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ST9304-CS 881026FILE COPY CITY-DEVELOPER AGREEMENT THIS AGREEMENT is entered into as of the ~"'7-'~day of ~/~ ., lg86, by the City of Coppell, Dallas County, Texas ("City") and River~hase Joint Venture ("Developer"). The following recitals form the basis for and are part of this Agreement' A. Developer is the owner and developer of a project Known as Riverchase, A Master Planned Community in Coppell, Texas ("Riverchase"). B. Developer has agreed, as outlined in the zoning ordinance for Riverchase, to pay all the expense for traffic signaliza~o~ desc~6ed in Exhibit "A") and to pay 1/2 the expense of permanent improvements (as described in Exhib?_t_~_'_'_'~.") to the intersection of MacArthur Ek)ulevard and Belt Line Road, in the City of Coppell. If work is to begin at this time, other additional improvements will be necessary (including fill, temporary storm sewer, temporary pavement transitions to the east, west and south of the intersection, etc.). The above described items are collectively referred to herein as the "WOrk_____.~'. The Work is fully described in plans and specifications prepared by Nathan D. Maier Consulting Engineers, Inc. and signalization specifications attached. C. After considering possible relocation of Belt Line Road, City has notified Dallas County that it is the present desire of the City that Belt Line Road be improved within its p_resent._~J_ght-of-way and in reliance upon such notice and the actions of Dallas County, Developer has agreed to proceed with the Work. D. City and Developer agree that if the Work is done at this time (prior to reconstruction of Belt Line Road) it ultimately will be cheaper and safer to rebuild Belt Line Road and will lessen interference caused by traffic diversion. NOW THEREFORE, in consideration of the mutual promises in this Agreement and the mutual benefits to be obtained from the Work, the adequacy of which is hereby acknowledged, City and Developer agree as follows' 1. Developer to Cause Completion of the Work. Notwithstanding Developer's obligation to pay only for traffic signalization and 1/2 of the cost of the permanent intersection, Developer at its expense agrees to cause' awarding of a contract for all of the Work to a contractor reasonably acceptable to the City; the issuance of a work order to commence all of the Work; and completion of all of the Work. Developer shall provide City with an executed copy of its contract and such other documentation as is reasonably requested by City. Developer shall be responsible for all contract administration and construction management. Developer shall use reasonable efforts to cause the Work to proceed as quickly as practicable. Developer and its contractor are hereby given a temporary construction easement over all public right-of-ways reasonably necessary for conducting the Work and City agrees to execute such further instruments as may be reasonably necessary and shall otherwise reasonably cooperate to effect completion of the Work. 1/07/8~ --1-- OI~1F 2. Requirements of Contractor. Developer shall require the contractor to furnish a performance bond and a payment bond complying with the requirements of the McGreqor Act. The bonds shall be in favor of Developer and City, it being agreed that City has an interest in the performance and payment of the Work. Developer shall require the contractor to carry comprehensive general liability insurance with limits of at least $500,000 and with City and Developer named as insureds. Upon request, Developer shall obtain and furnish certificates evidencing such insurance coverage. .-~ 3. City to Accept the Work. City will at its expense periodically <.~'inspect the Work. Upon completion as per City specifications, City shall promptly obtain a certificate of completion from its engineers and issue its Certificate of Acceptance and assume ownership of the Work. Developer shall ~.~~je,~.![q.C_9ood tit_~]_el to the Work free of liens and encumbrances. 