HomeMy WebLinkAboutRes 2020-06-741 Anna 51 Joint Venture Dev AgreeCITY OF ANNA, TEXAS
RESOLUTION NO. `CZ - - x%41
A RESOLUTION OF THE CITY OF ANNA, TEXAS APPROVING A DEVELOPMENT
AGREEMENT WITH ANNA 51 JOINT VENTURE, A TEXAS LIMITED PARTNERSHIP
AND D&J INVESTMENT PROPERTIES LLC RELATING TO DEVELOPMENT AND
DESIGN REGULATIONS FOR MUTI-USE DEVELOPMENT LOCATED ON THE
SOUTH SIDE OF WEST WHITE STREET, 1,293± FEET WEST OF OAK HOLLOW
LANE.
WHEREAS, Anna 51 Joint Venture, a Texas Limited Partnership and D&J Investment
Properties LLC are the Property Owners of real estate located on the south side of West
White Street (Farm to Market Road 455), 1,293± feet west of Oak Hollow Lane; and
WHEREAS, Property Owners desire to rezone the subject property to amend the existing
planned development standards associated with commercial and residential uses; and
WHEREAS, Property Owners have agreed to development and design regulations should
the City approve to amend the existing zoning to the property;
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
The City Council hereby approves the Development Agreement with Anna 51 Joint
Venture, a Texas Limited Partnership and D&J Investment Properties LLC, 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 take all other actions
necessary
to finalize, act under and enforce the Agreement.
PASSED by the City Council of the City of Anna, Texas, on this 23rd day of June 2020.
ATTESTED:
Carrie L. Land, City Secretary
APPROVED:
0 wool/
'Nata
'TP
Pike, Mayor
EX
EXHIBIT "1"
DEVELOPMENT AGREEMENT
This Development Agreement (this "Agreement") is entered effective as of June 23, 2020
("Effective Date") between and among the City of Anna, Texas ("City") and Anna 51 Joint Venture,
a Texas Limited Partnership and D&J Investment Properties LLC (collectively, "Property Owners")
as follows:
RECITALS
WHEREAS, the Property Owners are the sole owner of 65.0± acres of real property described
and described in Exhibit A and depicted in Exhibit B (the "Property"); and,
WHEREAS, the Property Owners have applied to rezone the Property in order to amend existing
planned development standards; and,
WHEREAS, the City's Planning &Zoning Commission and City Council have given the requisite
notices by publication and otherwise and have scheduled public hearings with respect to the
rezoning of the Property as required by law; and,
WHEREAS, in the case of the Property potentially being rezoned, the City and Property Owners
desire to enter into a development agreement to establish development and design regulations to
ensure the use of high quality, durable materials along the West White Street (FM 455) corridor to
create well designed and attractive architecture and is complementary to adjacent residential
properties; and,
WHEREAS, it is the Parties' mutual intent that this Agreement shall govern only the subject matter
specifically set forth herein and shall supersede City Regulations only to the extent that any such
City Regulations directly conflict with the terms of this Agreement; and,
NOW, THEREFORE, in consideration of the above recitals and the mutual consideration as
reflected in the covenants, duties and obligations contained herein, the sufficiency of which is
hereby acknowledged, the Parties hereto agree as follows, effective as of the Effective Date:
SECTION 1. RECITALS INCORPORATED.
DEVELOPMENT AGREEMENT
PAGE 1
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 Property
Owners and the City.
SECTION 2. DEVELOPMENT STANDARDS /BUILDING MATERIALS.
With respect to all structures/development within the Planned Development -Restricted Business
District/Multiple-family — High Density/Single-Family Residential District (PD-C-VMF-2/SF-60)
Zoning District, Property Owners agree to comply or to cause the builders to comply and any other
successors or assigns to comply with this Agreement and all City Regulations and with the
masonry material requirements and all other requirements of the Anna City Code of Ordinances,
Article 9.04 Zoning Ordinance, Section 9.04.034 Supplementary District Regulations, Subsection
(e) Architectural Design Standards and with the following standards (in the event of any conflict,
the following listed standards shall govern).
