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HomeMy WebLinkAboutDevelopment AgreementFiled for Record in; ' Bla47QS (.~UVTY, • 17n: May 25,~'t at li:B1~l Rs a Recordings DEVELOPMENT AGREEMENT Docu.ent Nueber: X716544 A~aunt PB, ~ This Agreement is entered into this r°z.,~ day of Receipt Nusber• - 15~~p~ by and between the CITY OF COLLEGE STATION, TEXAS, a Texas ,~a~e ~ Municipal Corporation (hereinafter referred to as "City"), and FF DEVELOPMENT L.P., a Delaware Limited Liability Company (hereinafter referred to as "Developer"). WHEREAS, Developer has entered into a real estate sales contract to purchase the tract of land known as the proposed Lot 3, Block "A", Holleman Village Addition, Section Two, College Station, Brazos County, Texas, containing approximately 5.168 acres of land, and being more particularly depicted and described on the plat attached hereto as Exhibit "A" (hereinafter referred to as "Property"); and WHEREAS, the City and Developer enter into this Agreement to establish Developer's participation for the improvement of Jones-Butler Road in connection with the development of the Property. NOW THEREFORE, for and in consideration of the recitations above, and in consideration of the promises and covenants herein expressed, the parties hereby agree and covenant as follows: 1. DEFINITIONS For the purposes of this Agreement, when not inconsistent with the context, words used in the present tense include the future tense, words in the plural include the singular, and words in the singular include the plural, and the use of any gender shall be applicable to all genders whenever the sense requires. The words "shall" and "will" are mandatory and the word "may" is permissive. Words not defined in this Agreement shall be given their common and ordinary meaning. 1.1 DEVELOPER means FF DEVELOPMENT L.P., a Delaware limited liability company or its assignee or successors-in-interest. 1.2 CITY means the City of College Station, Texas, a Home Rule Municipal Corporation organized under the laws of the State of Texas. 1.3 CERTIFICATE OF OCCUPANCY is as defined in Chapter 3, Section 1.C.10 of the City of College Station Code of Ordinances. 1.4 PROPERTY means the property as described in Exhibit "A." 1.5 DEDICATE means to convey to the City in fee simple at no cost. Contract No. 00-097 DEVELOPMENT AGREEMENT -Page 1 1.6 RIGHT-OF-WAY means the area dedicated to the City for Jones-Butler Road described in Exhibit "B." 1.7 FINANCIAL GUARANTEE means a letter of credit or an interest-bearing escrow account at a College Station or Bryan bank or title company. The form of the guarantee shall be subject to the review and approval of the City Attorney. 2. DEVELOPER'S OBLIGATIONS Subject to Section 3 hereinbelow, Developer agrees as follows: A. Developer agrees to and shall dedicate and convey to the City in fee simple additional right-of-way for Jones-Butler Road that is described on Exhibit "B" attached hereto and made a part hereof. The dedication shall be made either by final plat of the Property or by deed. OWNER may elect to defer the dedication until after the plat is filed with the City on condition that the OWNER posts a financial guarantee equal to the estimated value of the right-of-way. The value of the right-of-way shall be based on an appraisal submitted by the DEVELOPER. B. Within forty (40) days of the approval of this Agreement by the City Council, Developer shall post with the City the sum of $40,116.00, to pay for the improvements of one-half ('/z) of Jones-Butler Road adjacent to the Property. The City agrees to accept such payment as payment in full for all infrastructure and improvement requirements in connection with the construction of Jones-Butler Road along the frontage of the Property. DEVELOPER may, at its option, defer the payment until the completion of construction if a financial guarantee is posted with the City within forty (40) days of the execution of this Agreement to secure the payment. C. In the event that Developer fails to remit the funds required pursuant to Paragraph 2(B) hereinabove, or Developer or fails to dedicate the right-of-way pursuant to Section 2(A) hereinabove, such failure shall constitute a default. In such event, Developer agrees and understands that: (1) upon default, City shall have the right to draw down on the financial guarantee without notice; (2) the tendering of this document, with a sworn statement of the Director of Development Services that Developer is in default, shall be sufficient for the bank or surety to release the funds in escrow or pay the sum guaranteed by the letter of credit; and (3) City will not issue a certificate of occupancy for the Property until the default is cured by either the payment by the surety or bank, performance by the Developer, or both. Contract No. 00-097 DEVELOPMENT AGREEMENT -Page 2 3. CITY'S OBLIGATIONS The City agrees to waive any assessment or charge against the Property in connection with the construction of Jones-Butler Road provided that Developer fully performs its obligations pursuant to Section 2 of this Agreement. 