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HomeMy WebLinkAboutRes 2017-11-384 Pecan Grove Ph 2 Roadway Impact Fee AgreementCITY OF ANNA, TEXAS RESOLUTION NO., -20"1--1 / -314 A RESOLUTION OF THE CITY OF ANNA, TEXAS APPROVING A ROADWAY IMPACT FEE CREDIT AGREEMENT WITH PECAN GROVE PHASE II, LTD; FOSTER CROSSING, LTD; ATC NO. 9/SHRP COMMERCIAL, LTD. (COLLECTIVELY, "OWNER") FOR PECAN GROVE, PHASES 2-4. WHEREAS, Pecan Grove Phase II, Ltd; Foster Crossing, Ltd; and ATC No. 9/Shrp Commercial, Ltd. own and desire to develop a parcel of property composed of approximately 144.206 -acres of land located entirely within the corporate limits of the City of Anna, Texas (the "City"); and, WHEREAS, the Owner has agreed to construct certain roadway facilities in connection with development of the property; and, WHEREAS, the Owner has requested roadway impact fee credits for the construction of said roadway facilities; 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 of Roadway Impact Fee Credit Agreement The City Council hereby approves the Roadway Impact Fee Credit Agreement for Pecan Grove, Phases 2-4, attached hereto as Exhibit 1 and ratifies and approves the City Manager's execution of the same. The City Manager is hereby authorized to execute all documents and to take all other actions necessary to finalize, act under, and enforce the Agreement. PASSED AND APPROVED by the City Council of the City of Anna, Texas, on this 28th day of November 2017. ATTEST: _ APPROVED: I / G+ �` Carrie L. Smith, City Secretary ``ti�.•'• •• Mayor, Nate Pike .•, * `N3 ROADWAY IMPACT FEE CREDIT AGREEMENT FOR PECAN GROVE PHASE 2-4 WEST FOSTER CROSSING ROAD. This Impact Fee Credit Agreement (this "Agreement") is entered into between the City of Anna, Texas (the "City") and Pecan Grove Phase II, LTD; Foster Crossing, LTD; ATC No. 9/Shrp Commercial, LTD, ("Owner"). WHEREAS, Owner and the City are sometimes collectively referenced in this Agreement as the "Parties," or, each individually, as "Party"; and WHEREAS, it is the Parties' mutual intent that this Agreement shall govern only the subject matter specifically set forth herein and that this Agreement, and shall supersede any previous agreement between the Parties only to the extent that any such agreements directly conflict with the terms of this Agreement; and WHEREAS, Owner owns and desires to develop a parcel or parcels of real property (the "Property") in Collin County, Texas, which is composed of approximately 144.206 acres of land located entirely within the corporate limits of the City of Anna and is more particularly and separately or jointly described in the attached Exhibit A; and, NOW, THEREFORE, in consideration of the mutual covenants contained herein, the Parties agree as follows: SECTION 1 RECITALS INCORPORATED The recitals set forth above are incorporated herein as if set forth in full to further describe the Parties' intent under this Agreement and said recitals constitute representations by Owner and the City. SECTION 2 DEFINITIONS City Code means the Anna City Code of Ordinances. 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 with respect to this Agreement if the designation is in writing and signed by the current or acting City Manager. City Regulations mean City Code provisions, ordinances, design standards, uniform codes, and other policies duly adopted by the City. Development means the new development on the Property that is the subject of this Agreement. Estimated Construction Cost, with respect to the engineering, design, and construction of the Roadway Project, means $715,215. IMPACT FEE CREDIT AGREEMENT Final Construction Cost, with respect to the Roadway Project, means the dollar amount actually paid for the engineering, design, and construction of the Roadway Project at the time of full and final completion, dedication and acceptance the Roadway Project. City inspection fees shall not be included in the Final Construction Cost. Final Credit Amount, with respect to the Roadway Project, means a dollar amount equal to the Estimated Construction Cost or the Final Construction Cost, whichever is less. Roadway Improvements means right of way preparation, paving excavation, construction of concrete paving, storm drainage, curbs, signage, roadway transitions, turn lanes, pavement markings, sidewalks, irrigation, landscaping, lighting and any other improvements necessary for a complete roadway system, of the portion of Foster Crossing Road that is the subject of this Agreement. Roadway Proiect means the construction of Foster Crossing Road Roadway Improvements generally described as an 8" thick, 3,600 PSI, 24' -wide concrete street section from station 0+00 to station 22+40.00 a distance of approximately 2,240' as further described and depicted in Exhibit B, attached hereto, and in