agreement and upon the Property; however, this Agreement shall not be
binding upon, and shall not constitute any encumbrance to title as to, any End -Buyer of a Fully
Developed and Improved Lot except for land use and development regulations that apply to such
lots.
11.2 Estoppel Certificates. From time to time, upon written request of a Developer under
this Agreement, and upon the payment to the City of a $100.00 fee plus all reasonable costs
incurred by the City in providing the certificate described in this section, the City Manager, or
his/her designee will, in his/her official capacity and to his/her reasonable knowledge and belief,
execute a written estoppel certificate identifying any obligations of a Developer under this
Agreement that are in default.
SECTION 12
GENERAL PROVISIONS
12.1 Term. Unless otherwise extended by mutual agreement of the Parties, the term of
this Agreement shall be thirty (30) years after the Effective Date (the "Original Term"). Upon
expiration of the Original Term, the City shall have no obligations under this Agreement with the
exception of maintaining and operating the PID in accordance with the SAP and the Indenture.
12.2 Public Infrastructure, Generally. Except as otherwise expressly provided for in this
Agreement, Developer shall provide all Public Infrastructure necessary to serve the Project,
including without limitation streets, utilities, drainage, sidewalks, trails, street lighting, street
signage, and all other required improvements, at no cost to the City except as provided herein, and
in accordance with City Regulations, and as approved by the City's Director of Public Works or
his/her designee. Developer shall cause the installation of such improvements within all applicable
time frames in accordance with the City Regulations unless otherwise approved herein. Developer
shall provide engineering studies, plan/profile sheets, and other construction documents at the time
of platting as required by City Regulations. Such plans shall be approved by the City's Director of
Public Works or his/her designee prior to approval of a final plat. Construction of any portion of
the Public Infrastructure shall not be initiated until a pre -construction conference that includes a
City representative has been held regarding the proposed construction and City has issued a written
notice to proceed.
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12.3 Maintenance Bonds. Developer shall execute or cause to be executed a valid
Maintenance Bond in accordance with applicable City Regulations that guarantees the costs of any
repairs which may become necessary to any part of the construction work performed in con section
with the public improvements, arising from defective workmanship or materials used therein, for
a Bill period of two years from the date of final acceptance of the public improvements constructed
under any such contract(s).
12.4 Inspections Acceptance of Public Infrastructure, and Developer's Remedy. The
City shall inspect, as required by City Regulations, the construction of all Authorized
Improvements and any Public Infrastructure necessary to support the proposed development within
the Property, including without limitation water, sanitary sewer, drainage, streets, park facilities,
electrical, and street lights and signs. The City's inspections shall not release Developer from its
responsibility to construct, or ensure the construction of adequate Authorized Improvements and
Public Infrastructure in accordance with approved engineering plans, construction plans, and other
approved plans related to development of the Property. Notwithstanding any provision of this
Agreement, it shall not be a breach or violation of the Agreement if the City withholds building
permits, certificates of occupancy, and/or City utility services as to any portion of the Property
until all required Public Infrastructure necessary to such portion is properly constructed according
to the approved engineering plans and City Regulations, and until such Public Infrastructure has
been dedicated to and accepted by the City. From and after the inspection and acceptance by the
City of the Public Infrastructure and any other dedications required under this Agreement, such
improvements and dedications shall be owned by the City. Developer's sole remedy for
nonperformance of this Agreement by the City shall be to seek specific performance and cost
reimbursements pursuant to the terms of this Agreement.
12.5 Approval of Plats/Plans. Approval by the City, the City's engineer, or other City
employee or representative, of any plans, designs, or specifications submitted by Developer
pursuant to this Agreement or pursuant to applicable City Regulations shall not constitute or be
deemed to be a release of the responsibility and liability of Developer, its engineers, employees,
officers, or agents for the accuracy and competency of their design and specifications. Further, any
such approvals shall not be deemed to be an assumption of such responsibility and liability by the
City for any defect in the design and specifications prepared by Developer or Developer's
engineers, or their respective officers, agents, servants or employees, it being the intent of the
Parties that approval by the City's Director of Public Works or his/her designee signifies approval
on only the general design concept of the improvements to be constructed.
12.6 Agricultural Exemption. The City acknowledges that some or all of the PID
Property may now have or may in the future have an agricultural, timber, or wildlife management
use tax classification, and —provided that Developer satisfies all of its then applicable obligations
under Section 6.1—the City may not request removal of any such tax classification until PID
Bonds secured by the PID Property are issued to pay for the costs of the Authorized Improvements
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and related costs, notwithstanding any waiver of such exemption for other political subdivisions
or public entities.
12.7 Insurance. Developer or its contractor(s) shall acquire and maintain, during the
period of time when any of the Public Infrastructure is under construction (and until the full and
final completion of the Public Infrastructure and acceptance thereof by the City): (a) workers
compensation insurance in the amount required by law; and (b) commercial general liability
insurance including personal injury liability, premises operations liability, and contractual liability,
covering, but not limited to, the liability assumed under any indemnification provisions of this
Agreement, with limits of liability for bodily injury, death and proper damage of not less than
1,000,000.00. Such insurance shall also cover any and all claims which might arise out of the
Public Infrastructure construction contracts, whether by Developer, a contractor, subcontractor,
material man, or otherwise. Coverage must be on a "per occurrence" basis. All such insurance
shall: (i) be issued by a carrier which is rated "A-1" or better by A.M. Best's Key Rating Guide
and licensed to do business in the State of Texas; and (ii) name the City as an additional insured
and contain a waiver of subrogation endorsement in favor of the City. Upon the execution of Public
Infrastructure construction contracts, Developer shall provide to the City certificates of insurance
evidencing such insurance coverage together with the declaration of such policies, along with the
endorsement naming the City as an additional insured. Each such policy shall provide that, at least
thirty (30) days prior to the cancellation, non -renewal or modification of the same, the City shall
receive written notice of such cancellation, non -renewal or modification.
12.8 INDEMNIFICATION and HOLD HARMLESS. DEVELOPER,
INCLUDING ITS RESPECTIVE SUCCESSORS AND ASSIGNS, HEREBY COVENANT
AND AGREE TO RELEASE, DEFEND, HOLD HARMLESS, AND INDEMNIFY THE
CITY AND ITS OFFICIALS, OFFICERS, AGENTS, REPRESENTATIVES, SERVANTS
AND EMPLOYEES (COLLECTIVELY, THE "RELEASED PARTIES"), FROM AND
AGAINST ALL THIRD- PARTY CLAIMS, SUITS, JUDGMENTS, DAMAGES, AND
DEMANDS AGAINST THE CITY OR ANY OF THE RELEASED PARTIES, WHETHER
REAL OR ASSERTED INCLUDING WITHOUT LIMITATION REASONABLE
ATTORNEY'S FEES, RELATED EXPENSES, EXPERT WITNESS FEES, CONSULTANT
FEES, AND OTHER COSTS, ARISING OUT OF THE NEGLIGENCE OR OTHER
WRONGFUL CONDUCT OF DEVELOPER, INCLUDING THE NEGLIGENCE OF ITS
RESPECTIVE EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, MATERIAL
MEN, AND/OR AGENTS, IN CONNECTION WITH THE DESIGN OR CONSTRUCTION
OF ANY PUBLIC INFRASTRUCTURE, STRUCTURES, OR OTHER FACILITIES OR
IMPROVEMENTS THAT ARE REQUIRED OR PERMITTED UNDER THIS
AGREEMENT (TOGETHER, "CLAIMS"); AND IT IS EXPRESSLY UNDERSTOOD
THAT SUCH CLAIMS SHALL, EXCEPT AS MODIFIED BELOW, INCLUDE CLAIMS
EVEN IF CAUSED BY THE CITY'S OWN CONCURRENT NEGLIGENCE SUBJECT
TO THE TERMS OF THIS SECTION. DEVELOPER SHALL NOT, HOWEVER, BE
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Trinity Creek Development Agreement
REQUIRED TO INDEMNIFY THE CITY AGAINST CLAIMS CAUSED BY THE CITY'S
SOLE NEGLIGENCE, GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. IF THE
CITY INCURS CLAIMS THAT ARE CAUSED BY THE CONCURRENT NEGLIGENCE
OF DEVELOPER AND THE CITY, DEVELOPER'S INDEMNITY OBLIGATION WILL
BE LIMITED TO A FRACTION OF THE TOTAL CLAIMS EQUIVALENT TO
DEVELOPER'S OWN PERCENTAGE OF RESPONSIBILITY. DEVELOPER,
INCLUDING ITS RESPECTIVE SUCCESSORS AND ASSIGNS, FURTHER
COVENANTS AND AGREES TO RELEASE, DEFEND, HOLD HARMLESS, AND
INDEMNIFY, THE CITY AGAINST ANY AND ALL CLAIMS BY ANY PERSON
CLAIMING AN OWNERSHIP INTEREST IN THE PROPERTY PRIOR TO THE
EFFECTIVE DATE WHO HAS NOT SIGNED THIS AGREEMENT IF SUCH CLAIMS
RELATE IN ANY MANNER OR ARISE IN CONNECTION WITH: (1) THE CITY'S
RELIANCE UPON DEVELOPER'S REPRESENTATIONS IN THIS AGREEMENT; (2)
THIS AGREEMENT OR OWNERSHIP OF THE PROPERTY; OR (3) THE CITY'S
APPROVAL OF ANY TYPE OF DEVELOPMENT APPLICATION OR SUBMISSION
WITH RESPECT TO THE PROPERTY.
12.9 Status of Parties. At no time shall the City have any control over or
charge/supervision of Developer's design, construction, installation or other work related to any
of the Public Infrastructure, nor the means, methods, techniques, sequences, or procedures utilized
for said design, construction, installation or other work. This Agreement does not create a joint
enterprise or venture or employment relationship between the City and Developer.
12.10 Eminent Domain. Developer agrees to use commercially reasonable efforts to
obtain all third -party rights -of -way, consents, or easements, if any, required for the Public
Infrastructure. If, however, Developer is unable to obtain such third -party rights -of -way, consents,
or easements within ninety (90) days of commencing efforts to obtain the needed easements and
right-of-way, the City agrees to take reasonable steps to secure same (subject to City Council
authorization after a finding of public necessity) through the use of the City's power of eminent
domain. Developer shall be responsible for funding all reasonable and necessary legal
proceeding/litigation costs, attorney's fees and related expenses, and appraiser and expert witness
fees (collectively, "Eminent Domain Fees") actually incurred by the City in the exercise of its
eminent domain powers that for any reason are not funded by the PID Bond Proceeds and shall
escrow with a mutually agreed upon escrow agent the City's reasonably estimated Eminent
Domain Fees both in advance of the initiation of each eminent domain proceeding and as funds
are needed by the City. Provided that the escrow fund remains appropriately funded in accordance
with this Agreement, the City will use all reasonable efforts to expedite such condemnation
procedures so that the Public Infrastructure can be constructed as soon as reasonably practicable.
If the City's Eminent Domain Fees exceed the amount of funds escrowed in accordance with this
paragraph, Developer shall deposit additional funds as requested by the City into the escrow
account within ten (10) days after written notice from the City. Any unused escrow funds will be
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Creek Development Agreement
refunded to Developer within thirty (30) days after any condemnation award or settlement becomes
final and non -appealable. Nothing in this section is intended to constitute a delegation of the police
powers or governmental authority of the City, and the City reserves the right, at all times, to control
its proceedings in eminent domain.
12.11 Payee Information. With respect to any and every type of payment/remittance due
to be paid at any time by the City to Developer after the Effective Date under this Agreement, the
name and delivery address of the payee for such payment shall be:
Anna Group, LLC
2821 Chapman Rd.
Plano, TX 75093
Developer may change the name of the payee and/or address set forth above by delivering written
notice to the City designating a new payee and/or address or through an assignment of Developer's
rights hereunder.
