R2006-093 06-12-06RESOLUTION NO. R2006-93
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PEARLAND,
TEXAS, AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO
ENTER INTO A DEVELOPMENT AGREEMENT WITH POAG & MCEWEN
LIFESTYLE CENTER -HOUSTON FOR WATER, SANITARY SEWER AND
STORM SEWER IMPROVEMENTS.
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS:
Section That certain agreement by and between the City of Pearland and Poag
& McEwen Lifestyle Center -Houston, a copy of which is attached hereto as Exhibit "A" and
made a part hereof for all purposes, is hereby authorized and approved.
Section 2. That the City Manager or his designee is hereby authorized to execute
and the City Secretary to attest an agreement with Poag & McEwen Lifestyle Center -
Houston, for water, sanitary sewer and storm sewer improvements.
PASSED, APPROVED and ADOPTED this the 12th day of June, A.D., 2006.
ATTEST:
APPROVED AS TO FORM:
DARRIN M. COKER
CITY ATTORNEY
TOM REID
MAYOR
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Inittrimmon Circ QF PEN?LAND
naaawavaw THE PROMENADE SHOPS
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Oversized Promenade Shops Waterline Preliminary Estimate of Probable Costs
ITEM
DESCRIPTION
UNIT
QUAN.
UNIT COST
TOTAL COST
ORIGINAL WATERLINE SYSTEM
1. 12" PVC WATERLINE
2. 16" PVC WATERLINE
3. AUGER FOR 16" WATERLINE
4. FIRE HYDRANT UNIT
5. 12" GATE VALVE AND BOX
6. 16" BUTTERFLY VALVE AND BOX
7. 2" BLOW -OFF VALVE AND BOX
8. CAST IRON FITTINGS
9. TRENCH SAFETY SYSTEM
LF 3,752 $ 23.00 $ 86,296
LF 3,858 $ 37.00 $ 142,746
LF 40 5 180.00 $ 7,200
EA 25 5 2,340.00 $ 55,500
EA 10 $ 1,150.00 $ 11,500
EA 3 5 2,400.00 $ 7,200
EA 6 $ 350.00 $ 2,100
TON 2.7 $ 1,700.00 3 4,590
LF 7,610 $ 0.20 $ 1,522
TOTAL ORIGINAL WATERLINE ESTIMATE AMOUNT: $ 321,654
LESS TOTAL ORIGINAL WATERLINE ITEMS ESTIMATE AMOUNT: $ (262.728)
TOTAL ESTIMATED OVERSIZING CONSTRUCTION AMOUNT $ 58,926
CONTINGENCY 10% $ 5,893
ENGINEERING DESIGN
7% $ 4,125
CONSTRUCTION ADMINISTRATION
3% $ 1,768
TOTAL ESTIMATED OVERSIZING ESTIMATE: $ 70,711
LJA Engineering anq Surveying, Inc,
F:\2006\PMPLMis\Gen Rep\032906-DevelAgmtReOversizing(City1BLOConsolidation).pdf
1Q
Date: 3/6/2006
wJlandh195710005 - Pasha InfrastructureNVatarline Probable Costs
Original Promenade Shops Waterline Preliminary Estimate of Probable Costs
ITEM
DESCRIPTION
UNIT
QUAN.
UNIT COST
TOTAL COST
ORIGINAL WATERLINE SYSTEM
1. 12" PVC WATERLINE
2. 16" PVC WATERLINE
3. AUGER FOR 16" WATERLINE
4. FIRE HYDRANT UNIT
5. 12" GATE VALVE AND BOX
6, 16" BUTTERFLY VALVE AND BOX
7. 2" BLOW -OFF VALVE AND BOX
8. CAST IRON FITTINGS
9. TRENCH SAFETY SYSTEM
TOTAL ORIGINAL WATERLINE ESTIMATE AMOUNT:
LJA Engineering and Surveying Inc.
F:\2006\PMPLMis\Gen Rep\032906-DevelAgmtReOversizing(City1 BLOConsolidation).pdf
LF 3,752 $ 23.00 $ 86,296
LF 2,653 S 37.00 $ 98,181
LF 40 5 180.00 $ 7,200
EA 2D $ 2340.00 5 46,800
EA 10 $ 1,150.00 $ 11,500
EA 2 $ 2,400.00 $ 4,800
EA 6 $ 350.00 $ 2,100
TON 2.7 $ 1,700.00 $ 4,590
LF 6,405 $ 0.20 $ 1,281
$ 262,728
Date: 3/6/2006
w..R.ar I1957t0005.Oftsile IntrastruGureNJalerline Probable Costs
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ersized Promenade Shops Sanitary Sewer Preliminary Estimate of Probable Costs
ITEM
DESCRIPTION
UNIT
QUAN.
