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RESOLUTION NO: 14 7 7
A RESOLUTION BY THE COUNCIL OF THE CITY OF CIBOLO, TEXAS,
ADOPTING A PROGRAM UNDER TEXAS LOCAL GOVERNMENT CODE
CHAPTER 380; AND AUTHORIZING THE CITY MANAGER TO EXECUTE
AN AGREEMENT MADE PURSUANT TO TEXAS LOCAL GOVERNMENT
CODE CHAPTER 380 WITH WAL-MART REAL ESTATE BUSINESS TRUST,
RELATING TO THE DEVELOPMENT OF APPROXIMATELY 24.75 ACRES
LOCATED AT THE SOUTHWEST CORNER OF THE INTERSECTION OF
BORGFELD ROAD AND NORTH MAIN AS RETAIL DEVELOPMENT; AND
PROVIDING AN EFFECTIVE DATE
WHEREAS, Article III, Section 52-a of the Texas Constitution and Chapter 380 of the Texas Local
Government Code authorizes a local government to establish and provide for the administration of one
or more programs, for making loans and grants and providing personnel and services of the
municipality, to promote state or local economic development and to stimulate business and commercial
activity in the municipality; and
WHEREAS, under Chapter 380 of the Texas Local Government Code, City has adopted an economic
development program to promote local economic development and stimulate business and commercial
activity within the City limits; and
WHEREAS, Developer desires to build a retail development (hereinafter called the "Facility", on an
approximate 24.75 acre tract of real property, more fully described and depicted in the exhibits to the
Agreement, and such real property is located at the southwest corner of the intersection of Borgfeld
Road and North Main in Cibolo, Guadalupe County, Texas; (hereinafter called the "Property"; and
WHEREAS, the development of the Facility, as proposed, will contribute to the economic development
of the City by creating new jobs and increased employment, generating increased development,
increased real property value and tax revenue for the City, enhance public infrastructure, and have both a
direct and indirect positive overall improvement/stimulus in the local and state economy; and
WHEREAS, the City and Developer are executing and entering into an Agreement to set forth certain
terms and obligations of the City and Developer with respect to development of the Facility and the
Property; and
WHEREAS, the Parties recognize that all agreements of the Parties hereto and all terms and provisions
hereof are subject to the laws of the State of Texas and all rules, regulations and interpretations of any
agency or subdivision thereof at any time governing the subject matters hereof; and
WHEREAS, the Parties agree that all conditions precedent for the Agreement to become a binding
agreement have occurred and been complied with, including all requirements pursuant to the Texas
Open Meetings Act and all public notices and hearings; if any, have been conducted in accordance with
Texas law;
NOW, THEREFORE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
CIBOLO, TEXAS:
Section 1. Findings. The foregoing recitals are hereby found to be true and correct and are hereby
adopted by the City Council and made a part hereof for all purposes as findings of fact.
Section 2. Authorization. The City Manager is hereby authorized to execute the Agreement
attached hereto as Exhibit "A", and all documents necessary to accomplish the purposes of this
resolution, provided said Agreement is first fully executed by an authorized representative of the
Developer.
Section 3. Open Meetings. It is hereby officially found and determined that the meeting at which
this resolution was passed was open to the public as required and that public notice of the time, place
and purpose of said meeting was given as required by the Open Meetings Act, Chapt. 551, Tex. Gov't
Code.
Section 4. Effective Date. This Resolution shall take effect upon its adoption..
"y n
APPROVED AND ADOPTED on this the day of September,2013.
Steve Liparoto,Ma r ro-Tem
Attest:
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Peggy Cimics, City Secretary
CHAPTER 380 ECONOMIC
DEVELOPMENT AGREEMENT
THIS AGREEMENT ("Agreement")by and between the CITY OF CIBOLO, TEXAS, a
Texas home-rule municipal corporation(the "City"); and Wal-Mart Real Estate Business Trust, a
Delaware statutory trust ("Developer") (City and Developer collectively referred to as the
"Parties" and sometimes individually as a "Party"), is entered into upon the "Effective Date," as
more clearly defined herein.
WHEREAS, Developer has contracted to purchase approximately 24.75 acres of real
property in the City of Cibolo,Texas located generally at the southwest corner of the intersection
of Borgfeld Road and North Main Street, being more fiilly described in Exhibit "A" (the
"Property"); and
WHEREAS, Developer intends to develop the Property primarily as a commercial retail
development (the "Project," as more fully defined below) that will require an expansion of
existing Borgfeld Road and related public improvements (the "Public Improvements") as more
fully described in Project Improvements Site Plan, attached hereto as Exhibit"B"; and
WHEREAS, in accordance with Article III, Section 52-a of the Texas Constitution, and
Section 380.001 of the Texas Local Government Code ("Section 380"), the City may establish
and provide for the administration of a program for making loans and grants of public money to
promote state or local economic development and to stimulate business and commercial activity
in the City; and
WHEREAS, in addition to the six and a quarter percent (6.25%) sales and use tax
imposed by the State (the "State Sales Tax"), the City imposes a one percent (I%) sales and use
tax (the "City Sales Tax"), as authorized by Section 321.101 of the Texas Tax Code
(collectively, the "Sales and Use Tax"); and
WHEREAS, the City Council of the City of Cibolo, Texas, has adopted Resolution No.
1477 on September 24, 2013 (the "Resolution"), authorizing the City Manager to enter into this
Agreement; and
WHEREAS, Developer has agreed, in exchange and as consideration for funding by the
City, to satisfy and comply with certain terms and conditions, including the construction of the
Public Improvements(as more fully defined below); and
WHEREAS, the Parties hereby agree, based on the cost itemization attached as Exhibit
"C" hereto, that the cost of the Public Improvements, including appropriate road, water,
wastewater, and drainage impact fees, is estimated to be Three Million Three Hundred Seventy
One Thousand Five Hundred and Sixty Five United States Dollars ($3,371,565.00) (the
"Estimated Total Improvement Cost"); and
WHEREAS, the Total Improvement Cost includes public infrastructure improvements
requested by the City that are not necessary or required for the Developer to construct the Project
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as originally proposed, including, but not limited to, an updated water utility line and traffic
signal; but, out of convenience, efficiency, and for the purpose of creating a more functional
public roadway, the Developer has agreed herein to build such public infrastructure
improvements provided City partially reimburses Developer for such costs up to the Maximum
Grant Amount as more fully described below; and
WHEREAS, as shown on Exhibits D and E; Developer agrees to provide architectural
and landscape enhancements beyond the requirements of the City's development regulations;
and
WHEREAS, the City and Developer agree that the provisions of this Agreement
substantially advance a legitimate interest of the City by providing public infrastructure,
expanding the tax base of the City, increasing employment and promoting economic
development.
NOW, THEREFORE, for and in consideration of the promises and the mutual
agreements set forth herein, the Parties hereby agree as follows:
ARTICLE I
RECITALS
1. Recitals. The recitals set forth above are declared true and correct by the Parties
and are hereby incorporated as part of this Agreement.
ARTICLE II
AUTHORITY AND TERM
1. Authority. The City's execution of this Agreement is authorized by Chapter 380
of the Texas Local Government Code and constitutes a valid and binding obligation of the City.
The City acknowledges that Developer is acting in reliance upon the City's performance of its
obligations under this Agreement in making the decision to commit substantial resources and
money to the establishment of the Project, hereinafter established.
2. Term. This Agreement shall become enforceable upon the Effective Date,
hereinafter established, and shall continue until the Expiration Date, hereinafter established, or
until the Maximum Grant Amount has been reached, or by Section Article IV 1.(b), unless
terminated sooner or extended by mutual agreement of the Parties in the manner provided for
herein.
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ARTICLE III
DEFINITIONS
As used in this Agreement, the following terms shall have the meanings ascribed below.
All undefined terms shall retain their usual and customary meaning as ascribed by common and
ordinary usage.
"Actual Total Improvement Costs"means the actual cost of the Public Improvements, as
determined by the Construction Progress Reports, including appropriate road, water, wastewater,
and drainage impact fees, as itemized in Exhibit "C".
"Bankruptcy" or "Insolvency" shall mean the dissolution or termination of a Party's
existence as a going business, insolvency, appointment of receiver for any party of such Party's
property and such appointment is not terminated within ninety(90) days after such appointment
is initially made, any general assignment for the benefit of creditors, or the commencement of
any proceeding under any bankruptcy or insolvency laws by or against such party and such
proceeding is not dismissed within ninety(90)days after the filing thereof.
"City Sales Tax" shall mean the one percent (1%) sales and use tax imposed by the City
pursuant to Chapter 321, Texas Tax Code on the sale of Taxable Items by the Retailers
Consummated in the City on or about the Project.
"City Sales Tax Receipts" shall mean the City's receipts From the State of Texas from
the Retailers' collection of the City Sales Tax (it being expressly understood that the City's one
percent (1%) City Sales Tax Receipts are being used only as a measurement for its participation
through the use of general funds), as a result of sale of Taxable Items by Retailers for the
applicable Grant Period Consummated at the Project. City Sales Tax Receipts do not include
any imposed by City for the benefit of the Cibolo Economic Development Corporation,pursuant
to the Development Corporation Act, Chapters 501-505 of the Texas Local Government Code, or
sales and use tax imposed by the City for crime control or street maintenance.
"Construction Progress Reports"means the report required by Article VA
"Consummated" shall have the same meaning assigned by Texas Tax Code, Section
321.203, or its successor.
