The URL can be used to link to this page

Home My WebLink AboutContract 31076COMMUNITY FACILITIES AGREEMENT THE STATE OF TEXAS § City Secretary �. COUNTY OF TARRANT § Contract No. �� 't' WHEREAS, The Beechwood Business P�rk, J.V., hereinafter called "Developer", desires to make certain improvements to Beechwood Business Park Phase I, an addition to the City of Fort Worth, Texas; and WHEREAS, the said Developer has requested the City of Fort Worth, a mtmicipal corporation of Tanant and Denton Counties, Texas, hereinafter called "City", to do certain work in connection with said improvements. NOW, THEREFORE, KNOW ALL BY THESE PRESENTS: That said Developer, acting herein by and through Carl Schwab, its duly authorized Vice President, and the City, acting herein by and through Marc Ott, its duly authorized Assistant City Manager, for and in consideration of the covenants and conditions contained herein, do hereby agree as follows: I. General Requirements A. The Policy far the Installation of Community Facilities ("Policy") dated March 2001, approved by the City Council of the City of Fort Worth, is hereby incorporated into this Community Facilities Agreement ("AgreemenY') as if copy herein verbatim. Developer agrees to comply with all provisions of said Policy in the performance of its duties and obligations hereunder. B. The requirements of the Policy shall govern this Agreement, provided, however, that any conflict between the terms of this Agreement and the Policy shall be resolved in favor of this Agreement. C. Developer shall provide financial security in an amount equal to 125% of the amount of the construction contract for the Community Facility. The financial security shall be in a form that meets the intent of paragraph 6, Section II, of the Policy and is otherwise acceptable to the City. As used herein, "Community Facility" shall mean the bridge to be constructed from Point 1 to Point 2 as represented in Exhibit "A", attached hereto. D. The Developer shall award all contracts for the construct'ion� of �� th� �� '�=�':;'' �%' � Community Facility in accordance with Section II, ara a h 7 of the Polic . �� , P �' p �' � .. ,, ,, u, �; — _...�'��a ��-L,,: 1 __ _ E. The contracts for the constniction of the Community Facility shall be administered in conformance with paragraph 8, Section II, of the Policy. F. The Developer shall require its contractor(s) to fully indemnify, hold harmless and defend the City, its officers, agents and employees from all suits, actions or claims of any character, whether real or asserted, brought for or on account of any injuries or damages sustained by any persons (including death) or to any property, resulting from or in connection with the construction, performance or completion of any wark to be performed by the contractor, its subcontractors, officers, agents or employees, or in consequence of any failure to properly safeguard the work, or on account of any act, intentional or otherwise, neglect or misconduct of said contractors, its subcontractors, officers, agents or employees, wlzet/eer or itot such injuries, de�t/t or danta�es are causetl, i�i wliole or in part, by the alle,�ed ne,�li.