24-R-99 Den Ott Hill agreement1-41*93 � N 11WKC MZ'a t s�.9
A RESOLUTION BY THE CITY COUNCIL OF THE CITY OF
SCHERTZ, TEXAS AUTHORIZING AN AGREEMENT WITH THE
DEVELOPER OF THE DEN OTT HILL PROPERTY FOR THE
REIMBURSMENT OF COSTS ASSOCIATED WITH RIGHT-OF-WAY
ACQUISITION AND ROAD CONSTRUCTION AND APPROVAL TO
SUBSEQUENTLY ACQUIRE THE RIGHT-OF-WAY FROM THE
SCHERTZ CIBOLO UNIVERSAL CITY INDEPENDENT SCHOOL
DISTRICT.
WHEREAS, there is a lack of street access to serve an area of northern Schertz near the
intersection of the south side of IH-35 and FM 2252; and
WHEREAS, the City of Schertz' approved Master Thoroughfare Plan provides for the
future extension of Ripps-Kreusler Boulevard to intersect with the future extension of FM 2252
to not only provide for access to the properties in the immediate area, but also provide for needed
circulation to the large area in the City of Schertz; and
WHEREAS, the Developer of the Den Ott Hill Property is proposing to construct the
offsite section of Ripps-Kreusler Boulevard from where it is currently under construction to their
property, across the property owned by SCUCISD; and
WHEREAS, SCUCISD has indicated a willingness to sell the needed right-of-way to the
City of Schertz in order that it may be constructed; and
WHEREAS, the Developer of the Den Ott Hill Property has requested to pay for the cost
of the right-of-way acquisition and construction if the City will acquire it from SCUCISD; and
WHEREAS, the City Council finds that it is in the best interest of the City to enter into
the Agreement with Developer for acquisition of the right-of-way necessary for the construction
of the extension of Ripps-Kreusler Boulevard and to authorize the acquisition of the right-of-way
from SCUCISD in order to provide the infrastructure to serve other properties outside of the Den
Ott Hill property and the larger community.
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 Developer for acquisition of right-of-way needed for the construction of Ripps-
Kreusler Boulevard, generally in the form attached as Exhibit "A", subject to changes approved
by the City Manager and City Attorney and to enter into any necessary agreements to acquire the
right-of-way from SCUCISD.
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 th day of September, 2024.
CITY OF SCHERT XAS
Ma&)leaIphb6tierrez
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Exhibit "A"
Agreement with the Den Ott Hill Developer
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After Recording, Please Return To:
Denton Navarro Rodriguez Bernal Santee & 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 COMAL §
IMPROVEMENT AGREEMENT
DEN -OTT SUBDIVISION — PUBLIC IMPROVEMENTS RIGHT-OF-WAY
ACQUISITION REIMBURSEMENT
This IMPROVEMENT AGREEMENT (the "Agreement") is by and between
Marstan Equities, LLC (the "Owner"), and the CITY OF SCHERTZ, a Texas municipal
corporation (the "C"}, 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 " or "Subdivision");
WHEREAS, the Owner seeks to continue to develop the Property and such
development requires the construction of certain public improvements: and
WHEREAS, there is a lack of roadway access to an area of northern Schertz near
the intersection of IH-35 and the extension of FM 482 south of IH-35; and,
WHEREAS, the roadway improvements are identified on the City's Master
Thoroughfare Plan and are needed to provide adequate access these areas and there is
limited space to provide this public infrastructure; and
WHEREAS, the Owner agrees to construct the roadway extension which will
benefit the larger area; and
WHEREAS, there is a benefit to having private development construct roads on the
City's Master Thoroughfare Plan to serve the larger area; and
WHEREAS, the offsite right-of-way is owned by the Schertz Cibolo Universal City
Independent School District ("SCUCISD"), and
WHEREAS, the City finds that it is in the best interest of the City to enter into the
Agreement with the Owner for acquisition of the right-of-way necessary for the
construction of Public Improvement in order to provide the infrastructure to serve other
properties outside the boundary of the proposed Den -Ott Subdivision plat:
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:
l . 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. Apguisition of Ri it-of-wa • Covenants. The Owner and the City covenant
and agree to the following:
a) The Owner is obligated by Section 21.14.1 L of the City's Unified
Development Code all residential subdivisions shall have a minimum of two
(2) locations accessing existing public streets.
b) The Owner is proposing one point of access to an existing public street to
be from Ripps-Kreusler Parkway.
c) Construction of the roadway improvements requires acquisition of offsite
right-of-way and the Owner is proposing to bear the cost of right-of-way
acquisition. The Owner has sought the City's assistance in acquiring the
offsite right-of-way see Exhibit "B". The Owner agrees to reimburse the
City for all costs associated with acquiring the easements, including but not
limited to the appraisal cost and acquisition price. The acquisition costs may
include the costs of surveys. The Owner shall pay the City the amount of
the total costs required to acquire the easements in advance of the City
closing on the acquisition. The cost of the appraisal shall be paid upon
execution of the agreement.
d) The Owner shall bear the cost of SCUCISD acquiring an appraisal for the
subject property.
e) Prior to moving forward with the actual acquisition of the Property after the
purchase price has been provided by SCUCISD, the Owner will provide
written notice to the City to proceed with acquisition along with paying the
City the cost to acquire the right-of-way from SCUCISD.
f) Upon provision of notice to acquire the property as provide above, the
Owner shall provide a surety in such form as acceptable to the City for
construction of the section of Ripps-Kreusler Boulevard plus an additional
20% and construct the road within 2 years.
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 Immunity. 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. Binding 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. Counterparts. 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:
Marstan Equities, LLC
1519 East 27 h Street
Brooklyn, New York 11229
Attention: XXXX
With copy to:
Killen, Griffin & Farrimond, PLLC
10101 Reunion Place, Suite 250
San Antonio, Texas
Attention: Ashley Farrimond
If to the Cir :
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. Legal 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 party.
[Signatures and acknowledgments on the following pages]
Sian ature Paae 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:
MARSTAN EQUITIES, LLC
By:
Name:
Title:
Date:
THE STATE OF TEXAS §
COUNTY OF §
This instrument was acknowledged before me on the day of , 2024 by
the of Marstan Equities, LLC.
(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
Name: Steve Williams, City Manager
Date:
THE STATE OF TEXAS
COUNTY OF GUADALUPE
This instrument was acknowledged before me on the day of , 2024 by
Steve Williams, 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
Legal Metes and Bounds
and
Master Plan
[See attached]
EXHIBIT "B"
The Right -of -Way
j See attached I