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HomeMy WebLinkAboutRes 2020-11-813 SIA for Anna Ranch and Gehan HomesCITY OF ANNA, TEXAS RESOLUTION NO. 2020- LmJJ3 A RESOLUTION OF THE CITY OF ANNA, TEXAS APPROVING AND AUTHORIZING THE CITY MANAGER TO EXECUTE A SUBDIVISION IMPROVEMENT AGREEMENT FOR ANNA RANCH PHASE I BY AND BETWEEN THE CITY OF ANNA, TEXAS AND GEHAN HOMES I, LTD. FOR THE CONSTRUCTION OF LEONARD AVENUE AS SHOWN IN EXHIBIT "A" ATTACHED HERETO, AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, Leonard Avenue is shown in the City of Anna Master Thoroughfare Plan and the City's CIP as a Capital Roadway Project, and; WHEREAS, Gehan Homes I, Inc. intends to construct a segment of Leonard Avenue adjacent to their development known as Anna Ranch Phase I, and; WHEREAS, in accordance with Chapter 395, the Parties desire to set forth their respective rights and obligations regarding the reimbursement of roadway impact fees assessed and collected from residential lots in Phase 1 of Anna Ranch; and; 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. Authorization. The City Council hereby authorizes the City Manager to execute the subdivision improvement agreement as shown in Exhibit attached hereto. PASSED AND APPROVED by the City Council of the City of Anna, Texas, on this 06ay of November, 2020. ATTEST:11 Carrie Land, City Secretary APPROVED: Pike, Mayor EXHIBIT "A" ROADWAY IMPACT FEE REIMBURSEMENT AGREEMENT FOR ANNA RANCH This Roadway Impact Fee Reimbursement Agreement for Anna Ranch (this "Agreement") is entered into by and between the City of Anna, Texas (the "City") and Gehan Homes I, Inc., a Texas Corporation (the "Developer"). WHEREAS, Developer and the City are sometimes collectively referenced in this Agreement as the "Parties," or, each individually, as "Party'; and WHEREAS, Developer represents and warrants that it owns and desires to develop certain real property in Collin County, Texas, composed of approximately 68.004 acres of land located entirely within the corporate limits of the City of Anna, more particularly described in the attached Exhibit A (the "Property"); and WHEREAS, Developer intends to develop the Property as a residential subdivision with 257 residential lots comprising Phase 1 of the development to be commonly known as Anna Ranch; and WHEREAS, Developer is willing under the terms of this Agreement to construct a segment of a public street known or to be known as Leonard Ave and said street segment is included on the City's capital improvement plan for public street infrastructure within the City's Roadway Service Area 2; and WHEREAS, in accordance with Chapter 395, the Parties desire to set forth their respective rights and obligations regarding the reimbursement of roadway impact fees assessed and collected from residential lots in Phase I of Anna Ranch; 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 the Parties. SECTION 2 DEFINITIONS City Acceptance Date has the meaning ascribed to that term in Section 3(a). City Code means the Anna City Code of Ordinances. Ci!y 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, applicable zoning, design standards, and uniform codes, duly adopted by the City. Roadway Impact Fee Reimbursement Agreement for Anna Ranch -Page 1 Collected Roadway Impact Fees shall have the meaning ascribed to that term in Section 4(b)(1). Commence Construction shall have the meaning that the City has approved the engineering plans, held a pre -construction meeting with the Developer and its contractor, and Developer's contractor has mobilized equipment to construct the Roadway Project. Final Reimbursement Amount with respect to the Roadway Project, means a dollar amount equal to the lesser of $633,545.86 or the amount of the Roadway Construction Costs. Maintenance Bond has the meaning ascribed to that term in Section 3(b). ?rope?ropedy means Phase I of the real property known as Anna Ranch as shown in Exhibit A. Reimbursement has the meaning ascribed to that term in Section 4(b)(1). Roadwav Construction Cost, with respect to the Roadway Project, means: the dollar amount actually paid by or on behalf of Developer for the engineering, design, and construction of the Roadway Project at the time of full and final completion, dedication and acceptance of the Roadway Project, which shall generally include but not be limited to the items listed in the cost breakdown attached hereto as Exhibit B and any cost