4. INDEMNITY Developer agrees to and shall indemnify and hold harmless and defend City, its officers, agents, and employees from and against any and all claims, losses, damages, causes of action, suits, and liability of every kind, including all reasonable expenses of litigation, court costs, and reasonable attorney's fees, for injury to or death of any person, for damage to any property, for any breach of contract arising out of or in connection with this Agreement. 5. RELEASE Developer releases, relinquishes and discharges the Developer, its officers, agents, and employees from all claims, demands, and causes of action of every kind and character, including the cost of defense thereof, for any injury to or death of any person (whether they be either of the parties hereto, their employees or other third parties) and any loss of or damage to property (whether property of either of the parties hereto, their employees, or of third parties) or any claim of inverse condemnation or condemnation under the United States or Texas Constitution that is caused by or alleged to be caused by, arising out of, or in connection with this Agreement. 6. GOVERNING LAW It is understood that this Agreement shall be governed by, and construed and enforced in accordance with, and subject to, the laws of the State of Texas. The parties agree that performance of this Agreement shall take place in Brazos County, Texas, and that venue shall lie in the court of competent jurisdiction in Brazos County, Texas. 7. BINDING EFFECT It is understood and agreed that this Agreement shall be binding upon and shall inure to the benefit of the parties and their respective successors and assigns. 8. ENTIlZE AGREEMENT It is understood that this Agreement contains the entire agreement between the parties and supersedes all prior agreements, arrangements, or understandings between the parties relating to the subject matter. No oral understandings, statements, promises or inducements contrary to the terms of this Agreement exist. This Agreement cannot be changed or terminated unless in Contract No. 00-097 DEVELOPMENT AGREEMENT -Page 3 writing and agreed to by both parties. The parties agree that they have read the terms of this Agreement and familiarized themselves with the requirements hereunder and agree that they understand their rights and responsibilities hereunder. 9. AUTHORITY Each party has the full power and authority to enter into and perform this Agreement, and the person signing this Agreement on behalf of each party has been properly authorized and empowered to enter into this Agreement. The persons executing this Agreement hereby represent that they have authorization to sign on behalf of their respective corporations. 10. WRITTEN NOTICE All notices required by this Agreement (i) shall be in writing, (ii) shall be addressed to the parties as set forth below unless notified in writing of a change in address, and (iii) shall be deemed to have been delivered either when personally delivered or, if sent by mail, in which event it shall be sent by registered or certified mail, return receipt requested, three (3) business days after mailing. The addresses of the parties are as follows: To Developer: FF Development L.P. 2045 N. Hwy. 360 Suite 250 Grand Prairie, Texas 75050 To City: City of College Station P.O. Box 9960 College Station, Texas 77842 Attn: City Manager 11. AMENDMENT No amendment to this Agreement shall be effective and binding unless and until it is reduced to writing and signed by duly authorized representatives of Developer and City. 12. TIME Time is of the essence. Unless otherwise specified, all references to "days" shall mean and refer to calendar days. Business days shall exclude all Saturdays, Sundays and Texas legal banking holidays. In the event the date for performance of any obligation hereunder shall fall on a Saturday, Sunday or Texas legal banking holiday, then that obligation shall be performable the next following regular business day. Contract No. 00-097 DEVELOPMENT AGREEMENT -Page 4 13. SEVERABII.,TI'Y If any of the terms and conditions hereof shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such validity, illegality, or unenforceability shall not affect any other of the terms and conditions hereof and the terms and conditions hereof shall thereafter be construed as if such invalid, illegal, or unenforceable terms and conditions had never been contained herein. 14. COUNTERPARTS This Agreement may be executed in any number of identical counterparts, and each counterpart hereof shall be deemed to be an original instrument, but all counterparts hereof taken together shall constitute a single instrument. 15. PRESUMPTION CONCERNING INTERPRETATION This Agreement shall not be construed more strictly against one party against the other merely by virtue of the fact that it may have been prepared by counsel for one of the parties, it being recognized that all of the parties to this Agreement have contributed substantially and materially to the preparation of this Agreement. 