12.12 Recitals. The recitals contained in this Agreement: (a) are time and correct as of the
Effective Date; (b) form the basis upon which the Parties negotiated and entered into this
Agreement; (c) reflect the final intent of the Parties with regard to the subject matter of this
Agreement; and (d) are fully incorporated into this Agreement for all purposes. In the event it
becomes necessary to interpret any provision of this Agreement, the intent of the Parties, as
evidenced by the recitals, shall be taken into consideration and, to the maximum extent possible,
given full effect. The Parties have relied upon the recitals as part of the consideration for entering
into this Agreement and, but for the intent of the Parties reflected by the recitals, would not have
entered into this Agreement.
12.13 Acknowledgments. In negotiating and entering into this Agreement, the Parties
respectively acknowledge and understand that:
a) Developer's obligations hereunder are primarily for the
benefit of the Property;
b) the improvements to be constructed and the open space
dedications and donations of real property that Developer is obligated to set
aside and/or dedicate under this Agreement will benefit the Project by
positively contributing to the enhanced nature thereof, increasing property
values within the Project, and encouraging investment in and the ultimate
development of the Project;
c) Developer's consent and acceptance of this Agreement is not an exaction or
a concession demanded by the City, but is an undertaking of Developer's
voluntary design to ensure consistency, quality, and adequate public
improvements that will benefit the Property-,
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d) the Authorized Improvements will benefit the City and promote state and
local economic development, stimulate business and commercial activity in
the City for the development and diversification of the economy of the state,
promote the development and expansion of commerce in the state, and
reduce unemployment or underemployment in the state;
e) nothing contained in this Agreement shall be construed as creating or
intended to create a contractual obligation that controls, waives, or
supplants the City Council's legislative discretion or functions with respect
to any matters not specifically addressed in this Agreement;
f) this Agreement is a development agreement under Section 212.172, Texas
Local Govermment Code;
g) Developer is not required to enter into this Agreement;
h) The annexation procedures described in plain language in this Agreement
require the Developer's consent; and
i) prior to the Effective Date, the City fully satisfied the written disclosure
requirements under Section 212.172(b-1) of the Texas Local Government
Code.
12.14 Notices. Any notice, submittal, payment or instrument required or permitted by this
Agreement to be given or delivered to any party shall be deemed to have been received when
delivered personally or upon the expiration of seventy-two (72) hours following deposit of the
same in any United States Post Office, registered or certified mail, postage prepaid, addressed as
follows:
To the City: City of Anna, Texas
Attn: City Manager
111 N. Powell Parkway
Anna, Texas 75409
With a copy to: Wolfe, Tidwell & McCoy, LLP
Attn: Clark McCoy
2591 Dallas Parkway, Suite 300
Frisco, Texas 75034
And to: McCall, Parkhurst & Horton L.L.P.
Attn: Rodolfo Segura Jr
717 North Harwood, Suite 900
Dallas, Texas 75201
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To Developer: Anna Group, LLC
Attn: Ethan Wang
2821 Chapman Road
Plano, TX 75093
With a copy to:
Coats/Rose
Attn: Mindy Koehne
16000 North Dallas Parkway Suite 350
Dallas, Texas 75248
Any Party may change its address or addresses for delivery of notice by delivering written notice
of such change of address to the other Party.
12.15 Interpretation. Each Party has been actively involved in negotiating and drafting
this Agreement. Accordingly, a rule of construction that any ambiguities are to be resolved against
the drafting Party will not apply to interpreting this Agreement. In the event of any dispute over
the meaning or application of any provision of this Agreement, the provision will be interpreted
fairly and reasonably and neither more strongly for nor against any Party, regardless of which Party
originally drafted the provision.
12.16 Time. In this Agreement, time is of the essence and compliance with the times for
performance herein is required.
12.17 Authority and Enforceability. The City represents and warrants that this Agreement
has been approved by official action by the City Council of the City in accordance with all
applicable public notice requirements (including, but not limited to, notices required by the Texas
Open Meetings Act) and that the individual executing this Agreement on behalf of the City has
been duly authorized to do so. Developer represents and warrants that this Agreement has been
approved by appropriate action of Developer, and that each individual executing this Agreement
on behalf of Developer has been duly authorized to do so. Each Party respectively acknowledges
and agrees that this Agreement is binding upon such Party and is enforceable against such Party,
in accordance with its terms and conditions.
12.18 Limited Waiver of Immunity. The Parties are entering into this Agreement in
reliance upon its enforceability. Consequently, the City unconditionally and irrevocably waives all
claims of sovereign and governmental immunity which it may have (including, but not limited to,
immunity from suit and immunity to liability) to the extent, but only to the extent, that a waiver is
necessary to enforce specific performance of this Agreement (including all of the remedies
provided under this Agreement) and to give full effect to the intent of the Parties under this
Agreement. Notwithstanding the foregoing, the waiver contained herein shall not waive any
immunities that the City may have with respect to claims of injury to persons or property, which
claims shall be subject to all of their respective immunities and to the provisions of the Texas Tort
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Claims Act. Further, the waiver of immunity herein is not enforceable by any party not a Party to
this Agreement.
12.19 Amendment; Severability. This Agreement shall not be modified or amended
except in writing signed by the Parties. If any provision of this Agreement is determined by a court
of competent jurisdiction to be unenforceable for any reason, then: (a) such unenforceable
provision shall be deleted from this Agreement; (b) the unenforceable provision shall, to the extent
possible and upon mutual agreement of the Parties, be rewritten to be enforceable and to give effect
to the intent of the Parties; and (c) the remainder of this Agreement shall remain in full force and
effect and shall be interpreted to give effect to the intent of the Parties.
12.20 Applicable Law; Venue. This Agreement is entered into pursuant to and is to be
construed and enforced in accordance with the laws of the State of Texas and all obligations of
the Parties are performable in Collin County. Exclusive venue for any action related to, arising
out of, or brought in connection with this Agreement shall be in a state district court in Collin
County.
12.21 Non Waiver. Any failure by a Party to insist upon performance by the other Party
of any material provision of this Agreement shall not be deemed a waiver thereof, and the Party
shall have the right at any time thereafter to insist upon strict performance of any and all
provisions of this Agreement. No provision of this Agreement may be waived except by writing
signed by the Party waiving such provision. Any waiver shall be limited to the specific purposes
for which it is given. No waiver by any Party of any term or condition of this Agreement shall be
deemed or construed to be a waiver of any other term or condition or subsequent waiver of the
same term or condition.
12.22 Counterparts. This Agreement may be executed in any number of counterparts, each
of which shall be deemed an original and constitute one and the same instrument.
12.23 Exhibits. The following exhibits are attached to this Agreement and are
incorporated herein for all purposes:
Exhibit A Metes and Bounds Description of the Property
Exhibit B Boundary Survey
Exhibit C Illustrative Layout
Exhibit D Development Standards
Exhibit E Authorized Improvements and Budgeted Costs
Exhibit E.1 Opinion of Probable Construction Costs
Exhibit E.2 OPC Exhibits
Exhibit F Home Buyer Disclosure Program
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Exhibit G Sewer Improvements
Exhibit H Water Improvements
Exhibit I Roadway/Drainage Improvements
Exhibit J Off -Site Improvements
Exhibit K Parks, Trails, and Connectivity Plan Map
Exhibit L Depiction of Community Amenities
Exhibit M PID Bonds Financial Summary
Exhibit N Form of Written Request to Levy Assessments
12.24 Force Majeure. Each Party shall use good faith, due diligence and reasonable care
in the performance of its respective obligations under this Agreement, and time shall be of the
essence in such performance; however, in the event a Party is unable, due to force majeure, to
perform its obligations under this Agreement, then the obligations affected by the force majeure
shall be temporarily suspended. Within ten (10) business days after the occurrence of a force
majeure, the Party claiming the right to temporarily suspend its performance, shall give written
notice to all the Parties, including a detailed explanation of the force majeure and a description of
the action that will be taken to remedy the force maj eure and resume full performance at the earliest
possible time. The term "force majeure" shall include events or circumstances that are not within
the reasonable control of the Party whose performance is suspended and that could not have been
avoided by such Party with the good faith exercise of good faith, due diligence and reasonable
care. A Party that has claimed the right to temporarily suspend its performance under this section
shall provide written reports to the other Party at least once every week detailing: (i) the extent to
which the force majeure event or circumstance continues to prevent the Party's performance; (ii)
all of the measures being employed to regain the ability to fully perform; and (iii) the projected
date upon which the Party will be able to resume full performance.
12.25 Complete Agreement. This Agreement embodies the entire Agreement between the
Parties and cannot be varied or terminated except as set forth in this Agreement, or by written
agreement of the Parties expressly amending the terms of this Agreement.
12.26 Consideration. This Agreement is executed by the Parties hereto without coercion
or duress and for substantial consideration, the sufficiency of which is hereby acknowledged.
12.27 Form 1295 Certificate of Interested Parties. Prior to execution of this
Agreement, Owner agrees to file with the City, pursuant to Texas Government Code Section
2252.908, a signed and completed Texas Ethics Commission ("TEC") Form 1295 and a
certification of filing with the TEC, if required by law.
12.28 Certifications. The Developer certifies:
a) Pursuant to Texas Government Code Chapter 2271, as amended, Developer
verifies that at the time of execution and delivery of this Agreement and for the term of this
Agreement, neither Developer, its parent company, nor its common -control affiliates currently
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boycott or will boycott Israel. The term "boycott Israel" as used in this paragraph has the meaning
assigned to the term "boycott Israel" in Section 808.001 of the Texas Government Code, as
amended; and
b) Pursuant to Texas Government Code, Chapter 2252, as amended, Developer
represents and verifies that at the time of execution and delivery of this Agreement and for the
term of this Agreement, neither Developer, its parent company, nor its common -control affiliates
i) engage in business with Iran, Sudan, or any foreign terrorist organization as described in
Chapters 806 or 807 of the Texas Government Code, or Subchapter F of Chapter 2252 of the Texas
Government Code, or (ii) is a company listed by the Texas Comptroller of Public Accounts under
Sections 806.051, 807.051, or 2252.153 of the Texas Government Code.
c) Pursuant to Chapter 2276 of the Texas Government Code (as added by
Senate Bill 13, 87th Texas Legislature, Regular Session and redesignated by House Bill 4595, 88th
Texas Legislature, Regular Session), Developer certifies that it is not a Company that boycotts
energy companies and agrees they will not boycott energy companies during the term of this
Agreement. The terms "boycotts energy companies" and "boycott energy companies" have the
meaning assigned to the term "boycott energy company" in Section 809.001, Texas Government
Code. For purposes of this paragraph, "Company" means a for -profit sole proprietorship,
organization, association, corporation, partnership, joint venture, limited partnership, limited
liability partnership, or limited liability company, including a wholly owned subsidiary, majority -
owned subsidiary, parent company, or affiliate of those entities or business associations, that exists
to make a profit, but does not include a sole proprietorship.
d) Pursuant to Chapter 2274 of the Texas Government Code (as added by
Senate Bill 19, 87th Texas Legislature, Regular Session, "SB 19"), Developer certifies that it is
not a Company that has a practice, policy, guidance, or directive that discriminates against a
firearm entity or firearm trade association and agrees they will not discriminate against a firearm
entity or firearm trade association during the term of this Agreement. The terms "discriminates
against a firearm entity or firearm trade association" and "discriminate against a firearm entity or
firearm trade association" have the meaning assigned to the term "discriminate against a firearm
entity or firearm trade association" in Section 2274.001(3), Texas Government Code (as added by
SB 19). For purposes of this paragraph, "Company" means a for -profit organization, association,
corporation, partnership, joint venture, limited partnership, limited liability partnership, or limited
liability company, including a wholly owned subsidiary, majority -owned subsidiary, parent
company, or affiliate of those entities or business associations, that exists to make a profit, but does
not mean a sole proprietorship.
e) Developer further certifies that, notwithstanding anything contained in this
Agreement, the representations and covenants contained in this Section shall survive
termination of this Agreement until the statute of limitations has run. The liability for breach of
the representations and covenants contained in this Section during the term of this Agreement
361
Trinity Creek Development Agreement
shall survive until barred by the statute of limitations, and shall not be liquidated or otherwise
limited by any provision of this Agreement, notwithstanding anything in this Agreement to the
contrary.
