Vistas of C 1stP-CN 960418DEVELOPMENT AGREEMENT FOR
DRAINAGE IMPROVEMENTS
This Development Agreement for Drainage Improvements (the "Agreement") is
executed between VISTA PARTNERS, a Nevada general partnership ("Vista") and the CITY OF
COPPELL, TEXAS, a municipal corporation (the "Cit.v") to be effective the __ day of April,
1996.
WHEREAS, the City has undertaken to construct major capital improvements
(including drainage improvements) in connection with the widening of Denton Tap Road (the
"Road Pro_iect"), which Road Project is for the benefit of the City and the Texas Department of
Transportation ("TXDOT"); and
WHEREAS,' in connection with the Road Project the City must construct substantial
drainage improvements (the "Proposed Roadway Drainage Improvements") necessary to
accommodate drainage within the affected watershed, including drainage resulting from highway
improvements to be constructed by TXDOT as well as other improvements necessary for the safe
and orderly development of certain real property within the City that is located in and around the
intersection of Denton Tap Road and the State Highway 121 By-Pass; and
WHEREAS, because of the high cost of the Proposed Roadway Drainage
Improvements (approximately $600,000), the City has investigated the feasibility of acquiring
less expensive alternative drainage improvements that will provide adequate drainage for the
Road Project; and
WHEREAS, Vista owns certain real property (the "Vista Property.") more particularly
described on Exhibit "A", Sheet 1 attached hereto, which property contains existing drainage
improvements more particularly described on Exhibit "A", Sheet 2 (the
Improvements") that have excess capacity capable of providing adequate alternative drainage for
the Road Project (which excess capacity shall hereinaRer be referred to as the "Alternative
Roadway Drainage Improvements"); and
WHEREAS, the Denton County Road Utility District (the "RUD") has certain rights in
and to the Existing Improvements; and
WHEREAS, Vista, as the majority owner of real property within the RUD, is willing to
assist the City (for the mutual benefit of the City and TXDOT) in obtaining the Alternative
Roadway Drainage Improvements; and
WHEREAS, the Alternative Roadway Drainage Improvements and Roadway Drainage
Easement constitute roadway facilities (or right-of-way necessary therefore) identified in the
City's Impact Fee Capital Improvements Plan for Roadway Facilities.
07095.0207:0138628.1 I
DevelopmentAgrceraentforDrainag¢Improvemcnts FinalExecution 4/18/96
NOW THEREFORE, for and in consideration of the mutual obligations set forth herein,
Vista and the City agree as follows:
1. Vista agrees to use all reasonable efforts to convey, or cause to be conveyed, to the City
the Alternative Roadway Drainage Improvements (the capacity of which shall not to exceed 400
cubic feet per second) to accommodate drainage within the affected watershed from the TXDOT
highway improvements and from other property within the City that is generally located east of
Denton Tap Road and north of the Highway 121 By-Pass. As partial consideration for such
conveyance, the City agrees to maintain and repair the Existing Improvements.
2. Vista agrees to convey, or cause to be conveyed, the Alternative Roadway Drainage
Improvements by quitclaim deed. In addition, Vista will provide, or cause to be provided, copies
of engineering drawings for the Existing Improvements that are within the possession or control
of Vista.
3. The City agrees that upon the written request of Vista, the City will immediately
discontinue its use, if any, of the temporary drainage ditch located on the Vista Property for any
drainage purposes (which use has been conducted with the permission of Vista pursuant to a
license from Vista and without the City having any real property interest in the Vista Property).
Furthermore, if requested by Vista, the City will execute such further instruments or documents
(in recordable form) evidencing that the City has no right, title or interest in the temporary
drainage ditch located on the Vista Property for any drainage' (other than the Alternative
Roadway Drainage Improvements).
4. The City agrees that the Road Project will be designed and constructed to accommodate
drainage from Vista's property located east of Denton Tap Road, which property is more
particularly described on Exhibit "B" attached hereto (the "I~rtefited Property."). Since the City
does not currently impose drainage fees, the City further agrees that the Benefited Property can
benefit from and utilize the Road Project (including all drainage facilities associated therewith)
without the imposition or assessment (whether now or in the future) of a drainage fee upon the
Benefited Property, upon Vista, or upon any successor owner or owners of the Benefited
Property in connection with such drainage improvements. Notwithstanding the foregoing,
however, the Benefited Property shall continue to be subject to the City's Roadway Impact Fees
(as described below) and any other lawful assessments or charges (subject to the provisions of
this paragraph 4).
5. Subject to the provisions of this paragraph 5, as consideration for the City's acquisition of
the Alternative Roadway Drainage Improvements, the City agrees that Vista shall immediately
and automatically be entitled to a credit against the City's Roadway Impact Fees to be assessed
against the Vista Property (as such fees are defined and calculated pursuant to the City's Impact
Fee Ordinance No. 915331, adopted November 12, 1991, as amended by City Ordinance No.