UNIT COST
TOTAL COST
OVERSIZED SANITARY SEWER SYSTEM
1. 12" PVC SANITARY SEWER (0'-8' CUT)
2. 12" PVC SANITARY SEWER (8'-10' CUT)
3. 12" PVC SANITARY SEWER (10'-12' CUT)
4. 15" PVC SANITARY SEWER (10'-12' GUT)
5. 15" PVC SANITARY SEWER (17-14' CUT)
6. 18" PVC SANITARY SEWER (12'-14' CUT)
7. 18" PVC SANITARY SEWER (14'-16' CUT)
8. 18" D.I.P. SANITARY SEWER (14'-16' CUT)
9. 21" PVC SANITARY SEWER (14'-16' CUT)
10. 21" PVC SANITARY SEWER (16'-18' CUT)
11. AUGER FOR 15" SANITARY SEWER (10'-12' CUT) EXCLUDE PIPE
12. MANHOLE
13. EXTRA DEPTH MANHOLE (OVER 8')
14. TRENCH SAFETY SYSTEM
SUBTOTAL OVERSIZED SANITARY SEWER ESTIMATE AMOUNT:
MISCELLANEOUS ITEMS
LF 255 $ 22.00 $ 5,610
LF 712 $ 24.00 $ 17,088
LF 312 $ 28.00 $ 8,112
LF 1,009 $ 28.00 $ 28,252
LF 1,319 $ 30.00 $ 39,570
LF 916 $ 35,00 5 32,060
LF 321 $ 40.00 $ 12,840
LF 160 $ 50.00 $ 8,000
LF 1,144 $ 60.00 $ 85,640
LF 95 $ 65.00 $ 6.175
LF 15 $ 200.00 $ 3,000
EA 21 $ 1,400.00 $ 29,400
VF 99.7 $ 110.00 $ 10,967
LF 6,243 $ 1.00 $ 6,243
$ 275,957
i ADDITIONAL COST FOR SANITARY SEWER BEDDING 8, BACKFILL FOR LF 6,243 $ 15.00 $ 93,645
UNSATISFACTORY SOIL CONDITIONS
2. DEWATERING LF 6,243 6 22.00 $ 137,346
SUBTOTAL MISCELLANEOUS ITEMS ESTIMATE AMOUNT: $ 230,991
SUBTOTAL OVERSIZED SANITARY SEWER AND MISCELLANEOUS ITEMS ESTIMATE AMOUNT: $ 506,948
LESS TOTAL ORIGINAL SANITARY SEWER ITEMS ESTIMATE AMOUNT: $ 116,539
TOTAL ESTIMATED OVERSIZING CONSTRUCTION AMOUNT $ 390,409
CONTINGENCY 10% $ 39,041
ENGINEERING DESIGN 7% $ 27,329
CONSTRUCTION ADMINISTRATION 3% S 11,712
TOTAL ESTIMATED OVERSIZING ESTIMATE: $ 468,491
F:\2006\PMPILIO sEE 'I KgR6'g4k6I AI mtReOversizing(City1BLOConsolidation).pdf
Date: 316/2006
w:/Lend/1957!0505 . (Rahn INraeWclura/Sanilnry Sewer Probable Casts
Original Promenade Shops Sanitary Sewer Preliminary Estimate of Probable Costs
ITEM
DESCRIPTION
UNIT
WAN.
UNIT COST
TOTAL COST
ORIGINAL SANITARY SEWER SYSTEM
1. 18" PVC SANITARY SEWER (12'-14' CUT)
2. 18" PVC SANITARY SEWER (14'-16' CUT)
3. 18" D.I.P. SANITARY SEWER (14'-16' CUT)
4. MANHOLE
5. EXTRA DEPTH MANHOLE (OVER 8')
6. TRENCH SAFETY SYSTEM
SUBTOTAL ORIGINAL SANITARY SEWER ESTIMATE AMOUNT:
MISCELLANEOUS ITEMS
ADDITIONAL COST FOR SANITARY SEWER BEDDING & BACKFILL FOR
1' UNSATISFACTORY SOIL CONDITIONS
2. DEWATERING
SUBTOTAL MISCELLANEOUS ITEMS ESTIMATE AMOUNT:
SUBTOTAL ORIGINAL SANITARY SEWER AND MISCELLANEOUS ITEMS ESTIMATE AMOUNT:
LJA Engineering and Surveying, Inc.