increases due to change orders approved by signature of the City Manager or his/her designee. City inspection fees shall not be included in the Roadway Construction Cost. Roadway Project means the construction of street segment of Leonard Avenue and all associated appurtenances including two lanes of a future 4-lane divided roadway, drainage improvements, and street connections as generally depicted in Exhibit C, attached hereto, and in accordance with construction plan(s) approved by the City. SECTION 3 GENERAL PROVISIONS (a) Documentation of Actual Amount Paid. Once Developer fully completes the Roadway Project, and before the City has accepted the Roadway Project after inspection, Developer shall provide the City Manager with documentation reasonably acceptable to the City Manager evidencing the Roadway Construction Cost. The City Manager shall review the documentation provided and shall approve or deny the Roadway Construction Cost within fifteen (15) business days of receipt thereof (which approvals shall not be unreasonably withheld) or a longer period of time if the City Manager reasonably requests additional evidence of the Roadway Construction Cost. Upon approval of the Roadway Construction Cost, the City shall issue a written acceptance letter to Developer, which shall signify final acceptance by the City of the Roadway Project (the date of such acceptance shall be referred to as the "City Acceptance Date"). (b) Maintenance Bond. For each construction contract for any part of the Roadway Project entered into by or on behalf of Developer, Developer or Developer's contractor(s), as applicable, further must execute a 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 connection with the Roadway Project, arising from defective workmanship or materials used therein, for a full period of two (2) years from the City Acceptance Date ("Maintenance Bond"), Roadway Impact Fee Reimbursement Agreement f'or Anoa Ranch -Page 2 (c) Approval of Plats/Plans: Zoning. 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 City Regulations shall not constitute or be deemed to be a release of the responsibility and liability of Developer, its 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 Developer's engineer, its officers, agents, servants or employees, it being the intent of the Parties that approval by the City's engineer or other representative signifies the City's approval on only the general design concept of the improvements to be constructed and that the design plans and specifications meet the requirements of the City Regulations. City of Anna, Texas Ordinance No 323-2007 (Anna Ranch PD Zoning - 737.3 acre tract) (the "Zoning Ordinance") is incorporated herein by reference as if set forth in full and every provision, term, requirement, standard, prohibition and condition of the Zoning Ordinance is contractually enforceable under this Agreement. (d) Insurance. Developer and/or its contractors) shall acquire and maintain, during the period of time when the Roadway Project is under construction: (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 of any nature whatsoever which might arise or grow out of or otherwise relate to the Roadway Project and any related construction contracts, whether caused by Developer, a contractor, subcontractor, materialman, or otherwise. Coverage must be on a "per occurrence" basis. All such insurance shall: (i) be issued by a carrier which is rated "A4" 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, 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 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. Roadway impact Fee Reimbursement Agreement for Anna Ranch -Page 3 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 DESIGN, CONSTRUCTION OR INSTALLATION OF ANY OF THE ROADWAY PROJECT 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 DEVELOPER, DEVELOPER FURTHER COVENANTS AND AGREES ANY MANNER OR ARISE IN CONNECTION WITH THIS AGREEMENT OR IN AGREEMENT. NOTWITHSTANDING THIS PROVISION OR ANY OTHER PROVISION OF THIS AGREEMENT, DEVELOPER SHALL NOT BE OBLIGATED TO INDEMNIFY, DEFEND, OR HOLD THE CITY HARMLESS FOR THE CITY'S OWN NEGLIGENCE, GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. SECTION 4 ROADWAY PROJECT (a) Developer Obligations. As a condition to receipt of the impact fee reimbursement set forth herein, Developer agrees to complete the Roadway Project in a good and workmanlike manner and in accordance with all