Nonresidential Buildings
A. The exterior walls (excluding doors, door frames, windows, and window frames) shall use
only stone, brick, and/or split face concrete masonry units in the construction of the exterior
facade that are visible to the public. The use of other high-quality materials for building trim,
architectural decoration, and other design elements shall not be precluded; however, they
are subject to approval by the zoning administrator and should contribute to the overall
design concept.
B. At least 60% of exterior fagades not visible to the public (excluding doors, door frames,
windows, and window frames) are required to be brick or rock veneer.
C. Where the function of an individual business, or the recognized identity of a brand dictates
a specific style, image, or building material associated with that company, the masonry
provision may be modified; however, the development shall maintain harmony in terms of
overall project design and appearance, and such design shall be subject to approval by tha
City Council after recommendation from the Planning & Zoning Commission.
Multiple -Family Residence Buildings
A. All multi -family buildings and structures shall have at least eighty percent (80%), for the
first three stories of the total exterior walls above grade level, excluding doors and
windows, and recessed balcony areas (should be allowed as plane break), constructed
DEVELOPMENT AGREEMENT
PAGE 2
of masonry (brick/rock veneer) materials with no more than (209/o) consisting of
cementitious siding (Hardie products) or stucco materials. For any fourth story, seventy
percent (70%) shall be constructed of masonry (brick/rock veneer) with no more than
(20%) consisting of cementitious siding (Hardie products) or stucco materials.
B. Roofing materials of a structure may only consist of architectural asphalt shingles
(including laminated dimensional shingles), clay and concrete tile, metal shingles, mineral -
surfaced row roofing or standing seam metal, slate and slate -type shingles, or an
equivalent or better product as compared with said materials. Should architectural shingles
be used as roofing material, said shingles shall be accompanied with a minimum 25 -year
warranty. Under no circumstance shall three -tab shingles be used as roofing material.
C. Accessory buildings shall use similar building and roofing materials as those used
on the primary buildings.
D. With the exception of patios, fencing is not permitted in front of any building facing a public
street. Patio fencing is restricted to wrought iron, tubular steel, or tubular aluminum with
a maximum height of 4 feet (48 inches).
E. Two or more distinct building models shall be designed for projects with more than four
primary buildings.
F. A covered entry area shall be designed at the main entry to each building.
G. A minimum of 75% of all units must have one of the following design features: a true
balcony, stoop, or patio to create outdoor living space.
building fagade may exceed a length of 75 feet without a break in the facade
of a
minimum depth of two (2) feet for a minimum length of ten (10) feet.
Four architectural design features are required on facades facing public streets, parking
and common areas. Acceptable architectural design features may include but are not
limited to:
1) Articulation of building fagade
2) Extensions to the building through bay or box windows, and other similar features
projecting out from the fagade
3) A horizontal change in building materials between stories of a building
4) Variation in building materials between vertical intervals
DEVELOPMENT AGREEMENT
PAGE 3
5) Variations in window placement
6) Architectural features such as shutters, awnings, dormers, chimneys, decorative
moldings or ornamental details
7) Roof height, pitch, ridgelines and materials shall be varied to create visual interest
and avoid repetition.
Single -Family Residence Buildings
A. Except as noted below, the exterior walls (excluding windows and doors) on the first -
floor front elevation of any structure shall be 90 percent masonry and on the second -
floor front elevation shall be 80 percent masonry. The total cumulative surface area of
the remaining exterior walls (excluding windows and doors) shall be 80% masonry.
B. Second floor Dutch gable roof elements are not required to be masonry if set back at
least 3 feet from the first -floor front elevation vertical plane.
C. The masonry standards that apply to the front elevation of a structure as described in
subsection (A) above shall also apply to any exterior walls on a structure that are: (i)
adjacent to and face a public street or right-of-way; or (ii) visible from and located
immediately adjacent to a public park, reserved open space or neighborhood common
area, or an undeveloped flood hazard or drainage area that is also adjacent to a public
street.
