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Item 4B
Item 413 CITY OF SOUTHLAKE MEMORANDUM (February 3, 2015) To: Shana Yelverton, City Manager From: Robert H. Price, P.E., Director of Public Works Subject: Approve residential developer agreement with Terra/Shady Oaks, LP for Shady Oaks, Phase IV. Action Requested: Approve residential developer agreement with Terra/Shady Oaks, LP for Shady Oaks, Phase IV. Background Information: The developer will construct approximately 985 LF of public street paving, 260 LF of public storm drain and 923 LF of public sanitary sewer in Phase IV. This developer agreement covers the construction of these public improvements. This is a standard residential developer agreement that requires Council approval for the use of park credits. The park dedication requirement for this development is 0.35 acres based on one acre per 40 dwelling units or a fee payment of $42,000 based on 14 dwelling units at $3000 per dwelling unit. The developer has a park dedication credit balance in the amount of $484,200 from the Winding Creek Phase I development and the Clariden Ranch development. The developer will use $42,000 in park credits for this development. This developer will have a remaining park dedication credit balance of $442,200 to be used for future park dedication requirements. A brief history of the park dedication credits shows that the developer dedicated 14.92 acres of park land with the Clariden Ranch development when only a park dedication of 1.5 acres was required. The Parks and Recreation Board granted the developer a carry-over credit of 13.52 acres to be applied to future developments at their August 8, 2005 Parks Board Meeting. The developer then used a credit of approximately one acre with the Shady Oaks Phase 1A development leaving 12.50 acres worth of park credit. These credits have been used on multiple phases of Shady Oaks and other prior developments by this developer. In January 2012 the developer brought the Winding Creek development to the Parks and Recreation Board to request park credits for the park land dedication within the Winding Creek development. The Parks Board granted an additional $103,500 in park credits to the developer to be used on future developments. Meeting minutes for both Park Board Meetings are included in this memo. Maintenance of the open space shall be the responsibility of the HOA in perpetuity, including irrigation installation, maintenance, and water costs. Park dedication credits are not transferrable to other developers. In addition, the developer shall complete all common area public pathways consistent with approved site plan and City of Southlake master pathways plan. All pathways must comply with State of Texas accessibility requirements. Financial Considerations: This development drains into Critical Drainage Structure #7 and will require a fee of $2,802.92 to be paid prior to beginning construction. Strategic Link: The Shady Oaks, Phase IV development links to the city's strategy map relative to the focus area of Quality Development. The specific corporate objective that is met by the construction of the development is: Invest to provide and maintain high quality public assets. Citizen Input/ Board Review: N/A Legal Review: This is the City's standard residential developer agreement (RDA) originally drafted by the City Attorney. Alternatives: The City Council may approve the residential developer's agreement or deny it. Supporting Documents: Location Map Residential Developer Agreement Parks and Recreation Board Meeting Minutes 2005-08-08 Parks and Recreation Board Meeting Minutes 2012-01-09 Park Credit Tracking Worksheet Staff Recommendation: Approve residential developer agreement with Terra/Shady Oaks, LP for Shady Oaks, Phase IV. Staff Contact: Robert H. Price, P.E., Public Works Director Cheryl Taylor, P.E., Deputy Director of Public Works/City Engineer Steven D. Anderson, P.E., CFM, Civil Engineer Shady Oaks, Phase IV RESIDENTIAL DEVELOPER AGREEMENT An Agreement between the City of Southlake, Texas, hereinafter referred to as the "City", and the undersigned Developer, Terra/Shady Oaks, L.P., hereinafter referred to as the "Developer", of Shady Oaks, IV, hereinafter referred to as the "Addition" to the City of Southlake, Tarrant County, Texas, for the installation of certain community facilities located therein, and to provide city services thereto. It is understood by and between the parties that this Agreement is applicable to the 14 lots contained within the Addition and to the off -site improvements necessary to support the Addition. I. GENERAL REQUIREMENTS A. It is agreed and understood by the parties hereto that the Developer shall employ a civil engineer licensed to practice in the State of Texas for the design and preparation of the plans and specifications for the construction of all facilities covered by this Agreement. B. The Developer hereby agrees to comply with all federal, state, and local laws that are applicable to development of this Addition. C. The Developer agrees that the completed project will be constructed in conformance with the Development Site Plan, Construction Plans and other permits or regulatory authorizations granted by the City during the development process. D. Since the Developer is prepared to develop the Addition as rapidly as possible and is desirous of selling lots to builders and having residential building activity begin as quickly as possible and the City is desirous of having the Addition completed as rapidly as possible, the City agrees to release 10% of the lots `'1: p p Y p Y g (_. after installation of public facilities (streets, sidewalks, water, sewer, drainage, and any other public infrastructure improvements). Building permits shall not be issued until all Public Works infrastructure is deemed substantially complete by the City, all appropriate Fire Code requirements are satisfied and street signs with street names are in place. Temporary, all-weather signs as specified in the Manual of Uniform Traffic Control Devices (MUTCD) securely fastened in the ground are acceptable until permanent street signs are installed. The Developer recognizes that the remaining building permits or Certificates of Occupancy for residential dwellings will not be issued until the supporting public works infrastructure including permanent street signs with block numbers and regulatory signs within the Addition have been accepted by the City. This will serve as an incentive to the Developer to see that all remaining items are completed. Page 1 of 17 2013 Revision E. The Developer will present to the City, in form acceptable to the City, either (1) a cash escrow, (2) Letters of Credit, or (3) performance bond and payment bond, guaranteeing and agreeing to pay an amount equal to 100% of the value of the construction cost of all public facilities (streets, sidewalks, water, sewer, drainage, and any other public infrastructure improvements) to be constructed by the Developer, and providing for payment to the City of the total remaining amounts required for the completion of the public facilities if the Developer fails to complete the work within two (2) years of the signing of this Agreement between the City and Developer. All bonds shall be issued by a bonding company licensed to do business in the State of Texas . All Letters of Credit must meet the Requirements for Irrevocable Letters of Credit which have been incorporated herein. The value of the performance bond, letters of credit or cash escrow will reduce at a rate consistent with the amount of work that has been completed by the Developer and accepted by the City. Performance and payment bonds, Letters of Credit or cash escrow from the prime contractor(s), hereinafter referred to as Contractor, or other entity acceptable to the City, may be accepted in lieu of Developer's obligations specified above, at the discretion of the City. F. Any guarantee of payment instrument (Performance Bond, Letters of Credit, etc.) submitted by the Developer or Contractor on a form other than the one which has been previously approved by the City as "acceptable" shall be submitted to the City Attorney and this Agreement shall not be considered in effect until such City Attorney has approved the instrument. Approval by the City shall not be unreasonably withheld or delayed. G. Any surety company through which a bond is written shall be a surety company duly authorized to do business in the State of Texas, provided that the City, through the City Manager, shall retain the right to reject any surety company as a surety for any work under this or any other Developer's Agreement within the City regardless of such company's authorization to do business in Texas. Approval by the City shall not be unreasonably withheld or delayed. H. The Developer agrees to furnish to the City a 2-year maintenance bond, letters of credit or cash escrow in an amount equal to 100% of the cost of construction of all public facilities (streets, sidewalks, water, sewer, drainage, and any other public infrastructure improvements). This 2-year maintenance bond, letters of credit or cash escrow will take effect on the date of final acceptance of all of the public facilities in the Addition, and shall secure all costs of maintenance of such public facilities for a period of two (2) years. The 2-year maintenance bond, letters of credit or cash escrow will be supplied to the City by the contractors performing the work, and the City will be named as the beneficiary. Page 2 of 17 2013 Revision I. No work shall be initiated on or in said Addition by Developer, save and except as provided above; until the payment, performance and 2-year maintenance bond, letters of credit or cash escrow required in Paragraphs E and H have been provided to the City. J. It is further agreed and understood by the parties hereto that upon final acceptance by the City, title to all public facilities and improvements mentioned herein above which are intended to be public facilities shall be vested in the City, and Developer hereby relinquishes any right, title, or interest in and to said facilities or any part thereof. It is further understood and agreed that until the City accepts such improvements, the City shall have no liability or responsibility for any such facilities. Acceptance of the facilities must be in writing, signed by the City, through its City Manager or his/her duly appointed representative, acknowledging that all facilities are complete, have been inspected and approved, and are being accepted by the City. K. On all public facilities included in this Agreement for which Developer awards his own construction contract, Developer agrees to the following procedures: 1. Developer shall pay all applicable fees and costs prior to scheduling a pre - construction meeting, including the following: a. Administrative fees equal to two percent (2%) of the cost of all public facilities (streets, sidewalks, water, sewer, drainage, and any other public infrastructure improvements) included in said agreement, based on actual bid or contract construction costs; b. Inspection fees equal to three percent (3%) of the cost of all public facilities (streets, sidewalks, water, sewer, drainage, and any other public infrastructure improvements) included in said Addition, based on actual bid or contract construction costs. 2. Developer shall also be responsible for the following fees and costs: a. Cost of trench backfill density testing (95% Standard); b. Any charges for re -testing as a result of failed tests; c. Actual charges for inspections during Saturday, Sunday, holidays, and after normal working hours will be assessed to the project and payment by the Developer will be required prior to final acceptance. 3. City agrees to bear the expense of: a. All nuclear density tests on the roadway subgrade (95% Standard); Page 3 of 17 2013 Revision b. Technicians time for preparing concrete cylinders; c. Concrete cylinder tests and concrete coring samples; d. All gradation tests required to insure proper cement and/or lime stabilization; e. Soil series for cement or lime. 4. The City can delay connection of private services to public utility mains constructed under this Agreement until water mains, sanitary sewer mains and storm drain lines have been tested and deemed substantially complete by the City. L. Both the Developer and any third party, independent entity engaged in the construction of houses, hereinafter referred to as "Builder", will be responsible for mowing all grassed areas and weeds and otherwise reasonably maintaining the aesthetics of all land and lots in said Addition which have not been sold to third parties. After fifteen (15) days written notice, should the Developer or Builder fail in this responsibility, the City may contract for this service and bill the Developer and Builder for reasonable costs. Such amount shall become a lien upon all real property of the Addition so maintained by the City, and not previously conveyed to other third parties, 120 days after Developer has notice of costs. II. FACILITIES /aW3111:71:109 Street construction in the Addition shall be installed in conformance with the requirements and in accordance with plans and specifications to be prepared by the Developer's engineer and released by the Director of Public Works. 