related construction plans and permits approved by the City and any other authorities having any jurisdiction over the Roadway Project. Developer shall commence construction of the Roadway Project in accordance with the definition in Section 2 "Commence Construction" on or before January 1, 2022 Developer shall complete construction of the Roadway Project, including performing all necessary construction to allow for inspection and acceptance of the Roadway Project by the City, on or before January 1, 2023. (b) City Obligations. (I) In accordance with City Regulations and state law, the City shall collect roadway impact fees from the Property described in Exhibit A at the time of issuance of building permits ("Collected Roadway Impact Fees") and place such Collected Roadway Impact Fees in a separate and clearly identifiable interest -bearing account. The City shall reimburse Developer up to the Final Reimbursement Amount in the aggregate on a quarterly basis (the "Reimbursement"). The City shall provide the Reimbursement to Developer until the Final Reimbursement Amount has been paid in full or the Collected Roadway Impact Fees have been fully reimbursed to Developer, whichever occurs first. The Collected Roadway Impact Fees shall be the sole source of reimbursement or funding that the City is obligated to provide to Developer in connection with the Roadway Project even if the total amount of the Collected Roadway Impact Fees is less than the Final Reimbursement Amount. Roadway Impact Fee Reimbursement Agreement for Anna Ranch -Page 4 (2) Notwithstanding Section 4(b)(1) above, the Reimbursement authorized by this Agreement and any and all of the City's other obligations under this Agreement shall expire on September 30 in the tenth year after the City Acceptance Date, 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 all Parties have duly executed this 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 under this Agreement shall bind Developer and its successors and assigns. (b) Except for future owners of all or a portion of the Property, this Agreement shall not be assignable by Developer 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) Default and opportunity lo'cute. A Party will be in default under this Agreement if that Party breaches any material term or condition of this Agreement and such breach remains uncured after forty-five (45) calendar days following receipt of written notice from the other Party referencing this Agreement (or, if the Party in breach has diligently and continuously attempted to cure following receipt of such written notice but reasonably requires more than forty-five (45) calendar days to cure, then such additional amount of time as is reasonably necessary to effect cure, as determined by both Parties mutually and in good faith). Upon a default, subject to the cure period described herein, the non -breaching Party will have all available rights and remedies under the law and equity. Notwithstanding the foregoing, the City shall be considered in default for failure to provide the Reimbursement immediately upon such failure without a notice and cure period and Developer's sole remedy in such event shall be to seek specific performance of this Agreement. (c) 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 Roadway impact Fee Reimbursement Agreement for Anna Ranch -Page 5 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 Anna, TX 75409 If to Developer: Chris Lvnch Gehan Homes I, Inc. 3815 S. Capital of Texas HW Suite 275, Barton Creek Plaza III Austin, Texas 78704 (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) Entire Agreement: Severability. This Agreement constitutes the entire agreement between the Parties and supersedes all prior agreements, whether oral or written, regarding the Property. 