"Contract Progress Payment Request"("CPPR") shall mean a request for payment due to
Developer for successfully completed work to substantiate Hard Costs, Soft Costs, and Actual
Cost of Funds for Public Improvements, accompanied by customary documentation, including
the name and address of the entity that performed the work, a description of the contract pursuant
to which the payment is made,proof of payment or satisfaction, the amount of such payment, the
original contract amount,total payments made to date on such contract, an estimate of remaining
work to be completed on the specific improvement, the cost of such work, and any customary
lien and/or subcontractor releases.
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"Effective Date" shall mean the date Developer closes on the purchase of the Property,
which must occur on or before October 10, 2013, however, this date may be extended thirty (30)
days if agreed to in writing by the Parties.
"Expiration Date"shall mean the earlier of:
1. The City's reimbursement of the Maximum Grant Amount to Developer; or
2. Ten (10) years from the Effective Date of this Agreement, however, the
Agreement will automatically renew for two (2) additional five (5) year periods if
Developer has not yet received the Maximum Grant Amount; or
3. The date of termination, provided for under Article VIII of this Agreement.
"Estimated Total Improvement Cost" means the estimated cost of the Public
Improvements, including appropriate road, water, wastewater, and drainage impact fees, in the
amount of Three Million Three Hundred Seventy One Thousand Five Hundred and Sixty Five
United States Dollars ($3,371,565.00) as reflected on Exhibit"C".
"Force Majeure: shall mean any contingency or cause beyond the reasonable control of a
party, including, without limitation, acts of God or the public enemy, war riot, civil commotion,
insurrection, government or de facto governmental action (unless caused by the intentionally
wrongful acts or omissions of a party), fires, explosions or floods, strikes, slowdowns or work
stoppages.
"Fiscal Year" shall mean October 1 st of any given calendar year through September 30th
of any given following calendar year.
Gender: The gender of the wording throughout this Agreement shall always be
interpreted to mean either sex, and where the context requires, the plural of any word shall
include the singular.
"Grant(s)" shall mean payments each in the amount equal to fifty percent (50%) of the
City's Sales Tax Receipts for the applicable Grant Period,to be paid to the Developer as set forth
herein; subject, however, at all times, to the Maximum Grant Amount (as defined below). The
amount of each Grant shall be computed by multiplying the City's Sales Tax Receipts received
by the City by the stated percentage for the given Grant Period, less an administrative fee
charged to the City by the State of Texas.
"Grant Period" shall mean a fiill quarter of the City's Fiscal Year, except that the first
Grant Period shall be from the Effective Date through and including the first full quarter of the
City's Fiscal Year following the Effective Date.
"Hard Costs" shall mean the actual, substantiated costs of construction, labor, and
materials incurred by Developer for Public Improvements.
"Impositions" shall mean all taxes, assessments, use and occupancy taxes, charges,
excises, license and permit fees, and other charges by public or governmental authority, general
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and special, ordinary and extraordinary, foreseen and unforeseen, which are or may be assessed,
charged, levied or imposed by any public or governmental authority on the Developer or any
property or business owned by Developer within the City.
"Maximum Grant Amount" shall mean an amount not to exceed Two Million Five
Hundred Thirty Thousand United States Dollars ($2,530,000.00)subject to Grant reduction
pursuant to Article IV.I.(i).
"Payment Request" shall mean a written request from Developer to the City for payment
of the applicable Grant accompanied by the Sales Tax Certificate for the applicable Grant Period.
"Project" shall mean the complete development of the Property, associated Public
Improvements within the Property, and Public Improvements along Borgfeld Road, adjacent to
the Property. The Project shall consist of a retail development, as well as other ancillary
facilities, including, but not limited to, areas developed for parking, drainage, landscaping, and
open space. The Project shall comply, in substantial shape and form, with the Project
Improvements Site Plan, attached hereto as Exhibit"B".
"Property" shall mean the real property described in Exhibit "A", upon which the
majority of the Project, authorized by this Agreement, shall be constructed.
"Public Improvements" shall collectively mean the improvements constructed by the
Developer for the purpose of improving Borgfeld Road and adjacent areas, including, but not
limited to, drainage,utilities, traffic signals, and sidewalks as more particularly described in the
Project Improvements Site Plan, attached hereto as Exhibit"B".
"Related Agreement" shall mean any other agreement by and between the City and the
Developer, or any of its affiliated or related entities,relating to the Project.
"Required Use" shall mean the Developer's continuous use and occupancy of all or part
of the Project, and Developer's continuous operation of business engaged in the retail sales of
goods and services to the public.
"Retailers" shall mean the Developer and tenants on or about the Project required by the
State of Texas to collect City Sales Tax (as defined below).
"Sales Tax Certificate" shall mean a report provided by the State of Texas to the City in
accordance with Texas Tax Code, Section 321.03 22 (or other applicable provision of the Texas
Tax Code), which lists the amount of City Sales Tax paid (including any refunds, credits or
adjustments) and received by the City from the State of Texas from the sale of Taxable Items by
the Retailers Consummated at the Project for the applicable Grant Period, or if such report is not
available, a certificate or other statement, containing the information required as set forth herein,
in a form provided by the Developer reasonably acceptable to the City setting forth the collection
of City Sales Tax (including any refunds, credits or adjustments) by the Developer received by
the City from the State of Texas, for the sale of Taxable Items by the Retailers Consummated at
the Project for the applicable Grant Period, which are to be used to determine eligibility of the
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Developer for the Grants, together with such supporting documentation required herein, and as
the City may reasonably request.
"Soft Costs" shall mean architectural, engineering, and legal fees incurred by Developer
for Public Improvements.
"State of Texas"shall mean the Office of the Texas Comptroller, or its successor.
"Tangible Personal Property" shall mean tangible personal property, equipment and
fixtures (but excluding inventory, supplies, Freeport Goods and Goods in Transit) owned or
leased by Developer that is added to the Project subsequent to the execution of this Agreement.
"Taxable Items"shall mean both"taxable items"and "taxable services" as those terms
are defined by Chapter 15 I,Texas Tax Code, as amended.
ARTICLE IV
ECONOMIC DEVELOPMENT GRANTS
1. Grants
(a) Subject to the Required Use and continued satisfaction of all the terms and
conditions of this Agreement and the obligation of Developer to repay the Grants
pursuant to Article V hereof, the City agrees to provide Developer with a Grant
for each Grant Period, each in an amount equal to fifty percent (50%) of the City
Sales Tax Receipts for the applicable Grant Period. The Grants shall be paid
within sixty(60) days after receipt of a Payment Request following the end of the
applicable Grant Period. Each Payment Request shall be submitted to the City not
later than sixty (60) days immediately following the end of the applicable Grant
Period, and shall continue until the full payment of the Maximum Grant Amount
or other method of termination under this Agreement.
(b) City is fianding this Agreement from the municipal City Sales Tax it will
receive from the Facility under applicable provisions of Chapter 321 of the Texas
Tax Code. Should any legal impediment arise during the Term of this Agreement,
including a change in law, that prevents or prohibits City from complying with or
making future payments under this Agreement, City may terminate this
Agreement without further liability to Developer. This section shall not apply to
any ordinance, resolution, rule or regulation of City, unless such ordinance,
resolution, rule or regulation is mandated by State or Federal law.
(c) Adjustment Notification. Developer shall promptly notify the City in
writing of any adjustments found, determined or made by the Retailers, the State
of Texas, or by an audit that results, or will result, in either a refund or re-
allocation of City Sales Tax Receipts or the payment of City Sales Tax or
involving amounts reported by the Developer as subject to this Agreement. Such
notification shall also include the amount of any such adjustment in City Sales
Tax or City Sales Tax Receipts. The Developer shall notify the City in writing
within ninety (90) days after receipt of notice of the intent of the State of Texas,
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to audit the Developer, its affiliates and/or its customers. Such notification shall
also include the period of such audit or investigation.
(d) Adjustments. In the event the Retailers file an amended City Sales Tax
return, or report with the State of Texas, or if additional City Sales Tax is due and
owing by the Developer to the State of Texas, as determined or approved by the
State of Texas, affecting City Sales Tax Receipts for a previous Grant Period,
then the Grant payment for the Grant Period immediately following such State of
Texas approved amendment shall be adjusted accordingly (i.e. up or down,
depending on the facts) provided the City has received City Sales Tax Receipts
attributed to such adjustment. As a condition precedent to payment of such
adjustment, Developer shall provide the City with a copy of any such amended
City Sales Tax report or return, and the approval thereof by the State of Texas.
Copies of any amended City Sales Tax return or report or notification from the
State of Texas that additional City Sales Tax is due and owing by the Retailers to
the State of Texas, as determined by the State of Texas, affecting City Sales Tax
Receipts for a previous Grant Period shall be provided to the City with the
Payment Request for the next Grant Period.
(e) Refinids and Underpayments of Grants. In the event the State of Texas
determines that the City Erroneously received City Sales Tax Receipts, or that the
amount of City Sales Tax paid to the Developer exceeds (or is less than) the
correct amount of City Sales Tax for a previous Grant Period, for which the
Developer has received a Grant, the Developer shall, within sixty (60) days after
receipt or notification thereof from the City specifying the amount by which such
Grant exceeded the amount to which the Developer was entitled pursuant to such
State of Texas determination, adjust (up or down, depending on the facts) the
amount clained due for the Grant payment for the Grant Period immediately
following such State of Texas determination. If the Developer does not adjust the
amount claimed due for the Grant payment for the Grant Period immediately
following such State of Texas determination, the City may, at its option, adjust the
Grant payment for the Grant Period immediately following such State of Texas
determination; or if there are no fiiture payments to be made by City, Developer
will repay City the amount of funds owed based on the State of Texas'
adjustment. As a condition precedent to the payment of such refund, the City
shall provide Developer with a copy of such determination by the State of Texas.
