21-R-24 - Agreement with Scrappy Development LLC of the Parklands II Sudivision project for construction public improvementsRESOLUTION NO. 21 -R -24
A RESOLUTION BY THE CITY COUNCIL OF THE CITY OF SCHERTZ,
TEXAS, AUTHORIZING AN AGREEMENT WITH THE DEVELOPER OF
THE PARKANDS II SUBDIVISION PROJECT FOR CONSTRUCTION OF
CERTAIN PUBLIC IMPROVEMENTS
WHEREAS, the Proposed Parklands II Subdivision is situated adjacent to a future
residential collector street identified on the current Master Thoroughfare Plan of the City of Schertz
(the "City "); and
WHEREAS, the City's Unified Development Code (UDC) requires dedication of right of
way and improvement of thoroughfare roadways; and
WHEREAS, the segment of the collector roadway adjacent to Units 1, 2, and 3 of the
subdivision will not serve any transportation purpose until improvement of the segment adjacent
to Unit 4 of the Subdivision, or a connecting segment within or adjacent to another property; and
WHEREAS, it is not in the City's best interest to accept and maintain a street with no
vehicular traffic; and
WHEREAS, The UDC of the City of Schertz provides for developers to enter into
agreements to defer the construction of required improvements until a time after the associated
plat is filed.
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS
THAT:
Section 1. The City Council hereby authorizes the City Manager to execute the
agreement with Scrappy Development, LLC, relating to deferral of construction of certain public
improvements, generally in the form attached, subject to changes approved by the City Manager
and City Attorney.
Section 2. The recitals contained in the preamble hereof are hereby found to be true,
and such recitals are hereby made a part of this Resolution for all purposes and are adopted as a
part of the judgment and findings of the City Council.
Section 3. All resolutions, or parts thereof, which are in conflict or inconsistent with
any provision of this Resolution are hereby repealed to the extent of such conflict, and the
provisions of this Resolution shall be and remain controlling as to the matters resolved herein.
Section 4. This Resolution shall be construed and enforced in accordance with the laws
of the State of Texas and the United States of America.
Section 5. If any provision of this Resolution or the application thereof to any person
or circumstance shall be held to be invalid, the remainder of this Resolution and the application of
such provision to other persons and circumstances shall nevertheless be valid, and the City Council
hereby declares that this Resolution would have been enacted without such invalid provision.
Section 6. It is officially found, determined, and declared that the meeting at which
this Resolution is adopted was open to the public and public notice of the time, place, and subject
matter of the public business to be considered at such meeting, including this Resolution, was
given, all as required by Chapter 551, Texas Government Code, as amended.
Section 7. This Resolution shall be in force and effect from and after its final passage,
and it is so resolved.
PASSED AND ADOPTED, this 23`d day of March, 2021
ATTEST:
Brentlaffiennis, City Secretary
CITY OF SCHERTZ, TEXAS
Raf _ Ltierr , Mayor
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(VOL. 2]30 Po.45I O.P.R)
i O �1 EPECAN STREEHTBOX°ARON
SAN ANTONIO, TX 16106
1
Thoroughfare Planned
Residential Collector
'Big John Lane'
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PROPERTY I0.'615d
(VIX. SS8 P0. TT60.PAJ
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SURVEYOR:
AFWSURVEY/NG
9421 PAESAA•OSPKWY, SW7E 10f
SANAN70NIO 7X78231
PHONE- (1fo) 97&5+44
FAX (1f0J 9798441
R i I
THE PARKLANDS A SUBDIVISION
MASTER DEVELOPMENT PLAN
SCHERTZ, TEXAS
GUADALUPECOUNTY
AE6090 AECRE TPARCT
fO.OnCRE IRNCT Pte, rrn TRACr 1. THE
REMAINING PORINW OF A 606W ACRE TRACT CALIEO 11iACT 2 CONVEYED TO,WNCY
P,NDER OF RECORD Or VOLUME I.Vfi PAGE IfIOF THE OFFICIAL P nry REWRDS GF
GUADALWE COUMY�TEXAS. A 10.01 ACRE TRACT cONYEI'�TO Rrt%fAS AROAI6 OF
T11E OEFICNLWBUC RECORDS DF GUAOALUPE
COUNTY, IlEXAS, A6.00ACRE 1RACT CONVEYED RT P TRMJ( LYNN RNOEAOF RECORD
IN VOLUME 1.Ufi PAGE T31 pF TIEOFFILW. PUBLIC RECORDS KGUAOAWPE LOW,rT
TEX1A A 200ACRE iIiACTCONVEYE� N W WCY %NDER OF RECORD IN VOLUME 9661
WHUC RECORDS OF GUPDAM/PE COUNTY. TEXAS ANO A
1.OJ ACRE 1RACTCONVEYED TG NANCY PINDER OF RECORD AY VOLLINE 2550 PAGE 2H
OF 1HE OFFLYALPUBLIC RECORDS OF GUA0.4LUPE COUNTY, TEIGS.