F:\2006\PMPLMis\Gen Rep \032906-DevelAgmtReOversizing(City1 BLOConsolidation).pdf
LF 916 5 35.00 $ 32,060
LF 321 $ 40.00 3 12,840
LE 160 5 50.00 $ 8,000
EA 5 $ 1,400.00 $ 7,000
VF 32.3 $ 110.00 $ 3,553
LF 1,397 $ 1.00 $ 1,397
$ 64,850
LF 1,397 5 15.00 5 20,955
LF 1,397 5 22.00 $ 30,734
$ 51,6a9
$ 116,539
Sv6
Date: 316/2006
w:/Land/1967/0005 - °Ksllu Inlroslniclure&Sanitary Sewer Probable Costs
E
F:\2006\PMPLMis\Gen Rep\032906-DevelAgmtReOversizing(Cityl BLOConsolidation).pdf
STORM OVERSiZING TABLE
PIPE'_ENGTR 0010 SIZE ' 023651760
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40' SO 5,415 60 STM 5144
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DETENTION ANALYSIS
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Oversized Storm Sewer Preliminary Estimate of Probable Costs
Feasibility estimate of probable costs for the construction of the Spectrum Regional Detention
Facilities
LJA JOB NO. 1607.0501
ITEM
DESCRIPTION
UNIT
DUAN.
UNIT COST
TOTAL COST
OVERSIZED STORM SEWER SYSTEM
1. 18" STORM SEWER
2. 24" STORM SEWER
3. 30" STORM SEWER
4. 36" STORM SEWER
5. 42" STORM SEWER
6. 48" STORM SEWER
7. 54" STORM SEWER
8. 60' STORM SEWER
9. 65" STORM SEWER
10. 72' STORM SEWER
11. 78" STORM SEWER
12. 84" STORM SEWER
13. 7' X 5' CONCRETE BOX CULVERT
14. 8' X 7' CONCRETE BOX CULVERT
15. 9' X 7' CONCRETE BOX CULVERT
16. DOUBLE 7' X 5' CONCRETE BOX CULVERT
17. DOUBLE 10' X 5' CONCRETE BOX CULVERT
18. DOUBLE 11' X 6' CONCRETE BOX CULVERT
19. STAGE I- STANDARD (0) PRECAST INLET
20. STAGE 1 I -STANDARD (0) PRECAST INLET
21. STAGE I - MODIFIED (C) PRECAST INLET FOR LARGE STM SWR
22. STAGE 11 - MODIFIED (C) PRECAST INLET FOR LARGE STM SWR
23. TYPE "0" MH FOR 42" STM SEW. AND SMALLER
24. TYPE "C" MH FOR 48"-72" STM SEW.
25. TYPE "C" MH FOR 78" STM SEW. AND LARGER
26. JUNCTION BOX WI "C" MANHOLE TOP
27. TRENCH SAFETY SYSTEMS, ALL DEPTHS
28. 8" BRICK PLUG, ALL SIZES
29. CELLULAR CONCRETE MATTRESS
30. 18" THICK RIP -RAP
31. REMOVE PLUG AND CONNECT 30" STM SWR
32. CONNECT 42" STM SWR TO 10'x8' BOX
33. CONNECT 24" STM SWR TO 10'x8' BOX
SUBTOTAL OVERSIZED STORM SEWER ESTIMATE AMOUNT:
MISCELLANEOUS ITEMS
LF 166 5 37.50 3 6,225
LF 478 5 41.25 $ 19,718
LF 554 $ 67.25 S 37,257
LF 382 5 75.00 3 28,650
LF 412 $ 121.53 $ 50,070
LF 458 3 146.50 5 67,097
LF 80 5 141.25 3 11,300
LF 1,307 3 206.50 $ 269.896
LF 125 3 252.75 S 31.594
LF 60 S 258.00 5 15,480
LF $ 263.50 $ -
LF 741 5 290.00 3 214,890
LF 60 $ 326_00 $ 19,560
LF 546 $ 494.50 5 269,997
LF 266 $ 565.00 $ 150.290
LF 943 0 652.00 3 814,836
LF 132 S 1,000.00 $ 132,000
LF 533 $ 1,228.00 3 654,524
EA 14 $ 750.00 $ 10,500
EA 14 $ 855.00 5 11,970
EA 12 5 1,000.00 5 12,000
EA 12 3 855.00 5 10,260
EA 4 S 1,750.00 $ 7,000
EA 7 $ 4,570.00 $ 31,990
EA 1 S 5,700.00 0 5,700
EA 9 3 15.450.00 3 139.050
LF 7.243 $ 1.20 S 8,592
EA 14 5 295.00 $ 4,130
SY 638 R 52.00 5 33,176
SY 1,037 $ 36.50 6 37,851
EA 1 $ 500.00 5 500
EA 1 S 500.00 5 500
EA 1 S 500.00 $ 500
$ 2,907,202
1 ADDITIONAL COST FOR STORM SEWER BEDDING & BACKFILL FOR UNSATISFACTORY LF 1,811 $ 15.00 $ 27,165
SOIL CONDITIONS
3. DEWATERING LF 500 $ 22.00 5 11,000
4. EXTRA CEMENT STABILIZED SAND CY 50 5 20.00 5 1.000
5. STABILIZED CONSTRUCTION EXIT EA 1 $ 1,200.00 S 1,200
6. FILTER FABRIC FENCE LF 3,800 5 1.20 S 4,560
7. HYDROMULCH SEEDING AND FINE GRADING AC 1 S 1,000.00 $ 1,000
8. BROADCAST SEEDING. FERTILIZING. AND WATERING AC 1 $ 600.00 $ 600
SUBTOTAL MISCELLANEOUS ITEMS ESTIMATE AMOUNT: $ 46,525
SUBTOTAL OVERSIZED STORM SEWER AND MISCELLANEOUS ITEMS ESTIMATE AMOUNT: S 2,953,727
LESS TOTAL ORIGINAL STORM SEWER AND MISCELLANEOUS ITEMS ESTIMATE AMOUNT: S (1834,899)
TOTAL ESTIMATED OVERSIZING CONSTRUCTION AMOUNT S 1,118,821
CONTINGENCY 10% $ 111.683
ENGINEERING DESIGN 7% $ 78.318
CONSTRUCTION ADMINISTRATION 3% S 33,563
TOTAL ESTIMATED OVERSIZING ESTIMATE: $ 1,342,591
Date: 3/6/2006
LJA Engineering and Surveying, Inc. w7Land t60710501!Cversisn9 ErbibiI-OVERSIZED STORM
Exhibit F
Page 1 of 2
F:\2006\PMPLMis\Gen Rep\032906-DevelAgmtReOversizing(City1 BLOConsolidation).pdf
Original Promenade Shops Storm Sewer Preliminary Estimate of Probable Costs
Feasibility estimate of probable costs for the construction of the Spectrum Regional Detention