The provisions of this Section shall survive termination of this Agreement.
(f) Grant Payment Termination; Suspension. This payment of Grants shall
terminate on the effective date of determination by the State of Texas or other
appropriate agency or court of competent jurisdiction that the Project is not a
place of business results in City Sales Taxes being due the City from the sale of
Taxable Items by the Retailers at the Project. In the event the State of Texas
seeks to invalidate the Project as a place of business where City Sales Tax was
properly remitted to the State of Texas (the "Comptroller Challenge"), the
payment of Grants by the City hereunder shall be suspended until such
Comptroller Challenge is resolved in whole favorably to the City. In such event,
the Developer shall not be required to return or refiind Grants previously received
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380 Agreement City of Cibolo,Texas/Store No.4115
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from the City provided the Developer is actively defending against and/or
contesting the Comptroller Challenge and Developer promptly informs the City in
writing of Developer's actions and with copies of all documents and information
related thereto. In the event the Comptroller Challenge is not resolved favorably
to the City and/or in the event the State of Texas determines that the Project is not
a place of business where the City Sales Tax was properly remitted to the State of
Texas, and City Sales Tax Receipts previously paid or remitted to the City
relating to the Project are reversed and required to be repaid to the State of Texas,
then the obligation to pay the Grants shall terminate and the Developer shall
refiind all Grants received by the Developer from the City that relate to the
Comptroller Challenge, which refiind shall be paid to the City within forty-five
(45) days of the date that the Comptroller Challenge required the City to repay
City Sales Tax Receipts.
(g) Current Revenue. The Grants made hereunder shall be paid solely from
lawfiilly available funds that have been appropriated by the City. Such funds
shall be further limited to City Sales Tax generated as a result of sale of Taxable
Items by Retailers for the applicable Grant Period consummated at the Project.
Under no circumstances shall City's obligations hereunder be deemed to create
any debt within the meaning of any constitutional or statutory provision. The
Grant shall be paid solely from appropriations from the general funds of the City
or from such other funds of the City as may be legally set aside for such purpose
consistent with Article III, Section 5 2(a) of the Texas Constitution. Further, City
shall not be obligated to pay any commercial bank lender or similar institution for
any loan or credit agreement made by Developer. None of the City's obligations
under this Agreement shall be pledged or otherwise encumbered in favor of any
commercial lender and/or similar financial institution.
(h) Grant Limitations. Under no circumstances shall the obligations of the
City hereunder be deemed to create any debt within the meaning of any
constitutional or statutory provision; provided, however, City agrees during the
term of this Agreement to make a good faith effort to appropriate fiinds to pay
Grants for the ten ensuing Fiscal Year. Further, the City shall not be obligated to
pay a commercial bank, lender or similar institution for any loan or credit
agreement made by the Developer. None of the obligations of the City under this
Agreement shall be pledged or otherwise encumbered by the Developer in favor
of any commercial lender and/or similar financial institution.
(i) Grant Reduction. Notwithstanding any provision to the contrary, in the event
that the Actual Total Improvement Costs are less than the Estimated Total
Improvement Costs, the Maximum Grant Amount shall be reduced by equal
amount. Example: Actual Total Improvement Costs are $100,000 less than
Estimated Improvement Costs, the Maximum Grant amount shall be reduced
by$100,000.00
2. Confidentiality. The City agrees, to the extent allowed by law, to keep all
information and documentation received from the State of Texas, pursuant to this Agreement
hereof ("Confidential Tax Information"), confidential. The City will use the Confidential Tax
Information solely for the purposes of determining Developer's entitlement to GRANT funds.
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In the event a request is made for such information, City will not disclose the information unless
required to do so by the Attorney General of Texas.
ARTICLE V
CONDITIONS TO ECONOMIC DEVELOPMENT GRANTS
The obligation of the City to pay GRANTS shall be conditioned upon Developer's
continued compliance with and satisfaction of each of the conditions set forth in this Agreement.
1. Developer shall have fully completed all of the Public Improvements in
substantial accordance with the Project Improvement Site Plan as set forth in Exhibit"B".
2. T'ayment Requirement. Developer shall, as a condition precedent to the payment
of any GRAN , provide the City with a Payment Request in suitable form for the applicable
GRANT period.
3. Detailed Confidentiality Report. As a condition to the payment of any Sales Tax
Receipts hereunder, the City shall receive a Sales Tax Certificate for the applicable Sales Tax
Payment Period for which payment of a Grant is requested. The City shall have no duty to
calculate Sales Tax Receipts, determine Developer's entitlement to any Grant, or pay any Grant
during the term of this Agreement until such time as the City have been provided with a Sales
Tax Certificate for the applicable Sales Tax Payment Period. At the request of the City,
Developer shall provide such additional documentation as may be required by the City to
evidence, support, and establish the Sales and Use Tax paid and collected (including Sales and
Use Tax paid directly to the State pursuant to a direct payment permit)by Developer for the sale
of Taxable Items by Developer consummated within the Project and received by the City from
the State. The Sales Tax Certificate shall, at a minimum, contain, include, or be accompanied by
the following:
(a) A schedule detailing the amount of Sales and Use Tax proceeds paid and
collected by Developer to the State as a result of the sale of Taxable Items
consummated in the City within the Project for the previous Grant Period; and
(b) Information concerning any refund or credit of Sales and Use Tax
received by Developer(including any Sales and Use Tax paid directly to the State
pursuant to a direct payment permit) which have previously been reported by
Developer as Sales and Use Tax paid or collected.
4. Sales Tax Disclosure. Developer covenants and agrees to include, as a condition,
language which requires Developer and their tenants, licensees, successors and assigns to sign or
cause to be signed any documentation necessary to authorize the State Comptroller's Office to
release and disclose to the City, for the term of this Agreement, any and all Sales and Use Tax
information.
5. Intentionally Deleted.
6. Construction Propress Reports. Beginning for calendar year 2013,
Developer shall deliver to City the following reports by March 31, 2014 and on March 31 of
each subsequent year of the Agreement:
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(a) Certified invoices of actual Hard and Soft Costs incurred by Developer to
complete the Public Improvements described in Article V.1,including a proposed
completion date;
(b) On or before July 1, 2018, and every five years thereafter until the date of
termination of this Agreement,the City and Developer shall schedule such
meetings and provide to the other such information necessary to reconcile each
Party's calculation of Actual Construction Costs
7. Recapture. In the event of default, the City shall, after providing Developer
notice and an opportunity to cure, have the right to recapture all GRANTS provided to
Developer. The recapture of any GRANTS from Developer shall be in like manner and subject
to the same penalties as provided by Article X(17)hereof.
8. Guidelines for Submission. The City Manager shall develop guidelines setting
forth the specific details and procedural requirements for the timely submission of Payment
Requests and the disbursement of grants pursuant to this Agreement. Such guidelines shall be
implemented by written order signed by the City Manager.
9. Additional Request for Improvements. The City may request Developer to
undertake construction of improvements in addition to the Public Improvements set out in
Exhibit B. In such event, Developer shall institute necessary change orders, with its contractors,
to facilitate the requested construction, provided:
(a) The request is limited to improvements to public facilities such as streets,sidewalks,
drainage, water or sewer facilities; and
(b) The City agrees to pay Developer for all actual costs expended for the additional
work within 30 days of receipt of invoice; and
(c) The scope of work and terms of payment shall be more fully set out in an Addendum
to this Agreement, that shall be executed by City and Developer(contemporaneously
with the City's submittal and Developer's acceptance of the request); and
(d) The Addendum, reference immediately above complies with the requirements of
Texas Local Government Code Section 212.072, including but not limited to:
i. Except in the case of oversizing, the cumulative costs of improvements
authorized by the Addendum or Addendums does not exceed thirty
percent(30%) of the total Public Infrastructure Costs; or
'ii. If the City request oversizing of an improvement, which is authorized by
this Agreement as a Public Improvement, the cumulative costs of
improvements authorized by the Addendum or Addendums does not
exceed one-hundred percent (100%) of the cost to oversize the Public
Infrastructure."
10. Payment of Legal Fees. Developer commits to reimburse City for the necessary
Legal Fees in the negotiation of this agreement the Agreement, in an amount that shall not
exceed $7,500.00. Timely payment shall be made within 60 days of submittal of invoice to
Developer by City or its assigns.
ARTICLE VI
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COVENANTS AND DUTIES
1. Developer's Covenants and Duties. Developer makes the covenants and
warranties to the City and agrees to timely and fully perform the obligations and duties contained
in Article V of this Agreement. Any false or substantially misleading statements contained herein
or failure to timely and fully perform those obligations and duties within this Agreement shall be
an act of Default by the Developer.
(a) Developer is authorized to do business and is in good standing in the State
of Texas and shall remain in good standing in the State of Texas and the United
States of America during any term of this Agreement.
(b) The execution of this Agreement has been duly authorized by Developer's
authorized agent, and the individual signing this Agreement is empowered to
execute such Agreement and bind the entity. Said authorization, signing, and
binding effect is not in contravention of any law, rule, regulation, or of the
provisions of Developer's by-laws, or of any agreement or instrument to which
Developer is a party to or by which it may be bound.
(c) Developer is not a party to any bankruptcy proceedings currently pending
or contemplated, and Developer has not been informed of any potential
involuntary bankruptcy proceedings.
(d) To its current, actual knowledge, Developer has acquired and maintained
all necessary rights, licenses, permits, and authority to carry on its business in the
City and will continue to use its best efforts to maintain all necessary rights,
licenses,permits, and authority.