PREPARED: JUNE 07, 2019 1 EXHIBIT B
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PROPERTY I0.'615d
(VIX. SS8 P0. TT60.PAJ
OMMER: YVESTON PANCHFWNOATbN
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REVELOPETP/APPC/G6N7i UO-
120W ITTnWSMMEM, LLC
SANA. SI77ERW B[D('. T SURE 12CY1
FNOA ( O) 28116
P/mRe (zfDJ +9sze11
SURVEYOR:
AFWSURVEY/NG
9421 PAESAA•OSPKWY, SW7E 10f
SANAN70NIO 7X78231
PHONE- (1fo) 97&5+44
FAX (1f0J 9798441
R i I
THE PARKLANDS A SUBDIVISION
MASTER DEVELOPMENT PLAN
SCHERTZ, TEXAS
GUADALUPECOUNTY
AE6090 AECRE TPARCT
fO.OnCRE IRNCT Pte, rrn TRACr 1. THE
REMAINING PORINW OF A 606W ACRE TRACT CALIEO 11iACT 2 CONVEYED TO,WNCY
P,NDER OF RECORD Or VOLUME I.Vfi PAGE IfIOF THE OFFICIAL P nry REWRDS GF
GUADALWE COUMY�TEXAS. A 10.01 ACRE TRACT cONYEI'�TO Rrt%fAS AROAI6 OF
T11E OEFICNLWBUC RECORDS DF GUAOALUPE
COUNTY, IlEXAS, A6.00ACRE 1RACT CONVEYED RT P TRMJ( LYNN RNOEAOF RECORD
IN VOLUME 1.Ufi PAGE T31 pF TIEOFFILW. PUBLIC RECORDS KGUAOAWPE LOW,rT
TEX1A A 200ACRE iIiACTCONVEYE� N W WCY %NDER OF RECORD IN VOLUME 9661
WHUC RECORDS OF GUPDAM/PE COUNTY. TEXAS ANO A
1.OJ ACRE 1RACTCONVEYED TG NANCY PINDER OF RECORD AY VOLLINE 2550 PAGE 2H
OF 1HE OFFLYALPUBLIC RECORDS OF GUA0.4LUPE COUNTY, TEIGS.
PREPARED: JUNE 07, 2019 1 EXHIBIT B
After RecordinL,. Please Return To:
Denton Navarro Rocha Bernal & Zech, P.C.
2517 N. Main Avenue
San Antonio, Texas 78212
Attention: T. Daniel Santee
STATE OF TEXAS
KNOW ALL PERSONS BY THESE
PRESENTS:
COUNTY OF GUADALUPE
IMPROVEMENT AGREEMENT
PARKLANDS II SUBDIVISION — PUBLIC IMPROVEMENTS
This IMPROVEMENT AGREEMENT (this " Agreement") is by and between
Scrappy Development, LLC, a Texas limited liability company (the "Owner"), and the
CITY OF SCHERTZ, a Texas municipal corporation (the "Cily"), and is effective upon
the execution of this Agreement by the Owner and the City (the "Effective Date ").