Facilities
LJA JOB NO. 1607-0501
ITEM
DESCRIPTION
UNIT
QUAN,
UNIT COST
TOTAL COST
ORIGINAL STORM SEWER SYSTEM
1. 18" STORM SEWER
2. 24" STORM SEWER
3. 30" STORM SEWER
4, 36" STORM SEWER
5 42" STORM SEWER
6. 48" STORM SEWER
7. 60" STORM SEWER
8. '72" STORM SEWER
9, 78" STORM SEWER
10. 84" STORM SEWER
11. 7' X5' CONCRETE BOX CULVERT
12. 7' X6' CONCRETE BOX CULVERT
13. DOUBLE 6' X6' CONCRETE BOX CULVERT
14. DOUBLE 7'X6' CONCRETE BOX CULVERT
15. STAGE 1 - STANDARD (C) PRECAST INLET
16. STAGE 1 I -STANDARD (C) PRECAST INLET
17. STAGE I - MODIFIED (C) PRECAST INLET FOR LARGE STM SWR
18. STAGE II - MODIFIED (C) PRECAST INLET FOR LARGE STM SWR
19. TYPE "C" MH FOR 42" STM SEW. AND SMALLER
20. TYPE "C" MH FOR 48"-72" STM SEW.
21. TYPE "C" MH FOR 78" STM SEW. AND LARGER
22. JUNCTION BOX WI "C" MANHOLE TOP
23. TRENCH SAFETY SYSTEMS, ALL DEPTHS
24, 8" BRICK PLUG, ALL SIZES
25. CELLULAR CONCRETE MATTRESS
26. 18" THICK RIP -RAP
27. REMOVE PLUG AND CONNECT 30" STM SWR
28. CONNECT 42" STM SWR TO 10'x8' BOX
29. CONNECT 24" STM SWR TO 10'x8' BOX
SUBTOTAL ORIGINAL STORM SEWER ESTIMATE AMOUNT:
MISCELLANEOUS ITEMS
LF 280 $ 37.50 $ 10,500
LF 598 $ 41.25 $ 24,668
LF 1,315 $ 67.25 $ 88,434
LF 867 $ 75.00 $ 65,025
LF 378 $ 104.25 $ 39,407
LF 458 $ 150.00 $ 68,700
LF 56 $ 206.50 $ 13,629
LF 801 $ 258.00 $ 206,658
LF 812 $ 263.50 3 213,962
LF 559 $ 290.00 $ 162,110
LF 60 $ 326.00 $ 19,560
LF 384 $ 360.00 $ 138,240
LF 241 $ 540.00 $ 130,140
LF 533 $ 690.00 $ 367,770
EA 21 $ 750.00 $ 15,750
EA 21 $ 855.00 S 17,955
EA 5 $ 1,000.00 3 5,000
EA 5 $ 855.00 S 4,275
EA 9 $ 1,750.00 $ 15,750
EA 4 $ 4,570.00 $ 18,280
EA 4 $ 5,700.00 5 22,800
EA 5 $ 15,400.00 $ 77,000
LF 7,352 $ 1.20 $ 8,822
EA 14 $ 295.00 $ 4,130
SY 290 $ 65.00 $ 18,850
SY 796 $ 36.50 $ 29,054
EA 1 $ 500.00 $ 500
EA 1 $ 500.00 $ 500
EA 1 $ 500.00 $ 500
$ 1,787,969
1 ADDITIONAL COST FOR STORM SEWER BEDDING & BACKFILL FOR LF 1,838 $ 15.00 $ 27,570
UNSATISFACTORY SOIL CONDITIONS
3. DEWATERING LF 500 $ 22.00 5 11,000
4, EXTRA CEMENT STABILIZED SAND CY 50 $ 20.00 $ 1,000
5. STABILIZED CONSTRUCTION EXIT EA 1 $ 1,200.00 $ 1,200
6, FILTER FABRIC FENCE LF 3,800 $ 1.20 $ 4,560
7. HYDROMULCH SEEDING AND FINE GRADING AC 1 $ 1,000.00 $ 1.000
8, BROADCAST SEEDING, FERTILIZING, AND WATERING AC 1 $ 600.00 $ 600
SUBTOTAL MISCELLANEOUS ITEMS ESTIMATE AMOUNT: $ 46,930
SUBTOTAL ORIGINAL STORM SEWER AND MISCELLANEOUS ITEMS ESTIMATE AMOUNT:
LJA Engineering and Surveying, Inc.
Exhibit F
Page 2 of 2