�ence of the Citv of Fort Worth, its officers, servants, or emplovees. G. To the extent that Developer fails to comply with the requirements of paragraph F; Developer covenants and agrees to, and by these presents does hereby, fully indemnify, hold harmless and defend the City, its officers, agents and employees from all suits, actions or claims of any character, whether real or asserted, brought for or on account of any injuries or damages sustained by any persons (including death) or to any property, resulting from or in connection with the constniction, design, performance or completion of any work to be performed by said Developer, his contractors, subcontractors, officers, agents or employees, or in consequence of any failure to properly safeguard the work, or on account of any act, intentional or otherwise, neglect or misconduct of said DEVELOPER, his contractors, sub-contractors, officers, agents or employees, fvl:etlaer or not such injuries, deat/t or dama,�es are cat�sed, in whole or i�t part, by tlte alleQed neQli.�e�ice of tlte Citv of Fort Wortlt, its offcers, servants, or ej�:plovees Developer shall install or adjust all of the required utilities to serve the development or to construct the improvements required herein. H. If more than 320 single-family structures are occupied witliin tfie ,area ,;.�;.^�; � depicted on Exhibit "C" attached hereto prior to the completion of the Community, � -, ,., _ . <;._.. , 2 Facility, this agreement shall subject to tern�ination by the City, at its sole option, without reimbursement of any kind to the Developer. a. Developer hereby releases and agrees to indemnify and hold the City harmless for any inadequacies in the preliminary plans, specifications and cost estimates supplied by the Developer for this contract. b. Developer agrees to provide, at its expense, all necessary rights of way and easements across property owned by Developer or others required to construct the Community Facility. I. Cost of Community Facility The City's share of constniction cost for the Community Facility will be an amount equal to the lesser of (i) $1,718,949 or (ii) ninety-five percent (95%) of the hard cost of the Community Facility plus six percent (6%) of the City's share of the hard cost for design and survey, which shall be reimbursed pursuant to and in accardance with Exhibit "B ". Such hard and soft costs are estimated as: Estimated Bridge Hard Costs Item Developer City Cost Total Cost Cost Bridge Improvements Drilled Shaft $3,825 $72,675 $76,500 C1 C Concrete Bent $12,500 $237,500 $250,000 C.1 C Concrete Abutment $12,500 $237,500 $250,000 Reinforced concrete Slab $23,760 $451,440 $475,200 Pre-stressed Concrete $15,935 $302,760 $318,695 B eam Concrete Surface $1,980 $37,625 $39,605 Treatment Sealed Exp. Joints $4,950 $94,050 $99,000 Traffic Rail w/ Pilasters $8,400 $159,600 $168,000 Bicycle Rail w/ Pilasters $75,000 $0 $75,000 Structural Approach Slab $1,500 $30,000 $28,500 Total Hard Costs $160,350 $1,621,650 $1,782,000 � ^rr�,^'- 1--� r'1 �';' , i �' � �}:�v�J ��;��i jSi?. - ��'5:,�,".� �:JJ � u � �1�::,�1��'� '��i;�( I; �S�; � ,, �' `` � ° � �,� ;,� I Ui �, , i`i J�II� ..`�;i::�.,n.� ��:=�:u i 3 Construction St� Inspection Fee Geotechnical Materials Total Soft Costs Tot�l Bridge Costs Estimated Bridge Soft Costs $26,730 $10,313 $53,460 $68,607 $26,730 $35,640 $211,480 $432,960 � � 1�.ceml��- 2� Executed this the � day of , . Approval Recommended: �� Robert Goode, P. E., Director Department of Transportation And Public Works ATTEST: $0 $97,299 $0 $0 $0 $0 $97,299 $1,718,949 Cit� I� $26,730 $117,612 $53,460 $68,607 $26,730 $35,640 $328,779 Assistant City Manager Approved as to Form and Legality � � B i'�ar�� , ��C � � y _ ,.. _ � . -..._z.� � _� .� � �.,..,,.,.� _._��- _ . • - City Secretary . , -. ,;. , ,_ .,r__.�._� ,....�.,'�o;:�.