WHEREAS, the Owner is the owner of that certain real property located in the City
of Schertz, Guadalupe County, Texas, more specifically described on Exhibit "A ",
attached hereto and made a part hereof for all purposes (the "Pro e " or "Subdivision ");
WHEREAS, the Owner seeks to continue to develop the Property and such
development requires the construction of certain public improvements: and
WHEREAS, the City desires that the public improvements be constructed at a
future time to be determined, but prior to final plat recordation of the last unit of the
Subdivision; and,
WHEREAS, pursuant to Section 21.4.15(C.)(2.) and (F.) and (G.) of the City's
Unified Development Code, the obligation to construct the public improvements that serve
the Subdivision may be deferred if an Improvement Agreement is executed and a letter of
credit is provided to secure the obligation to construct the public improvements; and
WHEREAS, the Owner seeks to defer the completion of construction of the public
improvements to a future date, not to exceed four years (except with mutually agreed upon
extension, including any appropriate modification of surety amount, based on conditions
such as lot absorption), after the execution of this Agreement pursuant to the terms of this
Agreement and Section 21.4.15 of the City's Unified Development Code:
NOW THEREFORE, in consideration of the agreements set forth herein and for
other reciprocal good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged and stipulated by the Parties, the Owner and the City agree as
follows:
1. Ownership of the Property. The Owner hereby represents and warrants that,
as of the Effective Date, it has not conveyed, assigned, or transferred all or any portion of
its interest in the Property to any other person or entity (any such person or entity referred
to herein as "Purchaser "), nor is it a party to any contract or other understanding to do so
that is not subject to this Agreement.
2. Construction of Improvements: Covenants. The Owner and the City
covenant and agree to the following:
a) The Owner is obligated by Section 21.14.1.K of the City's Unified
Development Code to dedicate a minimum of one -half of the right -of -way
and construct, or cause to be constructed, one -half, or a minimum section,
of street improvements more particularly shown on THE PARKLANDS II
SUBDIVISION BIG JOHN LANE IMPROVEMENT SCHEMATIC dated
February 3, 2021, (Exhibit "D "), and subsequent detailed construction
plans approved by the City and any revisions approved by the City, for one -
half of the residential collector thoroughfare adjacent to the southern
boundary of the Subdivision (such improvements shall be referred to herein
as the "Improvements ").
b) The Improvements shall be built and completed in accordance with the City
design standards prior to plat recordation of Unit 4 of the Subdivision, or
within four years after the execution of this Agreement unless the four -year
time limitation is extended due to conditions such as delays in development
of the Parklands II Subdivision, or other proximate land development,
whichever comes earner.
c) The cost of the Improvements is estimated to be five hundred sixty -six
thousand three hundred sevent, -seven and 66/100 Dollars
($566,377.66) (the "Cost Estimate "), as more particularly shown on Exhibit
"B" attached hereto and made a part hereof for all purposes. The Owner
and the City agree that the amount of the Cost Estimate set forth herein is a
commercially reasonable estimate of the cost of the Improvements.
d) In lieu of the Owner's obligation to construct, or cause to be constructed,
the Improvements, at or before final plat recordation of Units 1 through 3
of the Subdivision, the Owner shall provide to the City, concurrent with the
execution of this Agreement, a letter of credit in the form attached hereto as
Exhibit "C" (the "Sure ') in an amount equal to 125% of the Cost
Estimate amount seven hundred seven thousand nine hundred seventy -
one and 25/100 Dollars ($707,971.251, (the "I_provement Funds ").
e) The Owner agrees that, prior to recordation of a final plat of Unit 4 of the
Subdivision, or within four years of the execution of this Agreement,
whichever comes first, to complete the construction of the Improvements in
accordance with approved construction plans and in full compliance with
the City of Schertz Unified Development Code Section 21.4.15, which is
incorporated by reference herein as though fully set forth in this Section of
this Agreement. For the purpose of clarification, and in no way limiting the
Owner's obligations under Section 21.4.15, the Parties agree that full
completion of construction of the Improvements shall not occur until the
City accepts the Improvements in the manner prescribed in Section 21.4.15
of the City's Unified Development Code.