F:\2006\PMPLMis\Gen Rep\032906-DevelAgmtReOversizing(City1 BLOConsolidation).pdf
$ 1,834,899
Date: 3/612006
w eland/1607105011OversizIng Exhibit -ORIGINAL PROM SHOPS
DEVELOPMENT AGREEMENT
(EXHIBIT A TO RESOLUTION R Zooca -45 )
This Agreement is entered into this Fr.' day of 3 wv+e. 2006, byand
between the CITY OF PEARLAND, TEXAS, (hereinafter "City"),
ND
LIFESTYLE CENTER, LP., a Delaware limited partnership (herei afttea Developerr""o)).
WHEREAS, Developer plans to construct a Lifestyle Center known as "Promenade Shops
at Shadow Creek"(hereinafter "Promenade"), which will be served by the City's water,
sanitary sewer and storm sewer systems; and
WHEREAS, Developer plans to construct water, sanitary sewer and storm sewer
improvements, all as more particularly described hereinafter (hereinafter Improvements"),
necessary for the City to provide services to Promenade and to dedicate said
Improvements to the City for operation and maintenance; and
WHEREAS, City, pursuant to Resolution no. R2006-38, desires to cooperate with
Developer to provide water, sanitary sewer and storm sewer service to Promenade, and at
the same time, increase and improve City's capacity to serve other properties in the vicinity
of Promenade; and
WHEREAS, City and Developer desire an agreement to set forth their respective
responsibilities with regard to providing water, sanitary sewer and storm sewer service to
Promenade.
WITNESSETH:
NOW THEREFORE, in consideration of the foregoing premises and other good and
valuable consideration the receipt and sufficiency of which is hereby acknowledged, it is
hereby agreed as follows:
1. WATER DISTRIBUTION
a. Developer is required to install water mains along North Spectrum Boulevard,
Promenade Shops Drive and Spectrum Boulevard in accordance the
specifications contained in Exhibit "A" attached hereto.
b. To serve additional tracts, the City has requested and Developer agrees to
extend a water main along North Spectrum Boulevard, from Kirby Drive to the
west side of the TxDOT ditch in accordance with Exhibit "A".
c. The estimated cost for the water distribution system to serve Developer's
requirements is $262,728. The estimated cost for the water distribution system
extension requested by the City is estimated to be $70,711. Therefore, the total
estimated cost to be reimbursed by City to Developer is $70, 711 as described
in Exhibit "B" attached hereto. Reimbursement shall be made in accordance
with Section 7 hereof.