�,��:�o�. .. _� _`7 C �: �� l � ��__ �-�._ C i�� Assistant City Attorney ATTEST: DEVELOPER , The Beechwood Business Park, J.V. Corporate Secretary �--;�, / ' BY� � - c _ ,�--�_, Carl Sc ab Vice President . ;:2�� - - �'jJL� :� '%� � ;)�'L� ,;;!r;:�;��5 . � �. ��: `':��✓��fl'i ��`-- U. 4 X �: � x ^v 3 x 0 `:� ExxIBiT «s�� CITY'S PARTICIPATION IN FUNDING OF THE COMMUNITY FACILITY Tllis Exliibit "B" is hereby made a part of the Community Facilities Agreement for all purposes. Any references to "this Agreement" shall be deemed to include the terms and conditions of this Exhibit "B" unless otherwise specifically indicated. Any references to the "body of the AgreemenY' are to the terms and conditions of the Community Facilities Agreement excluding any exhibits. The City does not currently have available fiinds sufficient to pay its share of the construction costs of tlie Community Facility, as defined in Section I.D of the body of the Agreement, at any time prior to the anticipated date of completion of the Community Facility. Therefore, Developer and the City hereby covenant and agree that Developer shall fund the City's share of the constniction costs of the Community Facility, as set forth in Section II of the body of the Agreement (the `�Developer Funded Amount"), and that the City shall reimburse Developer the Developer Funded Amount solely in accordance with this Exhibit "B". In the event of any conflict between any terms and conditions of this Exhibit "B" and any terms and conditions of the body of the Agreement, this Exhibit "B" shall control. 1. TERM OF COMMUNITY FACILITIES AGREEMENT. Notwithstanding anything that may be interpreted to the contrary in the Agreement, the term (the "Term") of this Agreement shall commence on the date as of which both the City and Developer have executed this Agreement and, unless terminated earlier in accordance with this Agreement, shall expire upon the earlier of (i) December 31, 2006 if by such date the Community Facility has not been fully completed by Developer and accepted by the City in accordance with the procedures set forth in Section 2.1 of this Exhibit "B"; or (ii) the date as of which Developer has received full reimbursement from the City of the Developer Funded Amount in accordance with this Exhibit " "; or (iii) the date as of which all or any portion of the property depicted and described in Attachment 1 hereof (collectively, the "Source Property"), are developed in a manner that is inconsistent with the zoning for the property in question that was in effect on July 29, 2003; or (iv) December 31, 2012. In no event shall the City's duties and obligations set forth in this Agreement extend past December 31, 2012. 2. DEVELOPER REIMBURSEMENT MILESTONES. Notwithstanding anything that may be interpreted to the contrary herein, the City will not be obligated to reimburse Developer any of the Developer Funded Amount unless the milestones set forth in both Section 2.1 and Section 2.2 have occurred, as follows: Page 1, Exhibit "B" Community Facilities Agreement between City of Fort Worth and Beechwood Business Park Joint Venture � �;� i �' J:;1:=i � 'r:'��'v'v �;.�� ; ; _��,1� �c;-�;cjtiil';;�'�lf'�� ';� �� !� y i �? ;,,':(1; ��il' �f'� , fl i`.,';:�, ' ll� �'��:r.�.� , �' _— i 21. Completion and Accept�nce of Community F�cility. In addition to the milestone set forth in Section 2.2, the City's obligation to begin reimbursing Developer the Developer Funded Amount is conditioned on Developer's completing the Community Facility and the City's accepting the Community Facility in accordance with the procedure set forth herein by not later than December 31, 2006. Once the Community Facility has been completed, Developer shall notify the City in writing and request acceptance of the Community Facility by the City in accordance with the City's standard policies and procedures. The City's acceptance of the Community Facility shall be reflected in a written statement signed by both the City and Developer's general contractor that the final punch list related to the Community Facility has been completed. The date as of which such written statement has been signed by both the City and Developer's general contractor shall constitute the "Acceptance Date" for purposes of this Agreement. 