(e) Developer shall timely and filly comply with all of the terms and
conditions of this Agreement.
(f) Developer agrees to complete, or cause to be completed, the Public
Improvements described herein at its sole cost and expense. Developer also
agrees to obtain or cause to be obtained, all necessary permits and approvals from
City and/or all other governmental agencies having jurisdiction over the
construction of Public Improvements to the Property.
(g) To the extent not already attached to this Agreement as Exhibit `B,"
Developer agrees to prepare, or cause to be prepared, plans and specifications for
the Public Improvements prior to starting any construction.
(h) Developer agrees to supervise the construction of the Project and cause the
construction to be performed substantially in accordance with the Public
Improvements approved by the City in accordance with federal, state and local
laws and ordinances and this Agreement.
(i) Developer shall be responsible for paying, or causing to be paid, to City
and all other governmental agencies the cost of all applicable permit fees and
licenses required for construction of the Project. Developer agrees to develop the
Project in accordance with the ordinances, rules, and regulations of the City in
effect on the date the Project was designated, unless specified otherwise in this
Page 1 I of 23
Initials: _���>,�'(�D (
eveloper �,�t1 City 3$0 Agreement City of Cibolo,Texas/Store No.4115
�
Agreement. Developer, in its sole discretion, may choose to comply with any or
all City rules promulgated after the Effective Date of this Agreement.
0) Developer agrees to commence and complete the Project in substantial
accordance with the Project Improvements Site Plan.
(k) Developer shall, at its own cost and expense, maintain or cause to be
maintained, the Public Improvements and all the other public improvements
identified within Exhibit 1113" until acceptance by the City, as evidenced by
written acceptance by the City Manager, and for one year thereafter. After the
expiration of one (1) year after such acceptance, maintenance of all Public
Improvements, except streets and roads, public utilities, medians, traffic signals,
and sidewalks, shall be the responsibility of Developer, and the City will assume
responsibility for all publicly-dedicated streets and roads. Developer, its agents,
employees, and contractors will not interfere with reasonable use of all the Public
Improvements by the general public, except for drainage retention improvements.
Developer shall dedicate streets and roads to the City at no additional cost or
expense to City within sixty (60) days after completion and acceptance of the
Public Improvements.
(1) Developer shall cooperate with City in providing all necessary information
to assist City in complying with this Agreement.
(m) The cost of the Public Improvements and all other improvement expenses
associated with the Project shall be funded through the use of Developer's own
capital or through credit secured solely by the Developer. The Developer may use
any or part of the Property as collateral for the construction loan or loans as
required for the financing of the Project; however, no property with a lien still
attached may be offered to the City for dedication. In the event property is
dedicated to the City with a lien attached; and Developer does not cure such lien
within the period prescribed in section 3 of this Article, Developer shall be in
breach of this Agreement.
(n) In accordance with Texas Government Code section 2264.051 Developer
certifies that it, and all branches, divisions or departments of Developer do not
and will not knowingly employ an undocumented worker, as that term is defined
in the section.
(o) Developer shall submit written annual reports, starting no later than thirty
(30) days following the end of the fiscal year in which the Project was created,
and thereafter through the duration of the Project, on its construction progress and
construction expenses to City.
(p) Developer shall diligently work to complete successfully any and all
required Public Improvements that are not completed before the Project
terminates. Such completion shall be at no additional cost to the City.
(q) Developer shall pay, or cause to be paid, monthly rates and charges for all
utilities (such as water, electricity, and sewer services) used by Developer in
regard to the development of the Project, the Property for all areas owned by
Page 12 of 23
Initials: eveloper GN---City 380 Agreement City of Cibolo,Texas/Store No.4115
Developer during construction of the Project, and for so long as Developer owns
those areas.
(r) Intentionally deleted.
(s) Developer Bears Risk of Reimbursement. Developer represents that it
understands that any contributions made by Developer in anticipation of
reimbursement from Grant Funds shall not be, nor shall be construed to be,
financial obligations of the City. Developer shall bear all risks associated with
reimbursement, including, but not limited to: pre-development agreement costs,
incorrect estimates of Grant funds, changes in tax rates or tax collections,changes
in state law or interpretations thereof, changes in market or economic conditions
impacting the Project, changes in interest rates or capital markets, changes in
building and development code requirements, changes in City policy, default by
tenants, unanticipated effects covered under legal doctrine of force majeure,
and/or other unanticipated factors.
2. Cites Covenants and Duties.
(a) Grant Payment. The City is obligated to pay Developer an amount not to
exceed the Maximum Grant Amount from sources contemplated by this
Agreement over a period not to exceed the expiration date, subject to Developer's
timely and fiill satisfaction of all applicable duties and terms within this
Agreement, as reasonably determined by the City Council of the City of Cibolo,
Texas. Further, City's obligations to pay Developer shall cease upon the earlier
of: (1) payment in full of the Maximum Granl Amount; (2) reaching the
Agreement's Expiration Date; or(3)Default by Developer.
(b) Rights-of-Way acquisition. The City agrees that a portion of the Borgfeld Road expansion
contemplated by this Agreement is contingent on the City acquisition of Rights-of-Way from
third party property owners The City's failure to acquire such Rights-of-Way, shall not
prevent developer to obtain a Certificate of Occupancy for the proposed retail development.
Except as provided by this section, the City shall have no obligation to acquire right-of-way
under this Agreement.
3. Substantial Compliance and Default. Failure by either Party to timely and
substantially comply with any performance requirement,duty,or covenant shall be considered an
act of Default if uncured within sixty (60) days of receiving written notice from the other Party.
Failure of Developer to timely and substantially cure a default will give the City the right to
terminate this Agreement, as reasonably determined by the City Council of the City of Cibolo,
Texas.
ARTICLE VII
DESIGN CRITERIA/DEVELOPMENT STANDARDS /TRUCK ROUTE/ OFF SITE
SCHOOL IMPROVEMENTS/ PROPERTY MAINTENANCE AND OPERATIONS
1. Theme. In accordance with applicable City building codes and planning and
development standards, the Developer agrees that the Project, specifically the Walmart Store as
shown in the Project Improvements Site Plan, shall comply with exterior architectural standards,
Page 13 of 23
380 Agreement City of Cibolo,Texas/Store No.4115
Initials: `/(J �'' eveloper V"�� --City
and Project elevations shall be completed in substantial accordance with the proposed Project
Elevations as attached hereto as Exhibit"D".
2. _Residential Landscape Buffer. In consideration of the City's request to screen
Project activities from residential neighborhood adjacent to the Property, the Developer agrees to
install a Residential Landscape Buffer along Borgfeld Road, and within the median to be
constructed in the center of Borgfeld Road. Developer shall have constructed an irrigation
system to provide irrigation to the Residential Landscape Buffer in the median, and City shall
reimburse Developer one-half of the costs for the installation of such irrigation system as
represented in the Public Improvements Cost Itemization exhibit. That segment of the
Residential Landscape Buffer that is to be located at the corner of Borgfeld Road and N. Main
Street shall mirror the existing Bentwood Ranch subdivision landscaping that is located along the
subdivision's common area at the corner of Borgfeld Road and Brentwood Ranch Drive. The
Residential Landscape Buffer shall be completed in substantial accordance with Exhibit "E"
attached hereto.
3. Plan. As stated previously, the Project shall be developed in substantial
accordance with the Project Improvements Site Plan, attached hereto as Exhibit"B". Developer
may submit an updated Project Improvements Site Plan after the Effective Date of this
Agreement, provided however, that the amended Project Improvements Site Plan is approved by
the City.
(a) Truck Route. Developer agrees that its trucks shall strictly comply with
the Truck Route attached hereto as Exhibit "F", and that all of its trucks shall
make deliveries using "Option 1, as shown on Exhibit F, unless F. M. 1 103 is
closed to vehicular traffic, in which case Option 2, as shown on Exhibit F, may be
used until such time as F. M. 1 103 reopens. In addition, the following conditions
shall apply: Wal-Mart delivery trucks are prohibited from making deliveries
within the City during student drop off and pick up hours, only on those days in
which J. Frank Dobie Junior High School and O. G. Wiederstein Elementary
School are in session, which are between the hours of 7:00 a.m. to 9:00 a.m. and
between the hours of 2:30 p.m. to 4:45 p.m. In the event the Schertz-Cibolo-
Universal City Independent School District changes the hours that classes begin
and end for the aforementioned schools Developer agrees to adjust the hours
during which deliveries by Wal-Mart trucks is prohibited to correspond with such
change. However, any change in the time periods in which deliveries are
prohibited, shall not increase the total number of hours deliveries are prohibited.
Notice to Developer of such change shall come from the City Manager at least 30
days prior to the change in hour taking effect.
(b) Developer shall commit its best efforts to have all vendors who make
deliveries to the Property comply with the Truck Route.
(c) In the event that the City is authorized by state statute to criminalize the
travel of delivery trucks on the Prohibited Streets, subsection (a), immediately
above, shall no longer be enforceable and the City shall then adopt such ordinance
as its City Council deems necessary to prohibit delivery trucks, including Wal-
Mart trucks,from traveling on the Prohibited Streets.
Page 14 of 23
Initials: _ eveloper V-�
�;']% City 380 Agreement City of Cibolo,Texas/Store No.4115
-Of
4. Offsite School Improvements. Developer agrees to reimburse Schertz-Cibolo-
Universal City Independent School District the total costs for materials and labor for the
construction of a wrought iron fence and three gates at O. G. Wiederstein Elementary School,
and no costs for the fence shall be reimbursed under this Agreement. The fence shall extend
across the entire frontage of Borgfeld Road and tie in to existing fences on at each end of the
school's frontage on Borgfeld Road. The gates shall extend across the three existing driveways
that provide ingress and egress from Borgfeld Road to the school. Developer further agrees that
the median it shall construct in the center of Borgfeld Road shall be constructed in such manner
so that traffic may only exit to the right from the school driveway located nearest the intersection
of Borgfeld Road and Cibolo Valley Drive.