accordance with construction plan approved by the City. SECTION 3 GENERAL PROVISIONS. (a) Documentation of Actual Amount Paid. Once Owner fully completes the Roadway Project, and before the City has accepted such Roadway Project after inspection, Owner shall provide the City Manager with documentation reasonably acceptable to the City Manager evidencing the Final Construction Cost. (b) Maintenance Bond. For each construction contract for any part of the Roadway Project, Owner or Owner's contractor further must execute a Maintenance Bond in accordance with applicable City Regulations that guarantee the costs of any repairs which may become necessary to any part of the construction work performed in connection with the Roadway Project, arising from defective workmanship or materials used therein, for a full period of two (2) years from the date of final acceptance of the Roadway Project constructed under such contract. (c) 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 Owner pursuant to this Agreement or pursuant to City Regulations shall not constitute or be deemed to be a release of the responsibility and liability of Owner, his engineer, 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 Owner's engineer, his officers, agents, servants or employees, it being the intent of the parties that approval by the City's engineer signifies the City's approval on only the general design concept of the improvements to be constructed. Pecan Gove Phases 2-4 Roadway Impact Fee Credit Agreement (d) Insurance. Owner or its contractor(s) shall acquire and maintain, during the period of time when any of the Roadway Project are under construction (and until the full and final completion of the Roadway Project 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 property damage of not less than $1,000,000.00. Such insurance shall also cover any and all claims which might arise out of the Roadway Project construction contracts, whether by Owner, a contractor, subcontractor, materialman, or otherwise. Coverage must be on an "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 Improvement construction contracts, Owner 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 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. (e) Indemnification and Hold Harmless. OWNER COVENANTS AND AGREES TO INDEMNIFY AND DOES HEREBY INDEMNIFY HOLD HARMLESS AND DEFEND THE CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR SUITS FOR PROPERTY DAMAGE OR LOSS AND/OR PERSONAL INJURY, INCLUDING, WITHOUT LIMITATION, DEATH TO ANY AND ALL PERSONS OF WHATSOEVER KIND OR CHARACTER, WHETHER REAL OR ASSERTED (INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEYS FEES AND RELATED EXPENSES, EXPERT WITNESS FEES AND RELATED EXPENSES AND OTHER CONSULTANT FEES AND RELATED EXPENSES) ARISING OUT OF OR IN CONNECTION WITH, DIRECTLY OR INDIRECTLY, THE NEGLIGENT OR OTHERWISE WRONGFUL ACTS OR OMISSIONS OF OWNER, ITS AGENTS, SERVANTS, CONTRACTORS, SUBCONTRACTORS, MATERIAL MEN OR EMPLOYEES IN CONNECTION WITH THE DESIGN, CONSTRUCTION OR INSTALLATION OF THE ROADWAY PROJECT INCLUDING BUT NOT LIMITED TO INJURY OR DAMAGE TO CITY PROPERTY. SUCH INDEMNITY SHALL SURVIVE THE TERM OF THIS AGREEMENT. AT NO TIME SHALL THE CITY HAVE ANY CONTROL OVER OR CHARGE OF THE OWNER'S DESIGN, CONSTRUCTION OR INSTALLATION OF ANY OF THE ROADWAY PROJECT THAT ARE THE SUBJECT OF THIS AGREEMENT, NOR THE MEANS, METHODS, TECHNIQUES, SEQUENCES OR PROCEDURES UTILIZED FOR SAID DESIGN, CONSTRUCTION OR INSTALLATION. THIS AGREEMENT DOES NOT CREATE A JOINT ENTERPRISE BETWEEN THE CITY AND OWNER. OWNER FURTHER COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS, AND DEFEND THE CITY AGAINST ANY AND ALL CLAIMS OR SUITS, BY ANY PERSON CLAIMING AN INTEREST IN THE PROPERTY WHO HAS NOT SIGNED THIS Pecan Gove Phases 2-4 Roadway Impact Fee Credit Agreement AGREEMENT AND WHICH CLAIMS: (1) ARISE IN ANY WAY FROM THE CITY'S RELIANCE UPON OWNER'S REPRESENTATIONS IN THIS AGREEMENT; (2) RELATE IN ANY MANNER OR ARISE IN CONNECTION WITH THIS AGREEMENT OR IN CONNECTION WITH DEVELOPMENT OF THE PROPERTY; OR (3) ARISE IN ANY WAY FROM THE CITY'S APPROVAL OF ANY TYPE OF DEVELOPMENT APPLICATION OR SUBMISSION WITH RESPECT TO THE PROPERTY. NOTWITHSTANDING THIS PROVISION OR ANY OTHER PROVISION OF THIS AGREEMENT, OWNER SHALL NOT BE OBLIGATED TO INDEMNIFY, DEFEND, OR HOLD THE CITY HARMLESS FOR THE CITY'S OWN NEGLIGENCE OR GROSS NEGLIGENCE. SECTION 4 ROADWAY PROJECT (a) Owner Obligations. Owner shall construct the Roadway Project depicted on the attached Exhibit B, and all required Roadway Improvements appurtenant to the Roadway Project. (b) City Obligations (1) The Final Credit Amount shall be a credit against Roadway impact fees otherwise due to the City from Development of the Property. The Roadway impact fee credit for the construction of the Roadway