SIGNATURES PAGES AND EXHIBITS FOLLOW; REMAINDER OF THIS PAGE
INTENTIONALLY LEFT BLANK]
371-
Trinity Creek Development Agreement
EXECUTED BY THE PARTIES TO BE EFFECTIVE ON THE EFFECTIVE DATE:
CITY OF ANNA, TEXAS
By:
Name: Pete Cain
Title: Mayor
Date:
STATE OF TEXAS §
COUNTY OF COLLIN §
This instrument was acknowledged before me on this IA day of Rya r 2025, by Pete
Cain, Mayor of the City of Anna, Texas, on behalf of said City.
SEAL]
Approved as to form:
Clark McCoy, City Attorney
i
Notary Public, State of Texas
GRACE KARINA M. DEROSA
Notary Public, State of Texas
4P +;
z Comm. Expires 12-16-2028
1';1111,11110V Notary ID 135204375
HI
Trinity Creek Development Agreement
Exhibit A
TRACT 1:
BEING a 106.883 acre tract of land of situated in Collin County, Texas, in the John
Coffmon Survey, Abstract No.197 and in the John Kincaid Survey, Abstract No. 510, and
being all that certain tract of land, Tract 1 conveyed to Anna Group, LLC, by deed
recorded in Instrument Number 2023000122760, Official Public Records, Collin County,
Texas, and being all that certain tract of land conveyed to Sunlit Holdings LLC, by deed
recorded in Instrument Number 20190221000181710, Official Public Records, Collin
County, Texas, being described by metes and bounds as follows:
BEGINNING at a'/2 inch iron rod found with red cap stamped "Geer" for the most
northerly northeast corner of the herein described tract, same being the northwest corner
of that certain tract of land to WBK Partners, Ltd., Tract 2, by deed recorded in Volume
4292, Page 27, Deed Record, Collin County, Texas, same being in the south right-of-way
line of Farm Road No. 455 (an 80' right-of-way);
THENCE along the common line of said Anna tract, and said WBK Partners tract follows:
South 01 deg. 14 min. 21 sec. East, 352.78 feet to a 3 inch bois d'arc fence post;
South 01 deg. 45 min. 55 sec. East, 177.04 feet to a '/2 inch iron rod found with red cap
illegible) beside a corner post for an internal corner of said Anna tract, same being the
southwest corner of said WBK Partners tract;
North 89 deg. 52 min. 12 sec. East, 1323.92 to a Y2 inch iron rod found beside a corner
post for an angle point;
South 71 deg. 18 min. 29 sec. East, 277.76 feet with an old fence, the most easterly
northeast corner of said Anna tract, from which a '/2 inch iron rod found bears South 69
deg. 17 min. East, 4.47 feet, same being the northwest corner of that certain tract of land
to Bloomfield Homes, L.P., by deed recorded in Instrument Number 2023000068839,
Official Public Records, Collin County, Texas;
THENCE Southerly with the east line of said Anna tract, the west line of said Bloomfield
tract and with on old fence and hedgerow as follows:
South 24 deg. 23 min. 00 sec. West, 419.41 feet;
South 25 deg. 21 min. 53 sec. West, 293.24 feet;
South 24 deg. 17 min. 26 sec. West, 387.15 feet;
South 23 deg. 14 min. 06 sec. West 444.46 feet to a'/2 inch iron rod found beside a
corner post;
South 03 deg. 33 min. 54 sec. East, 30.38 feet to inch iron rod found beside a corner
post;
South 19 deg. 54 min. 48 sec. East, 41.83 feet to a '/2 inch iron rod found beside a corner
post;
Exhibit A
South 42 deg. 44 min. 16 sec. East, 131.40 feet to a'/2 inch iron rod found beside a
corner post:
South 35 deg. 12 min. 13 sec. West, 177.69 feet to a '/2 inch iron rod found with red cap
stamped "Geer" for the most southerly corner of said Anna tract, same being the
southwest corner of said Bloomfield tract, same being in the north line of that certain tract
of land, to Bloomfield Homes, L.P., by deed recorded in Instrument Number
20211222002575780, aforesaid Official Public Records, from which a'/Z inch iron rod
found bears South 55 deg. 43 min. East, 8.36 feet;
THENCE northwesterly with the south line of said Anna tract, the north line said
Bloomfield Homes tract, and with the evidence of a very old Road which is apparently
abandoned (very little evidence of road remains), not in use since 1920, formerly known
as Ann -Weston Road (per deed references) as follows:
North 55 deg. 56 min. 27 sec. West, 73.56 feet;
North 66 deg. 21 min. 09 sec. West, 67.58 feet;
North 71 deg. 14 min. 56 sec. West, 42.49 feet;
North 77 deg. 43 min. 18 sec. West, 68.50 feet;
North 80 deg. 54 min. 32 sec. West 239.90 feet;
North 78 deg. 24 min. 28 sec. West, 426.09 feet;
North 80 deg. 01 min. 33 sec. West, 234.63 feet;
North 78 deg. 59 min. 46 sec. West, 125.01 feet;
North 53 deg. 18 min. 04 sec. West, 61.31 feet;
North 06 deg. 11 min. 04 sec. West, 125.36 feet;
North 17 deg. 13 min. 24 sec. West, 15.78 feet;
North 69 deg. 36 min. 10 sec. West, 58.91 feet;
North 61 deg. 27 min. 02 sec. West, 164.75 feet;
North 88 deg. 52 min. 55 sec. West, 72.91 feet;
North 42 deg. 35 min. 16 sec. West, 246.54 feet;
North 64 deg. 23 min. 51 sec. West, 62.59 feet;
North 37 deg. 30 min. 13 sec. West, 88.02 feet;
North 06 deg. 07 min. 30 sec. West, 211.93 feet;
Exhibit A
North 21 deg. 37 min. 28 sec. West, 346.53 feet;
North 89 deg. 18 min. 35 sec. West, 348.05 feet to the most westerly corner of said Anna
tract, same being in the south line of that certain tract of land to Sunlit Holdings LLC, by
deed recorded in Instrument Number 20190221000181710, aforesaid Official Public
Records;
THENCE along the common line of said Sunlit tract and said Bloomfield Homes tract as
follows:
North 55 deg. 39 min. 52 sec. West, 144.29 feet;
North 77 deg. 43 min. 25 sec. West, 264.84 feet;
North 41 deg. 09 min. 15 sec. West, 154.79 feet;
North 62 deg. 34 min. 26 sec. West, 296.45 feet;
North 67 deg. 29 min. 17 sec. West, 84.40 feet;
North 48 deg. 25 min. 15 sec. West, 82.66 feet to a '/2 inch iron rod found for the
most westerly southwest corner of the herein described tract, same being the most
westerly southwest corner of said Sunlit tract, same being the northwest corner of said
Bloomfield Homes tract, same being on the easterly side of a westerly bend in County
Road No. 937 (a prescriptive gravel road), same being in the east line of that certain tract
of land to Naomi L. Watson, by deed recorded in Instrument Number
201403130000236380, aforesaid Official Public Records;
THENCE North 03 deg. 56 min. 19 sec. East, passing at a distance of 50.00 feet, a '/2
inch iron rod set for the northwest corner of said Sunlit tract, same being the most
westerly southwest corner of aforesaid Anna tract, and continuing a total distance of
153.20 feet with the west line of said Anna tract and with the east line of said Watson tract
to a '/2 inch iron rod set with "Peiser & Mankin Surv" red plastic cap for the most westerly
northwest corner of the herein described tract, same being in the south right-of-way line of
aforesaid Farm Road No. 455;
THENCE easterly with the north line of the herein described tract, and the south
right-of-way line of said Farm Road No. 455 as follows:
North 77 deg. 36 min. 02 sec. East,1271.58 feet to a'/2 inch iron rod found with red
plastic cap stamped "Geer" for the beginning of a curve to the right having a radius of
1869.86 feet, a delta angle of 11 deg. 24 min. 59 sec., and a chord bearing and distance
of North 83 deg. 18 min. 32 sec. East, 371.96 feet;
Easterly, along said curve to the right, an arc distance of 372.58 feet, to a'/2 inch iron rod
found for the end of said curve;
North 89 deg. 01 min. 01 sec. East, 644.81 feet to the POINT OF BEGINNING and
containing 106.883 acres of computed land.
Exhibit A
TRACT 2:
BEING a 29.818 acre tract of land of situated in Collin County, Texas, in the John Coffmon
Survey, Abstract No. 197 and in the John Kincaid Survey, Abstract No. 510, and being all that
certain tract of land, Tract 2, conveyed to Anna Group, LLC, by deed recorded in Instrument
Number 2023000122760, Official Public Records, Collin County, Texas, and being described by
metes and bounds as follows:
BEGINNING at a'/2 inch iron rod found for the southeast corner of the herein described tract,
same being the southwest corner of that certain tract of land to WBK Partners, Ltd., Tract 1, by
deed recorded in Volume 4292, Page 27, said Deed Records, same being in the north right-of-
way line of Farm Road No. 455 (an 80' right-of-way);
THENCE along the common line of said Anna tract, and the north right-of-way line of said Farm
Road No. 455 as follows:
South 89 deg. 01 min. 01 sec. West, 642.49 feet to a'/2 inch iron rod found with red plastic cap
stamped "Geer" for the beginning of a curve to the left having a radius of 1949.86 feet, a delta
angle of 11 deg. 24 min. 59 sec., and a chord bearing and distance of South 83 deg. 18 min. 34
sec. West, 387.87 feet;
Westerly along said curve to the left, passing at an arc distance of 239.93 feet a'/2 inch iron rod
found with red plastic cap stamped "Geer" for a point in said curve at a prior deed line, and
continuing a total arc distance of 388.52 feet to a'/2 inch iron rod found with red plastic cap
illegible) for the end of said curve;
South 77 deg. 36 min. 02 sec. West, 219.69 feet to a'/2 inch iron rod found with red plastic cap
stamped "Geer" for the southwest corner of the herein described tract, same being the
southeast corner of that certain tract of land to Valinda Plaza, LLC, by deed recorded in
Instrument Number 20220408000573260, aforesaid Official Public Records;
THENCE North 00 deg. 17 min. 04 sec. East, passing at a distance of 80.00 feet a'/2 inch iron
rod found at a prior deed line, and continuing a total distance of 1124.68 feet to a'/2 inch iron
rod found for the northwest corner of the herein described tract, same being the northeast
corner of said Anna tract, same being an internal corner of said Valinda tract;
THENCE North 89 deg. 13 min. 24 sec. East, continuing along the common line of said Anna
tract and Valinda tract, a distance of 368.98 feet to a'/2 inch iron rod found for the most easterly
southeast corner of said Valinda tract, same being a southwest corner of that certain tract of
land to CADG Hurricane Creek, LLC, by deed recorded in Instrument Number
20150529000631020, said Official Public Records;
THENCE North 89 deg. 04 min. 19 sec. East, 850.34 feet along the common line of said Anna
tract and said CADG tract, with an old fence and hedgerow to a'/2 inch iron rod found for the
northeast corner of said Anna tract, same being on internal corner of said CADG tract;
THENCE South 00 deg. 57 min. 38 sec. East, continuing along the common line of said Anna
tract and said CADG tract, passing a southerly southwest corner of said CADG tract, same
being the northwest corner of aforesaid WBK Partners Tract 1, and continuing along the
common line of said Anna tract, and said WBK Partners Tract 1, a total distance of 1040.20 feet
to the POINT OF BEGINNING and containing 29.818 acres of land.