5. Property Maintenance and Operations. Developer shall:
(a) Police the property on a regular basis, removing trash and debris from the
premises, preventing accumulation of shopping carts in the parking lot and
generally maintaining the property in an aesthetically pleasing manner; and
(b) Prohibit overnight parking of tractor trailers or other large vehicles; and
(c) Prohibit delivery trucks from idling motors on the Property for a period of
time that exceeds thirty(30)minutes; and
(d)Prohibit third parties from marketing the sale of personal vehicles, recreational
vehicles or equipment on the Property; and
(e) Prohibit people from gathering or congregating in the parking lots, except for
Wal-Mart sponsored events approved by the City; and
(f) Prohibit noise on the property that would negatively affect the reasonable
sensibilities of neighboring property owners, or interfere with such property
owners' quiet enjoyment of their domiciles, between the hours of 11:00 p.m. and
8:00 a.m.; and
(g) Prohibit light pollution from exterior lighting and install exterior down
lighting fixtures to limit the intrusion of such lighting on neighboring property."
ARTICLE VIII
TERMINATION
1. Termination. This Agreement shall terminate upon the earliest occurrence of any
one or more of the following:
(a) The written agreement of the Parties;
(b) Upon ten (10) days written notice from Developer to City, if by October
10, 2013, Developer has not taken fee simple title to the Property by that date,
however, this date may be extended thirty(30) days if agreed to in writing by the
Parties;
(c) Disapproval of the Site Plan required by the City's Unified Development
Code,
Page 15 of 23
[
Initials: Developer _City
380 Agreement City of Cibolo,Texas/Store No.4115
_Vk `�
(d) The Agreement's Expiration Date;
(e) In accordance with Section Article N 1 .(b);
(f) Default by Developer; or
(g) The Payment of the Maximum Grant Amount.
2. Termination by Disapproval of Site Plan. The Parties recognize that according to
the City's Unified Development Code, a development within a nonresidential district is required
to obtain a site plan approval and that the Developer has not yet obtained such site plan approval.
In the event that the required site plan approval for the Project, especially the Walmart Store,
does not include approval of the building size and location, parking field size, location, and
general layout, including number of spaces required, and on-site detention as shown on Exhibit
"B", on or before the first anniversary of the Effective Date, this Agreement shall,
notwithstanding any contrary provision contain herein, terminate and be void, unless the Parties
agree otherwise by written agreement.
3. Termination by Maximum Grant Amount. If the Agreement is terminated by
reaching the Maximum Grant Amount, the City is required to issue a letter to the Developer
stating that the Maximum Grant Amount has been reached.
4. Extension Beyond Term and Reimbursement. In recognition of the fact that
Grants are, by necessity, calculated and paid after taxes have been levied and paid to the City
and, therefore, will always be paid in arrears, the Expiration Date of this Agreement will be
extended until any and all Grants relating to applicable Sales Tax Receipts during the effective
term of the Agreement have been paid in full by the City to Developer. Notwithstanding the
above, the requirements of Article VI. 1. (k), Design Criteria/Development Standards set forth in
Article VII of this Agreement, and all other substantive requirements imposed upon Developer
shall be perpetual and shall not terminate unless specified otherwise in this Agreement. The
Parties hereto agree that the City cannot guarantee that Grant Funds shall completely reimburse
Developer, but that the Grant Funds paid to Developer during the effective term hereof shall
constitute the total reimbursement to Developer for the construction of the Public Improvements
regardless of the actual cost thereof.. Notwithstanding any other provision of this Agreement to
the contrary, the Expiration Date of this Agreement will be extended until Developer has
received the Maximum Grant Amount, provided that such extension shall continue no more than
five years beyond the Expiration Date provided in this Agreement.
5. Conference with City Prior to Second Extension If within sixty (60) days prior to
the end of the initial ten year period and first automatic five year renewal period, Developer has
not recovered the Maximum Grant Amount, the Developer agrees to schedule and participate in
a meeting with the City prior to the next automatic renewal date in order to demonstrate the total
amount of Grants received by Developer to that date and the amount of the Maximum Grant
Amount that is yet to be received, similar in manner to those meetings discussed in Article
V.6.(b).
Page 16 of 23
Initials: �j
380 Agreement City of Cibolo,Texas/Store No.4115
� Developer ��' City
ARTICLE IX
DISPUTE RESOLUTION
1. Mediation. If a dispute arises out of or relates to this Agreement or the breach
thereof, the Parties shall first in good faith seek to resolve the dispute through negotiation
between the upper management of each respective Party. If such dispute cannot be settled
through negotiation, the Parties agree to try in good faith to settle the dispute by mediation under
the Commercial Mediation Rules of the American Arbitration Association, San Antonio, Texas,
before resorting to arbitration, litigation, or some other dispute resolution procedure; provided
that a Party may not invoke mediation unless it has provided the other Party with written notice
of the dispute and has attempted in good faith to resolve such dispute through negotiation.
Notwithstanding the foregoing, any Party may seek immediate equitable relief, without
attempting to settle a dispute through mediation, in any case where such Party is entitled to
equitable relief by law, the terms of the Agreement, or otherwise. All costs of negotiation,
mediation, and arbitration collectively known as alternate dispute resolution ("ADR") shall be
assessed equally between the City and Developer with each party bearing their own costs for
attorneys' fees, experts, and other costs of ADR and any ensuing litigation.
2. During the term of this Agreement, if Developer files and / or pursues an
adversarial proceeding against the City regarding this Agreement without first engaging in good
faith mediation of the dispute, then, at the City's option, all access to the Grants provided for
hereunder may be deposited with a mutually acceptable escrow agent that will deposit such finds
in an interest bearing account until the resolution of such adversarial proceeding.
3. Under no circumstances will the Grant funds received under this Agreement be
used, either directly or indirectly, to pay costs or attorney fees incurred in any adversarial
proceeding regarding this Agreement against City.
ARTICLE X
MISCELLANEOUS
1. Binding Agreement. The terms and conditions of this Agreement shall be binding
on and inure to the benefit of the City, Developer, and their respective successors and assigns.
The City Manager shall be responsible for the administration of this Agreement and shall have
the authority to execute any instruments, duly approved by the City Council of the City of
Cibolo, Texas, on behalf of the City related thereto. Notwithstanding any other provision of this
Agreement to the contrary, performance of either Party under this Agreement is specifically
contingent on Developer obtaining fee simple title to the Property on or before October 10, 2013,
however, this date may be extended thirty(30) days if agreed to in writing by the Parties. In the
event Developer has not taken fee simple title to the Property by such date, or such date as
amended as described above, Developer may, in its sole absolute discretion, upon ten (10) days
written notice to City, terminate this Agreement, whereupon the Parties shall have no further
obligation to one another under this Agreement.
2. Mutual Assistance. City and Developer will do all things reasonably necessary or
appropriate to carry out the terms and provisions of this Agreement and to aid and assist each
other in carrying out such terms and provisions.
Page 17 of 23
Initials: Developer 15�ICR City
380 Agreement City of Cibolo,Texas/Store No.4115
3. Representations and Warranties. City represents and warrants to Developer that
this Agreement is within their authority, and that they are duly authorized and empowered to
enter into this Agreement, unless otherwise ordered by a court of competent jurisdiction.
Developer represents and warrants to the City that it has the requisite authority to enter into this
Agreement.
4• Assignment-. Developer shall have the right to assign all of its rights, duties, and
obligations under this Agreement to a duly qualified third party with prior written approval of the
City Council of the City of Cibolo, Texas; provided, however, that if"Outlot 1" and/or"Outlot
2,"as those areas are indicated in the Project Improvements Site Plan, are sold to a purchaser not
a party to this Agreement, that purchaser may not assign those rights received under this
Agreement without prior written approval of the City Council of the City of Cibolo and the
Developer. Any assignment provided for herein shall not serve to enlarge or diminish the
obligations and requirements of this Agreement, nor shall they relieve Developer of any liability
to the City including any required indemnity in the event that any Assignee hereof shall at any
time be in default of the terms of this Agreement. The City may demand and receive adequate
assurance of performance including the deposit or provision of financial security by any
proposed Assignee prior to its approval of an assignment.
5. Independent Contractors.
(a) It is expressly understood and agreed by all Parties hereto that in
performing their services hereunder, Developer at no time will be acting as an
agent of the City and that all consultants or contractors engaged by Developer
respectively will be independent contractors of Developer; and nothing contained
in this Agreement is intended by the Parties to create a partnership or joint venture
between the Parties and any implication to the contrary is hereby expressly
disavowed The Parties hereto understand and agree that City will not be liable for
any claims that may be asserted by any third party occurring in connection with
services performed by Developer respectively under this Agreement, unless any
such claims are due to the fault of the City.
(b) By entering into this Agreement, the Parties do not waive, and shall not be
deemed to have waived, any rights, immunities, or defenses either may have,
including the defense of parties, and nothing contained herein shall ever be
construed as a waiver of sovereign or official immunity by the City with such
rights being expressly reserved to the fullest extent authorized by law and to the
same extent which existed prior to the execution hereof.
(c) No employee of City, or any councilmember or agent of City, shall be
personally responsible for any liability arising under or growing out of this
Agreement.