1. The Developer will be responsible for the following: a. Installation and two-year operational cost of street lights, which is payable to the City prior to final acceptance of the Addition; or an executed agreement with utility provider stating that no charge will be made for street lights for the two-year duration. The executed agreement must be presented to the City prior to final acceptance; b. Installation of all street signs based on the Manual on Uniform Traffic Control Devices (MUTCD) as prepared by the Developer's engineer designating the names of the streets inside the Addition, said signs to be of a type, size, color and design standard generally employed by the Developer and approved by the City in accordance with City ordinances; Page 4 of 17 2013 Revision c. Installation of all regulatory signs based on the MUTCD as prepared by the Developer's engineer by an engineering study or direction by the Director of Public Works. It is understood that Developer may put in signage having unique architectural features, however, should the signs be moved or destroyed by any means, the City is only responsible for replacement of the standard signage and poles. Developer or Home Owners Association will be responsible for any additional cost for replacement of custom or unique signs. 2. All street construction will be subject to inspection and acceptance by the City. No work will begin on any street in said Addition prior to complying with all the requirements contained elsewhere in this Agreement. All streets, water, sewer, drainage, and any other public infrastructure improvements which are anticipated to be installed within the street or within the street right- of-way will be completed prior to the commencement of street construction on the specific section of street in which the utility improvements have been placed or for which they are proposed. The Developer hereby agrees to advise the Director of Public Works as soon as possible when any physical modifications to the alignment of public infrastructure is required after construction has been completed. The Developer agrees to cooperatively work with and assist in the coordination of such modifications in a manner that will be least disruptive to street construction and/or the integrity of surrounding public infrastructure. B. ON -SITE WATER The Developer hereby agrees to install water facilities to serve all lots shown on the final plat of the Addition in accordance with plans and specifications to be prepared by the Developer's engineer and released by the City for construction and in accordance with Ordinance No. 170, as amended, and any other local, state and federal regulations. The Developer shall be responsible for all construction costs, materials and engineering. In the event that certain public water lines are to be oversized to comply with the City's Water Master Plan, the City will reimburse the Developer for the oversize cost greater than the cost of an 8" line. C. ON -SITE SANITARY SEWER FACILITIES The Developer hereby agrees to install sanitary sewer collection facilities to service all lots as shown on the final plat of the Addition. Sanitary sewer facilities will be installed in accordance with the plans and specifications to be prepared by the Developer's engineer and released by the City. Further, the Developer agrees to complete this installation in accordance with Ordinance No. 440, as amended, and any other local, state and federal regulations. The Developer shall be responsible for all construction costs, materials, engineering, permits Page 5 of 17 2013 Revision and impact fees. In the event that certain public sanitary sewer lines are to be oversized to comply with the City's Wastewater Master Plan, the City will reimburse the Developer for the oversize cost greater than the cost of an 8-inch line. Additionally, the contractor may utilize, for construction purposes only, water from City after obtaining a fire hydrant meter. D. DRAINAGE The Developer hereby agrees to install drainage facilities to service all lots as shown on the final plat of the Addition in accordance with the plans and specifications to be prepared by Developer's engineer and released by the City for construction. The Developer also agrees to adhere to Ordinance No. 605, as amended. The Developer hereby agrees to fully comply with all EPA, TCEQ and FEMA requirements relating to the planning, permitting and management of storm water which may be in force at the time that development proposals are being presented for approval to the City. The Developer hereby agrees to comply with all provisions of the Texas Water Code. E. EROSION CONTROL The Developer agrees to comply with Ordinance No. 946, as amended, regarding erosion and sediment control during construction of the Addition. The Developer also agrees to comply with the Texas Commission on Environmental Quality TPDES General Permit No. TXR150000, and all other applicable local, state and federal ordinances, regulations and laws. The Developer agrees to keep the streets and storm drain systems (MS4) free from soil build-up by using soil control measures, such as those included in the NCTCOG STANDARD SPECIFICATIONS FOR PUBLIC WORKS CONSTRUCTION, Division 1000 EROSION AND SEDIMENT CONTROL to prevent soil erosion. It will be the Developer's responsibility to present to the Director of Public Works a Storm Water Pollution Prevention Plan (SWPPP) and/or erosion control plan that will be implemented for this Addition. When in the opinion of the Director of Public Works there is sufficient soil build-up on the streets or other drainage areas and notification has been given to the Developer, the Developer will have seventy-two (72) hours to clear the soil from the affected areas. If the Developer does not remove the soil from the affected areas within 72 hours, the City may remove the soil build-up either by contract or by City forces and place the soil within the Addition at the Developer's expense. All expenses must be paid to the City prior to acceptance of the Addition. Developer or its contractors must commence final stabilization of any disturbed areas immediately after completion of all soil disturbing activities. The TDPDES General Permit No. TXR150000 defines final stabilization as when all soil - disturbing activities at the site have been completed and a uniform (i.e., evenly distributed, without large bare areas) perennial vegetative cover with a density of Page 6 of 17 2013 Revision at least 70% of the native background vegetative cover for the area has been ESTABLISHED on ALL unpaved areas and areas not covered by permanent structures, or equivalent permanent stabilization measures (such as the use of riprap, gabions, or geotextiles) have been employed. Where construction activity on a portion of the site has temporarily ceased, and earth disturbing activities will be resumed within 21 days, temporary erosion control and stabilization measures are not required on that portion of the site, except as provided below. Erosion control and stabilization measures must be initiated as soon as practicable in semi -arid areas and areas experiencing droughts by the 10 day after construction activity. After final stabilization