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DEVELOPMENT STANDARDS FOR TRINITY CREEK
I. Introduction
a. The permitted uses and standards for the development of the Property shall
be in accordance with the following: SF-6.0 Single -Family Residential
District (SF-6.0), SF-7.2 Single -Family Residential District (SF-7.2), MF
Multifamily Residential District (MF) and Local Commercial District (C-1),
Regional Commercial District (C-2), and Light Industrial District (1-1) of the
Zoning Ordinance and applicable City Regulations, except as amended and
modified in these Development Regulations and this Agreement, including
without limitation the City's Planning and Development Regulations.
b. Disclaimer: Zoning Ordinance modifications set forth herein are specifically
related to the Property associated with this Development Agreement and
shall not apply to any additional areas within or outside of the city limits.
c. Where there is a conflict between these Development Standards and the
City's Zoning Ordinance, these Development Standards shall control.
d. Terms not defined in these Development Standards shall have the
meanings ascribed to them in the City's Zoning Ordinance or the
Development Agreement, as applicable. When there is a conflict between
the City's Zoning Ordinance and the Development Agreement, the
Development Agreement shall control.
e. For the purpose of this document, deletions of certain Zoning Ordinance
and Landscape Regulation provisions that are not applicable are indicated in
green text that has been struck through, and Additions or Changes (i.e.,
added or revised development standards that are in addition to or differ from
the Zoning Ordinance and Landscape Regulations) are indicated with
underlined Green text.) If there are no proposed changes to the underlying
zoning regulations, they will not be shown herein.
II. Exhibits
The following exhibits are incorporated into these Development Standards:
1. ExhibitA— Metes and Bounds
2. Exhibit B Boundary Survey
3. Exhibit C Illustrative Layout
Page 1 of 13
Exhibit D
4. Exhibit D — Development Standards
5. Exhibit E.0 - Phasing Exhibit
6. Exhibit E.1 - Opinion of Probable Construction Costs (OPC)
7. Exhibit E.2 - OPC Exhibits
8. Exhibit F — Home Buyer Disclosure Program
9. Exhibit G — Sewer Improvements
10. Exhibit H —Water Improvements
11. Exhibit I — Roadway Improvements
12. Exhibit J — Drainage Improvements
13. Exhibit K — Parks, Trails, and Connectivity Plan Map
14. Exhibit L — Renderings of Community and Amenities
15. Exhibit M — PID Financial Summary
III. Creation of Phases/Tracts
This Property is divided into five tracts: SF Phase 1 Tract, SF Phase 2 Tract, Multi -
Family and Commercial Tract, Commercial Tract, and Industrial Tract, as shown on
Exhibit C — Illustrative Layout.
IV. Illustrative Layout
a. Development shall generally comply with Exhibit C — "Illustrative Layout".
Where there is a conflict between the Illustrative Layout and these
Development Standards, these Development Standards shall control.
b. Lot sizes in the SF Phase 1 and SF Phase 2 areas may be mixed
within each area to provide additional options and character to project
but will generally follow the areas depicted in Exhibit C — "Illustrative
Layout".
c. Infrastructure Improvements: As shown on the Illustrative Layout, the
east/west right-of-way (R.O.W.) that traverses between the
Commercial and Multifamily areas, south of West White Street shall
be a minimum of 60-foot wide R.O.W. until it crosses the creek, where
it will transition to a minimum 50-foot R.O.W. and constructed as a
minor collector. The R.O.W. that is adjacent to the amenity center
shall be a minimum 50-foot wide R.O.W
V. Concept Plan
Page 2 of 13
Exhibit D
a. A concept plan for any area where new construction is requested must be
approved by the City Council prior to the application for any building permit
for that new construction. The concept plan may cover only the building site
and adjacent streets; the plan is not required to cover the entire tract.
b. Details on a Concept Plan that differ from the Illustrative Layout may be
authorized by the City Council as part of the zoning process if these details
meet the following criteria:
i. Does not alter the basic relationship of the proposed single-
family development area to adjacent property;
ii. alter permitted uses;
iii. increases density;
iv. increases building height;
v. increases site coverage;
vi. decreases the off-street parking ratio; and
vii. reduces the yards provided at the boundary of the site.
c. The City Council will approve a Concept Plan if the plan conforms to these
Development Standards.
VI. Fencing
a. All fences on the portion(s) of a residential lot adjacent to an open
space/common area lot(s), with the exception of lots backing and/or siding
to required Homeowners Association (H.O.A.) lots adjacent to major/minor
thoroughfares and internal primary entrance roadways, must be ornamental
metal fences, such as wrought iron or tubular steel.
b. Fences constructed between residences may be wood. All wood privacy
fencing between residences shall be at least six feet in height. Wood fencing
shall be stained and sealed. Plastic and chain link fencing are prohibited.
c. Wood fencing of a uniform design shall be constructed along the rear or
side lot lines of single-family homes that are adjacent to H.O.A.
common area lots running parallel to the primary streets, identified on the
Illustrative Layout, within the interior of the community.
VII. Private Amenities Page
3 of 13
Exhibit D
a. The greenbelt, pocket parks, and linear park areas shall be provided in the
general location shown on the Illustrative Layout; provided, however, that
the final locations of the greenbelt, pocket parks and linear park areas shall
be determined at the time of Concept Plan approval and may be approved
in phases per platting approval. The Director of Development Services or
his/her designee is authorized to administratively approve modifications to
the locations of the creek corridor, pocket parks and linear park areas during
the platting stage or the permitting stage.
b. The location of the trail system shall be in general conformance with the
Illustrative Layout and Parks, Trails and Connectivity Plan Map; provided,
however, that the final locations of the trail system shall be determined at
the time of Concept Plan approval and may be approved in phases per
platting approval. The Director of Development Services or his/her designee
is authorized to administratively approve modifications to the locations of
the trail system during the platting stage or the permitting stage.
c. Two pocket parks with a minimum of 1.5+ acres and 0.5 acres shall be
provided in addition to the greenbelt and linear park areas.
d. A private amenity center facility shall be provided as part of the
development. The amenity center facility shall include, at a minimum, a
pool, bathroom facilities, guest parking, and associated improvements.
e. The greenbelt, linear park, and pocket parks shall be dedicated to the City
and maintained by a homeowners association, except as otherwise set forth
in the Development Agreement. NOTE: Dedication to the City opens the
park areas to the general public with costs borne by the H.O.A.
f. All plans and specifications for the construction of such amenities and
improvements must be reviewed and approved by the Director of
Neighborhood Services, or applicable designees. Developer may receive
credits against Park Fees as set forth in the Development Agreement.
g. The trail system shall be accessible and open to the general public.
h. All sidewalks shall be in accordance with Exhibit I.
Vill. Sidewalks
Page 4 of 13
Exhibit D
a. Refer to Exhibit K — "Parks, Trails, and Connectivity Plan Map" for sidewalk
locations.
b. Sidewalks will be the width and location for single-family areas as stipulated
in the City Design Standards.
c. Sidewalks constructed as part of a trail shall be a minimum of 8' wide.
IX. SF Phase 1 Regulations
a. Base zoning district
i. The base zoning district shall be SF-6.0 Single -Family Residence
District (SF-6.0) and SF-7.2 Single -Family Residence District (SF-
7.2) for the phase labeled "SF Phase 1" on the Illustrative Layout
Exhibit C).
ii. The maximum number of single-family dwelling lots located in
Phase 1 shall be as follows:
Maximum number of residential lots (combined total
of SF-6.0 and SF-7.2 but not including common area
or open space lots): 200 lots.
Maximum number of Mixed -Density (MD) lots: 140 lots.
iii. A twenty percent reduction to minimum depths are allowed at
knuckles and cul-de-sacs as long as minimum square footage of
the zoning district is met.
iv. Where adjacent to a H.O.A. lot along interior residential primary
streets, side yard shall be considered "interior".
b. Permitted uses
Except as provided in this subsection, the only main uses permitted
are those uses permitted in the SF-6 and SF-7.2 Districts.
ii. The following additional main use is permitted by right
Attached Single -Family Dwellings following Mixed -Density
MD) regulations.
c. Architectural
i. Building articulation. All residential buildings shall be
constituted in such a manner to include masonry construction
covering at least eighty percent (80%) of the total exterior
walls excluding doors windows, and box outs. Masonry
materials consist of brick, brick veneer, stone, or stone veneer,
Page 5 of 13
Exhibit D
and cement plaster. Furthermore, at least one articulation
technique is required on each single-family home detaGhed er
to add variety and interest to
a building. The following features are acceptable techniques
of exterior articulation.
A) A base course or plinth course; lintels,
sunscreens, banding, moldings, or stringcourse; quoins;
oriels; cornices; aches; balconies; shutters; keystones;
louvers as part of the exterior wall construction. (Quoins
and banding shall wrap around the structure's corners for
at least 16 inches.)
B) Horizontal banding continuing the length of the
wall facing a street or other similar highly visible areas.
C) The installation of at least two (2) coach lights.
D) Other techniques for building articulation can be
substituted if administratively approved by the d+reear
administrative official.
E) The use of masonry on the front elevations with
100 percent coverage, not including windows and doors
and garages.
ii. Roof treatment
A) Except for porch roofs and shed roofs, overall pitched
roofs shall have a minimum slope of 6," 8" X 12" (s4
eight inches vertical rise for every 12 inches horizontal
run), and the secondary roof pitch a minimum 6" x 12"
six inches vertical rise for every 12 inches horizontal r
un), with both having an overhang at least 1' (one foot)
beyond the building wall; however, the overhang shall
not encroach into a setback more than one foot. Porch
roofs and shed roofs must have a minimum pitch of 4" x
12". Roofs of architectural metal can be 5" x 12" pitch.
B) Roofing materials in all residential districts may only
consist of architectural asphalt shingles (including
laminated dimensional shingles) or architectural metal
roofing. Should architectural shingles be used as
Page 6 of 13
Exhibit D
roofing material said shingles shall be accompanied by
a minimum 25-year warranty.
d. Open Areas
i. For all open space/common area parcels, developers shall be
required to plant one large tree (minimum of three-inch caliper and
seven feet high at the time of planting) per 40 linear feet, or portion
thereof, of public street frontage along such open space/common
area lot. Trees may be grouped or clustered to facilitate site design.
ii. Minor modifications: The Director of Development Services of his/her
designee is authorized to administratively approve modifications to
landscaping requirements necessitated by conflicting requirements
for public or franchise utilities or drainage improvements.
iii. A minimum 10-foot-wide common area tract to be owned and
maintained by the homeowners association will be required along
both sides of the two primary neighborhoods streets as shown on the
Illustrative layout, from West White Street to where the roadways
cross the creek to the south. Within the 10-foot-wide common area
tract(s), Developer shall be required to plant one large tree (minimum
of three-inch caliper and seven feet high at the time of planting) per
40 linear feet, or portion thereof, of street frontage. Trees may be
grouped or clustered to facilitate site design.
e. Rentals
A maximum of five percent rental units are permitted in th is phase.