f) In the event the Owner fails to fully complete construction of the
Improvements during the time limits set forth herein in the manner
prescribed herein, the City may declare this Agreement to be in default and
at the City's sole discretion:
(i) require that all Improvements be installed by the Owner regardless
of the extent of completion of the improvements on the Property
at the time the Agreement is declared to be in default;
(ii) unilaterally draw from the Improvement Funds sufficient amount to
complete the Improvements itself or through a third party; or
(iii) assign the Improvement Funds to any third party, including a
subsequent Purchaser of the Property, provided that such
Improvements Funds shall only be assigned for the purpose of
causing the construction of the Improvements by such third party
and for no other purpose and in exchange for the subsequent owner's
agreement and posting of security to complete the Improvements.
g) Within 60 days of the City's acceptance of the Improvements, the City shall
release the Surety to the Owner and the Parties shall have no further
obligation to each other under this Agreement.
3. Approval of Agreement. The City has approved the execution and delivery
of this Agreement pursuant to Section 21.4.15(C.)(2.) of the City's Unified Development
Code, and the Owner represents and warrants that it has taken all necessary action to
authorize its execution and delivery of this Agreement.
4. Governmental Immunily. The City does not waive or relinquish any
immunity or defense on behalf of itself, its officers, employees, Councilmembers, and
agents as a result of the execution of this Agreement and the performance of the covenants
and actions contained herein.
5. Bindin., Effect. This Agreement shall be binding upon and inure to the
benefit of the parties hereto and their respective heirs, executors, representatives,
successors, and assigns, and the terms hereof shall run with the Property.
6. Counter• xirts. This Agreement may be executed in any number of
counterparts with the same effect as if all signatory parties had signed the same document.
All counterparts shall be construed together and shall constitute one and the same
Agreement.
7. Integration. This Agreement is the complete agreement between the parties
as to the subject matter hereof and cannot be varied except by the written agreement of the
Owner and the City. The Owner and the City each agrees that there are no oral agreements,
understandings, representations or warranties which are not expressly set forth herein.
8. Notices. Any notice or communication required or permitted hereunder
shall be deemed to be delivered three (3) days after such notice is deposited in the United
States mail, postage fully prepaid, registered or certified mail return receipt requested, and
addressed to the intended recipient at the address shown herein. Any address for notice
may be changed by written notice delivered as provided herein. All notices hereunder shall
be in writing and served as follows:
If to the Owner:
Scrappy Development LLC
1202 W. Bitters, Bldg. 1, Suite 1200
San Antonio, TX 78216
Attention: Mr. Jaime Johnson, VP of Land Development
If to the Cite:
CITY OF SCHERTZ
1400 Schertz Parkway
Schertz, Texas 78154
Attention: City Manager
With copy to:
Denton Navarro Rocha Bernal & Zech, P.C.
2517 N. Main Avenue
San Antonio, Texas 78212
Attention: T. Daniel Santee
9. Leal Construction. If any provision in this Agreement is for any reason
unenforceable, to the extent the unenforceability does not destroy the basis of the bargain
among the parties, such unenforceability will not affect any other provision hereof, and this
Agreement will be construed as if the unenforceable provision had never been a part of this
Agreement. Whenever the context requires, the singular will include the plural and neuter
include the masculine or feminine gender, and vice versa. Article and section headings in
this Agreement are for reference only and are not intended to restrict or define the text of
any section. This Agreement will not be construed more or less favorably between the
parties by reason of authorship or origin of language.
10. Recitals: Exhibits. Any recitals in this Agreement are represented by the
parties hereto to be accurate, constitute a part of the parties' substantive agreement, and are
fully incorporated herein as matters of contract and not mere recitals. Further, any exhibits
to this Agreement are incorporated herein as matters of contract and not mere exhibits.
11. No Joint Venture.. It is acknowledged and agreed by the parties that the
terms hereof are not intended to, and shall not be deemed to, create a partnership or joint
venture among the parties.
12. Choice of Law. This Agreement will be construed under the laws of the
State of Texas without regard to choice -of -law rules of any jurisdiction. Venue shall be in
the State District Courts of Guadalupe County, Texas with respect to any lawsuit arising
out of or construing the terms and provisions of this Agreement. No provision of this
Agreement shall constitute- consent by suit by any parry.