MEMPHIS-542837-v1-060106-DevelAgmtReOversizing(WTCB-FNL).DOC
1
2. SANITARY SEWER DISTRIBUTION
a.
b.
c.
Developer is required to install a sanitary sewer line along North Spectrum
Boulevard in accordance the specifications contained in Exhibit "C" attached
hereto.
To serve additional tracts, the City has requested and Developer agrees to
extend sanitary sewer lines along North Spectrum Boulevard, Promenade Shops
Drive and Spectrum Boulevard in accordance with Exhibit "C".
The estimated cost for the sanitary sewer line to serve Developer's requirements
is $116,539. The estimated cost for the sanitary distribution system extension
requested by the City is estimated to be $468,491. Therefore, the total
estimated cost to be reimbursed by City to Developer is $ 468,491 as described
in Exhibit "D" attached hereto. Reimbursement shall be made in accordance with
Section 7 hereof.
3. STORM SEWER SYSTEM
a. Developer is required to install storm sewer improvements as depicted on
Exhibit "E" attached hereto and incorporated for all purposes.
b. To serve additional tracts, the City has requested and Developer agrees to
oversize the storm sewer improvements in accordance with the Storm Oversize
Table depicted on Exhibit "E".
c. The estimated cost for the storm sewer system to serve Developer's
requirements is $1,834,899. The estimated cost for the oversizing of the storm
sewer distribution system requested by the City is estimated to be an additional
$1,342,593. Therefore, the total estimated cost to be reimbursed by City to
Developer is $1,342,593 as described in Exhibit "F" attached hereto.
Reimbursement shall be made in accordance with Section 7 hereof.
4. The portion of the Improvements described in Sections 1.b., 2.b., and 3.b. above
shall be known as the "City Improvements". The bid specifications shall require
each bidder to reflect the difference in the cost of constructing the Improvements as
reflected in the plans and specifications and the cost which would be incurred by
Developer if the City Improvements were not to be constructed by Developer (such
difference, the "City's Cost").
5. Upon approval of the plans and specifications by the City Developer's engineers
will obtain competitive line item bids in accordance with Local Government Code
Chapter 252 for the construction of the Improvements in accordance with the plans
and specifications. The bids will be reviewed by Developer and the City and a
contract will be awarded to the successful bidder by Developer. City reserves the
right to reject any and all bids for the construction of the City Improvements within
ten (10) days following submission to the City for review, following the expiration of
which the bids selected by Developer shall be deemed approved by the City.
6. Following approval of the bids by the City, Developer shall cause construction of
MEMPHIS-542837-v1-060106-DevelAgmtReOversizing(WTC8-FNL).DOC
2
the City Improvements to commence on or before the date two (2) weeks following
the later of such approval or the City's acquisition of the appropriate right of way
therefor, and shall cause the Improvements to be completed in accordance with the
plans and specifications within a reasonable period of time. If Developer shall fail to
cause construction to commence by the aforementioned date, and following thirty
(30) days' written notice to Developer, the City shall have the right to terminate this
Agreement. Developer's engineer and the City Engineer or designee shall monitor
the progress and workmanship of the contractor. Developer shall advance the
funds necessary to pay the contractor for the work performed. Developer shall
cause the City to be named as an additional obligee under any performance bond
obtained by Developer to secure the construction of the Improvements.
7. The City will reimburse Developer for the City's Cost on a monthly percentage -
completed basis in accordance with the following procedure:
a. Developer may submit to the City no more often than monthly its contractor's
draw request along with a letter from Developer's engineer stating the portion of
the Improvements enumerated in the draw request that is allocable to the City
Improvements that have been constructed, along with the City's Cost relating
thereto (collectively, a "Request").
b. Within five (5) days following a Request, the City shall inspect the progress of
construction of the City Improvements with respect to the City's Cost, if said
inspection has not already been completed prior to the Request.
c. Within ten (10) days following the City's inspection, the City shall approve the
content of a Request, or disapprove in writing, stating the specific reasons
therefor. Such approval shall not be unreasonably withheld or conditioned and
shall be deemed given upon the expiration of said ten (10) days.
d. Upon the City's approval of a Request, the City shall disburse to Developer the
portion of the City's Cost applicable to the construction of the City Improvements
as set forth in the Request, Tess any percentage of retainage pursuant to the
terms of the contractor's contract with Developer, all of which retainage shall be
disbursed by the City along with the final disbursement pursuant to the final
Request, or at such earlier time as the City shall determine.