16. FURTHER ASSURANCES In connection with this Agreement as well as all transactions contemplated by this Agreement, each signatory party hereto agrees to execute and deliver such additional documents and instruments and to perform such additional acts as may be necessary or appropriate to effectuate, carry out and perform all of the terms, provisions, and conditions of this Agreement and all such transactions. 17. RECITALS Any recitals in this Agreement are represented by parties hereto to be accurate, and constitute a part of the substantive agreement. 18. ASSIGNMENT Developer may not assign this Agreement, either collectively or individually, without giving City prior written notice of intent to assign and without the prior written consent of the City, which consent shall not unreasonably be withheld or delayed. 19. WAIVER Failure of any party, at any time, to enforce a provision of this Agreement, shall in no way constitute a waiver of that provision, nor in any way affect the validity of this Agreement, any part hereof, or the right of the party thereafter to enforce each and every provision hereof. No Contract No. 00-097 DEVELOPMENT AGREEMENT -Page 5 term of this Agreement shall be deemed waived or breach excused unless the waiver shall be in writing and signed by the party claimed to have waived. Furthermore, any consent to or waiver of a breach will not constitute consent to or waiver of or excuse of any other different or subsequent breach. 20. CONDITIONS TO DEVELOPER'S AND CTTY'S OBLIGATIONS Notwithstanding any provision contained in this Agreement to the contrary, Developer's obligations under this Agreement shall be subject to, as a condition precedent, Developer closing the acquisition of the Property. If Developer does not close its acquisition of the Property, this Agreement shall terminate and neither Developer nor City shall have any obligation or liability hereunder. 21. EFFECTIVE DATE OF AGREEMENT This Agreement will be effective when signed by the last party whose signing makes the Agreement fully executed. FF Development L.P. CITY OF COLLEGE STATION By: FF Development Inc. By: Glen D. Jones, Vice President Date: /~LLC C .~ ~a/ ~~ APPROVED: ~- Thomas E. Brymer, C' anager Charles Cryan, By.Q r Lynn cIl aneyrMayor Date: 5F~'! Z/ ~a~ ATTEST Connie Hooks, City Secretary /!~~ Date Date ~i~-~~ Date Contract No. 00-097 DEVELOPMENT AGREEMENT -Page 6 THE STATE OF TEXAS § COUNTY OF BRAZOS § tJ~ This instrument was acknowledged before me on the ~ day of , 2000, by Lynn McIlhaney, Mayor of the City of College Station, Texas, a Texas Home- Rule Municipal Corporation, on its behalf. ro~~`~ ° PRISCILLA ELAINE HENCFIEL Notary Public, State of Texas NOVEMBER 6 2402 Notary Public in and for the State of Texas THE STATE OF TEXAS § COUNTY OF~~~~ § This instrument was acknowledged before me on the ~~day of ~-f~r.1~ , 2000, by Glenn D. Jones, Vice President of FF Properties, Inc., a Delaware Corporation, Manager of FF Realty, LLC, a Delaware Limited Liability Corporation, on behalf of said corporation and limited liability corporation. ;~!k'E~i~~;t SANDRA t.. tilt.l. •; ~*= MY CONWIISSION EXPIRES z? fir= March 25, 2001 z~l~~. Notary Public in and for the State of Texas Contract No. 00-097 DEVELOPMENT AGREEMENT -Page 7 Exhibit "A" Plat of Property Contract No. 00-097 DEVELOPMENT AGREEMENT -Page 8 Exhibit "B" PROPOSED JONES -BUTLER ROAD RIGHT-OF-WAY 45 FOOT WIDE STRIP OF LAND OUT OF THE CRAWFORD BURNETT LEAGUE, ABSTRACT N0.7, BRAZOS COUNTY, TEXAS FIELD NOTES FOR 45.00 FOOT WIDE STRIP OF LAND CONTAINING 0.713 ACRE, LOCATED IN THE CRAWFORD BURNETT LEAGUE, ABSTRACT NO. 7, IN THE CITY OF COLLEGE STATION, BRAZOS COUNTY, TEXAS, AND BEING OUT OF A CALLED 5.169 ACRE TRACT DESCRIBED IN A DEED TO EDSEL G. JONES IN VOLUME 1969, PAGE 40 OF THE DEED RECORDS OF BRAZOS COUNTY, TEXAS, ALSO BEING OUT A 17.42 ACRE TRACT AS SHOWN ON THE FINAL PLAT OF WOODWAY VILLAGE, PHASE ONE RECORDED IN VOLUME 422, PAGE 867 OF SAID DEED RECORDS. SAID 45 FOOT STRIP BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING AT A 5/8" DIAMETER REBAR FOUND IN THE SOUTHEAST LINE OF HOLLEMAN DRIVE (60' R.O.W.), MARKING THE NORTH CORNER OF THE ABOVE MENTIONED 5.169 AND 17.42 ACRE TRACTS AND THE HEREIN DESCRIBED TRACT; THENCE S 45°41'00" E - 690.00' (BASE BEARING PLATTED CALL VOLUME 422, PAGE 867) ALONG THE NORTHEAST LINE OF SAID 5.169 AND 17.42 ACRE TRACTS TO A 5/8" DIAMETER REBAR FOUND MARKING THE EAST CORNER OF THE 5.169 ACRES AND THE HEREIN DESCRIBED TRACT; THENCE S 44° 18' 19" W - 45.00' TO A ~/2" DIAMETER REBAR FOUND MARKING THE NORTH CORNER OF LOT 2, BLOCK `A' AS SHOWN ON THE FINAL PLAT OF HOLLEMAN VII.LAGE ADDITION, SECTION TWO, RECORDED IN VOLUME 3613, PAGE 285 OF SAID DEED RECORDS, ALSO MARKING THE SOUTH CORNER OF THE HEREIN DESCRIBED TRACT; THENCE N 45°41'00" W - 690.01' ALONG A LINE 45' WESTERLY OF AND PARALLEL WITH THE COMMON NORTHEAST LINE OF THE 5.169 AND 17.42 ACRE TRACTS TO A POINT IN THE ABOVE MENTIONED LINE OF HOLLEMAN DRNE FOR THE WEST CORNER OF THE HEREIN DESCRIBED TRACT; THENCE N 44° 19'00" E - 45.00' ALONG SAID LINE OF HOLLEMAN DRIVE TO THE POINT OF BEGINNING. COMPILED FROM RECORDS JANUARY 11, 2000 W O# 10994 10994-FN-02.DOC MAP CHK'D BY KRH Contract No. 00-097 DEVELOPMENT AGREEMENT -Page 9