[ Signatures and acknowledgments on the following pages]
Signature Page to
Improvement Agreement
This Improvement Agreement has been executed by the parties as of the dates of
the Acknowledgments to be effective as of the Effective Date.
Owner
SCRAPPY DEVELOPMENT LLC a
Texas limited liability company
By:
Name:
Title:
Date:
THE STATE OF TEXAS
COUNTY OF
This instrument was acknowledged before me on the day of March, 2021 by Gordon
V. Hartman, the President of Scrappy Development, LLC, a Texas limited liability
company on behalf of said limited liability company.
(SEAL)
Notary Public in and for
The State of Texas
My Commission Expires:
Signature Page to
Improvement Agreement
This Improvement Agreement has been executed by the parties as of the dates of
the Acknowledgments to be effective as of the Effective Date.
City
CITY OF SCHERTZ,
a Texas municipal corporation
M.
Name: Dr. Mark Browne, City Manager
Date:
THE STATE OF TEXAS
COUNTY OF GUADALUPE
This instrument was acknowledged before me on the day of March, 2021 by Dr. Mark
Browne, City Manager of the City of Schertz, Texas, a Texas municipal corporation, on
behalf of said City.
(SEAL)
Notary Public in and for
The State of Texas
My Commission Expires:
EXHIBIT "A"
The Property
Master Plan
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EXHIBIT "B"
The Cost Estimate
See attached]
EXHIBIT "B"
r,,..FW PARKLANDS lI SUBDIVISION
BIG JOHN LN
ENGINEERS +SURVEYING OPINION OF PROBABLE COST
IMPROVEMENTS
UNITS: Overall
DATE:
3- Feb -21
NO. OF LOTS:
STATUS OF DESIGN:
Conceptual
ACREAGE:
SOURCE OF UNIT
PRICES:
N/A
DENSITY:
DATE OBTAINED:
N/A
BIG JOHN LN IMPROVEMENTS
BIG JOHN LN (COLLECTOR)
2,085
LINEAR FT
ITEM
NO. DESCRIPTION
UNIT
CITY
UNIT PRICE
AMOUNT
Street Improvements
1. Clearing (including ROW)
AC
1.70
$
1,500.00
$
2,550.00
2. Excavation
CY
6,072
$
4.00
$
24,286.39
3. Embankment
CY
2,024
$
3.50
$
7,083.53
4. 19" Flex Base
SY
6,070
$
20.50
$
124,435.00
5. 3" HMAC, Type D w/ Prime & Tack Coat
SY
5,670
$
15.25
$
86,467.50
6. Geogrid
SY
6,070
$
5.00
$
30,350.00
7. 12" Moisture Conditioned Subgrade
SY
6,070
$
3.50
$
21,245.00
8. Concrete Curb & Gutter
LF
2,085
$
16.00
$
33,360.00
9. Header Curb
LF
2,130
$
15.00
$
31,950.00
10. Timber Guard Post w /Markers
EA
16
$
200.00
$
3,200.00
11. 5' Sidewalk
LF
2,075
$
28.50
$
59,137.50
12. Signage
LS
1
$
9,500.00
$
9,500.00
13. TPDES
LS
1
$
9,360.00
$
9,360.00
Sub - Total:
$
442,924.92
Drainage Improvements
1. Excavation
CY
26
$
4.00
$
104.00
2. Concrete Sidewalk Box Drain
CY
4
$
2,350.00
$
9,400.00
3. Handrail
LF
19
$
125.00
$
2,375.00
4. 6 -in Concrete Riprap
SY
25
$
115.00
$
2,875.00
Sub - Total:
$
14,754.00
Contingency
10%
$
45,767.89
Engineering + Surveying Fees
$
62,930.85
TOTAL IMPROVEMENTS:
$
566,377.66
Page 1 Development Agreement - OPC2_REV
EXHIBIT "C"
The Surety
[ See attached]
EXHIBIT "D"
BIG JOHN WAY IMPROVEMENT SCHEMATIC
[ See attached]
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