2.2. Development of Source Property. It is anticipated by both the City and Developer that construction of the Community Facility will speed development of the Source Property and that increased revenue received by the City on account of this development justifies and will provide the means for the City to reimburse Developer the Developer Funded Amount. Therefore, in addition to the milestone set forth in Section 2.1, the City's obligation to begin reimbursing Developer the Developer Funded Amount is conditioned on the City's receiving Source Property Tax Increment attributable to a single tax year in an amount that is equal to at least two percent (2%) of the Developer Funded Amount (the "Development Year"). For purposes of this Agreement, the "Source Property Tax Increment" in any given year shall be an amount equal to the real property tax revenue attributable to the Source Property and received by the City as of January 31 of such year, excluding any revenue received on account of any rollback taxes under Section 23.55 of the Texas Tax Code, less the total amount of the real property City tax liability attributable to the Source Property for the 2003 tax year, excluding any City tax liability accniing on account of any rollback taxes under Section 23.55 of the Texas Tax Code that is attributable to the 2003 tax year. 3. PROCESS FOR REIMBURSEMENT. The City will begin reimbursing Developer the Developer Funded Amount in the first full year following both (i) the Acceptance Date (conditioned on such Acceptance Date's occurring on or before December 31, 2006) and (ii) the Development Year (the "Milestone Year"). Developer hereby acknowledges and agrees that the City will not owe Developer any of the Developer Funded Amount, and the Developer Funded Amount shall not constitute a"debt" of the City, as that term is used in Article 11, '�°��,, � �:. . . , ,; �. , ,'� ;; t "7 y' � ,�'IU i?�^ Page 2, Exhibit "B„ , i' ��, . ✓..; �� , � ��'��t ; Community Facilities Agreement � __ _.,_._ _____.___, ___ � between City of Fort Worth and Beechwood Business Park Joint Venture Sections 5 and 7 of the Texas Constitution, until the Milestone Year. The process for reimbursement of the Developer Funded Amount shall be as follows: 3.1. Tax Levy. Starting in the first full City fiscal year (currently October 1 through the following September 30) that commences after the Acceptance Date and (or, if the Acceptance Date occurs in a year prior to the Development Year, in the first fiill City fiscal year that commences after the Acceptance Date and in the same calendar year as the Development Year), and in each subsequent fiscal year for the remainder of the Term, the City will compute and ascertain the rate of and amount of ad valorem tax, based on the latest approved tax rolls of the City, with full allowances being made for tax delinquencies and costs of collection, which will be sufficient to raise and produce the money required to fulfill the City's obligations that are due or which are anticipated to become due during such fiscal year, which amount shall in no instance be less than two percent (2%) of the then- current unreimbursed Developer Funded Amount (the "Tax Levy"). 