Provided, however, that the City shall not be obligated to reimburse Developer for
more than 105% of the City Improvements' estimated cost, unless the City Council
shall approve such increased reimbursement.
8. The Improvements shall be inspected, accepted, maintained and warranted by the
parties, as applicable, in accordance with Sections 3.1.8.5 and 3.1.8.6 of the City's
Unified Development Code [the "UDC"].
9. The initial term of this Agreement shall be for a period of eighteen (18) months,
commencing on the /f11 day of Ju.riL , 2006, and terminatin on the
of rt,,,k(„rr a
, 2007, provided, however,g 19r`'`day
emnt shall be
automatically renewed in one (1) month increments unt l thisall of the obligations of the
parties hereunder have been fully discharged or specifically waived in writing by the
MEMPHIS-542837-v1-060106-DevelAgmtReOversizing(WTC8-FNL).DOC
3
beneficiary thereof.
10. This Agreement may only be amended, modified, or supplemented by written
agreement and signed by both parties.
11. No assignment by a party hereto of any rights under or interests in this agreement
will be binding on another party hereto without the written consent of the party
sought to be bound; and specifically but without limitation moneys that may become
due and moneys that are due may not be assigned without such consent (except to
the extent that the effect of this restriction may be limited by law), and unless
specifically stated to the contrary in any written consent to an assignment no
assignment will release or discharge the assignor from any duty or responsibility
under this Agreement.
12. Nothing herein is intended to supersede or waive any City ordinance or regulation
pertaining to such construction.
13. Whenever possible, each provision of this Agreement shall be interpreted in such
manner as to be effective and valid under applicable law, but if any provision of this
Agreement is prohibitive or invalid under applicable law, such provision shall be
ineffective to the extent of such provision or invalidity, without invalidating the
remainder of such provision or the remaining provisions of this Agreement.
14. This Agreement shall be construed and enforced in accordance with and governed
by the laws of the State of Texas.
15. This Agreement and all obligations created hereunder shall be performable in
Brazoria and Harris Counties, Texas.
16. To accomplish execution of this Agreement, it may be executed in multiple
counterparts.
17. DEVELOPER HEREBY RELEASES, ACQUITS, AND FOREVER DISCHARGES
THE CITY, ITS OFFICERS, AGENTS, EMPLOYEES, SUCCESSORS, AND
ASSIGNS FROM ANY AND ALL CLAIMS, DEMANDS, RIGHTS OR CAUSES OF
ACTION OF WHATSOEVER CHARACTER OR NATURE, INCLUDING
ATTORNEYS' FEES, ARISING FROM OR BY REASON OF ANY AND ALL
BODILY OR PERSONAL INJURIES, INCLUDING DEATH AND MENTAL
ANGUISH, DAMAGE TO PROPERTY AND THE CONSEQUENCES THEREOF
WHICH MAY BE SUSTAINED BY DEVELOPER, ITS HEIRS, EXECUTORS,
S
ADMINISTRATORS, SUCCESSORS, OR ASSIGNS AS A RESULT OF THE
NEGLIGENT DESIGN BY DEVELOPER OF THE IMPROVEMENTS
REFERENCED ABOVE, UNLESS CAUSED IN WHOLE OR IN PART BY THE
NEGLIGENCE OF THE CITY, ITS OFFICERS,
AGENTS,
SUCCESSORS, OR ASSIGNS. THE PROVISIONS OF THIS SECTION SHALL
SURVIVE THE TERMINATION, EXPIRATION, OR CANCELLATION OF THIS
4EMPHIS-542837-v1-060106-DevelAgmtReOversizing(WTCB-FNL).DOC
4
AGREEMENT.
18. DEVELOPER SHALL KEEP AND HOLD HARMLESS THE CITY, ITS OFFICERS,
AGENTS, EMPLOYEES, SUCCESSORS, AND ASSIGNS FROM ANY AND ALL
COST, LIABILITY, DAMAGE OR EXPENSE OF ANY NATURE AND
HOWSOEVER CAUSED, INCLUDING ATTORNEYS' FEES, CLAIMED OR
RECOVERED BY ANYONE BY REASON OF INJURY TO OR DEATH OF ANY
PERSON OR PERSONS OR DAMAGE TO OR DESTRUCTION OF PROPERTY
CAUSED BY OR RESULTING FROM THE NEGLIGENT DESIGN BY
DEVELOPER, ITS AGENTS, EMPLOYEES, SUCCESSORS, OR ASSIGNS OF
THE IMPROVEMENTS REFERENCED ABOVE, UNLESS CAUSED IN WHOLE OR
IN PART BY THE NEGLIGENCE OF THE CITY, ITS OFFICERS, AGENTS,
EMPLOYEES, SUCCESSORS, OR ASSIGNS. THE PROVISIONS OF THIS
SECTION SHALL EXPIRE CONCURRENTLY WITH THE TWO (2) YEAR
MAINTENANCE AND WARRANTY PERIOD SET FORTH IN SECTION 3.1.8.6(b)
OF THE UDC.
