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DEVELOPMENT AGREEMENT FOR SANITARY SEWER
IMPROVEMENTS
This Agreement for Sanitary Sewer lmpact Fee Credit (the "Agreement") is executed
between VISTA PARTNERS, a Nevada general partnership ("Vista") 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 hnpact Fee Capital Improvements Plan (the
"Capital improvements Plan") to provide sanitary sewer improvements to serve the City; and
WHEREAS, the Capital Improvements Plan includes sanitary sewer lines 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 "121 Bypass"); and
WHEREAS, Vista has constructed or caused to be constructed the sewer lines (the
"Existing Lines") described on Exhibit A attached to and made a part of this Agreement; and
WHEREAS, Vista will construct or cause to be constructed the new sewer lines (the
"New Lines") described on Exhibit B attached to and made a part of this Agreement; and
WHEREAS, the Existing Lines and the New Lines are part of the sanitary sewer system
described by the Capital Improvements Plan; and
WHEREAS, the City desires to acquire title to the above-described lines, and Vista is
willing to convey such lines to the City, upon the conditions hereinafter set forth; and
WHEREAS, Vista owns certain real property (the "Vista Property") more particularly
described on Exhibit C attached to and made a part of this Agreement; and
WHEREAS, in consideration for the conveyance of the above-described lines to the
City, Vista desires (and the City is willing to approve) a sanitary sewer impact fee credit 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. The City acknowledges and agrees that the Existing Lines and New Lines are
improvements included in the Capital improvements Plan and that, upon conveyance of such
lines 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
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amount of $75,150.00, which credits shall be a personal property right of Vista (the "Credits").
The Credits represent the difference in the cost of the oversized mains and the 12 inch diameter
mains required by the City.
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 refund, 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 Existing Lines shall be by quitclaim deed; provided, however,
Vista shall provide evidence that the City of Lewisville has quitclaimed any title to the Existing
Lines. Vista's conveyance of the New Lines shall be in accordance with standard City policy, in
addition, Vista shall provide, or cause to be provided, copies of engineering drawings for the
iiaistin~ Lines 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 Agreement.
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 return receipt requested (with a
copy sent promptly 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
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with a copy to
Vista Partners: Attn. F, Charles Emery
5950 Berkshire Lane, Suite 400
Dallas, Texas 75225
Phone: 214/360-1517
Fax: 214/360-1514
iF TO CITY:
The City of Coppell, Texas
Coppell, Texas 75019
Phone: 214/304-3664
Fax: 214/304-3673
Attn: City Manager
7. 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.
8. 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:
F. Charles Emery 11
Executive Vice President
Date:
THE CITY OF COPPELL, TEXAS
By:
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Witt
Title: City
Date:
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DESCRIPTION OF THE "EXISTING LINES"
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DESCRIPTION OF THE "NEW LINES"
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DESCRIPTION OF THE VISTA PROPERTY
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