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 any Party or any breach of this Agreement, or the failure of any 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 Parties hereto and is not intended to and shall not confer any rights or benefits on any third party not a signatory hereto. (k) Counterparts. This Agreement may be executed in a number of identical counterparts, each of which shall be deemed an original for all purposes, Roadway Impact Pee Reimbursement Agreement for Anna Ranch -Page 6 (1) 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 among 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 Developer under applicable City Regulations. [SIGNATURE PAGES FOLLOW, REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK] Roadway Impact Fee Reimbursement Agreement for Anna Ranch -Page 7 GEHAN HOMES, LTD., a Texas limited partnership By: GEHAN HOMES I, INC., a Texas corporation, its General Partner By: E� Chris Lynch, its Vice President of Land Operations IN WITNESS WHEREOF: STATE OF TEXAS COUNTYOr � Ulu § Before me, the undersigned notary public, on the 1111 day of LGC WlLV2020, personally appeared Chris Lynch, known 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 Vice President of Land Operation of Gehan Homes I, Inc., a Texas corporation, in its capacity as general partner of Gehan Homes, Ltd., a Texas limited partnership. 1 o,,ar a�en KIRSTEN BOLT ve .� (j& Notary 10 #131795459 Notary Public, State of Texas My Commission Expires NNO �c�� November 13, 2022 (SEAL) CITY OF sy; /�'�� Ji Proce, City Nkanager IN WITNESS WHEREOF: STATE OF TEXAS COUNTY OF COLLIN § t4`� fm21 Before me, the undersigned notary public, on the %Z day of fEg1wLWA , �9; personally 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 (SEAL) EXHIBITS Exhibit A - The Property (Phase I Final Plat) Exhibit B — Roadway Construction Cost Exhibit C — Roadway Project i EXHIBIT A The Property , "n0d �r aj &-t . S' ,Iv EXHIBIT A The Property �irj,l, ll III ,I jl iI ,I h it 11 II II 1► II jl Ili 1111 it 11 it it 11 l ►,killits=�jl �I it jjjj s` iI jl ii jj i! it ! N it ij i! Il ijI{'I jil;! fll ijtl i lit t !! f I N ji 7 i 11 IUjii! I I I!I 1 ► ► ► I ►lil► ►I' I� II' I! ►!I 1!ill,I+;jl1j-1 ; •_t 7if 1 t •; !! tl i, , 1 i!" it i1 I ! t► b it G I it IF, i1 111 i 4i +!!; ��"� i►.,li tf t I++ �+ + It 1t tl �t �t tt i7 t! I! f 77 I7 1 f , 'I { ,t,'' i 1 I Iili`f` j�i� it i; 11 11 H 11 iM 11 i lit H i! i! if II j! I, !�fit tli, 11 ► fill]I1!t. ! I!!fj§.il,l97�II�i.Is1l,'11 Itl�i i tjiE�Iflijri,iiii(ijii i 1 I I t .... , t I 1 ! !fit l I1 ► i! s 1 !' I (il !' jt' ►i li I i F I: !i �► !i ,It ►'�. .►! ,h I,>�i► i tf! Hjl !I,�'+'I ►: < < • . i 7 Ili. I t p 1 ilt9j1 ,j1i1.' ! �Ilj I! �i;i ± j � f � E I till • I 't! �9 i!9 ! (� � � ie � I ►/+ ,61j� ! all! I-t j 't , ►, I 1+1'll�'ej' ! 'h► i •III �� I' lii' 'I',e IiI I ji l,��t.;:►I Illy. ! 111 j1! r �•! �� 1� � t''' I''l. ,,, ,11 t I I; 111! ' �:� tj' 1 I+ ''11,113►1,� �ii• 7 +„ ! t t ii it ��•(,: Ij 11 , t,•IIll,tljil►, fi t �Ij�ljhlti' ��li`�j (. ► I li Ilt I it Il�f ill lli;a.►� i i !� r I I • �y. ` i! lttitili I, 7lltl i j !It °� ii I►f ` :! I '�j'°.1111i s I,i i i j All ,Raw To f 4 k P ? } !. }} gig MV TO i 1 i�' z_ G a * • b aj ! i a i b tf �yp++jI '+y J� aAF 0FwR,Ajr.i1 Y i r S 1! c i s..' . S A, TRIP TrI FAA ANNA NAIR . PNAil 4 1 � t slip } i MIA rrc �} ii as+�(i „n ►€ } 7Si; t _ all 1• * ( N 4 i, �' t �I,a". iTtt' i.. i M C3 ;1' EXHIBIT B Roadway Construction Cost 1!4 ErelSlel Ihr wry wISN war r3,6IMMI RtlnbrtM Cenaele PErermM,lnnm'rq Cans10auen IL eaWU BY 5 A e•Ume bnb'AMbt 31Lean IMA Y am Ume emem Avenlx 11ooa0 CutMOItTAf LF s>qm Mnel C W etd OLL;a LF IM bmw felam Rermle EASWQCorlp<h BY Itt µ4Yvm Renvle Etl-G ai Pov<menl BF=I slow lewm Twat"Paveln7A (6 OSO PM CtlgN Po1ln t( BY W b LhYl Tren:tem P'mY 8Y Iiaom la Law RYm BA liowU.®m saacx Sled Keen LF slow IIIBanmfk 6Asw000 13 Eh EA Kam C pnecbontl PeMelen Cub Na EA is 6'S1<nvtlL- 1.40141d AVIMM a 8F 4wItivpwpb la Rennve EY.el' aom'e bo.' e)ne: fl.ewwd Av<rbe LF o I4MM II Reletle EtlpNg 4'Btl41 )eIIVA Bmpn 011t1 CIE/I Ne N By lsllm I ;Lil i7bn InX 6Y n Ilem>n2 A+mal LF 4nytl/ Lealatl Avenue LL y/amm dillOa HW frar8lpl ne Enes RwtRwt a'm 6A /bim Zi Re'a4'<Ea•In P ePo'e fM Fr4MA'•!. UG'I mMmh La I'0.omm AAfI EYmvetl<nl0alYlq etMed EtlSlllg CmOt! 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H 'X4'8rtn Sew < MA) U 1 s1Lmm Pmtm X 4' 82am 9eec MYltld< PW4 B)IIP9m /;IDtm S%S SPoRh B<eC LmN1a< jTyN ) 6A2 H,Pmm I¢mom faemtat Cut Mles mouse. erreVllnn, elltMment. MI, K.) M A "Wom SIA4MM IS $WXWd am InW 111au8eA escnvSSm, emXBmelg. Wail, elf.) 114mum %A'Jm Lm Soy FA 8}bm Venom Renute ['reG 2A•NtMAR't EA SWIM m ESSM 2A'RCPP9A 7 amen 11.(I(tm Camtl W Usim I Fiat PloctsEA Y A;Ib MEn<eleYlM'I r Ttytl1 NOTCOO W1.3 Aye&IA%Ral Pop Rmi BY A7 it a Wei LF 2 WID Ihlm V1Gq R; TMMg RTMng RWu4lvl UeekO,) I8tam s d hw byslem) LF I<1t I;Aaet LWrblmtt B<n<-2Vr 1 P6N-ENT KINGS Trtlef Cmtu SAo nmom tIFCIS' EXHIBIT C Roadway Project u. till y � 3i Pon Iloilo in k sd a 9va Ala —!G6 NG...i Tcr.G.[ON.. mmlc »w_yProjecr \ ! •;# � � It `~ §`