has been established on all disturbed areas of the Addition and all permanent erosion control measures have been installed and working effectively, the Developer shall request final acceptance of the project to the Director of Public Works. Inspection of the site will be required to ensure that the erosion control plan has been properly installed and the permanent erosion control measures will prevent soil erosion from the newly created lots from washing into the street right-of-way, drainage -way or other private property. F. USE OF PUBLIC RIGHT OF WAY It is agreed by and between the City and Developer that the Developer may provide unique amenities within public right-of-way, such as landscaping, irrigation, lighting, patterned concrete, etc., for the enhancement of the Addition. The Developer agrees to maintain these amenities until such responsibility is turned over to a homeowners association. The Developer and his successors and assigns understand that the City shall not be responsible for the replacement of these amenities under any circumstances and further agrees to indemnify and hold harmless the City from any and all damages, loss or liability of any kind whatsoever by reason of injury to property or third person occasioned by its use of the public with regard to these improvements and the Developer shall, at his own cost and expense, defend and protect the City against all such claims and demands. G. AMENITIES It is agreed by and between the City and Developer that the Addition may incorporate a number of unique amenities and aesthetic improvements in common areas of the Addition such as ponds, aesthetic lakes, unique landscaping, walls, patterned concrete, specialty signage and accessory facilities. The Developer shall be responsible for the construction and maintenance of all such aesthetic or specialty items such as walls, vegetation, signage, landscaping, street furniture, pond and lake improvements until such responsibility is turned over to a homeowners association. Page 7 of 17 2013 Revision H. START OF CONSTRUCTION Before the construction of the streets, water, sewer, or drainage facilities can begin, the Developer must do the following: 1. Execute a Developer Agreement by all parties; 2. Schedule and attend a pre -construction meeting between Developer and City and including all Contractors, major Sub -Contractors, Utilities and appropriate Government Agencies; 3. Furnish to the City a list of all subcontractors and suppliers which will be providing greater than $1,000 of work in the Addition; 4. Submit for approval by the City the payment and performance bonds and 2- year maintenance bond or acceptable alternate security naming the City as beneficiary; 5. Submit at least 2- 22"x34" (full size) sets and 5-11"x17" (half size) scalable sets of construction plans to be stamped "Released for Construction" by the Director of Public Works plus any additional sets needed for the developer and contractor; 6. Pay all fees required to be paid to the City; 7. Furnish to the City a policy of general liability insurance, naming the City as co-insured, prior to commencement of any work. All insurance must meet the Requirements of Contractor's Insurance attached hereto and incorporated herein. III. GENERAL PROVISIONS A. IDEMNIFICATION DEVELOPER COVENANTS AND AGREES TO INDEMNIFY AND DOES HEREBY INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR SUITS FOR PROPERTY DAMAGE OR LOSS AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS OF WHATSOEVER KIND OR CHARACTER, WHETHER REAL OR ASSERTED, (INCLUDING, WITHOUT LIMITATION, REASONABLE FEES AND EXPENSES OF ATTORNEYS, EXPERT WITNESSES AND OTHER CONSULTANTS), ARISING OUT OF OR IN CONNECTION WITH, DIRECTLY OR INDIRECTLY, THE CONSTRUCTION, MAINTENANCE, OCCUPANCY, USE, EXISTENCE OR LOCATION OF SAID IMPROVEMENT OR IMPROVEMENTS BY DEVELOPER, DEVELOPER'S AGENTS, Page 8 of 17 2013 Revision CONTRACTORS AND SUBCONTRACTORS, AND SHALL FURTHER BE LIABLE FOR INJURY OR DAMAGE TO CITY PROPERTY, ARISING OUT OF OR IN CONNECTION WITH ANY AND ALL ACTS OR OMISSIONS OF DEVELOPER, ITS OFFICERS, AGENTS, EMPLOYEES, CONTRACTORS, AND SUBCONTRACTORS, SAID INDEMNIFICATION TO REMAIN IN EFFECT UNTIL THE CITY ACCEPTS THE ADDITION, REGARDLESS OF WHETHER ANY SUCH DAMAGES, CLAIMS OR LIABILITIES ARE CAUSED, IN WHOLE OR IN PART, BY THE NEGLIGENT ACT OR OMISSION, OR OF THE CONCURRENT NEGLIGENT ACT OR OMISSION, OF THE CITY, ITS OFFICERS AND EMPLOYEES. B. Venue of any action brought hereunder shall be in Fort Worth, Tarrant County, Texas. C. Approval by the Director of Public Works or other City employee of any plans, designs or specifications submitted by the Developer pursuant to this Agreement shall not constitute or be deemed to be a release of the responsibility and liability of the Developer, his engineer, employees, officers or agents for the accuracy and competency of their design and specifications. Such approval 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 the consulting engineer, his officers, agents, servants or employees, it being the intent of the parties that approval by the Director of Public Works signifies the City's approval on only the general design concept of the improvements to be constructed. In this connection, the Developer shall for a period of two (2) years after the acceptance by the City of the completed construction project, indemnify and hold harmless the City, its officers, agents, servants and employees, from any loss, damage, liability or expense on account of damage to property and injuries, including death, to any and all persons which may arise out of any defect, deficiency or negligence of the Developer's engineer's designs and specifications incorporated into any improvements constructed in accordance therewith, and the Developer shall defend at his own expense any suits or other proceedings brought against the City, its officers, agents, servants or employees, or any of them, on account thereof, to pay all expenses and satisfy any judgment which may be incurred by or rendered against them or any of them in connection herewith. D. This Agreement or any part herein, or any interest herein, shall not be assigned by the Developer without the express written consent of the City Manager, which shall not be unreasonably withheld or delayed. E. On all facilities included in this Agreement for which the Developer awards his own construction contract, the Developer agrees to employ a construction contractor who is approved by the City, and whose approval shall not be unreasonably withheld or delayed, said contractor to meet City and statutory Page 9 of 17 2013 Revision requirements for being insured, licensed and bonded to do work in public streets and to be qualified in all respects to bid on public streets and to be qualified in all respects to bid on public projects of a similar nature. F. Work