X. SF Phase 2 Regulations
a. Base zoning district
i. The base zoning district shall be SF-7.2 Single -Family Residence
District (SF-7.2) for the phase labeled "SF Phase 2" on the
Illustrative Layout (Exhibit C).
ii. The maximum number of single-family dwelling lots located in
Phase 2 shall be as follows:
Page 7 of 13
Exhibit D
Maximum number of residential lots (combined total
of SF-6.0 and SF-7.2 but not including common area
or open space lots): 200 lots.
iii. A twenty percent reduction to minimum depths are allowed at
knuckles and cul-de-sacs as long as minimum square footage of
the zoning district is met.
iv. Where adjacent to a H.O.A. lot along interior residential primary
streets, side yard shall be considered "interior".
b. Permitted uses
i. The only main uses permitted are those uses permitted in the SF-6
and SF-7.2 Districts.
c. Architectural
Building articulation. All residential buildings shall be
constituted in such a manner to include masonry construction
covering at least eighty percent (80%) of the total exterior
walls excluding doors windows, and box outs. Masonry
materials consist of brick brick veneer, stone, or stone veneer,
and cement plaster. Furthermore, at least one articulation
technique is required on each single-family home detaGhedc) attanhed
residential r- wellaRg ,,,,it to add variety and interest to a
building. The following features are acceptable techniques of
exterior articulation. A)
A base course or plinth course; lintels, sunscreens,
banding, moldings, or stringcourse; quoins; oriels;
cornices; aches; balconies; shutters; keystones; louvers
as part of the exterior wall construction. (Quoins and
banding shall wrap around the structure's corners for at
least 16 inches.) B)
Horizontal banding continuing the length of the wall
facing a street or other similar highly visible areas. C)
The installation of at least two (2) coach lights. D)
Other techniques for building articulation can be substituted
if administratively approved by the direEter Page
8of13
Exhibit D
administrative official.
E) The use of masonry on the front elevations with
100 percent coverage, not including windows and doors
and garages.
ii. Roof treatment
A) Except for porch roofs and shed roofs, overall
pitched roofs shall have a minimum slope of 6" 8" X
12" (six eight inches vertical rise for every 12 inches
horizontal run), and the secondary roof pitch a
minimum 6" x 12" (six inches vertical rise for every 12
inches horizontal run), with both having an overhang
at least 1' (one foot) beyond the building wall;
however, the overhang shall not encroach into a
setback more than one foot. Porch roofs and shed
roofs must have a minimum pitch of 4" x 12". Roofs
of architectural metal can be 5" x 12" pitch.
B) Roofing materials in all residential districts may onl
consist of architectural asphalt shingles (including
laminated dimensional shingles) or architectural
metal roofing. Should architectural shingles be used
as roofing material, said shingles shall be
accompanied by a minimum 25-year warranty.
d. Open Areas
i. For all open space/common area parcels, developers shall be
required to plant one large tree (minimum of three-inch caliper and
seven feet high at the time of planting) per 40 linear feet, or portion
thereof, of public street frontage along such open space/common
area lot. Trees may be grouped or clustered to facilitate site design.
ii. Minor modifications: The Director of Development Services of his/her
designee is authorized to administratively approve modifications to
landscaping requirements necessitated by conflicting requirements
for public or franchise utilities or drainage improvements.
iii. A minimum 10-foot-wide common area tract to be owned and
maintained by the homeowners association will be required along
both sides of the two primary neighborhoods streets as shown on the
Page 9 of 13
Exhibit D
Illustrative layout, from West White Street to where the roadways
cross the creek to the south. Within the 10-foot-wide common area
tract(s), Developer shall be required to plant one large tree (minimum
of three-inch caliper and seven feet high at the time of planting) per
40 linear feet, or portion thereof, of street frontage. Trees may be
grouped or clustered to facilitate site design.
e. Rentals
A maximum of five percent rental units are permitted in this phase.
XI. Multi -Family and Commercial Tract Regulations
a. Base zoning district
i. The base zoning districts shall be MF Multifamily Residential
District (MF) and C-1 Local Commercial District (C-1) for the tract
labeled "Multi -Family and Commercial" on the Illustrative Layout
Exhibit C).
b. Permitted uses
i. The only permitted uses are the following:
Multifamily designed as senior living community. This
area shall have restrictive covenants that restrict the
occupancy by age and family size.
Health Care facilities that correlate with the senior
citizen population of the area.
Regarding the proposed commercial zoning district,
the only main uses permitted, except as prohibited
below, are those uses permitted in the C-1 Local
Commercial District (C-1).
c. Prohibited uses
i. The following uses are prohibited:
Bed and breakfast facility (S)
Boarding/rooming facility (S)
Hotel/motel (S)
Carwash
Bar (75% sales from alcohol)
Brewpub/Wine Bar
Cannabidiol (CBD) shop (S)
Cigar and smoke shops (S)
Cigar lounge (S)
Commercial amusement (indoor) (S)
Commercial amusement (outdoor) (S)
Page 10 of 13
Convenience store, fuel pumps
Cemetery (S)
School (S)
Technical school (S)
Chemical dependency facility
d. Architectural
Exhibit D
All residential buildings shall be constituted in such a manner to
include masonry construction covering at least eighty percent
80%) of the total exterior walls, excluding doors, windows, and box
outs. Masonry materials consist of brick, brick veneer, stone, or
stone veneer, and cement plaster.
e. Parking
Dwellings - Multifamily
2 spaces for every unit
containing two (2)
bedrooms or more.
0% of the required
arking must be covered,
of including visitor
arking, plus 0.25 per
welling unitfor visitor
arking and evenly
ispersed.
f. Open Areas
i. A minimum 10-foot-wide common area tract to be owned and
maintained by the homeowners association will be required along
both sides of the two primary neighborhoods streets as shown on the
Illustrative layout, from West White Street to where the roadways
cross the creek to the south. Within the 10-foot-wide common area
tract(s), Developer shall be required to plant one large tree (minimum
of three-inch caliper and seven feet high at the time of planting) per
40 linear feet, or portion thereof, of street frontage. Trees may be
grouped or clustered to facilitate site design.
Page 11 of 13
Exhibit D
XII. Commercial Tract Regulations
a. Base zoning district
i. The base zoning district shall be C-2 Regional Commercial District
C-2) for the tract labeled "Commercial Tract" on the Illustrative
Layout (Exhibit C).
b. Permitted uses
i. The only main uses permitted are those uses permitted in the C-2
Regional Commercial District (C-2).
c. Open Areas
i. A minimum 10-foot-wide common area tract to be owned and
maintained by the homeowner's association will be required along
both sides of the two primary neighborhoods streets as shown on the
Illustrative layout, from West White Street to where the roadways
cross the creek to the south. Within the 10-foot-wide common area
tract(s), Developer shall be required to plant one large tree (minimum
of three-inch caliper and seven feet high at the time of planting) per
40 linear feet, or portion thereof, of street frontage. Trees may be
grouped or clustered to facilitate site design.
XIII. Industrial Tract Regulations
a. Base zoning district
i. The base zoning district shall be Light Industrial District (1-1) for the
tract labeled "Industrial Tract" on the Illustrative Layout (Exhibit C).
b. Permitted uses
Except as provided in this subsection, the only main uses permitted
are those uses permitted in the Light Industrial District (1-1).
c. Prohibited uses
i. The following uses are restricted:
Car Wash
Recreational Vehicle Park
Auto Repair —Heavy
Truck Sales
Adult Entertainment
Page 12 of 13
Exhibit D
Commercial Amusement — Outdoor
Convenience Store, Fuel Pumps
Heavy Equipment Sales/Service, Rentals
Amphitheater
Athletic Field
Golf Course
Cemetery
Fairgrounds
Salvage Yard
Contractor's Storage Yard
Funeral Services
Transportation Uses as defined in 9.04 Zoning
Ordinance
Infrastructure Uses as defined in 9.04 Zoning
Ordinance
Fuel Pump
Outdoor Storage
Outdoor Display
Donation Collection Bin
Temporary Uses as Defined in 9.04 Zoning
Ordinance
d. Parking
i. The total number of parking spaces required is 563 spaces.
1. Field parking: 368 spaces
2. Garage parking: 195 spaces
Page 13 of 13
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Exhibit E.1
OPINION OF PROBABLE COST - PHASE 1
PROJECT: Anna 137
CITY: Anna, Texas
JOB NUMBER: 2347295
LOTS: 18
GROSS ACRES: 32.
NET ACRES: 31,
LOT WIDTH: 20's, 50's, 60
EARTHWORKA.
Item Description Quantity Unit Unit Price Total Cost
Site Preparation & Clearing
Excavation, unclassified
Rough Lot Grading
31
230,000
AC
CY
1,800.00
3.00
5S,980
690,000
185 EA 250.00 46,250
Final Lot Grading 185 EA 250.00 46,250
Moisture Conditioning (7-ft) 185 EA 2,900.00 536,500
10 Mil Poly Pads 185 EA 525.00 97,125
Process and Place Utility Spoils
Temporary Sedimentation Basin
11,100
1
CY
EA
4.00
20,000.00
44,400
20,000
SWPPP 185 EA 750.00 138,750
Mobilization
Materials Testing
1 LS 25,000.00 25,000
I 3.5% Percent 1,536,505.00 53,778
Subtotal - Earthwork Improvements $ 1,754,033
Cost Per Lot: 5 9,481
B. WATER IMPROVEMENTS
Item Description Quantity Unit j Unit Price Total cost
8-Inch PVC C900 Water Pipe, Complete in Place (including Fittings,
6,918 LF $ 56.00
Pipe Restraints, Thrust Blocking, Bedding and Backfill)
387,410
Fire Hydrant Assembly, Complete in Place (includes service line and 6"
Gate Valve)
19 EA 7,500.00 142,500
1-Inch Water Service,. with Meter Box 185 EA 1,250.00 231,250
8-Inch Gate Valve and Box, Complete in Place 37 EA 2,500.00 92,500
8" Plug 5 EA 2,000.00 10,000
Hydrostatic Testing and Chlorination 6,918 LF 2.25 15,566
Trench Safety 6,918 LF 1.00 6,918
Connect to Existing Water 1 EA 4,000.00 4,000