Project shall be redeemed at the time of issuance of building permits, and such redemption shall apply to the full amount of the Roadway impact fees that would otherwise be collected until the Roadway impact fee credit authorized by this Agreement has been exhausted. (2) Notwithstanding Section 4(b)(1) above, the Roadway impact fee credit for construction of the Roadway Project shall not exceed the total amount of Roadway impact fees due from Development of the Property. (3) Notwithstanding Section 4(b)(1) above, the impact fee credit authorized by this Agreement shall expire on September 30 in the tenth year following the date the Roadway Project is complete and formally accepted by the City. (4) The City shall have the right to collect Roadway impact fees due from the Development of the Property after the credit authorized by this Agreement has been exhausted or after the credit expires, whichever occurs first. SECTION 5 EFFECTIVE DATE The Effective Date of this Agreement is the date that the last of the Parties' signatures to this Agreement is fully and properly affixed to this Agreement and acknowledged by a public notary. The City's duties and obligations hereunder shall not arise unless and until the City Manager and the Owner have duly executed this Agreement. Pecan Gove Phases 2-4 Roadway Impact Fee Credit Agreement SECTION 6 TERMINATION This Agreement and all obligations of the Parties hereto, shall terminate upon full performance of the terms of this Agreement. SECTION 7 SUCCESSORS AND ASSIGNS (a) All obligations and covenants of Owner under this Agreement shall constitute covenants running with the land, and shall bind Owner and each successive Owner of all of any portion of the Property. (b) This Agreement shall not be assignable by Owner without the prior written consent of the City. SECTION 8 MISCELLANEOUS PROVISIONS (a) Authority to execute contract. The undersigned officers and/or agents of the parties hereto are the properly authorized officials and have the necessary authority to execute this Agreement on behalf of the parties hereto, and each party hereby certifies to the other that any necessary resolutions or other act extending such authority have been duly passed and are now in full force and effect. (b) Notice. All notices, demands or other communications required or provided hereunder shall be in writing and shall be deemed to have been given on the earlier to occur of actual receipt or three (3) days after the same are given by hand delivery or deposited in the United States mail, certified or registered, postage prepaid, return receipt requested, addressed to the parties at the addresses set forth below or at such other addresses as such parties may designate by written notice to the other parties in accordance with this notice provision. If to the City: City of Anna Attn: City Manager P.O. Box 776 111 N. Powell Parkway Anna, TX 75409 If to Owner: Pecan Grove Phase II, LTD Attn: Adam J. Buczek Development Partner 8214 Westchester Drive, Suite 710 Dallas, TX 75225 (c) 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 City and Owner expressly amending the terms of this Agreement. Pecan Gove Phases 2-4 Roadway Impact Fee Credit Agreement (d) Applicable Law and Venue. This Agreement shall be performable and all compensation payable in Collin County, Texas. Venue and exclusive jurisdiction under this Agreement lies in a court of competent jurisdiction in Collin County, Texas. (e) Severability. If any clause, paragraph, section or portion of this Agreement shall be found to be illegal, unlawful, unconstitutional or void for any reason, the balance of the Agreement shall remain in full force and effect and the unlawful provision shall be replaced with a provision as similar in terms and effect to such unlawful provision as may be valid, legal and enforceable. (f) Representation. Each signatory representing this Agreement has been read by the party for which this Agreement is executed and that such Party has had an opportunity to confer with its counsel. (g) Consideration. This Agreement is executed by the Parties hereto without coercion or duress and for substantial consideration, the sufficiency of which is hereby acknowledged. (h) Waiver. Waiver by either Party or any breach of this Agreement, or the failure of either Party to enforce any of the provisions of this Agreement, at any time, shall not in any way affect, limit or waive such Party's right thereafter to enforce and compel strict compliance of the Agreement. (i) Miscellaneous Drafting Provisions. This Agreement was drafted equally by the Parties hereto. The language of all parts of this Agreement shall be construed as a whole according to its fair meaning, and any presumption or principle that the language herein is to be construed against any Party shall