performed under the Agreement shall be completed within two (2) years from the date thereof. In the event the work is not completed within the two (2) year period, the City may, at its election, draw on the performance bond, Letters of Credit, or other security provided by Developer and complete such work at Developer's expense, provided however, that if the construction under this Agreement shall have started within the two (2) year period, the City may agree to renew the Agreement with such renewed Agreement to be in compliance with the City policies in effect at that time. G. The City is an exempt organization under Section 151.309, Tax Code, and the facilities constructed under this Agreement will be dedicated to public use and accepted by the City upon acknowledgement by the City of completion under Paragraph 1.F. 1. The purchase of tangible personal property, other than machinery or equipment and its accessories, repair, and replacement parts, for use in the performance of this Agreement is, therefore, exempt from taxation under Chapter 151, Tax Code, if the tangible property is: a. necessary and essential for the performance of the Agreement; and b. completely consumed at the job site. 2. The purchase of a taxable service for use in the performance of this Agreement is exempt if the service is performed at the job site and if: a. this Agreement expressly requires the specific service to be provided or purchased by the person performing the Agreement; or b. the service is integral to the performance of the Agreement. H. Prior to final acceptance of the Addition, the Developer shall provide to the City two (2) copies of Record Drawings of the Addition, showing the facilities as actually constructed. Such drawings shall be stamped and signed by the registered professional engineer of record. In addition, the Developer shall provide electronic files of the drawings in a format acceptable to the City. The project coordinate system must tie to the State Plane Coordinate System. Page 10 of 17 2013 Revision IV. OTHER ISSUES A. DOWN STREAM CRITICAL STRUCTURE FEE This development drains into Critical Drainage Structures #7 and requires a fee to be paid prior to beginning construction = $2,802.92. i. 9.978 acre in #7 * $280.91/ac = $2,802.92 B. PARK FEES Residential developments must provide dedicated parks and/or open space at a ratio of one (1) acre of park land for every forty (40) dwelling units = 0.025acre x 14 = 0.35 acres. In lieu of land dedication, residential park dedication fees in the amount of $3000 per lot or dwelling unit x 14 new dwelling units = $42,000 will be required. Developer has park credits in the amount of $484,200 from the Cliffs at Clariden Ranch Development and the Winding Creek Phase I Development. The developer will use a portion of these park credits towards the park fees due leaving a park credit balance of $442,200. Maintenance of the open space shall be the responsibility of the HOA in perpetuity, including irrigation installation, maintenance, and water costs. Park dedication credits are not transferrable to other developers. In addition, the developer shall complete all common area public pathways consistent with approved site plan and City of Southlake Master Pathways Plan. All pathways must comply with State of Texas accessibility requirements. C. TREE PRESERVATION All construction activities shall comply with Ordinance No. 585-D, as amended, and Ordinance No. 585-13, as amended, which pertain to Tree Preservation requirements and as may be amended by the City Council. Such conditions include, but are not limited to, proper posting of tree protection warning signs and tree throughout the duration of the project. protection measures to be maintained Page 11 of 17 2013 Revision SIGNED AND EFFECTIVE on the date last set forth below. DEV By: Title: Address: Socc] r vr�u�.e -7K 76,e9z. STATE OF TEXAS COUNTY OF TARRANT On 1"YM� Zu before me, Notary Public, personally appeared Jy6b-j wewy-r'A 1 personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on. the instrument, the person, or the entity upon behalf of which the person acted, executed the instrument. my hand and official seal. LISA CIESIELSKI Notary Public, State of texas My Commission Expires January 38, 2019 Notary Public My commission expires: Page 12 of 17 2013 Revision CITY OF SOUTH LAKE, TEXAS By: Mayor ATTEST: City Secretary Date: City Attorney Date: Page 13 of 17 2013 Revision REQUIREMENTS FOR IRREVOCABLE LETTER OF CREDIT 1. The Letter of Credit must have a duration of at least one year. 2. The Letter of Credit may be substituted for utility security deposits exceeding $10,000.00. The City reserves the right to specify the face amount of the Letter of Credit. 3. The Letter of Credit must be issued by a FDIC insured bank in a form acceptable to the City of Southlake. The City reserves the right to approve/disapprove the bank issuing the Letter of Credit. 4. The Letter of Credit must be issued by a bank that has a minimum capital ratio of six percent (6%), and has been profitable for each of the last two consecutive years. 5. The customer must provide the City with supporting financial information on the bank to allow the City to ascertain requirements are met. Suitable financial information would be the previous two (2) years December 31 Call Reports submitted to the FDIC and audited financial statements. 6. Partial drawings against Letter of Credit must be permitted. 7. The City must be able to draft on sight with proof of amount owed. 8. The customer pays any and all fees associated with obtaining Letter of Credit. 9. Expiring Letter of Credit must be replaced by substitute Letters of Credit at least 30 days prior to the expiration date on the Letter of Credit held by the City. Page 14 of 17 2013 Revision REQUIREMENTS FOR CONTRACTOR'S INSURANCE Contractor's Insurance 1. Without limiting any of the other obligations or liabilities of the CONTRACTOR, during the term of the Contract, the CONTRACTOR shall purchase and maintain the following minimum insurance coverages with companies duly approved to do business in the State of Texas and satisfactory to the CITY. In this section "Project" shall mean the public facilities to be constructed by Developer or under Developer's contract with a CONTRACTOR. Coverages shall be of the following types and not less than the specified amounts: a. Workers' compensation as required by Texas law, with the policy endorsed to provide a waiver of subrogation as to the CITY; employer's liability insurance of not less than the minimum statutory amounts. b. Commercial general liability insurance, including premises- operations; independent CONTRACTOR's liability, completed operations and contractual liability covering, but not limited to, the liability assumed under the indemnification provisions of this Contract, fully insuring CONTRACTOR's (or Subcontractor's) liability for injury to or death of CITY's employees and third parties, extended to include personal injury liability coverage with damage to property of third parties, broad form property damage, with minimum limits as set forth below: General Aggregate...................................................................................... $2,000,000 Bodily Injury ................................