D. Roofing materials of a structure may only consist of architectural asphalt shingles
(including laminated dimensional shingles), clay and concrete tile, metal shingles,
mineral -surfaced row roofing, standing seam metal, slate and slate -type shingles, or an
equivalent or better product as compared with said materials. Should architectural
shingles be used as roofing material, said shingles shall be accompanied with a
minimum 25 -year warranty. Under no circumstance shall three -tab shingles be used as
roofing material.
Hike and Bike Trail Easement
A. Within or within proximity to the 100 -year Drainage and Floodway Easement a 10 -foot
wide hike and bike trail and easement shall be constructed and dedicated to the City.
The hike and bike trail shall connect from West White Street (FM 455) to the City of Anna
property, Oak Hollow Estates, Phase 6A, Block F, Lot 1X as depicted in Exhibit C.
Developer shall receive Park Development Fee credit towards all costs associated with
the actual construction of the 10' hike and bike trail.
DEVELOPMENT AGREEMENT
PAGE 4
Anna property, Oak Hollow Estates, Phase 6A, Block F, Lot 1 X as depicted in Exhibit C.
Developer shall receive Park Development Fee credit towards all costs associated with
the actual construction of the 10' hike and bike trail.
SECTION 3. NOTICES.
Any and all notices required to be given by either of the parties hereto must be in writing and will
be deemed delivered upon personal service, if hand -delivered, or when mailed in the United
States mail, certified, return receipt requested, addressed as follows:
To City: City Manager
City of Anna
111 North Powell Parkway
PO Box 776
Anna, Texas 75409
To Property Owner: Anna 51 Joint Venture
2705 Clublake Trail
McKinney, Texas 75072
Attn: Don W. Collins, Manager
To Property Owner: D&J Investment Properties, LLC
18708 Mapietree Lane
Dallas, Texas 75252
Attn: Dochul Park
SECTION 4. MODIFICATIONS OR TERMINATION.
This Agreement may only be modified and/or terminated as follows: (a) by mutual agreement of
the Property Owners and City; and/or (b) unilaterally by City upon default of the Property
Owners. Notwithstanding the foregoing or any other provision of this Agreement, this Agreement
shall terminate and be null and void if the City does not approve on or before the 23rd day of
June, 2020 the rezoning of the Property to be zoned as Planned Development -Restricted
Business District/Multiple-family — High Density/Single-Family Residential District (PD-C-1/MF-
2/SF-60) Zoning District, as set forth in Section 9.04.029 of the Anna City Code of Ordinances.
The parties acknowledge and agree that the rezoning of the Property is a legislative act and that
this Agreement does not bind: (1) the Planning & Zoning Commission to take any particular
action on a request for zoning or rezoning; or (2) the City Council to approve any proposed
zoning or rezoning of the Property.
DEVELOPMENT AGREEMENT
PAGE 5
SECTION 5. DEFAULT.
If Property Owners, its heirs, successors, or assigns, subsequent owners of the Property or anV
other person acquiring an interest in the Property, fails to fully comply with all the terms and
conditions included in this Agreement, City will have the following non-exclusive and cumulative
remedies.
A. Withholding of utilities and/or withholding or revocation of permits and other approvals required
for development and use of the Property including without limitation building permits and
certificates of occupancy.
B. The defaulting Property Owners, or their respective heirs, successors or assigns, subsequent
owners of the Property or any other person acquiring an interest in the Property (collectively, the
"Defaulting Developer Parties") shall be jointly and severally liable to pay to the City the sum of
$2,000 for each failure to fully comply with the development standards set forth in Section 2 of this
Agreement. The Defaulting Developer Parties shall be liable to pay the City said $2,000 sum per
day for each day that such failure to comply occurs. The sums of money to be paid for such
failures) is not to be considered as a penalty, but shall be deemed, taken and treated as
reasonable liquidated damages that accrue per day that such a failure shall exist or occur. The
said amounts are fixed and agreed upon by the parties because of the impracticability and extreme
difficulty of fixing and ascertaining the actual damages the City in such event would sustain; and
said amounts are agreed to be the amounts of damages which the City would sustain.