Mobilization and Bonds 2.0% Percent 890,143.87 17,803
Materials Testing 3.5% Percent 890,143.87 31,155
Inspection Fees 4.0% Percent 890,143.87 35,606
Subtotal - Water Improvements $ 974,708
Cost Per Lot: 45 5,Z&9
Z:\1- Projects\0015 - Anna ETJ Community\01- Zoning (2347295)\3.0 Civil\3.2 Planning\3.2.1 OPC\241004 - OPC\
10/25/2024 241025 - Anna 137 OPC.xlsx
Exhibit E.1
OPINION OF PROBABLE COST PHASE 1 LOTS: 185
PROJECT: Anna 137 GROSS ACRES: 32.9
CITY: Anna, Texas NET ACRES: 31.1
lOB NUMBER: 2347295 LOT WIDTH: 20's, 50's, 60's
C. SANITARY SEWER IMPROVEMENTS
Item Description Quantity Unit Unit Price Total Cost
8-Inch SDR-35 PVC Pipe (All Depths) 6,680 LF 60.00 400,800
4-Foot Diameter Manhole 29 EA 7,000.00 203,000
5-Foot Diameter Manhole w/ Drop Connection 2 EA 13,000.00 26,000
4-Inch Sanitary Sewer Service, Complete in Place 185 EA 1,500.00 277,500
4" Cleanout
Cement Stabilized Sand
2
260
EA
LF
2,000.00
70.00
4,000
18,200
Extra Depth on 4-Foot Diameter Manhole (> 6') 87 VF 400.00 34,800
Extra Depth on 5-Foot Diameter Manhole (> 6') 6 VF 550.00 3,300
Manhole Vacuum Testing 31 EA 165.00 5,115
Post -CCTV Inspection 6,680 LF 2.25 15,030
Trench Safety 6,680 LF 1.00 6,680
Mobilization and Bonds 2.0% Percent 994,425.00 19,889
Materials Testing 3.5% Percent 994,425.00 34,805
Inspection Fees 4.0% Percent 994,425.00 39,777
Subtotal - Sanitary Sewer Improvements $ 1,088,895
Cost Per Lot: $ 5,886
Z:\1- Projects\0015 - Anna ETJ Community\01- Zoning (2347295)\3.0 Civil\3.2 Planning\3.2.1 OPC\241004 - OPC\
10/25/2024 241025 - Anna 137 OPC.xlsx
Exhibit E.1
OF PROBABLE COST - PHASE 1
PROJECT: Anna 137
CITY: Anna, Texas
JOB NUMBER: 2347295
LOTS:
GROSS ACRES:
NET ACRES:
LOT WIDTH:
185
32.9
31.1
20's, 50's, 60's
STORMD. O
Item Description Quantity Unit Unit Price Total Cost
21-Inch Reinforced Concrete Pipe (RCP), C76, Class III, All Depths,
Complete in Place
24-Inch Reinforced Concrete Pipe (RCP), C76, Class III, All Depths,
Complete in Place
1,467
464
LF
LF
75.00
90.00
110,025
41,724
30-Inch Reinforced Concrete Pipe (RCP), C76, Class 111, All Depths,
Complete in Place
254 LF 115.00 29,233
4'x4' Junction Box 2 EA 5,000.00 10,000
21" RCP Concrete Headwall 4 EA 3,000.00 12,000
24" RCP Concrete Headwall 1 EA 3,500.00 3,500
30" RCP Concrete Headwall 1 EA 4,250.00 4,250
12" Type "A" Rip Rap 450 SY 100.00 45,000
Standard 10' Curb inlet 15 EA 5,000.00 75,000
Standard 15' Curb inlet 1 EA 7,500.00 7,500
4'x4' Area Inlet 2 EA 6,500.00 13,000
Trench Safety 2,185 LF 1.00 2,185
Post -CCTV Inspection 2,185 LF 1.00 2,185
Mobilization and Bonds 2.0% Percent 355,601.60 7,112
Materials Testing 3.5% Percent 355,601.60 12,446
Inspection Fees 4.0% Percent 355,601.60 14,224
Subtotal - Storm Sewer Improvements $ 389,384
Cost Per Lot: $ 2,105
Z:\1- Projects\0015 - Anna ETJ Community\01- Zoning (2347295)\3.0 Civil\3.2 Planning\3.2.1 OPC\241004 - OPC\
10/25/2024 241025 - Anna 137 OPC.xlsx
Exhibit E.1
OPINION OF PROBABLE COST - PHASE 1 LOTS: 185
PROJECT: Anna 137 GROSS ACRES: 32.9
CITY: Anna, Texas NET ACRES: 31.1
JOB NUMBER: 2347295 LOT WIDTH: 20's, 50's, 60's
IMPROVEMENTSE. PAVING
Item Description Quantity unit Unit Price Total Cost
6-Inch Thick Reinforced Concrete Street Pavement 23,189 SY 50.00 1,159,461
6-Inch Thick Lime Treated Subgrade 25,040 SY 4.00 100,160
Hydrated Lime (41 Ib/sy) 510 TN 350.00 178,500
4" Thick Developer Sidewalk (5' Wide)
Barrier Free Ramps
2,229
44
SY
EA
75.00
2,600,00
167,163
114,400
Concrete Header 2 EA 1,000.00 2,000
Type III Barricade 2 EA 1,200.00 2,400
Stop Sign (Not Including Pole) 16 EA 350.00 5,600
Street Sign Name Blades (Not Including Pole)
Poles
36
18
EA
EA
600.00
500.00
21,600
9,000
Temporary Turn Around 1 LS 36,740.00 36,740
Street Light 21 EA 2,000.00 42,000
Mobilization and Bonds 2.0% EA 1,839,024.44 36,780
Materials Testing 3.5% Percent 1,839,024.44 64,366
Inspection Fees 4.0% Percent 1,839,024.44 73,561
Subtotal - Paving Improvements $ 2,013,732
Cost Per Lot: $ 10,885
F. RETAINING
Item Description
WALLS
Quantity Unit Unit Price Total Cost
2' Retaining Wall
3' Retaining Wall
173 LF 55.00 9,515
20,300290LF70.00
4' Retaining Wall 297 LF 110.00 32,670
5' Retaining Wall 103 LF 140.00 14,420
6' Retaining Wall 256 LF 200.00 51,200
8' Retaining Wall 602 LF 300.00 180,600
10' Retaining Wall 526 LF 440.00 231,440
12' Retaining Wall 286 LF 635.00 181,610
14' Retaining Wall 116 LF 700.00 81,200
Mobilization and Bonds 1.5% Percent 802,955.00 12,044
Subtotal - Retaining Walls $ 814,999
Cost Per Lot: $ 4,405
Z:\1 - Projects\0015 - Anna ETJ Community\01- Zoning (2347295)\3.0 Civil\3.2 Planning\3.2.1 OPC\241004 - OPC\
10/25/2024 241025 - Anna 137 OPC.xlsx
Exhibit E.1
G. MISCELLANEOUS
Item Description Quantity Unit Unit Price Total Cost
Municipal Fees (Preliminary+ Final Plat Fees) 1 LS 4,700.00 4,700
Landscape and Amenities 1 LS
Mailboxes (Installation and Permitting) 185 EA 280.00 51,800
Tree Planting (Fee in -lieu -of Planting)
Parkland Dedication (Fee in -lieu -of Dedication) 185 EA 1,500.00
Electric Service Installation 185 EA 500.00 92,500
Gas Service Installation 185 EA 500.00 92,500
Subtotal - Miscellaneous Onsite 241,500
Cost Per Lot: $ 1,305
SUMMARY
A. EARTHWORK IMPROVEMENTS
B. WATER IMPROVEMENTS
1,754,033
974,708
C. SANITARYSEWER IMPROVEMENTS 1,088,895
D. STORM SEWER IMPROVEMENTS 389,384
E. PAVING IMPROVEMENTS 2,013,732
F. RETAINING WALLS
G. MISCELLANEOUS ONSITE
814,999
241,500
Subtotal - Onsite Earthwork, WS&D, Paving and Walls 7,277,250
cost Per Lot: S 39,33b
Z:\1- Projects\0015 - Anna ETJ Community\01- Zoning (2347295)\3.0 Civil\3.2 Planning\3.2.1 OPC\241004 - OPC\
10/25/2024 241025 - Anna 137 OPC.xlsx
Exhibit E.1
ION OF PROBABLE COST - PHASE 2
PROJECT: Anna 137
CITY: Anna, Texas
JOB NUMBER: 2347295
LOTS: 138
GROSS ACRES: 37A
NET ACRES: 34.9
LOT WIDTH: 50's, 60's
A. EARTHWORK IMPROVEMENTS
Item Description Quantity Unit Unit Price Total Cost
Site Preparation & Clearing 35
Excavation, unclassified 170,000
AC
CY
1,800.00
3.00
62,820
510,000
Rough Lot Grading 138 EA 250.00 34,500
Final Lot Grading 138 EA 250.00 34,500
Moisture Conditioning (7-ft) 138 EA 2,900.00 400,200
10 Mil Poly Pads 138 EA 525.00 72,450
Process and Place Utility Spoils
Temporary Sedimentation Basin
8,280
1
CY
EA
4.00
20,000,00
33,120
20,000
SWPPP 138 EA 750.00 103,500
Mobilization 1 LS 25,000.00 25,000
Materials Testing 3.5% Percent 1,167,590.00 40,866
Subtotal - Earthwork Improvements $ 1,336,956
Cost Per Lot: $ 9,688
IMPROVEMENTSB. WATER
Item Description Quantity Unit Unit Price Total Cost
8-Inch PVC C900 Water Pipe, Complete in Place (including Fittings,
Pipe Restraints, Thrust Blocking, Bedding and Backfill)
6,508 LF 56.00 364,437
Fire Hydrant Assembly, Complete in Place (includes service line and 6"
Gate Valve)
15 EA 7,500.00 112,500
1-Inch Water Service, with Meter Box 138 EA 1,250.00 172,500
8-Inch Gate Valve and Box, Complete in Place 24 EA 2,500.00 60,000
8" Plug 2 EA 2,000.00 4,000
Hydrostatic Testing and Chlorination 6,508 LF 2.25 14,643
Trench Safety 6,508 LF 1.00 6,508
Connect to Existing Water 2 EA 4,000.00 8,000
Mobilization and Bonds 2.0% Percent 742,587.15 14,852
Materials Testing 3.5% Percent 742,587.15 25,991
Inspection Fees 4.0% Percent 742,587.15 29,703
Subtotal - Water Improvements $ 813,133
Cost Per Lot: $ 5,892
Z:\1- Projects\0015 - Anna ETJ Community\01 - Zoning (2347295)\3.0 Civil\3.2 Planning\3.2.1 OPC\241004 - OPC\
10/25/2024 241025 - Anna 137 OPC.xlsx
Exhibit E.1
OPINION OF PROBABLE COST - PHASE 2 LOTS: 138
PROJECT: Anna 137 GROSS ACRES: 37.4
CITY: Anna, Texas NET ACRES: 34.9
JOB NUMBER: 2347295 LOT WIDTH: 50's, 60's
C. SANITARY SEWER IMPROVEMENTS
Item Description Quantity Unit Unit Price Total Cost
8-Inch SDR-35 PVC Pipe (All Depths)
8-Inch SDR-26 PVC Pipe (All Depths)
5,416 LF 60.00 324,960
610 LF 70.00 42,700
4-Foot Diameter Manhole 22 EA 7,000.00 154,000
5-Foot Diameter Manhole w/ Drop Connection 1 EA 13,000,00 13,000
4-Inch Sanitary Sewer Service, Complete in Place
4" Cleanout
138
1
EA
EA
1,500.00
2,000.00
207,000
2,000
Connect to Existing Sewer Main 2 EA 2,500.00 5,000
Cement Stabilized Sand 160 LF 70.00 11,200
Extra Depth on 4-Foot Diameter Manhole (> 6') 66 VF 400.00 26,400
Extra Depth on 5-Foot Diameter Manhole (> 6') 17 VF 550.00 9,350
Manhole Vacuum Testing
Post -CCTV Inspection
23
6,026
EA
LF
16S.00
2.25
3,795
13,559
Trench Safety 6,026 LF 1.00 6,026
Mobilization and Bonds 2.0% Percent 818,989.50 16,380
Materials Testing
Inspection Fees
3.5%
4.0%
Percent
Percent
818,989.50
818,989.50
28,665
32,760
Subtotal - Sanitary Sewer Improvements $ 896,794
Cost Per Lot: $ 6,499
Z:\1- Projects\0015 - Anna ETJ Community\01- Zoning (2347295)\3.0 Civil\3.2 Planning\3.2.1 OPC\241004 - OPC\
10/25/2024 241025 - Anna 137 OPC.xlsx
Exhibit E.1
D. STORM SEWER IMPROVEMENTS
item Description Quantity Unit Unit Price Total Cost
21-Inch Reinforced Concrete Pipe (RCP), C76, Class III, All Depths,
Complete in Place
24-Inch Reinforced Concrete Pipe (RCP), C76, Class III, All Depths,
Complete in Place
988
300
LF
LF
75.00
90.00
74,100
27,000
30-Inch Reinforced Concrete Pipe (RCP), C76, Class III, All Depths,
Complete in Place
944 LF 115.00 108,503
5-Foot By 3-Foot Single Cell Reinforced Concrete Box, Including
Bedding with Cement Stabilized Sand, All Depths, Complete in Place
72 LF 400.00 28,800
5-Foot By 4-Foot Single Cell Reinforced Concrete Box, Including
Bedding with Cement Stabilized Sand, All Depths, Complete in Place
69 LF 450.00 31,050 $
4'x4' Junction Box 5 EA 5,000.00 25,000
21" RCP Concrete Headwall 1 EA 3,000.00 3,000
30" RCP Concrete Headwall 4 EA 4,250.00 17,000
5'x3' RCB Concrete Headwall 2 EA 8,500.00 17,000
5'x4' RCB Concrete Headwall 2 EA 10,500.00 21,000
12" Type "A" Rip Rap 675 SY 100.00 67,500
Standard 10' Curb inlet 19 EA 5,000.00 95,000
Standard 15' Curb inlet 1 EA 7,500.00 7,500
Trench Safety 2,373 LF 1.00 2,373
Post -CCTV Inspection 2,373 LF 1.00 2,373
Mobilization and Bonds 2.0% Percent 527,197.50 10,544
Materials Testing
Inspection Fees
3.5% Percent 527,197.50 18,452
4.0% Percent 527,197.50 21,088
Subtotal - Storm Sewer Improvements $ 577,281
Cost Per Lot: $ 4,183
Z:\1 - Projects\0015 - Anna ETJ Community\01- Zoning (2347295)\3.0 Civil\3.2 Planning\3.2.1 OPC\241004 - OPC\
10/25/2024 241025 - Anna 137 OPC.xlsx
Exhibit E.1
ION OF PROBABLE COST - PHASE 2
JECT: Anna 137
Anna, Texas
NUMBER: 2347295
LOTS: 13
GROSS ACRES: 37.
