Vistas of C 1stP-CN 960418 (2)DEVELOPMENT AGREEMENT FOR WATER IMPROVEMENTS
This Water Line Development Agreement (the "~") is executed between
VISTA PARTNERS, a Nevada general partnership CVista") and the CITY OF COPPELL,
TEXAS, a municipal corporation (the "City.") to be effective the day of April, 1996.
WHEREAS, the City has approved an Impact Fee Capital Improvements Plan (the
"Capital Improvements Plan") to provide water improvements to serve the City; and
WHEREAS, the Capital Improvements Plan includes a water system capable of serving
areas of the City west of MacArthur Boulevard and west of Denton Tap Road on both sides of
the State Highway 121 Bypass (the "~"); and
WHEREAS, Vista has constructed or caused to be constructed a 12 inch water line
located within the right of way of the 121 Bypass from approximately MacArthur Boulevard to
Denton Tap Road (the "12 Inch Water Line"), which 12 Inch Water Line is described on Exhibit
A attached to and made a part of this Agreement; and
WHEREAS, the 12 Inch Water Line is part of the water system described by the Capital
Improvements Plan; and
WltEREAS, the City desires to acquire title to the 12 Inch Water Line, and Vista is
willing to convey the 12 Inch Water Line to the City, upon the conditions hereinafter set forth;
and
WHEREAS, Vista owns certain real property (the "Y.~tla2_rollfd~") more particularly
described on Exhibit B attached to and made a part of this Agreement; and
WHEREAS, in consideration for the conveyance of the 12 Inch Water Line to the City,
Vista desires a water impact fee credit (and the City desires to approve) for the benefit of the
Vista Property.
NOW THEREFORE, for and in consideration of the mutual obligations set forth herein,
Vista and the City agree as follows:
1. Subject to the conditions of paragraph 3 below, the City acknowledges and agrees that the
12 Inch Water Line is an "area-related improvement" included in the Capital Improvements Plan
and that, upon conveyance of the 12 Inch Water Line to the City, Vista shall immediately and
automatically be entitled to a credit against the City's Water/Wastewater 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 $304,200.00, which credits shall be a
personal property right of Vista (the "Credits").
0709~.0207:0061686.13
Development Agreement for Water Improvements Final Execution 4-18-96 Page I
2. The City further acknowledges and agrees that the Credits (a) 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
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 Water/Wastewater 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 reasonably request to evidence the City's
acknowledgment of such assignment(s). If for any reason the Credits are not fully used by Vista
or its assignees, the City shall have no liability or obligation to reimburse or otherwise
compensate Vista or any of its assignees for all or any part of such unused Credits.
3. Vista's conveyance of the 12 Inch Water Line shall be by quitclaim deed; provided,
however, Vista shall provide evidence reasonably satisfactory to the City that the City of
Lewisville has quitclaimed title to such water line. In addition, Vista shall provide, or cause to
be provided, copies of engineering drawings for the 12 Inch Water Line that are within the
possession or control of Vista.
4. 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.
5. 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 Agree, merit.
6. 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 remm receipt requested (with a
copy sent promptly by facsimile) as follows:
IF TO VISTA:
with a copy to
Vista Partners: Attn: Dennis K. Winzeler
5950 Berkshire Lane, Suite 400
Dallas, Texas 75225
Phone: 214/360-1526
Fax: 214/360-1507
Vista Partners: Attn: F- Charles Emery_ II
5950 Berkshire Lane, Suite 400
Dallas, Texas 75225
Phone: 214/360-1517
Fax: 214/360-1514
07095.0207:0061686.13
Development Agreement for Water Improvements Final Execution 4-18-96 Page 2
IF TO CITY:
The City of Coppell, Texas
Atto: City Manager
P.O. Box 478
Coppell, Texas 75019
Phone: 214/304-3664
Fax: 214/304-3673
7. Notwithstanding the fight 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.
8. This Agreement shall be governed by the laws of the State of Texas, and venue for any
actin 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.,
partner
'5'(1F. Charles Emery/~l
Executive Vice President /
Date: ct//7~.>/~'~ /
its general
THE C~LL,_. TEXAS
By:
Z Jim Fi'itt
Title:/City Manager
rote:
07095.0207:0061686.13
Development Agreement for Water Improvements Final Execution 4-18-96 Page 3
IIVILLE
LESENO
-- CITY LIMITS
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PROPOS£O PLUG ( SEPAIqATE SYSTEMS )
EXHIBIT
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EXHIBIT "B"
VISTA PROPERTY