Notwithstanding the foregoing, none of the Defaulting Developer Parties shall be liable to pay the
liquidated damages that accrue under this paragraph unless there is a breach of any material term
or condition of this Agreement and such breach remains uncured after thirty (30) calendar days
following receipt of written notice from the City provided in accordance with this Agreement
describing said breach in reasonable detail (or, if the cure of the breach has diligently and
continuously been undertaken but reasonably requires more than thirty (30) calendar days to cure,
then such additional amount of time as is reasonably necessary to effect the cure, as determined
by both Parties mutually and in good faith but in no event shall such additional period exceed 120
days in total unless agreed to in writing by the parties to this Agreement). In the event of a breach
that is not timely cured in accordance with this paragraph, the sum of liquidated damages shall be
calculated to include each and every day of the occurrence of the breach beginning on the date
that the City first provided written notice of such breach under this paragraph and the City shall
not be required to provide any subsequent written notice as to subsequent dates or times during
which such breach is repeated or continues to occur.
DEVELOPMENT AGREEMENT
PAGE 6
C. In the event of a default, the City will additionally have any and all remedies available to it at
equity or in law.
SECTION On BINDING ON SUCCESSORS, AGREEMENT RUNS WITH THE LAND.
This Agreement will be binding upon and inure to the benefit of the parties' respective successors,
assigns and personal representatives. This Agreement will run with the land and be binding on
all subsequent Developers and owners of the Property.
SECTION 7. INDEMNIFICATION AND HOLD HARMLESS.
THE DEVELOPER AND ALL OWNERS OF THE PROPERTY INCLUDING THEIR RESPECTIVE
SUCCESSORS AND ASSIGNS (THE "INDEMNIFYING PARTIES") HEREBY COVENANT AND
AGREE TO RELEASE DEFEND HOLD HARMLESS AND INDEMNIFY THE CITY AND ITS
OFFICERS AGENTS SERVANTS AND EMPLOYEES FROM AND AGAINST ALL THIRD -
PARTY CLAIMS SUITS JUDGMENTS DAMAGES AND DEMANDS (TOGETHER, "CLAIMS")
AGAINST THE CITY 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 THE INDEMNIFYING
PARTIES INCLUDING THE NEGLIGENCE
OR OTHER WRONGFUL CONDUCT OF ANY
OF THEIR RESPECTIVE _EMPLOYEES,
CONTRACTORS SUBCONTRACTORS MATERIAL MEN, AND AGENTS IN CONNECTION
WITH THE DESIGN OR CONSTRUCTION
OF ANY PUBLIC INFRASTRUCTURE,
STRUCTURES OR OTHER FACILITIES OR IMPROVEMENTS THAT ARE REQUIRED OR
CONCURRENT NEGLIGENCE SUBJECT TO THE TERMS OF THIS SECTION. THE
INDEMNIFYING PARTIES SHALL NOTHOWEVER BE REQUIRED TO INDEMNIFY THE CITY
PERMITTED UNDER THIS AGREEMENT AND/OR CITY
REGULATIONS AND/OR ANY
APPLICABLE DEVELOPMENT STANDARDS AND/OR
ANY OTHER GOVERNING
REGULATIONS; AND IT IS EXPRESSLY UNDERSTOOD
THAT SUCH CLAIMS SHALL,
EXCEPT AS MODIFIED BELOW INCLUDE CLAIMS EVEN IF
CAUSED BY THE CITY'S OWN
AGAINST CLAIMS CAUSED BY THE CITY'S SOLE NEGLIGENCE. IF THE CITY INCURS
CLAIMS THAT ARE CAUSED BY THE CONCURRENT NEGLIGENCE OF ANY OF THE
INDEMNIFYING PARTIES AND THE CITY THE INDEMNIFYING PARTIES' INDEMNITY
OBLIGATION WILL BE LIMITED TO A FRACTION OF THE TOTAL CLAIMS EQUIVALENT TO
THE INDEMNIFYING PARTIES' OWN PERCENTAGE OF RESPONSIBILITY, THE
INDEMNIFYING PARTIES FURTHER COVENANT AND AGREE TO RELEASE, DEFEND,
HOLD HARMLESS AND INDEMNIFY THE CITY AGAINST ANY AND ALL CLAIMS BY ANY
PERSON CLAIMING AN OWNERSHIP INTEREST IN THE PROPERTY WHO HAS NOT
DEVELOPMENT AGREEMENT
PAGE 7
SIGNED THIS AGREEMENT IF SUCH CLAIMS RELATE IN ANY MANNER OR ARISE IN
CONNECTION WITH: U THE CITY'S RELIANCE UPON ANY OF THE INDEMNIFYING
PARTIES' 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. At no
time shall the City have any control over or charge of the design, construction or installation of any
of the improvements to the Property or related work or undertakings, nor the means, methods,
techniques, sequences or procedures utilized for the design, construction or installation related to
same. This Agreement does not create a joint enterprise or venture between the City and any of
the Indemnified Parties. This section will survive the termination of this Agreement.