NET ACRES: 34.
LOT WIDTH: 50's, 60'
E. PAVING IMPROVEMENTS
Item Description Quantity Unit Unit Price Total Cost
6-Inch Thick Reinforced Concrete Street Pavement
6-Inch Thick Lime Treated Subgrade
22,514 SY 50.00 1,125,706
24,320 SY 4.00 97,280
Hydrated Lime (41 Ib/sy) 500 TN 350.00 175,000
4" Thick Developer Sidewalk (5' Wide)
Barrier Free Ramps
814
23
SY
EA
75.00
2,600.00
61,071
59,800
Concrete Header 2 EA 1,000.00 2,000
Type III Barricade 2 EA 1,200.00 2,400
Stop Sign (Not Including Pole) 10 EA 350.00 3,500
Street Sign Name Blades (Not Including Pole) 24 EA 600.00 14,400
Poles
Connect to Existing Pavement
12
2
EA
EA
500.00
2,000.00
6,000
4,000
Street Light 16 EA 2,000.00 32,000
Mobilization and Bonds 2.0% EA 1,583,156.39 31,663
Materials Testing 3.5% Percent 1,583,156.39 5 55,410
Inspection Fees 4.0% Percent 1,583,156.39 63,326
Subtotal - Paving Improvements $ 1,733,556
Cost Per Lot: $ 12,562
F. RETAINING
Item Description
WALLS
Quantity Unit Unit Price Total Cost
2' Retaining Wall
3' Retaining Wall
472 LF 55.00 25,960
638 LF 70.00 44,660
4' Retaining Wall 737 LF 110.00 81,070
5' Retaining Wall 701 LF 140.00 98,140
6' Retaining Wall 568 LF 200.00 113,600
8' Retaining Wall 1,145 LF 300.00 343,500
10' Retaining Wall 581 LF 440.00 255,640
12' Retaining Wall 115 LF 635.00 73,025
14' Retaining Wall 197 LF 700.00 137,900
16' Retaining Wall 59 LF 820.00 48,380
Mobilization and Bonds 1.5% Percent 1,221,875.00 I $ 18,328
Subtotal - Retaining Walls $ 1,240,203
Cost Per Lot: $ 8,987
Z:\1 - Projects\0015 - Anna ETJ Community\01- Zoning (2347295)\3.0 Civil\3.2 Planning\3.2.1 OPC\241004 - OPC\
10/25/2024 241025 - Anna 137 OPC.xlsx
Exhibit E.1
ION OF PROBABLE COST - PHASE 2
PROJECT: Anna 137
CITY: Anna, Texas
JOB NUMBER: 2347295
LOTS: 138
GROSS ACRES: 37.4
NET ACRES:
LOT WIDTH:
34.9
50's, 60's
G. MISCELLANEOUS ONSITE
Item Description Quantity Unit Unit Price Total Cost
Municipal Fees (Preliminary + Final Plat Fees) 1 LS 3,760,00 3,760
Landscape and Amenities 1 LS
Mailboxes (Installation and Permitting) 138 EA 280.00 38,640
Tree Planting (Fee in -lieu -of Planting)
Parkland Dedication (Fee in -lieu -of Dedication) 138 EA 1,500.00
Electric Service Installation 138 EA 500.00 69,000
69,000GasServiceInstallation138EA500.00
Subtotal - Miscellaneous Onsite $ 180,400
Cost Per Lot: $ 1,307
SUMMARY
A. EARTHWORK IMPROVEMENTS 1,336,956
B. WATER IMPROVEMENTS 913,133
C. SANITARYSEWER IMPROVEMENTS 896,794
D. STORM SEWER IMPROVEMENTS 577,281
E. PAVING IMPROVEMENTS 1,733,556
F. RETAINING WALLS 1,240,203
G. MISCELLANEOUS ONSITE 180,400
Subtotal - Onsite Earthwork, WS&D, Paving and Walls 6,778,323
Cost Per Lot: $ 49,118
Z:\1- Projects\0015 - Anna ETJ Community\01- Zoning (2347295)\3.0 Civil\3.2 Planning\3.2.1 OPC\241004 - OPC\
10/25/2024 241025 - Anna 137 OPC.xlsx
Exhib=E.1
OPINION OF PROBABLE COST - OFFSITE ROAD LOTS: N/A
PROJECT: Anna137 GROSS ACRES: _ N/A
CITY: Anna, Texas NET ACRES: N/A
JOB NUMBER: 2347295 LOT WIDTH: N/A
MAJORH. PAVING IMPROVEMENTS
Item Description Quantity Unit Unit Price Total Cost
6-Inch Thick Reinforced Concrete Street Pavement 5,871 SY 50.00 $ 293,528
6-Inch Thick Lime Treated Subgrade 6,340 SY 4.00 25,360
Hydrated Lime (41 Ib/sy) 130 TN 350.00 45,500
4" Thick Developer Sidewalk (S' Wide) 2,958 SY 75.00 221,870
Barrier Free Ramps 4 EA 2,600.00 10,400
Stop Sign (Not Including Pole) 2 EA 350.00 700
Street Sign Name Blades (Not Including Pole) 4 EA 600.00 2,400
Pales 2 EA 500.00 1,000
Connect to Existing Pavement 2 EA 2,000.00 4,000
Mobilization and Bonds 2.0% EA 600,758.03 12,015
Materials Testing
Inspection Fees
3.5% Percent 600,758.03 21,027
4.0% Percent 600,758.03 24,030
Subtotal - Offsite Road Improvements $ 661,830
I. MAJOR WATER IMPROVEMENTS
Item Description Quantity Unit Unit Price Total Cost
8-Inch PVC C900 Water Pipe, Complete in Place (including Fittings, Pipe
Restraints, Thrust Blocking, Bedding and Backfill)
1,512 LF
EA
56.00
7,500.00
84,676
37,500FireHydrantAssembly, Complete in Place (includes service line and 6"
Gate Valve)
5-7
8-Inch Gate Valve and Box, Complete in Place 5 EA 2,500.00 12,500
Hydrostatic Testing and Chlorination
Trench Safety
1,512 LF 2.25 3,402
1,512 LF 1.00 1,512
Connect to Existing Water 2 EA 4,000.00 8,000
Mobilization and Bonds
Materials Testing
2.0%
3.5%
Percent
Percent
147,590.74
147,590.74
2,952
5,166
Inspection Fees 4.0% Percent 147,590.74 5,904
Subtotal - Offsite Road Improvements 161,612
MAJORJ. •O
Item Description Quantity Unit Unit Price Total Cost
8-Inch SDR-3S PVC Pipe (All Depths)
4-Foot Diameter Manhole
1,469 LF 60.00 88,117
5 EA 7,000.00 35,000
Connect to Existing Manhole (EX FL =+/- 595.7) 1 EA 3,000.00 3,000
Cement Stabilized Sand
Manhole Vacuum Testing
20 LF 70.00 1,400
5 EA 165.00 825
Post -CCTV Inspection 1,469 LF 2.25 3,304
Trench Safety 1,469 LF 1.00 1,469
Mobilization and Bonds
Materials Testing
Inspection Fees
2.0%
3.5%
Percent
Percent
133,114.58
133,114.58
2,662
4,659
4ZA Percent 133,114.58 5,325
Subtotal - Offsite Road Improvements $ 145,760
Z:\1 - Projects\0015 - Anna ETJ Community\01- Zoning (2347295)\3.0 Civil\3.2 Planning\3.2.1 OPC\241004 - OPC\
10/25/2024 241025 -Anna 137 OPC.xlsx
OPINION OF PROBABLE COST - OFFSITE ROAD
Exhibit E.1
LOTS: N/A
PROJECT: Anna 137 GROSS ACRES: N/A
CITY: Anna, Texas NET ACRES: N/A
JOB NUMBER: 2347295
K. O. STORM IMPROVEMENTS
Item Description Quantity Unit
LOT WIDTH:
Unit Price
N/A
Total cost
21-Inch Reinforced Concrete Pipe (RCP), C76, Class III, All Depths,
Complete in Place
289 LF I- 75.00 21,705
7-Foot By 4-Foot Single Cell Reinforced Concrete Box, Including
Bedding with Cement Stabilized Sand, All Depths, Complete in Place
84 LFr 620.00 52,080
9-Foot By 5-Foot Single Cell Reinforced Concrete Box, Including
Bedding with Cement Stabilized Sand, All Depths, Complete in Place
95 LF 900.00 85,500
9'x5' RCB Concrete Headwall 2 EA 20,000.00 40,000
7'x4' RCB Concrete Headwall 2 EA 11,500.00 23,000
21" Concrete Headwall 2 EA 3,000.00 6,000
12" Type "A" Rip Rap
Standard 10' Curb inlet
450
4
SY
EA
100.00
5,000.00
45,000
20,000
Trench Safety 468 LF 1.00 468
Post -CCTV Inspection 468 LF 1.00 468
Mobilization and Bonds 2.0% EA 294,221.80 5,884
Materials Testing 3.5% Percent 294,221.80 10,298
Inspection Fees 4.0% Percent 1 $ 294,221.80 11,769
Subtotal - Offsite Road Improvements 322,173
SUMMARY
H. MAJOR PAVING IMPROVEMENTS
1. OFFSITE WATER IMPROVEMENTS
661,830
161,612
J. OFFSITE SEWER IMPROVEMENTS 145,760
X OFFSIDESTORM IMPROVEMENTS 322,173
Subtotal - Offsite Road Improvements 1,291,375
Z:\1- Projects\0015 - Anna ET1 Community\01- Zoning (2347295)\3.0 Civil\3.2 Planning\3.2.1 OPC\241004 - OPC\
10/25/2024 241025 - Anna 137 OPC.xlsx
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Exhibit F
HOME BUYER DISCLOSURE PROGRAM
The Administrator (as defined in the Service and Assessment Plan) for the
Crystal Park Public Improvement District (the "PID") shall facilitate notice to
prospective homebuyers in accordance with the following notices.
Administrator shall monitor the enforcement of the following minimum
requirements:
1. Require builders to include notice of the PID in accordance with
Section 5.014 of the Texas Property Code.
2. Require signage indicating that the property for sale is located
in a special assessment district and require that such signage
be located in conspicuous places in all model homes.
3. Prepare and provide to builders an overview of the PID for those
builders to include in each sales packets.