19. The Parties agree that any suit arising out of or related to this Agreement shall be
filed in Brazoria or Harris Counties, Texas.
20. All notices which are required or may be given pursuant to this Agreement shall be
in writing and shall be sufficient if delivered personally or by first dass mail, postage
prepaid, return receipt requested, or by a nationally recognized courier, to the
parties and their attorneys at the addresses set out below or such other addresses
as the parties or their attorneys may hereafter notify one another:
If to City:
City of Pearland
Attn: Bill Eisen
3519 Liberty Drive
Pearland, TX 77581
If to Developer: Pearland Lifestyle Center, L.P.
6410 Poplar Avenue, Suite 850
Memphis, TN 38119
Telephone 901-761-7604
With copy to: Wyatt, Tarrant & Combs, LLP
Attn: Eugene Bernstein, Jr.
1715 Aaron Brenner Drive, Suite 800
Memphis, TN 38120
Telephone 901-537-1000
Notice delivered in accordance with the terms hereof shall be effective upon receipt.
MEMPHIS-542837-v1-060106-DevelAgmtReOversizing(WTC8-FNL).DOC
5
In witness whereof, the parties have hereunto set their hands and signatures on the date
first above mentioned.
PEARLAND LIFESTYLE CENTER, L.P.,
a Delaware limited partnership
By: PMLC Pearland Management, LLC,
a Delaware limited liability company,
its general p4er
By: 1P4/
Name: Jr,�r� \IQ
q
Its:r('P-kCZcu)
CITY OF PEARLAND,
a Texas municipal corporation
By:
Bill Eisen,
City Manager
ATTEST:
Young Lorfing
City Secretary
MEMPHIS-542837-v1-060106-DevelAgmtReOversizing(WTC8-FNL).DOC
6
STATE OF TENNESSEE §
SHELBY COUNTY §
This instrument was acknowledged before
of L)t „\F 2006,
by
SPcre;-g r of PMLC Pearland Mana
liability comp ny, general partner of Pearland Lifestyle
partnership, on behalf of said limited partnership.
Notary Public
My Commission Expires: I _act _og
STATE OF TEXAS
BRAZORIA COUNTY
me on this 10 day
ement, LLC, a Delaware limited
Center, L.P., a Delaware limited
ON
• "�
r.!Y NOTARY .'
PUBLIC 9
AT
IN.• LARGE•
• %�
iliirfri
MY Commission Expo e. Jamwy ?8.2009
This instrument was acknowledged before me on this
of , 2006, by Bill Eisen, City Manager of the City of Pearland,ay a
Texas home rule municipality, on behalf of said municipality.
Notary Public, State of Texas
My Commission Expires:
MEMPHIS-542837-v1-060106-DevelAgmtReOversizing(WTC8-FNL).DOC
7
1715 Aaron Brenner Drive, Suite 800
Memphis, TN 38120
Telephone 901-537-1000
Notice delivered in accordance with the terms hereof shall be effective upon
receipt.
In witness whereof, the parties have hereunto set their hands and signatures on the
date first above mentioned.
ATTEST:
Yo g
C' y y
ng L rein
S retar
DevelAgmtReOversizing(WTC8TC)
PEARLAND LIFESTYLE CENTER, L.P.,
a Delaware limited partnership
By: PMLC Pearland Management, LLC,
a Delaware limited liability company,
its general partner
By:
Name:
Its:
CITY OF PEARLAND,
a Texas municipal corporation
Bill Eisen,
City Manager
<�iu.un•a
STATE OF TENNESSEE §
SHELBY COUNTY
This instrument was acknowledged before me on this day
of , 2006, by of PMLC
Pearland Management, LLC, a Delaware limited liability company, general partner of
Pearland Lifestyle Center, L.P., a Delaware limited partnership, on behalf of said limited
partnership.
Notary Public
My Commission Expires:
STATE OF TEXAS
BRAZORIA COUNTY
This instrument was acknowledged before me on this J Soh day
of JLynx- , 2006, by Bill Eisen, City Manager of the City of Pearland, a
Texas home rule municipality, on behalf of said municipality.
Notary Public, State of Texas
My Commission Expires: o-7- mo 0/ O
Ok-A-0 &U.252-1
DevelAgmtReOversizing(WTC8TC)