$1,000,000 Each Occurrence Property Damage ....................... $1,000,000 Each Occurrence Products—Components/Operations Aggregate ........................................... $1,000,000 Personal and Advertising Injury.................................................................. $1,000,000 (With Employment Exclusion deleted) Each Occurrence........................................................................................ $1,000,000 Contractual Liability: Bodily Injury ................................$1,000,000 Each Occurrence Property Damage ....................... $1,000,000 Each Occurrence The policy shall include coverage extended to apply to completed operations, asbestos hazards (if this project involves work with asbestos) and ECU (explosion, collapse and underground) hazards. The completed operations coverage must be maintained for a minimum of one year after final completion and acceptance of the work, with evidence of same filed with CITY. c. Comprehensive automobile and truck liability insurance, covering owned, hired and non -owned vehicles, with a combined bodily injury and property damage minimum limit of $1,000,000 per occurrence; or separate limits of $500,000 for bodily injury (per person), and $500,000 for property damage. Such insurance shall include coverage for loading and unloading hazards. d. Property Insurance (Builder's All Risk) (i) CONTRACTOR shall purchase and maintain, at all times during the term of its Contract with the Developer property insurance written on a builder's risk "all-risk" or equivalent policy form in the amount of the initial contract price, plus value of subsequent contract modifications and cost of materials supplied or installed by others, comprising total value for the entire Project at the site on a replacement cost basis without optional deductibles. Such property insurance Page 15 of 17 2013 Revision shall be maintained, unless otherwise in writing by all persons and entities who are beneficiaries of such insurance, until final payment has been made, or until no person or entity other than the CITY has an insurable interest in the property required by this paragraph to be covered, whichever is later. This insurance shall include interests of the CITY, the CONTRACTOR, Subcontractors and Sub -Subcontractors in the Project. (ii) Property insurance shall be on an "all-risk" or equivalent policy form and shall include, without limitation, insurance against the perils of fire (with extended coverage) and physical loss or damage including, without duplication of coverage, theft, vandalism, malicious mischief, collapse, earthquake, flood, windstorm, falsework, testing and startup, temporary buildings and debris removal including demolition occasioned by enforcement of any applicable legal requirements, and shall cover reasonable compensation for CONTRACTOR's services and expenses required as a result of such insured loss. (iii) If the insurance required by this paragraph requires deductibles, the CONTRACTOR shall pay costs not covered because of such deductibles. (iv) This property insurance shall cover portions of the Work stored off the site, and also portions of the Work in transit. e. OWNER'S Protective Liability Insurance: (i) CONTRACTOR shall obtain, pay for and maintain at all times during the prosecution of the work under the contract between the CONTRACTOR and the Developer, a CITY's protective liability insurance policy naming the CITY as insured for property damage and bodily injury, which may arise in the prosecution of the work or CONTRACTOR's operations under the contract. (ii) Coverage shall be on an "occurrence" basis, and the policy shall be issued by the same insurance company that carries the CONTRACTOR's liability insurance with a combined bodily injury and property damage minimum limit of $1,000,000 per occurrence. f. "Umbrella" Liability Insurance: The CONTRACTOR shall obtain, pay for and maintain umbrella liability insurance during the term of the Contract between the CONTRACTOR and the Developer, insuring CONTRACTOR for an amount of not less than $5,000,000 per occurrence combined limit for bodily injury and property damage that follows form and applies in excess of the primary liability coverages required herein above. The policy shall provide "drop down" coverage where underlying primary insurance coverage limits are insufficient or exhausted. Policy Endorsements 1. Each insurance policy to be furnished by CONTRACTOR shall include the following conditions by endorsement to the policy: a. name the CITY as an additional insured as to all applicable policies; b. each policy shall require that 30 days prior to cancellation, non -renewal or any material change in coverage, a notice thereof shall be given to CITY by certified mail. If the policy is canceled for nonpayment of premium, only 10 days written notice to CITY is required; c. the term "CITY" shall include all authorities, boards, bureaus, commissions, divisions, departments and offices of the CITY and individual members, employees and agents thereof in their official capacities, and/or while acting on behalf of the CITY; d. the policy phrase "other insurance" shall not apply to the CITY where the CITY is an additional insured on the policy. Page 16 of 17 2013 Revision 2. Special Conditions a. Insurance furnished by the CONTRACTOR shall be in accordance with the following requirements: (i) any policy submitted shall not be subject to limitations, conditions or restrictions deemed inconsistent with the intent of the insurance requirements to be fulfilled by CONTRACTOR. The CITY's decision thereon shall be final (ii) all policies are to be written through companies duly licensed to transact that class of insurance in the State of Texas; and (III) all liability policies required herein shall be written with an "occurrence" basis coverage trigger. b. CONTRACTOR agrees to the following: (1) CONTRACTOR hereby waives subrogation rights for loss or damage to the extent same are covered by insurance. Insurers shall have no right of recovery or subrogation against the CITY, it being the intention that the insurance policies shall protect all parties to the contract and be primary coverage for all losses covered by the policies; (ii) companies issuing the insurance policies and CONTRACTOR shall have no recourse against the CITY for payment of any premiums or assessments for any deductibles, as all such premiums and