3.2. Sinkin� Fund. The City hereby agrees to establish a sinking fund ("Sinking Fund") and, from its annual tax levy, which shall include the Tax Levy, will, subject to this Section 3, dedicate from the City's general fund to the Sinking Fund at least two percent (2%) of the unreimbursed balance of the Developer Funded Amount as of January 1 of each year during the Term. The actual amount of general fund revenues transferred to the Sinking Fund in any given year shall be an amount equat to the Source Property Tax Increment received by the City as of January 31 of such year plus any rollback taxes received by the City as of January 31 of such that are attributable to the 2003 tax year and any subsequent tax year (the "Enhanced Source Property Tax Increment"). The transfer of such funds to the Sinking Fund will be made by the City on or before March 31 of each year. Taking into consideration the provisions of Section 2.2 of this Exhibit "B" providing for (i) anticipated development of the Source Property caused by construction of the Public Improvements and (ii) the City's obligation to reimburse Developer the Reimbursement Amount only after Source Property has accordingly increased in value, the City anticipates that an amount equal to the Enhanced Source Property Tax Increment will be sufficient to fulfill its legal obligations with regard to the debt created hereunder. In the event that the Enhanced Source Property Tax Increment is not a sufficient amount for the City to fulfill its legal obligations with regard to the debt created hereunder in any year after the Milestone Year, the City will transfer such funds from any legally available sources of revenue in the City's general fund to the Sinking Fund as are necessary to fulfill those obligations. The City will extinguish the Sinking Fund upon the expiration or termination of the Agreement and will retain for its general fund any sums remaining in the Sinking Fund at that time. �`'"°'•�� i - , �,� : i � � v 1 �� „"% '' J,U] �i�,'�f il✓.�'liJ; �'�l'1`1 j � ✓._ Page 3, Exhibit "B" Community Facilities Agreement between City of Fort Worth and Beechwood Business Park Joint Venture 3.3. Procedure for �nd Timin� of Payment. Subject to the last sentence of this Section 3.3, starting in the Milestone Year, the City will begin reimbursing Developer the Developer Funded Amount in annual installments. Subject to the last sentence of this Section 3.3, the first installment shall be equal to the lesser of (i) the balance of the Developer Funded Amount as of January 1 of the Milestone Year or (ii) all sums deposited into the Sinking Fund in accordance with Section 3.2 in the Milestone Year and any previous years. Each subsequent annual installment shall be equal to the lesser of (i) the unreimbursed balance of the Developer Funded Amount as of January 1 of that year or (ii) all sums deposited into the Sinking Fund in the same year in accordance with Section 3.2 of this Exhibit "B". The City will pay such annual installments on or before April 30 of the Milestone Year and each subsequent year during the Term of this Agreement; provided, however, that if the Development Year is a calendar year prior to the calendar year in which the Acceptance Date occurs, then (a) the first .installment shall be equal to the lesser of (i) the balance of the Developer Funded Amount as of the Acceptance Date or (ii) all sums deposited into the Sinking Fund in accordance with Section 3.2 in the calendar year in which the Acceptance Date occurs (excluding any such sums that are attributable to the then-current tax year) and any previous years and (b) the City will pay the first installment within sixty (60) calendar days following