not apply. Headings in this Agreement are for the convenience of the Parties and are not intended to be used in construing this document. (j) No Other Beneficiaries. This Agreement is for the sole and exclusive benefit of the City, Owner and Payee and is not intended to and shall not confer any rights or benefits on any third party not a signatory hereto. (k) Binding Effect. This Agreement shall bind and inure to the benefit of the City and Owner and to any successor Owner/Owner of the Property, may be recorded in the Collin County property records, and runs with the land. (1) Counterparts. This Agreement may be executed in a number of identical counterparts, each of which shall be deemed an original for all purposes. (m) No Waiver of Development Ordinances. No waiver of any provision of this Agreement will be deemed to constitute a waiver of any other provision or any other agreement between the Parties. No waiver of any provision of this Agreement will be deemed to constitute a continuing waiver unless expressly provided for by written amendment to this Agreement; nor will the waiver of any default under this Agreement be deemed a waiver of any subsequent defaults of the same type. Nothing herein shall waive any obligations of Owner under applicable City Regulations. Pecan Gove Phases 2-4 Roadway Impact Fee Credit Agreement [SIGNATURES PAGES FOLLOW, REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK] Pecan Gove Phases 2-4 Roadway Impact Fee Credit Agreement 1071M� Pecan Grove Phase II LTD, a Texas Limited Partnership By: Name: Title: Adam J. Buczek, Director IN WITNESS WHEREOF: STATE OF TEXAS § COUNTY OF Collin § Before me, the undersigned notary public, on the day of 2017, personally appeared , known to me (or proved to me) to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same in his capacity as of Notary Public, State of Texas Pecan Gove Phases 2-4 Roadway Impact Fee Credit Agreement Owner: Foster Crossing, LTD, a Texas Limited Partnership By: Name: Adam J. Buczek, Title: Director IN WITNESS WHEREOF: STATE OF TEXAS § COUNTY OF Collin § Before me, the undersigned notary public, on the day of 12017, personally appeared , known to me (or proved to me) to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same in his capacity as of Notary Public, State of Texas Pecan Gove Phases 2-4 Roadway Impact Fee Credit Agreement 57ll, ,Illi ATC No. 9/Shrp. Commercial, LTD, a Texas Limited Partnership By: Name: Title: Adam J. Buczek, Director IN WITNESS WHEREOF: STATE OF TEXAS § COUNTY OF Collin § Before me, the undersigned notary public, on the day of 12017, personally appeared , known to me (or proved to me) to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same in his capacity as of Notary Public, State of Texas Pecan Gove Phases 2-4 Roadway Impact Fee Credit Agreement CITY OF ANNA AS Philip Sanders, City Manager IN WITNESS WHEREOF: STATE OF TEXAS § COUNTY OF COLLIN § Before me, the undersigned notary public, on the day of 12017, personally appeared Philip Sanders, known to me (or proved to me) to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same in his capacity as City Manager of the City of Anna, Texas. 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Name and title of the person with authority to execute the Impact Fee Credit Agreement on behalf of the Developer/Owner: �o�vt ftr nol 0 -,- >�� <—�p� 3. Name of Development: IOF.J ,�'� �� — g 4.5-'- -�� Attach as "Exhibit A" a legal description of the property or new development for which the impact fee credit would be applicable. SNr '%/7'fe1' b Pi'ti FzNt. PtLr(e-s ll - 7- o:- pv-c'- .l e" go W- (7No- "Pk -) 4'�< FY"" -V7- �4 ' . 4. Capital Improvement facilities for which impact fee credits are claimed: L t5+ �ro t �k�6&L44 ( (.ou. ZIDJ 561-1) Attach as "Exhibit B" schematic d sign or construe ion plans of the Capital Improvement facilities for which impact fee credits are claimed. 5. Estimated Construction Cost, with respect to the engineering, design, and construction of the of the Capital Improvement facilities for which impact fee credits are claimed. A Attach as "Exhibit C" an opinion of probable cost prepared by a Texas Professional Engineer of the Capital Improvement facilities that will be constructed and for which impact fee credits are claimed. City inspection fees, and contingency estimates shall NOT be included in the opinion of probable cost. 3'i : Pec4 1 6 R'>W Amyc -zr eiP i—lk Aor,, 4 —7:?4 �srjz�rJS�y, � 3 %T• �. j r`� fir, F3 'i: lr-..-ter Signature of A cant Date JlrtV}rt Bu,(2t-k- :��R�c7v►�— 1:i,57aW i34': tis% C g„ i.✓� yP 4 �� . Tn 4 s . � .� /* �06�! - /f D.3-r'i �T_ $JtZ81cr NRfZ %�rL �I� .ore /✓d . /SII�%� CG I Mj���/ `'�'/ ` ��! �i� �b': ] p�✓f�+ ��Y� Ab. 919110 4)1--YCWC n V Al'Alrgnrr _ A ,i'.. 9v���k �zEc,�rL A► IMPACT FEE CREDIT APPLICATION