4. Developer to Assist in Bridge Approval. Improvements to Belt Line Road will require construction of a new bridge where Belt Line Road crosses the Trinity River (near the intersection of MacArthur Boulevard. and Belt Line Road). City and Developer agree that the construction of a shorter bridge ~),,ffr~ than'~ ~'- is now planned (and approved by the Army Corps of Engineers) would benefit City by reducing its costs for the improvement of Belt Line Road. Developer, at its expense, agrees to retain Nathan D. Maier Consulting Engineers, Inc. to provide the City with reasonable consulting and assistance in obtaining approval for the new design from the Army Corps of Engineers. 5. Paving Donation. The southern boundary of Riverchase is adjacent to a strip of railroad right-of-way that is adjacent to Belt Line Road in its existing location (i.e. the railroad right-of-way is situated between ~:.q Riverchase and Belt Line Road). Developer agrees to donate to City a sum equal to the prorata share of the City's paving assessment for improvements to ~,~ Belt Line Road computed as if the southern boundary of property owned by Developer within Riverchase was actually adjacent to Belt Line Road. Developer's first installments on the donation shall be (al the sums expended ~b~ Developer as per Paragraph 4, and (bi the sums expended by Developer in .x/~,~bnnection with the Work that exceed Developer's prior commitments (i.e. sums ~l,~in excess of the cost of traffic signalization and 1/2 of .the cost of the O~3Y~' iDevel°per's donation shall be subject to the provisions set out below. ~ ~' 6. A~reements ~f Belt L~ne Road ~s Relocated. The zoning ordinance for ~-~ Riverchase describes certain agreements 6y Develope~ related to the WorK, .~landscaping and other improvements associated with Belt Line Road in its , )existing location. City (acting through its mayor and council) has recently x~~adop~ed a resoluti~ which in effect states that to the extent the City u"~ ~ ~ Council -~ Coppell has authority to determine whether Belt Line Road should be --, relocated, it is the determination of the council that Belt Line Road should not be relocated. However, it is underst~d and agreed that the City ts free to change its position on the relocation issue. 7/O1/Bb --2-- / Should City take ~ny action (prior to reconstruction of Belt Line in its // present location) to change its position on the relocation of Belt Line Road and as a result thereof such relocation shall occur, or should City take any action that causes Belt Line Road not to be reconstructed in its present location, the following provisions shall apply: (al City shall upon demand reimburse Developer for all sums expended by Developer for or associated with the Work and all sums expended by Developer as per Paragraph 4. Developer's expenditures for the work will be made in reliance upon City's promise to reimburse Developer as set forth in this paragraph 6(al. (bi Developer shall not be required to make any of the improvements related to Belt Line Road required by the zoning ordinance; and (c) Developer's agreement herein to make donations for Belt Line Road shall be null and void. (d) It is anticipated that the City's promise to reimburse Developer as set forth in Paragraph (al above may be satisfied out of current or reserve revenues or other sources of funds. If City does not fulfill its promise to reimburse Developer as set forth in Paragraph (al, Developer shall be entitled _to recover a money judgment against City awarding such r~i~m~u~se~nt and with a ~'bfd~r-r'eqd'i~l-ng ~he"ci~-~o-F~-orate-~he-q:o~-~'~"6f reimbur~'me--~-n-t-~into a budget and requiring City levy a tax sufficient to pay for the reimbursement. 7. General. This Agreement shall be binding on and inure to the benefit of the parties hereto, their successors and assigns, provided, however that no assignment shall be effective until approved by the remaining party, which approval shall not be unreasonably withheld. This Agreement is not made for the benefit of any contractor, the public or any other third party,~ ~ third party shall have apj [..i_gh~_t_LL~de[_Ih]-s-~t- Any notice given r/~ .