95685, adopted January 10, 1995) in the amount of $145,000.00, which credits shall be a
personal property right of Vista (the "Credits"). The Credits shall continue until they are
exhausted and may be assigned by Vista (in its discretion), in whole or in part, to any successor
owner or owners of the Vista Property without the approval of (but with 15 days prior written
07095.0207:0138628.1 I
Development Agreement for Drainage Improvements Final Execution 4/18/96
notice to) the City. Such written notice to the City shall (a) identify the assignee, (b) identify the
amount of the Credits being assigned, (c) identify the real property for which such Credits may
be used by the assignee, and (d) shall include an unconditional, express waiver and release by the
assignee (signed by the assignee in recordable form) of any and all claims (whether then existing
or thereafter arising) by the assignee against the City (or any of the City's officers, employees,
agents, or representatives) for additional Roadway Impact Fees credits pursuant to, or arising
under, or directly or indirectly related to this Agreement or to any of the rights given to Vista
under this Agreement. Upon written request of Vista, the City agrees to promptly execute such
further instruments or documents as Vista may reasonable request to evidence the City's
acknowledgment of any such assignment. If for any reason the Credits are not fully used by
Vista or its assignees, the City shall have no liability or obligation to refund, reimburse, or
otherwise compensate Vista or any of its assignees for all or any part of such unused Credits.
6. When the City has acquired the Alternative Roadway Drainage Improvements, the City
shall pay Vista additional consideration of $10,000.00.
7. This Agreement constitutes the entire agreement between the parties regarding the subject
matter hereof and cannot be amended without the written consent of both the City and Vista.
8. In the event of any breach of this Agreement by either party, the sole and exclusive
remedy of the aggrieved party shall be to enforce specific performance of this Agreement.
9. Any notice or other communication required or contemplated by or given under this
Agreement shall be in writing and shall be given by certified mail return receipt requested (with a
copy sent immediately by facsimile) as follows:
IF TO VISTA:
Vista Partners: Attn: Dennis K. Winzeler
5950 Berkshire Lane, Suite 400
Dallas, Texas 75225
Phone: 214/360-1526
Fax: 214/360-1507
with a copy to:
Vista Partners: Attn: F, Charles Emery II
5950 Berkshire Lane, Suite 400
Dallas, Texas 75225
Phone: 214/360ol 517
Fax: 214/360-1514
IF TO CITY:
The City of Coppell, Texas
Attn: City Manager
P.O. Box 478
Coppell, Texas 75019
Phone: 214/304-3664
Fax: 214/304-3673
07095.0207:0138628.1 !
Development Agreement for Drainage Improvements Final Execution 4/18/96
10. Notwithstanding the right of Vista to assign the Credits as provided above, Vista shall not
have the right to assign this Agreement without the prior written consent of the City.
11. This Agreement shall be governed by the laws of the State of Texas, and venue for any
action pursuant to this Agreement shall be Dallas, County, Texas.
EXECUTED to be effective as of the date first shown above.
VISTA PARTNERS, a Nevada general partnership
By: Vista Mortgage & Realty, Inc., its general
partner
By:
'lr. Charles Emery II/
Executive Vice President
Date: ?/f~ ~.,,/~'-/, /
THE CITY OF COPPELL, TEXAS
Title;'/City Manager
07095.0207:0138628.11
Development Agreement for Drainage Improvements Final Execution 4/18/96
0
EXHIBIT
V!STA PROPERTY
Sheet: 1
EXHIBIT "A"
Sheet 2
SCALE:
= 200'
20.00' D
705'~-
I
I
VISTA
C.C.
PARTNERS
#95ROO65535
ABST-140g
ABST-I3g7
VISTA RIDGE
BLOCK G, LOT 1
CAB. F, PG. 271
S 85't6'4t" ~ - 571.75
,//
DENTON COUNTY
LEX/gE DISTRICT ~1
THESE DOCUMENTS ARE NOT INTENDED FOR USE AS DEFINED UNDER SECTION 2 OF
L~H~ PROFESSIONAl. LAND SURVEYING PRAC-rICES ACT, ARTICLE 5Z82C ¥.T.C.S. (revised).
DESCRIPTION OF VISTA'S "BENEFITED PROPERTy"
SCALE:
1" = 400'
SPUR 553
I
I
anSToi40Z
BLOCK G, LOT
THESE DOCUMENTS
THE PROFESSIONAL
ARE NOT INTENDED FOR USE
LAND SURVEYfNC PRACTICES
Carter- Burgess
C~nsultoeds In Eng~,~et~ng, ~h~eCIUr4.
~n~ ond ~ ~vi~eet
CARTER & ~UKCES~, INC.
7~ ~BROOK O~ ~U~ 2~
AS DEFINED UNDER SIfCTION 2 OF
ACT, ARTICLE 5282C V.T.C.S. (revised).
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