deductibles are the sole responsibility and risk of the CONTRACTOR; (iii) approval disapproval or failure to act by the CITY regarding any insurance supplied by the CONTRACTOR (or any Subcontractors) shall not relieve the CONTRACTOR of full responsibility or liability for damages and accidents as set forth in the Contract Documents or this Agreement. Neither shall be bankruptcy, insolvency or denial of liability by the insurance company exonerate the CONTRACTOR from liability; (iv) deductible limits on insurance policies exceeding $10,000 require approval of the CITY; (v) any of such insurance policies required under this paragraph may be written in combination with any of the others, where legally permitted, but none of the specified limits may be lowered thereby; (vi) prior to commencement of operations pursuant to this Contract, the Developer or the Developer's CONTRACTOR shall furnish the CITY with satisfactory proof that he has provided adequate insurance coverage in amounts and by approved carriers as required by this Agreement; (vii) CONTRACTOR shall provide notice of any actual or potential claim or litigation that would affect required insurance coverages to the CITY in a timely manner; (viii) CONTRACTOR agrees to either require its Subcontractors to maintain the same insurance coverage and limits as specified for the CONTRACTOR or coverage of Subcontractors shall be provided by the Contract; and (ix) Prior to the effective date of cancellation, CONTRACTOR shall deliver to the CITY a replacement certificate of insurance or proof of reinstatement. Page 17 of 17 2013 Revision 6obertson Commercial Pools, Inc, Spray Tarks, Entry Features, Water (Park; Screation Centers Canyon Falls Amenity Center Northlake, TX Robertson Commercial Pools, Inc. respectfully submits this BUDGET proposal for a Tot pool With beach entry and ground sprays, an Activity pool, an Adult pool, a boulder water.feature, decks, and equipment. All permits and inspections are included and construction will comply with allapplicable codes. This proposal is dated January 20, 2015 and will be honored for 60 days. TotPool................................................................1... .......... , ........$90,200.00 Perimeter: . 128 LF Area: 876 SIF Depth: 0'-0" ta1-6" Chlorination: Rainbow Erosion Feeder Fill System: One Pool Miser Lights: None Coping: Oklahoma Flagstone Tile: Owners choice Pump: One 3 hp Pentair WhisperFlo XF Filter: One Pentair TR 140C sand filter Plaster: Quartz Depth Markers: Comply with T©H Regulations Trim Tile: Ali steps, benches, and seats Safety: One set required safety and maintenance equipment Activity. Pool .... .......................... ............... . ................... .................$181,300.00 Perimeter: 260 LF Area: 2,800 SF Depth: T-6" to 4'-6" Chlorination: One Rainbow Erosion Feeder Fill System: Two Pool Misers Lights: Six 600 Watt Ameril-ites Coping: Oklahoma Flagstone Tile: Owners choice Pump: One 7.5 hp Pentair EQ750 Filter: Three Pentair TR 140C sand filter Plaster: Quartz Depth Markers: Comply with TDH Regulations Trim Tile: All steps, benches, and seats Safety: Two sets required safety and maintenance equipment 569 S. Coppell Road a Coppell, TX 75019 • (972) 393-2152 Phone + (972) 393.6244 Fax www.robertsonpools.com Page 2 Adult Pool......... . •$96,700.00 Perimeter: 170 LF Area: 947 SF Depth: T-6" to 4'-6" Chlorination: One Rainbow Erosion Feeder Fill System: Two Pool Misers Lights: Three 500 Watt AmeriLites Coping: Oklahoma Flagstone Tile: Owners choice Pump: One 5 hp Pentair WhisperFlo XF Filter: One Pentair TR 140C sand filter Plaster: Quartz Depth Markers: Comply with TDH Regulations Trim Tile: All steps, benches, and seats Safety: One set required safety and maintenance equipment Water Feature.. _ $55,100.00 Includes structure, booster pump, plumbing, and 30 tons of Boulder and Slab material Decks. - • _. _ .$192,200.00 Area: 4,224 SF Finish: Oklahoma Flagstone on Concrete Base Area: 8,576 SF Finish: Stamped concrete with color and release Alternate: Chemical controllers and feeders in lieu of erosion feeders..,. _.._._..Add $28,000.00 Total Proposal. . ....,. $616,500.00 Notes and Exclusions Utilities (natural gas, potable water with anti -siphon, electrical panel with breakers, sanitary sewer, venting as needed) to pool equipment room by others Water for pool filling provided by others Area drain tie-ins excluded Site signage, fencing, and furniture, ADA lifts excluded Shower, 911 phone, restrooms excluded Structural additions (piers, soil injection, etc.) excluded Soil amendment or replacement excluded Rock Excavation excluded 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 Official Minutes Approved by Parks and Recreation Board 8/15/05 Second: Durham Ayes: Cornish, Georgia, Mills, Cox, Durham, Galpin, Peebles and White Nays: None Vote: 8-0 Motion carried. Agenda Item No 5C Consider: Recommendation of park dedication requirements for The Cliffs at Clariden Ranch IV development Terra Land Management Company proposed to dedicate two parks (10.68 acres and 4.24 acres) to be maintained by the homeowners association to the City as part of 56.5 acre development, The Cliffs at Clariden Ranch IV. The site is located on North White Chapel Bouelvard, south of Clariden School, west of Bob Jones Park and directly north of Corps of Engineer property. The required park land dedication for the 56 lot development is 1.4 acres of land or an equivalent in park dedication fees of $84,000. The applicant requests to meet park dedication requirements by dedicating a total 14.92 acres of public park land and by providing trails (.68 miles), benches (4) and entry feature (1) valued at approximately $121,200. The developer seeks park credits to be used on the next phase or another development in Southlake. The proposal recommends that the City provide water for irrigation estimated at approximately $5,200 per year. The developer will dedicate an open lot along White Chapel Boulevard with adjoining access easement into the 10.68 acre park. Staff is working with the developer to expand the 20' wide easement to 70' to allow greater visibility and buffer for abutting lots. Because the site once served as a dumping area for construction debris the developer will remove all surface materials and provide a level two environmental assessment. Planning & Zoning Commission reviewed the development plans and recommended approval as did the City Council at First Reading. Staff will confirm the environmental designation of the site with the Corps of Engineers. If the park receives a "community park" classification in the Park Master Plan, the usage may allow for more active features than how the park was initially proposed -- as a passive park. Therefore, the park may need to be designated as a special -type community park or a special park. Paul Spain, developer of The Cliffs at Clariden Ranch IV, 2200 Estes Park Drive, apologized for not presenting the proposal to Park Board prior to presentation at Planning & Zoning Commission and answered questions. Board members recommended that the developer include fencing and/or a barrier along the trail along the edge of the cliffs and to also include signage designating the park areas as public parks. August 8, 2005 Parks Board Meeting Minutes Page 3 of 7 Official Minutes Approved by Parks and Recreation Board 8/15/05 1 The request was voted on by the Board in two phases. 