the Acceptance Date. 3.4. Necessitv of Reimbursements to General Fund Expenditures. If the City receives Enhanced Source Property Tax Increment in any year after the Milestone Year that is less than two percent (2%) of the unreimbursed balance of the Developer Funded Amount far that same year, the City will, in accordance with Section 3.3 of this Exhibit "B", deposit into the Sinking Fund an amount equal to the Enhanced Source Property Tax Increment received by the City for that same year plus an amount from other legally available sources of revenue in the City's general fiind equal to the difference between two percent (2%) of the of the unreimbursed balance of the Developer Funded Amount for that year and the Enhanced Source Property Tax Increment received by the City for that year ("General Fund Contribution"). In any such event, if the City receives Enhanced Source Property Tax Increment in a subsequent year that is greater than two percent (2%) of the unreimbursed balance of the Developer Funded Amount for that same year, Developer understands and agrees that the City will be entitled to retain from that Enhanced Source Property Tax Increment an amount equal to any previous General Fund Contribution in order to reimburse the City's general fund for the General Fund Contribution previously deposited into the Sinking Fund and paid to Developer in accordance with this Agreement, with the understanding that in any year in which a portion of the Enhanced Source Property Tax Increment is retained for purposes of the General Fund - Contribution, the City will pay Developer at least two percent (2%) of the ��'�"�'� unreimbursed balance of the Developer Funded Amount for that same year. For- :,��. Page 4, Exhibit "B" Community Facilities Agreement between City of Fort Worth and Beechwood Business Park Joint Venture 4. illustration purposes only, if in the first year after the Milestone Year, the City was required to make a General Fund Contribution in the amount of $100, and in the second year after the Milestone Year, the Enhanced Source Property Tax Increment exceeded an amount equal to two percent (2%) of the Reimbursement Amount owed by the City for that same year by $300, then the City would retain $100 to reiinburse the General Fund for the previous year's General Fund Contribution and would deposit the remaining $200 into the Sinking Fund. ASSIGNMENT AND SUCCESSORS. Developer may not assign, transfer or otherwise convey any of its rights or obligations under this Agreement to any other party without the express approval of the City Council. Page 5, Exhibit "B" Community Facilities Agreement between City of Fort Worth and Beechwood Business Park Joint Venture i'J�, I ,� � �L�s'�:"� � � �!IC� =�t,:�x;";. ... -�'1 u �� . , ; �U - � �. �` �, .: �� . �. :� , �. . _ _ i �'-5`. � !f7; _ ;¢ ` ? � { 1 � I � F ; 3 3: � 3 � ` � ;• R � a ! 1 `9 i � + 'F � , , i � + i 5 _ f ; - = e� : , � • 's 6 3 's:?�;:d 7ja: - tS � i i [ f � i � � � � � - - _ - a �i� � ; 1 ; ;if' i [ [ ( ! ! ; ? �; si'3;;; ' . ' f' : i 5 F f f , ' - , ; � ��! : : � , : f F '.' :�_ ' - i[ � j I 1 E.: � � i i:_',5� S �� I f J 5 S:� e;�rj�: �ii; � + ^� i � ; �•, ; _ � i � v � '�f j � E S � c-1.�3 j c" i ! i: ' ' x �.�' � �� c5�{A� �ii '� � �,� ;� i I � � i ? ] 4 3�� i i j •' 3 t�18j � ' � � i t i 1 E : ;; E•''� � �� ?3 "!'9sl d�ii�;: :"i; � j;��t_�:i'.;;''T �e' i; �,z.lii� i�l°. ; is f ! � 3 ' Fj�� e - ' ` _ 3'3� -� :r_,zds� ;F_5E � � �ct � � i : i i i it; j i i :. ;_ :'.{�, : i i i � '1i 3 `" f ,e _ i?;�i�.[ [��` ; i i:� €i ! 5 ' s ; I- t i�;� _�€ �: i�.l� j: i:� �ki ° sj i i; f =: �i �� ' ?