~under thiS A~re6~'~-'~'~-~l~- be 'delivered to the following address unless written change of address is received. City of Coppell Riverchase Joint Venture P. O. Box 478 5420 LBJ Freeway Coppell, Texas 75019 Two Lincoln Centre, Suite 1370 Dallas, Texas 75240 ATTN: Jay Patterson Executed as of the date first above written. Attest' City SecretFy 7/07/8b -3- RIVERCHASE JOINT VENTURE By' Terra Land Development Co., Venture Man~'-~ ~a~/te ~son , President The Coppell City Attorney has approved the form of Agreement and represents to Developer that this Agreement is a valid and binding obligation of City, enforceable in accordance with its terms. Coppel 1 ~JrnJy - 7/07/8, -4- O)91F ITEM NO. 4 5 6 8 9 lO ll 12 13 14 15 16 17 18 City-Developer Agreement EXHIBIT "A" BELT LINE ROAD AT MACARTHUR BOULEVARD TRAFFIC SIGNALIZATION ESTIMATED QUANTITY 4 1 5 11 654 500 8 l 50 13,500 1,600 975 3,800 12 l UNITS EA EA EA EA EA EA EA LF LF EA EA LF LF LF LF LF EA LS DESCRIPTION 5-Section Signal Head W-12 Inch Lenses, Back Plate, and Astro Mounting BracKets 3-Section Signal Head W-12 Inch Lenses, Back Plate and Astro Mounting BracKets 8 Phase, Full Actuated Nema Controller with Railroad Pre Emptor and Internal Time Based Coordination Complete in Cabinet 45 Foot Mast Arm Pole 25 Foot Mast Arm Pole Mast Arm Pole Foundation Anchor Bolts Controller Cabinet Foundation Complete with Anchor Bolts, Ground Rod, and Brass Ground Clamp 2 Inch Underground Conduit (PVC) 3 Inch Underground Conduit (PVC) Pull Box Service Pole Complete with Service Meter and A.C. Power Hook Up 3C # 8 Power Cable 2 Conductor 14-Gauge Signal Cable 3 Conductor 14-Gauge Signal Cable 5 Conductor 14-Gauge Signal Cable Loop Detector Saw Cut Loop Detector Amplifiers Mobilization City-Developer Agreement EXHIBIT "B" NATHAN D. MAIER CONSULTING ENGINEERS, INC. PROJECT DESCRIPTION: MacArthur-Belt Line Intersection DATE: 6-9-86 PREPARED BY: BH ITEM NO. QUANTITY UNIT DESCRIPTION Permanent Intersection 1 13,218 2 5,568 3 2,240 4 420 5 5,360 6 450 7 1,302 8 4.80 9 3.32 l0 2 ll 32 12 2,350 13 170.00 SF SF SY LF CY LF LF CY CY EA Tons SY LF Intersection Pavers Paver Bands 8" Reinforced Conc. 6" Integral Curb Compacted Fill 24" R.C.P. Culverts 30" R.C.P. Culverts Mult. Hdwl. for 30" R.C.P. Mult. Hdwl. for 24" R.C.P. Remove Mult. Hdwl. for 30" R.C.P. Hydrated Lime Lime Stabilization Concrete Street Header E R R A July 8, 1986 City of Coppell 616 South Coppell Road Coppell, Texas 75019 Attention: Mayor & Members of City Council Re: Proposed Agreement for Construction of Intersection of Belt Line and MacArthur and Availability of Fill Material Dear Mayor & Members of the City Council: Enclosed please find copies of the latest revised version of the proposed agreement between the City of Coppell and the Riverchase Joint Venture concerning construction of the Belt Line Road/ MacArthur Boulevard intersection. The revisions are marked on said copies. As you can see, Larry Jackson, who will be unable to attend your council meeting toniqht, has indicated his approval of the form. We are sorry to deliver this to you so late but we have just been able to get the lawyers to agree on the language this morning. ,'~~ Also enclosed please find copies of a letter to the City from the owner of B and M Sand and Gravel Co. confirming the availability of fill material at the prices indicated. The fill material described in Mr. Myre's letter is located just east of the Coppell section of Belt Line Road that is scheduled to be improved. We hope the enclosed are satisfactory to you. if you have any questions. Thank you. Please let us know Sincerely, RIVERCHASE JOINT VENTURE By Terra Land Deve!~o~opment Co. By: a~ P~at, t ~- J erson, President JP/sm Enc. cc: Mr. Frank Proctor, City Manager TERRA COMPANIES