2 3 A motion was made for consideration of acceptance of the dedication of 14.92 acres 4 of public park land, provision of trails (.68 miles), benches (4), and entry feature (1), 5 conditioned upon satisfaction of the Planning and Zoning Commission's 6 recommendations, staff review conditions as set forth in the July 28, 2005 memo 7 from Malcolm Jackson to the Parks and Recreation Board, and included on the 8 credit worksheet, or described on the concept plan and subject to any additional 9 conditions Council may wish to impose, including but no limited to a requirement 10 for proper compaction of the site and an environmental assessment to be presented 11 and reviewed by Parks Board confirming there exists no unsafe environment issues 12 on the proposed park sites. In addition to this motion, the Park Board is requesting 13 that the developer consider and place signage for public park upon these park areas 14 and consider a barrier or protection from the cliffs in that area. 15 Motion: Georgia 16 Second: White 17 Ayes: Cornish, Cox, Durham, Galpin, Georgia, Mills, Peebles and White 18 Nays: None 19 Vote: 8-0 20 Motion carried. 21 22 A motion was made to allow the developer to use these park credits to be used on 23 the next phase or with another development in Southlake. 24 Motion: Georgia 25 Second: White 26 Ayes: Cornish, Cox, Durham, Galpin, Georgia, Mills, Peebles and White 27 Nays: None 28 Vote: 8-0 29 Motion carried. 30 31 Agenda Item No 5D Consider: Proposed Fiscal Year 2005-06 Parks and Recreation 32 Division Annual Budget 33 34 Staff requested consideration of this item to be postponed to a future Parks Board 35 meeting. 36 37 A motion was made to TABLE agenda item 5D, proposed Fiscal Year 2005-06 38 annual budget to the August 15. 39 Motion: Durham 40 Second: Georgia 41 Ayes: Cornish, Cox, Durham, Galpin, Georgia, Mills, Peebles, Rawls and White 42 Nays: None 43 Abstention: None 44 Vote: 9-0 45 Motion carried. 46 August 8, 2005 Parks Board Meeting Minutes Page 4 of 7 Minutes of the January 9, 2012 Parks Board Meeting Parks Board Approved February 13, 2012 Page 2 of 3 A. Recommendation on Park Dedication requirements for Winding Creek Development — This item was tabled at the December 12, 2011 Park Board meeting and was resubmitted with revisions to the park dedication acreage and credit balance amounts. Director Tribble presented the item. Winding Creek, a 46.65 gross acre development, including 74 residential units, proposed by Terra Land Development, located off South Carroll Avenue, between La Paloma Court and Westmont Drive is required to either dedicate 1.85 acres of public parkland or pay an alternative fee payment of $222,000. Winding Creek proposed to dedicate 2.15 acres of public park land to be maintained by the developer and eventually, an established home owners association, in perpetuity. The developer also agreed that all trails on both the public park land and the private open space will remain open to the public. The proposed park land and amenities (trails and park benches, both public and private) are valued at approximately $325,500. The developer also requested the credit balance of $103,500 be applied to a future park development by the same owner/applicant/developer. The developer further agreed to include parking spaces for public parking on the entrance road. Paul Spain, developer, Terra Land Development, was present and responded to questions from the Board. The Board discussed the proposal. The Board would like to include language in the current Park Dedication Guidelines sheet and the 2030 Mobility Plan regarding retention ponds and/or lakes to strongly encourage the developer to include circular trails if possible. The Board may also review the provision in the Park Dedication Guidelines sheet requiring that a developer's park dedication credit be used towards adjacent projects since the Ordinance provides that credit may be applied to any future park development by a developer. Park Board took action on the item with two recommendations. First: A motion was made to recommend the acceptance of the proposed park dedication of 2.15 acres as presented to satisfy the park dedication requirement; and with that acceptance of the recommendation, the developer's agreement be recognized authorizing the public use of the open space immediately west of the accepted park land and up to the property lines, and the inclusion of the parking spaces on the south side of the main entrance road. Motion: Wasserman Second: Palmer City of Southlake Values: Integrity ♦ Innovation ♦ Accountability ♦ Commitment to Excellence ♦ Teamwork Minutes of the January 9, 2012 Parks Board Meeting Parks Board Approved February 13, 2012 Page 3 of 3 Ayes: Adams, Berman, Cox, Formella, Palmer, Slocum and Wasserman Nays: None Abstain: None Approved: 7-0 Motion Carried Second: A motion was made to recommend the acceptance of the $103,500 in credit to this developer to be used on his future projects. Motion: Wasserman Second: Berman Ayes: Adams, Berman, Cox, Formella, Palmer, Slocum and Wasserman Nays: None Abstain: None Approved: 7-0 Motion Carried Agenda Item No. 5. Discussion: A. Construction Management Report — The January Construction Management Report was distributed in the meeting packet. Staff answered Board inquiries. Agenda Item 6. Adjournment: A motion was made to adjourn the meeting at 7:33 p.m. Motion: Cox Second: Palmer Ayes: Adams, Berman, Cox, Formella, Palmer, Slocum and Wasserman Nays: None Abstain: None Approved: 7-0 Motion Carried John locum it Parks & Recreation Board A hri b e Director, Community Services Dept. City of Southlake Values: Integrity ♦ Innovation ♦ Accountability ♦ Commitment to Excellence ♦ Teamwork TerraLand Management Park Credit Tracking Development ICredit jCreditsUsed I Credits Fbmaining Cliffs at aariden Ranch 13.52 Acres 13.52 Acres 5hady Oaks 13.395 Acres 0.9 Acres $ 749,700.00 13.395 remaining per RDA 5hady Oaks 2A & 2B $ 749,700.00 $ 63,000.00 $ 686,700.00 5hady Oaks 2C& 2F $ - $ 81,000.00 $ 605,700.00 Winding Creek Ph 1 & 2 $ 103,500.00 $ 709,200.00 Highland Oaks $ - $ 75,000.00 $ 634,200.00 5hady Oaks 2G $ - $ 39,000.00 $ 595,200.00 5hady Oaks, III $ - $ 87,000.00 $ 508,200.00 5hady Oaks 2D & 2E $ 24,000.00 $ 484,200.00 5hady Oaks IV $ 42,000.00 $ 442,200.00