6. Notice. Any notice required or permitted to be delivered hereunder shall be
deemed delivered by actual delivery, facsimile with receipt confirmation, or by depositing the
same in the United States Mail, postage prepaid and certified with return receipt requested,
addressed to the Party at the address set forth below:
Page 18 of 23
Initials: eveloper (3R�A City 380 Agreement City of Cibolo,Texas/Store No.4115
If intended for Cit v: City of Cibolo
200 South Main
Cibolo, TX 78108
Attention: Robert T. Herrera (City Manager)
With a copy to:
Denton, Navarro, Rocha, & Bernal, PC
Attention: Habib H. Erkan Jr.
2517 North Main Avenue
San Antonio, TX 78212
1 f to the Developer: Wal-Mart Real Estate Business Trust(Store#4115)
2001 S.E. 10th Street
Bentonville, AR 72716
Attention: President
(With a copy to:
Wal-Mart Real Estate Business Trust(Store#4115)
Attention: Property Management, State of Texas
2001 S.E. 10th Street
Bentonville, AR 72716-0550
1 With a copy to:
Kenneth W. Brown,AICP
Brown & Ortiz,PC
112 E. Pecan St. Suite 1360
San Antonio,TX 78205
Either Party may designate a different address at any time upon written notice to
the other Party.
7. Governmental Records. All invoices, records and other documents required for
submission to the City pursuant to the terms of this Agreement are Governmental Records for the
purposes of Texas Penal Code Section 37.10
8. Governing Law. The Agreement shall be governed by the laws of the State of
Texas, and the venue for any action concerning this Agreement shall be in Guadalupe County,
Texas.The Parties agree to submit to the personal and subject matter jurisdiction of said court.
9. Amendment. This Agreement may be amended by mutual written agreement of
the Parties, as approved by the City Council of the City of Cibolo, Texas.
10. Legal Construction. In the event any one or more of the provisions contained in
this Agreement shall, for any reason, be held invalid, illegal, or unenforceable in any respect,
such invalidity, illegality, or unenforceability shall not affect other provisions of this Agreement,
and it is the intention of the Parties to this Agreement that, in lieu of each provision that is found
to be illegal, invalid, or unenforceable, a provision be added to this Agreement which is legal,
Page 19 of 23
Initials: yDeveloper City 380 Agreement City of Cibolo,Texas/Store No.4115
�_\�}
valid and enforceable and is as similar in terms as possible to the provision found to be illegal,
invalid, or unenforceable.
11. 1Interpretation. Each of the Parties has been represented by counsel of their
choosing in the negotiation and preparation of this Agreement. Regardless of which Party
prepared the initial draft of this Agreement, this Agreement shall, in the event of any dispute,
whatever its meaning or application, be interpreted fairly and reasonably and neither more
strongly for or against any Party.
12. i Entire Agreement. This Agreement constitutes the entire agreement between the
Parties with respect to the subject matter covered in this Agreement. There is no other collateral
oral or written agreement between the Parties that, in any manner,relates to the subject matter of
this Agreement, except as provided for in any Exhibits attached hereto or duly approved
amendments to this Agreement, as approved by the City Council of the City of Cibolo, Texas.
13. ,Parap-rah Headings. The paragraph headings contained in this Agreement are for
convenience only and will in no way enlarge or limit the scope or meaning of the various and
several paragraphs.
14. Counterparts. This Agreement may be executed in counterparts. Each of the
counterparts shall be deemed an original instrument, but all of the counterparts shall constitute
one and the same instrument.
15. Exhibits. Any Exhibits attached hereto are incorporated by reference for all
purposes.
16. Survival of Covenants. Any of the representations, warranties, covenants, and
obligations of the Parties, as well as any rights and benefits of the Parties, pertaining to a period
of time following the termination of this Agreement shall survive termination.
17. Employment of Undocumented Workers. During the term of this Agreement,
Developer agrees to not knowingly employ any undocumented workers, and, if convicted of a
violation under 8 U.S.C. Section 1324a(1), Developer shall be in Default and repay the amount
of the Grants and any other funds received by Developer from the City as of the date of such
violation within one hundred twenty(120) days after the date Developer is notified by the City of
such violation, plus interest at the rate of six percent (6.00%) compounded annually from the
date of the violation until paid in full. Developer is not liable for an unknown violation of this
Section by a subsidiary, affiliate, or franchisee of Developer or by a person with whom
Developer contracts provided however that identical federal law requirements provided for
herein shall be included as part of any agreement or contract which Developer enters into with
any subsidiary, assignee, affiliate, or franchisee for which Grants provided herein will be used.
18. Indemnification.
DEVELOPER AGREES TO DEFEND, INDEMNIFY AND HOLD THE CITY,
THEIR RESPECTIVE OFFICERS, AGENTS AND EMPLOYEES
(COLLECTIVELY THE "CITY") HARMLESS FROM AND AGAINST ANY
AND ALL REASONABLE LIABILITIES, DAMAGES, CLAIMS, LAWSUITS,
JUSTMENTS, ATTORNEY FEES, COSTS, EXPENSES AND ANY CAUSE OF
ACTION THAT DIRECTLY RELATES TO ANY OF THE FOLLOWING: ANY
Page 20 of 23
Initials: VDeveloper (S�`tt'�[ City 380 Agreement City of Cibolo,Texas/Store No.4115
CLAIMS OR DEMANDS BY THE STATE OF TEXAS THAT THE CITY HAS
BEEN ERRONEOUSLY OR OVER-PAID SALES AND USE TAX FOR ANY
PERIOD DURING THE TERM OF THIS AGREEMENT AS A RESULT OF THE
FAILURE OF DEVELOPER TO MAINTAIN A PLACE OF BUSINESS AT THE
PROPERTY OR IN THE CITY, OR AS A RESULT OF ANY ACT OR
OMISSION OR BREACH OR NON-PERFORMANCE BY DEVELOPER UNDER
THIS AGREEMENT EXCEPT THAT THE IMDEMNITY PROVIDED HEREIN
SHALL NOT APPLY TO ANY LIABILITY RESULTING FROM THE ACTION
OR OMISSIONS OF THE CITY. THE PROVISIONS OF THIS SECTION ARE
SOLELY FOR THE BENEFIT OF THE PARTIES HERETO AND NOT
INTENDED TO CREATE OR GRANT ANY RIGHTS, CONTRACTUAL OR
OTHERWISE, TO ANY OTHER PERSON OR ENTITY. IT BEING THE
INTENTION OF THE PARTIES THAT DEVELOPER SHALL BE
RESPONSIBLE FOR THE REPAYMENT OF ANY ANNUAL GRANTS PAID TO
DEVELOPER HEREIN THAT INCLUDES CITY SALES TAX RECEIPTS THAT
THE STATE OF TEXAS HAS DETERMINED WAS ERRONEOUSLY PAID,
DISTRIBUTED OR ALLOCATED TO THE CITY.
19. Additional Instruments. City and Developer agree and covenant to cooperate,
negotiate in good faith, and to execute such other and further instruments and documents as may
be reasonably required to fulfill the public purposes provided for and included within this
Agreement.
20. Future permits. Developer acknowledges that the inclusion of the Project
Improvements Site Plan, Public Improvements Cost Itemization, Project Building Elevation, and
Residential Landscape Buffer, as Exhibits "B" through "E" herein, in no way infers the City's
approval of any aspect of the proposed Project; but, rather, such exhibits represent certain
requirements for Developer's eligibility to receive Grant payments under this Agreement. All
aspects of the Project must comply with applicable provisions of the City's Code of Ordinances,
Unified Development Code, and other codes as may have been adopted by the City, in order to
obtain necessary approvals of officers or staff of the city under the review processes set out in
such codes.
t-h
Executed on this 1 Cc day of Oc.�A-cr 2013.
CITY OF CIBOLO,TEXAS
I �
B y:Q 4, T.
_City Manager
ATTEST:
By:
Page 21 of 23
Initials: WKeveloper GR V4 City 380 Agreement City of Cibolo,Texas/Store No.4115
City Secretary
APPROVED AS TO FORM:
By:
City Attorney
Executed on this f day of n✓ 2013
WAL-MART REAL ESTATE BUSINESS
TRUST,
A Delaware Statutory Trust
By: -�---
Name: ri 'nH r
Title: Vic President of Real Estate
APPROVED AS To FORM:
By:
Page 22 of 23
1
Initials: � a __Developer city
381 Agreement City of Cibolo,Texas/Store No.4115
1 }-�
EXHIBITS
Exhibit"A" Legal Description of the Property
Exhibit `B" Project Improvements Site Plan
Exhibit"C" Public Improvements Cost Itemization
Exhibit"D" Project Building Elevations
Exhibit "E" Residential Landscape Buffer
Exhibit"F" Truck Route
Page 23 of 23
380 Agreement City of Cibolo,Texas/Store No.4115
Initials; 14-13—eveloper City
R1111
3000 Wilcrest Drive, Suite 210 - Houston,Texas 77042—(713) 993-0327—FAX(713)993-9231
S U R V E Y I N G
COMPANY, INC.