SECTION 8. REQUIREMENT FOR RECORDATION.
Property Owners will record this Agreement, including all of its exhibits, promptly after its formal
adoption by the City Council, and immediately provide a recorded copy to the City.
SECTION 9. ENTIRE AGREEMENT.
This Agreement is the entire agreement of the parties regarding the subject matter hereto.
SECTION 10. RECITALS AND EXHIBITS.
The recitals herein and exhibits attached hereto are hereby incorporated by reference.
SECTION 11. AUTHORITY.
Property Owners represents and warrants to the City that the Property Owners are the sole owners
of the Property and that this Agreement is binding and enforceable as relates to the Developer
and the Property. Property Owners represents and warrants to City that the persons signing this
Agreement have the authority to sign the Agreement on behalf of Property Owners.
SECTION 12. INVALID PROVISIONS.
If any provision of this Agreement is held not valid, such provision will be deemed to be excised
therefrom and the invalidity thereof will not affect any of the other provisions contained herein.
SECTION 13. EFFECTIVE DATE.
This Agreement will be effective upon the Effective Date first stated herein.
DEVELOPMENT AGREEMENT
PAGE 8
CITY OF LINA
Jim F�roce� City Manager
IN VWT�IESS WHEREOF:
STATE OF TEXAS
COUNTY OF COLLIN
Before me, the undersigned notary public, on the day of L CEJ 2020,
appeared Jim Proce, 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.
Notary Public, State of Texas
Anna 51 Joint Venture, a Texas Limited Partnership
By: Collins C�mm�rcial Real
By:
tins; its President
IN WITNESS WHEREOF
STATE OF TEXAS
COUNTY OF COLLIN
Before me, the undersigned notary public, on the �,� day of /L2_, 2020,
appeared Don Collins known to me (or proved to me) to be the person whQ.4 name is subscribed
DEVELOPMENT AGREEMENT
PAGE 9
to the foregoing instrument, and acknowledged to me that he/she executed the same in his/her
capacit )as President of Collins Commercial Realty Inc in its capacity as general partner of Anna
l 51 Joi Ventu e, a Te Cimi ed Partnership. ,,,,,,
r Bt
Notary Public, State of Texas '' oft0?`
D&J Investment Properties LLC, a Texas limited liability company
By:
Dochul Park, its Manager
IN WITNESS WHEREOF:
STATE OF TEXAS
RACHUEL K BREWER
Notary Public
STATE OF TEXAS
Notary ID # 1141786.1
ay Comm EV. Aught 11, 2022
COUNTY OF COLLIN
Before me, the undersigned notary public, on the 2 day of 7: Un e� , 20205
appeared Dochul Park, known to me (or proved to me) to be the person whose name is subscribed
to the foregoing instrument, anehacknowl edged to me that he executed the same in his capacity
asManagel of`p&J Invest`mp t; -Properties LLC a Texas limited liability company.
�o.�ppY PUgGc PAUL POTHEN
NOTARY PUBLIC
* * STATE OF TEXAS
MY OOMM, tXP 03/25/2021
i re 0v wN NO --AMY Ifs 10004.04
DEVELOPMENT AGREEMENT
PAGE 10