4. Notify builders who estimate monthly ownership costs of the
requirement that they must disclose Assessments separately
with estimated property taxes.
5. Notify Settlement Companies through the builders that they are
required to include Assessments on HUD 1 forms and include
separately with total estimated taxes for the purpose of setting
up tax escrows.
6. Include notice of the PID in the homeowner association
documents inconspicuous bold font.
7. The City will include announcements of the PID on the City's web site.
8. The disclosure program shall be monitored by the homebuilders
and the Administrator.
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ARTIST'S CONCEPTUAL RENDERING FOR ILLUSTRATION PURPOSE ONLY.
Note:
Although these plans are
detailed, the elements of each
exhibit are subject to change
during subsequent development
phases.
Trinity Creek
Exhibit L
Owner PreParer
Elim Capital Group KMT Architects
Ethan Wang - ethan@elimcg.com Prepared on
01.27.2025
ARTIST'S CONCEPTUAL RENDERING FOR ILLUSTRATION PURPOSE ONLY.
Note:
Although these plans are
detailed, the elements of each
exhibit are subject to change
during subsequent development
phases.
Trinity Creek
Exhibit L
Owner Preparer
Elim Capital Group KMT Architects
Ethan Wang - ethan@elimcg.com Prepared on
01.27.2025
ARTIST'S CONCEPTUAL RENDERING FOR ILLUSTRATION PURPOSE ONLY.
Note:
Although these plans are
detailed, the elements of each
exhibit are subject to change
during subsequent development
phases.
Trinity Creek
Exhibit L
Owner Preparer
Elim Capital Group KMT Architects
Ethan Wang - ethan@elimcg.com Prepared on
01.27.2025
ARTIST'S CONCEPTUAL RENDERING FOR ILLUSTRATION PURPOSE ONLY.
Note:
Although these plans are
detailed, the elements of each
exhibit are subject to change
during subsequent development
phases.
Trinity Creek
Exhibit L
Owner Preparer
Elim Capital Group KMT Architects
Ethan Wang - ethan@elimcg.com Prepared on
01.27.2025
ARTIST'S CONCEPTUAL RENDERING FOR ILLUSTRATION PURPOSE ONLY.
Note:
Although these plans are
detailed, the elements of each
exhibit are subject to change
during subsequent development
phases.
Trinity Creek
Exhibit L
Owner
Elim Capital Group
Ethan Wang - ethan@elimcg.com
Preparer
KMT Architects
Prepared on
01.27.2025
ARTIST'S CONCEPTUAL RENDERING FOR ILLUSTRATION PURPOSE ONLY.
Note:
Although these plans are
detailed, the elements of each
exhibit are subject to change
during subsequent development
phases.
Trinity Creek
Exhibit L
Owner Preparer
Elim Capital Group KMT Architects
Ethan Wang - ethan@elimcg.com Prepared on
01.27.2025
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City of Anna, Texas For illustration purposes only
Trinity Creek Public Improvement District
PROJECT DEBT CAPACITY SUMMARY- RESIDENTIAL
PID BONDS
SOURCES OF FUNDS
Estimated Par Amount of Bonds $ 12,427,000
Total Sources of Funds $ 12,427,000
USES OF FUNDS
Project Fund (Bond Proceeds PID Projects) 10,047,799
Capitalized Interest Fund(')
Debt Service Reserve Fund (
2) 945,115
Financing Costs & Deposits to Admin Fund(
3)
1,434,087
Total Uses of Funds 12,427,000
Expected Value -to -Lien per Parcel at Bond Issuance (
4)
2.32x
Assumed Bond Interest Rate(5) 6.35%
Average Annual Installment as Tax Rate Equivalent 0.7596
Term of Bonds 30 years
Number of Benefited Units 327
PID Assessment per Benefited Unit 38,003
Project Funds per Benefited Unit 30,727
City PID Fee per SF Unit 3,400)
Net Project Funds per Benefited Unit 27,327
Notes:
1) Assumes no use of capitalized interest, subject to change. Use of Cap -I reduces project funds
generated through bond proceeds.
2) Assumes to be the max annual debt service payment.
3) For illustration and discussion purposes only; subject to change.
4) Assumes no appraisal discounts for illustration purposes only; subject to change.
5) For illustration purposes only; subject to change at any time.
Hilltop Securities Inc. Page 2 of 4 8/7/2025
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City of Anna, Texas For illustration purposes only
Trinity Creek Public Improvement District
PID BONDS DEBT CAPACITY- RESIDENTIAL
PID Bonds Total Levy
Additional as
Bond Interest Administrative TOTAL Tax Rate
Year Principal Interest() Levy (
2)
Levy (
3)
LEVY Equivalent
1 156,000 789,115 62,135 90,000 1,097,250 0.7597
2 165,000 779,209 61,355 91,800 1,097,364 0.7597
3 174,000 768,731 60,530 93,636 1,096,897 0.7594
4 184,000 757,682 59,660 95,509 1,096,851 0.7594
5 195,000 745,998 58,740 97,419 1,097,157 0.7596
6 206,000 733,616 57,765 99,367 1,096,748 0.7593
7 219,000 720,535 56,735 101,355 1,097,624 0.7599
8 232,000 706,628 55,640 103,382 1,097,650 0.7599
9 245,000 691,896 54,480 105,449 1,096,825 0.7594
10 260,000 676,339 53,255 107,558 1,097,152 0.7596
11 276,000 659,829 51,955 109,710 1,097,493 0.7598
12 292,000 642,303 50,575 111,904 1,096,781 0.7593
13 310,000 623,761 49,115 114,142 1,097,017 0.7595
14 329,000 604,076 47,565 116,425 1,097,065 0.7595
15 349,000 583,184 45,920 118,753 1,096,857 0.7594
16 371,000 561,023 44,175 121,128 1,097,326 0.7597
17 394,000 537,464 42,320 123,551 1,097,335 0.7597
18 418,000 512,445 40,350 126,022 1,096,817 0.7594
19 445,000 485,902 38,260 128,542 1,097,704 0.7600
20 472,000 457,645 36,035 131,113 1,096,792 0.7593
21 502,000 427,673 33,675 133,735 1,097,083 0.7595
22 534,000 395,796 31,165 136,410 1,097,370 0.7597
23 568,000 361,887 28,495 139,138 1,097,520 0.7598
24 604,000 325,819 25,655 141,921 1,097,394 0.7598
25 642,000 287,465 22,635 144,759 1,096,859 0.7594
26 683,000 246,698 19,425 147,655 1,096,777 0.7593
27 727,000 203,327 16,010 150,608 1,096,945 0.7594
28 774,000 157,163 12,375 153,620 1,097,157 0.7596
29 824,000 108,014 8,505 156,692 1,097,211 0.7596
30 877,000 55,690 4,385 159,826 1,096,901 0.7594
12,427,000 15,606,903 1,228,890 3,651,127 32,913,920
1) Assumes an interest rate of 6.35% for discussion purposes only, subject to change.
2) Calculated at 0.5% of outstanding bonds.
3) For illustration purposes only, subject to change after input from PID Administrator.
Assumes PID administrative expenses for two PID improvement areas.
Hilltop Securities Inc. Page 4 of 4 8/7/2025
Exhibit N
Form of Written Request to Levy Assessments
The undersigned is an agent for Anna Group, LLC ("Developer") and, pursuant to the
Trinity Creek Development Agreement between the Developer and the City of Anna, Texas (the
City"), dated as of , 2025 (the "Agreement"), Developer hereby requests that the City
levy Assessments in the maximum principal amount of $ upon [the Major
Improvement Area/Improvement Area #_] (the "Improvement Area") to pay (i) the Public
Improvement Project Costs attributable to said Improvement Area, (ii) to pay the costs of issuance
of the associated series of PID Bonds, (iii) and to pay the costs of capitalized interest attributable
to said series of PID Bonds, if any. Developer further requests that the City initiate the issuance
of PID Bonds secured by said Assessments levied upon the Improvement Area.
Unless otherwise defined, any capitalized terms used herein shall have the meanings
ascribed to them in the Agreement. In connection with the above request, Developer
acknowledges, agrees, represents and warrants to the City as follows:
1) Developer has obtained the Independent Appraisal attached hereto as Attachment I (the
Appraisal").
2) The maximum "overlapping tax rate" on the Improvement Area when taking into account
the proposed Assessments, current ad valorem tax rates for all taxing entities within the PID, and
based upon the attached Appraisal do not exceed the Maximum Total Overlapping Tax Rate.
3) [The value to lien ratio for the proposed Assessments is not less than 2:1, based upon the
attached Appraisal] OR [Based upon the recommendation of the City's financial advisor, the
Developer understands and agrees that (a) the Indenture governing the issuance of the requested
PID Bonds shall contain a provision requiring a holdback of PID Bond Proceeds in the amount of
the difference between the value to lien ratio at the time of issuance of said PID Bonds (based on
the attached Appraisal) and 2:1 until the value to lien ratio is at 2:1, as calculated based on the
number of completed homes at the Estimated Buildout Value for homes in the Improvement Area
as shown in the Service and Assessment Plan or (b) the City may issue a subordinate series of PID
Bonds in a principal amount equal to the amount of the difference between the value to lien ratio
at the time of issuance of the requested PID Bonds (based on the attached Appraisal).] The
appraised value of the portion of the PID Property in the Improvement Area to the par amount of
PID Bonds being requested with respect to such Improvement Area shall be confirmed by an
Independent Appraisal at the time such PID Bonds are issued unless such requirement is waived
by the City its sole discretion..
4) If the applicable portion of Public Improvements has not already been constructed and to
the extent PID Bond Proceeds are insufficient to fund such Public Improvement Project Cost, the
City may require the Developer to, at time of closing the PID Bonds, provide evidence of (a)
available funds to the Developer or any corporate parent of the Developer and made available to
the Developer, (b) evidence of financial security from a Lender (as defined herein) of loan funds
available under a loan, letter of credit or other credit facility extended to the Developer or any
From: Janet Smith <
Sent: Tuesday, August 12, 2025 2:59 PM
To: Pete Cain <pcain@ann_,i _ ,,s _:: >; Kevin Toten <ktoten@annatexas.; ' >; Stan Carver
verLbjannatexas.gov>; Kelly Herndon <khernJon@annatexas.gov>; Elden Baker
baker@annatexas.go:>; Manny Singh <msinQh@annatexas.gov>; nbryan@annat, -
Cc: Janet Smith >; Betty Sharp < >; Lauren Mecke
lmecke@annatexas.gov>; Marc Marchand <mmarchand@annatexas. >
Subject: [EXTERNAL]: Council Agenda Tuesday August 12, 2025
ail originat ganization. Wnot click cs or ope Es unless7zehesenderandknowthecontentissafe. If you are still unsure, please report this email via the
hNotify button. -
ITEM 7g. on the Agenda. Consider/Discuss/Action on a Resolution regarding the Trinity Creek Pre -
Annexation Development Agreement (PADA)
I strongly oppose the Concept Pan presented in the Trinity Creek Pre -Annexation Devlopment
Agreement.
We know we are maxed out on Multi -family homes in the city and ETJ of Anna. But here we are looking
at more Multifamily homes in the Trinity Pre Annexation Development Agreement. Can we not expect
new, innovative ideas instead of the same old thing? Where are the forward thinking
Developers. Melissa seems to find them as does Plano, and Celina. We get multiple requests for large
lots and preserviation of the open space and country atmosphere but all we seem to do is approve high
density development. This Development is located on a highly travelled road (FM 455) that buts up
against a major curve over Hurricane Creek.,,,,a traffic nightmare.
Please deny the Trinity Development Agreement that includes this Concept Plan.
Sincerely,
Janet Smith
10468 County Rd 288
Anna, Tx 75409
Cell:
Email:
My major access/exit Road is FM 455