METES AND BOUNDS DESCRIPTION
24.75 ACRES(1,078,123 SQUARE FEET)
A7 BEING ALL OF LOT 2, BLOCK 1,
KIDS R KIDS-STCPC SUBDIVISION,
AND OUT OF THE
A. S. LEWIS SURVEY,ABSTRACT NUMBER 216
CITY OF CIBOLO, GUADALUPE COUNTY,TEXAS
Page 1 of 3 Pages
Being all that certain 24.75 acres (1,078,123 square feet) of land situated in the A. S. Lewis
Survey, Abstract Number 216, City of Cibolo, Guadalupe County, Texas, and being all of Lot 2,
Block 1, KIDS R KIDS-STCPC SUBDIVISION, a plat of subdivision recorded in Volume 8,
Page 57, Map and Plat Records of Guadalupe County, Texas; being all of that certain called
1.896 acres described in deed to TNR Investment Group, LLC, as recorded in Volume 3181,
Page 42, Oficial Public Records of Guadalupe County, Texas (O.P.R.G.C.); being all the
remainder of that certain called 6.0 acres described in deed to Kermit Krickhahn, as recorded in
Volume 918, Page 725, O.P.R.G.C.; and being part of and out of the remainder of that certain
called 50 acres described in deed to Krickhahn ETC Enterprises, LLC, as recorded in Volume
1982, Page 742, O.P.R.G.C.; said 24.75 acre tract being more particularly described as follows
(beatings herein are grid bearings based on the Texas Coordinate System, South Central Zone
Number 4204; NAD 83; NA2011; distances herein are surface distances based on the U.S.
Survey Foot and may be converted to grid by multiplying by a combined scale factor of
0.999841148):
BEGINNING at a 1/2-inch iron rod found marking the easterly end of a cutback line formed at
the intersection of the monumented southeast right-of-way(R.O.W.)line of West Borgfeld Road,
based on a varying width (no recording information found), with the monumented southwest
R.O.W. line North Main Street, based on a varying width (no recording information found); said
iron rod also marking the most northerly east comer of said 50 acre tract and the herein described
tract(latitude=29.57527174°North, longitude=98.236262701 West);
THENCE, South 30'33'18" East (record South 30° East), with the monumented southwest
R.O.W. line of said North Main Street and the northeast line of said 50 acre tract, a distance of
745.99 feet to a 1/2-inch iron rod with cap found marking the most northerly corner of that
certain called 2.237 acres described in deed to STCPC-Stone Oak, L.P., as recorded in Volume
3163, Page 702, O.P.R.G.C., and marking the most northerly southeast corner of the herein
described tract;
THENCE, South 59°26'42" West, with the northwest line of said 2.237 acre tract, a distance of
344.20 feet to the most westerly corner of said 2.237 acre tract, the most northerly corner of the
aforesaid 1.896 acre tract, and an interior corner of the herein described tract, from which a
disturbed, 1/2-inch iron rod found for reference bears North 30133'18"West,0.14 feet;
METES AND BOUNDS DESCRIPTION
24.75 ACRES(1,078,123 SQUARE FEET)
BEING ALL OF LOT 2, BLOCK 1,
KIDS R KIDS-STCPC SUBDIVISION,
AND OUT OF THE
A. S. LEWIS SURVEY,ABSTRACT NUMBER 216
CITY OF CIBOLO, GUADALUPE COUNTY,TEXAS
Page 2 of 3 Pages
THENCE, South 30°33'18" East,with the southwest line of said 2.237 acre tract,the northeast
line of said 1.896 acre tract,and generally along the common line of Lots 1 and 2,Block 1 of the
aforesaid KIDS R KIDS-STCPC SUBDIVISION, at 262.01 feet pass a 1/2-inch iron rod with
cap found marking the most southerly comer of said 2.237 acre tract and the most easterly corner
of said 1.896 acre tract; continuing, a total distance of 276.90 feet to a 5/8-inch iron rod with
plastic cap, stamped "TERRA SURVEYING", set in the northerly R.O.W. line of Cibolo Valley
Drive,based on an 86-foot width,described in deeds to The City of Cibolo, Texas,as recorded in
Volume 2841, Pages 960, 967, and 973, O.P.R.G.C., and marking the most southerly southeast
corner of the herein described tract (latitude=29.57236458° North, longitude=98.23558106°
West);
THENCE, westerly, with the northerly R.O.W. line of said Cibolo Valley Drive, the following
courses:
South 69'41'13" West, a distance of 793.55 feet to 1/2-inch iron rod found marking the
beginning of a tangent curve to the right;
Westerly, with said curve to the right, having a radius of 357.00 feet, an arc length of
229.67 feet, a central angle of 36°51'39",and a chord which bears South 88°07'03"West,
225.73 feet to a 1/2-inch iron rod found marking a point of tangency;
North 73°27'08" West, at 34.23 feet pass the east line of the aforesaid 6.0 acre tract;
continuing, a total distance of 73.76 feet to a disturbed, 1/2-inch iron rod found marking
an angle point;
North 73°02'59" West, a distance of 147.54 feet to a 5/8-inch iron rod with plastic cap,
stamped"TERRA SURVEYING", set marking an angle point;
North 73°41'54" West, a distance of 30.89 feet to a 5/8-inch iron rod with plastic cap,
stamped "TERRA SURVEYING", set marking the beginning of a tangent curve to the
right;
Northwesterly, with said curve to the right, having a radius of 357.00 feet, an arc length
of 161.36 feet, a central angle of 25°53'47", and a chord which bears North 60°45'00"
West, 159.99 feet to a 5/8-inch iron rod with plastic cap, stamped "TERRA
SURVEYING", set marking a point of tangency;
TERRA SURVEYING COMPANY,INC.
METES AND BOUNDS DESCRIPTION
24.75 ACRES (1,078,123 SQUARE FEET])
BEING ALL OF LOT 2,BLOCK 1,
KIDS R KIDS-STCPC SUBDIVISION,
AND OUT OF THE
A. S.LEWIS SURVEY, ABSTRACT NUMBER 216
CITY OF CIBOLO, GUADALUPE COUNTY, TEXAS
Page 3 of 3 Pages
North 48138'32" West, a distance of 36.31 feet to a 5/8-inch iron rod with plastic cap,
stamped "TERRA SURVEYING", set marking the intersection of the northwest R.O.W.
line of the aforesaid Cibolo Valley Drive with the monumented southeast R.O.W. line of
the aforesaid West Borgfeld Road, and marking the most westerly corner of the herein
described tract(latitude=29.57209219°North, longitude=98.23991812°West);
THENCE, North 41°22'05" East (record North 42°10' East), with the monumented southeast
R.O.W. line of said West Borgfeld Road, at 588.88 feet pass the north line of the aforesaid 6.0
acre tract; continuing with said monumented RO.W. line and the northwest line of the aforesaid
50 acre tract, a total distance of 1,568.65 feet to a 1/2-inch iron rod with cap found marking the
westerly end of a cutback line formed at the intersection of said southeast R.O.W. line with the
monumented southwest R.O.W. line of the aforesaid North Main Street; said iron rod also
marking the most westerly north corner of said 50 acre tract and the herein described tract;
THENCE, South 83°31'42"East(record South 83° East), with said cutback line and a north line
of said 50 acre tract, a distance of 118.59 feet (record 118.7 feet) to the POINT OF
BEGINNING and containing 24.75 acres(1,078,123 square feet)of land.
Bearings and distances, labeled as"record," are cited in the deed of the aforesaid 50 acre tract.
There exists a separate drawing prepared by Terra Surveying Company, Inc., under this same
project number,of even date.
Compiled by:
Terra Surveying Company,Inc.
3000 Wilcrest Drive,Suite 210
Houston,Texas 77042
Phone: 713-993-0327
Project Number: 1618-1301-S
TERRA SURVEYING COMPANY,INC.
LEGEND
PROPOSED PROPERTY LINE
k
APPROX.LIMITS OF BORGFELD
ROAD RECONSTRUCTION Q
PROPOSED FULLM�ggg
EXISTING T REE TO REMAIN ACCESS DRIVE - 0 130 260 ll�;j
r �SITE DATA pis F GRAPHIC SCALE AS SHWM4
�x
JURISDICTION CITY OF CIBOLO a d
CURRENT ZONING C3(RETAILIOFFICE) PROPOSED _ !
DET�
RIGHT-IN DRIVE NTIO PONDa� !t
ACREAGE SUMMARY / g
WALMART ±18.40 AC.
y
WALMART OUTLOT k1 ±0.e7 AC. PROPOSED FULL
P. .
wALMART OUTLOT#2 :2.26 AC. ACCESS DRIVE
TOTAL ±21.63 AC.
W
LL
Cz
cR O
APPROX.LIMITS OF t , T�`�� OJ w
13ORGFELD ROAD 40
m
RECONSTRUCTION ' 9c U
±2,800 LF s
PROPOSED LEFT dee t ,
TURN RESTRICTED
DRIVE '
O
Z
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PROP SED FULL "' o r
ACCE S DRIVE o
<n
3. PROP ED SIGNAL' a
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Project Improvements Site Plan Z `'
t�
EXHIBIT C: PUBLIC IMPROVEMENTS COST ITEMIZATION
Project: Walmart Borgfeld&North Main #4115-00 V
City of Cibolo,Texas
Prepared By: Kimley-Horn and Associates,Inc. Date: 9/19/2013
Note:Unit prices are generally based on contract unit prices from other similarly sized projects.
BORGFELD ROAD
DESCRIPTION -[QUANTITY UNIT COST/UNIT TOTAL COST
TRAFFIC CONTROL PLAN
CUT &RESTORING PAV ASPH 190 SY $ 91.28 $ 17,344
FLOWABLE BACKFILL 50 CY $ 113.28 $ 5,664
MOBILIZATION 1 LS $ 186,243.40 $ 186,243
BARRICADES,SIGNS AND TRAFFIC HANDLING 12 MO $ 4,436.77 $ 53,241
PORT CT FUR-&-I LOW PRO 2,5001- LF $ 33.65 $ 84,126
PORT CTB FUR& INST LOW PROF TY 2 100 LF $ 37.59 $ 3,759
PORT CTB MOVE LOW PROF TY 1 2,500 LF $ 6.73 $ 16,814
PORT CTB MOVE LOW PROF TY 2 100 LF $ 9.19 $ 919
PORT CTB REMOVE LOW PROF TY 1 2,500 LF $ 7.13 $ 17,837
PORT CTB REM VE L W PROE)(TYZ 100 LF $ 9.72 $ 972
CONSTRUCTING DETOURS 12 SY $ 41.35 $ 496
WK ZN PAV MRK REMOV(W) 4" SLD 6,000 LF $ 0.58 $ 3,481
WK ZN PAV MRK REMOV Y 4" SLD 3,000 LF $ 0.57 $ 1,716
REMOVAL
REMOVING CONC SIDEWALKS 8381 SY $ 10.41 $ 8,726
REMOVING CONC - 195t LF $ 4.45 $ 867
REMOVING CONC CURB AND GUTTER 82 LF $ 6.95 $ 570
REMOVE CONC GUTTER 91 LF $ 8.86 $ 806
REMOVE STR SET 2 EA $ 4.20 $ 8
REMOVE STR WINGWALL 1 EA $ 1,189.87 $ 1,190
REMOVE STR HEADWALL 1 EA $ 853.54 $ 854
REMOVE STR PIPE 4051 LF $ 13.47 $ 5,457
REMOVE STR SMALL FENCE 1371 LF $ 2.40 $ 328
REMOVING METAL BEAM GUARD FENCE 161 LF $ 1.91 $ 30
REMOVAL OF PEDESTRIAN RAMPS 81 EA $ 52.50 1 $ 420
ROADWAY
PREPARING ROW - 30 STA $ 2,194.504$ 65,835
EXCAVATION ROADWAY 15,000 CY $ 7.24 $ 108,563
EMBANKMENT FINAL DENS CONT TY C 1,500 CY $ 10.03 $ 15,049
FL BS CMP IN PLC TY 0 GR 5 FNAL POS 14,522 CY $ 33.56 $ 487,421
PRIME COAT MC-30 OR AE-P) 3,605 GAL $ 4.16 $ 15,009
PLANE ASPH CONC PAV 0"TO 2" 617 SY $ 2.55 $ 1,572
CONC CURB Y 11 4,488 LF $ 16.29 $ 73,101
CONCRETE CURB SPECIAL 2,410 LF J$ 21.00 $ 50,610
DRIVEWAYS CONC 1,026 SY $ 59.20 $ 60,736
CURB RAMPS TY 1 6 EA $ 1,242.50 $ 7,455
CONC SIDEWALK 4" 2,655 SY $ 36.95 $ 98,096
CURB RAMPS (TY fi) 4 EA $ 1,683.05 $ 6,732
D-GR HMA TY-A PG64-22 395 TON $ 66.15 $ 26,129
D-GR HMA QCQA TY-C SAC-B PG70-22 3,064 TON $ 68.25 $ 209,118
A pavement section of 3.5'of TY-C surface and 29"of Flex Base was used for estimating cost
DRAINAGE
TRENCH EXCAVATION PROTECTION 1,000 LF $ 2.71 $ 2,711
INLET- 14 EA $ 4,173.27 -$ 58,426
9/19/2013
EXHIBIT C: PUBLIC ROW IMPROVEMENT COST SHEET Page 1 of 3
RC PIPE CL 111 24 IN 1,000 LF $ 50.04 $ 50,040
INLET EXT TY E 16 EA $ 1,409.41 $ 22,550
SET TY II 24 IN RCP 6:1 P 2 EA $ 1,247.75 $ 2,496
SIGNING AND PAVEMENT MARKINGS
RELOCATE SM RD SN SUP&AM TY 108WG 18 EA $ 385.33 $ 6,936
REMOVE SM RD SN SUP&AM 2 EA $ 72.22 $ 144
REFL PAV MRK TY I W 4" BRK 090MIL 4,014 LF $ 0.41 $ 1,644
REFL PAV MRK TY I W 4" DOT 090MIL 510 LF $ 0.85 $ 431
REFL PAV MRK TY t W 8" SLD 090MIL 876 LF $ 0.84 $ 736
REFL PAV MRK TY I 24" SLD 090MIL 600 LF $ 5.63 $ 3,377
REFL PAV MRK TY I W ARROW 090MIL 16 EA $ 151.90 $ 2,430
REFL PAV MRK TY I WORD 090MIL 11 EA $ 214.33 $ 2,358
REFL PAV MRK TY I Y 4" BRK 090MIL 602 LF $ 0.41 $ 247
REFL PAV MRK TY I 4" SLD 090MIL 2,348 LF $ 0.38 $ 888
REFL PAV MRK TY I Y 24"SLD 090MIL 67 LF $ 5.69 $ 381
REFL PAV MRKR TY I-C 142 EA $ 5.26 $ 746
REFL PAV MRKR TY II-A-A 70 EA $ 3.48 $ 244
ILLUMINATION
ILLUMINATION 1 EA $ 90,000.00 $ 90,000
SIGNAL
TRAFFIC SIGNAL 1 EA $ 150,000.00 $ 150,000
SW3P
BLOCK SODDING 2,280 SY _ $ 2.82 $ 6,418
BROADCAST SEED EMP WARM 1,140 SY $ 0.16 $ 181
BROADCAST SEED TEMP COOL 1,140 SY $ 0.25 $ 280
VEGETATIVE WATERING 120 MG $ 13.58
ROCK FILTER DAMS INSTALL TY 2 70 LF $ 20.65 $ 1,446
ROCK FILTER DAMS INSTALL TY 3 60 LF $ 4.20 $ 252
ROCK FILTER DAMS REMOVE 130 LF $ 6.75 $ 877
CONTRUCTION EXITS INSTALL TY 1 50 SY $ 15.74 $ 787
CONSTRUCTION EXITS REMOVE 50 SY $ 6.86 $ 343
TEMPORARY SEDIMENT CONTROL FENCE INSTALL 650 LF $ 2.18 $ 1,416
TEMP SDMT CONT FENCE INLET PROTECTION 240 LF $ 4.03 $ 968
LANDSCAPING
MEDIANS LANDSCAPED AND IRRIGATED 1 EA $ 84,000 $ 84,000
BORGFELD SUBTOTAL COST $ 2,132,678
15%CONTINGENCY $ 319,902
BORGFELD TOTAL COST $ 2,452,580
WATERLINE REPLACEMENT
DESCRIPTION QUANTITY UNIT COST f UNIT TOTAL COST
12" PVC C-900 DR-14 WATER LINE 2,595 LF $ 70 $ 181,650
8"TIE-IN 2 EA $ 2,500 $ 5,000
12"TIE-IN 4 EA $ 3,000 $ 12,000
16"TIE-IN 1 EA $ 4,000 $ 4,000
TRENCH SAFETY 2,595 LF $ 2 $ 5,190
FIRE HYDRANT ASSEMBLY 3 EA $ 3,500 $ 10,500
8"GATE VALVE 1 EA $ 2,000 $ 2,000
12"GATE VALVE 9 EA $ 2,500 $ 22,500
ASBESTOS CEMENT WATERLINE ABATEMENT 2,595 LF $ 5 $ 12,975
2"AIR RELEASE VALVE ASSEMBLY 1 EA $ 4,000 $ 4,000
'Cost does not include the replacement of the existing PRV and vault
WATERLINE SUBTOTAL COST $ 259,815
15%CONTINGENCY[$ 38,972
WATERLINE TOTAL COST $ 298,787
9/1912013
EXHIBIT C: PUBLIC ROW IMPROVEMENT COST SHEET Page 2 of 3
OVERHEAD ELECTRIC RELOCATION
DESCRIPTION I QUANTITY UNIT COST!UNIT TOTAL COST
RELOCATION OF GVEC OWNED ELECTRIC ALONG BORGFELD 1 Lump Sum $ - $
ELECTRIC TO BE RELOCATED ABOVE GROUND ON NEW POLES
OVERHEAD ELECTRIC SUBTOTAL COST $
0%CONTINGENCY $
OVERHEAD ELECTRIC TOTAL COST $ -
WALMART CONTRACTOR SUBTOTAL COST $ 2,751,367
WALMART CONTRACTOR OH&P $ 398,948
GVEC RELOCATION $ _
CONSTRUCTION TOTAL $ 3,150,315
CITY PORTION OF MEDIAN LANDSCAPING $ (42,000)
DESIGN&SURVEY COST $ 221,250
TOTAL $ 3,371,565
Notes:
This OPC is not intended for basing financial decisions,or securing funding.
Since Kimley-Horn&Associates,Inc. has no control over the cost of labor,materials, equipment,or services
furnished by others, or over methods of determining price,or over competitive bidding or market conditions, any and all
opinions as to the cost herein,including but not limited to opinions as to the costs of construction materials, shall be
made on the basis of experience and best available data. Kimley-Horn&Associates, Inc.cannot and does not
guarantee that proposals,bids,or actual costs will not vary from the opinions on costs shown herein.
Included items based on concept plans prepared by KHA dated 8131/13.
9/19/2013
EXHIBIT C: PUBLIC ROW IMPROVEMENT COST SHEET Page 3 of 3
WOODENTRELUS
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Project Elevations
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Walmart AUGUST 13,2013 CIBOLO,TX #4115 ELEVATIONS
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DATE: 8/13/13 Walmarti�� STORE#4115-00 Kimsey-Hom
CIBOLO,TX ��� and Assmi t&4,Inc.
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DATE:8/13/13 Walmart:,: STORE#4115-00 ��� ftley-Hom
CIBOLO, TX and Associates,Inc.
SITE TRUCK ROUTE EXHIBIT "Wguirow