_ : =.; R .. � � ; .. � � � : : ;_ ' ; : ;s;;_ c . - ,. � � ; +- r= i; 7 � � �-Ff� E el�ld ..� ��: k: ! E i i !� i E i ! F-I [ � � ..z ... _ :• ; - F°' � t� _ 9 Ei�,� s;i# } _. i r,-j 7 t i i r r, i i� P r;s; 3 s r i; 3i t-3'� i i�� i i-: : i� '`� .:dii?fi7 �.E�v j= �`�S SC ::: 3 `6 � I I: 1 i 5 �°� �?i-1 i i; E7i i� Sa i d'e i� _ 3 _ ti _'F: E I _4. :j ._ c3 _e �� m B� � �' � � 3 � o�^� i f Y FZ—�n ZZz°od S�Y}�s W g e g Q W LL W �° T� ff�S � o � � �` u� g"�� =�R�F a� u. 1- w� w Q a w w w�'U �Zvb�>�� > i� U�¢ w}� w w w-0 w�rnF'�7>» �W � ~O �1--� J (/1 Ull7 a2 �z��jz}xz ; � U zw t-a�d~o � W oo Wor-N� � � 1_ LL W� 7 � W � �� `�+� � m Q d'�aci b �' ¢ � �� g��_� � �� Attachment 1 Map and Description of Source Property :-.j� �� ;,,�v��':,:�J �:i��uls�;�;' ; 5;''�;!;`'i ,_:,V �r;,;, .; i�� .�; :�7 �,, :.," 1, ��i �; �f �� ,,' �yl ``.J:'.: ih7 I,_:S�S. 0 � o � �� U �' / ( / � . /(��:` � I — � ` � / � u� � � � - 1 � �'"'1 I �� I I I �� C/] • ' � � � J � � '+'d I I ' I, � i- �'�"� CC3 d i I r LL, • v • ' J�. � ��' b`° z � O �, � ,� � � _ �, � i�, li � � u, �� /�� I� J l' � GM � N �i� � � ; , . v� W I�j � I � � � Q � � � �� II � (� � � � i�t� jt o N f.r.{ •�� i - - -- j{ - — rn i , ' � �J.� � �S .---_.1— � / - - =� .�n��_yu d v i '. `._ __1/ - _ ` Tr � -__y C�' ■C■ a= �.� - � .I ` I /J / I � ` _ �d19 �� - l:.� �1 ■S� u� � �� I N _ V i // ,1 � 4 ` \ 1 �� I ii � .- � c----- --- f � � i . // �� ` , - i \ i ii � , � F �' `� `11 / ii • �� )_ - -/ � " : i � / / f/� `�n'"' cc, / � /�/� � 6'7 L�'t� ,) / 1'`�� n�:/(J I l� ,�' I . . �� / .( / [� /1, / / � �J� . � lJ � L1J •- � � b iU ) ' I , .- . -. , / 2,^ t'.' � 0 � � , �-'-- - -- — , w � i ' %� (i.l .. / ��' �'o P Z �' ,, � ; � CS^ v�� I N � � S �i� c.�; / �'�� `+ �' ,w O � i d �:'S� '�y� � � � ._ � � � 1 '� `vi . •, ?� i I ` z Y�` i?�i �\� � 0 H� � j, � � O� O Z Ol � cJ � If <-(ij, � 3� � q � 1`�---,�`?f.,--- - , � a � /�+� 2 � I�S �� - _U �C � � � � � �Pl m o � . ' / i � , , I i � A , � -,\ MS`s.b�s / I , ti - 96g��_ , ,� - - - - - - E�--r ` ' 1'� � Z ��F! � ` � --..-a - !'� ��' � ��\li `? � �Y' 1-� � �, N 3.Op�£ � �� • � I �'' c� � �� I, � .`%() �� i �I � � -F! `-\�! � � � i b y - - - -Q--- -- - -0 � � I 2F�a2 � ' �� ` i g0s' , �, ,f�, �- , a � � � - � �l� � ` \ ` ` ' ' �� z cG>/Ci�<Sy, o i � ) � m. � O "� ' I �� ` � -� , � ✓,c�� U � �; � � , NN � �v� � � � �/� s� � � a `]r �o� '� 2' � b. �l�,�' .b�b 4(l I � �� P � �Pfr1 Npi(V� �Aj� �i � O�Qp N `r � Z �i �� II K1 Q d¢I-J N �� W Q� o � UZ o o Z �Z w � � � � OW a aa r r � '�� : � �'�J a:; <-, -, � - � i�'��' � �71� r': : � � . .. , _ _ � _ _ _ _ _ _ _ .-_ ___. _ _ _ _ _ _ _ _ _ _ ._ _ _- _ _ ___ — _ - w qY:Y•+WUq\09E9! �IXMNC7 N 0 0 N O E m > z �� .� _ � _ �. � � � � � _� �__ � � � _� �_ � �� .� _ � � � __ _� � _ _ � _. _ _ � _ _�\'/lLY1 'UAHI'1 `, �' �,� j � - ' ;.-� ; = I ' ��'—'� ' ,i �1 ,- ' �/. Q •/ ,'�� / _ — - — - - ` ``` i - \ i �� \l ` Y ` � � � � \ V � , ` \ � � ,< �\ /� v'��i� � � �� \ 0 � �� '/ ( _ `� � / ' � � , � �� . \ � .. . �-i C� � ` ' � c`nn � a, F � � �i � -� , � � ; i � i � z Q, QI NZ� `,;t' ' I �,�,. � p ` ; 1 `� 'jZ CD � � � � I 's�� a � � � � O ��i��J�� 3 O i c,` �a = Z � Z / _ � �,� � ( . / ��c,,��}.�i� w O � :i%'�,y�'4l� t �N /� �i�,��j m Q p I �� i� ��:'1 "� on�v � V'�O v� � �[l�Vli��+ � `,�?�n � � � .. lf' M (� z � ' �' � � .`��'y'.'y' . � �i ` N � Y � ^�zi� � �C��Q� �� ° � / �O p n- J / �� J a� � �i� W W � �% n/� ir # •/R' � w N �p °� � �` • � � � � � n� � ^� m� � J m � MM _.._ _ _ ' " _ '___ �. � �O / � / / � N;l i�t'1VNJJy ` 1 �� ' J'�- �, i , �� . ' ,�� . i , -------- . �.,_ - _ _ tti _. _.--1-- ! - - - � n.�o. i_ • ;' I w — '� - =i=- - _ � .,- - � � _ - - • - � , / " � �;. , � � � +�` :` . i �.a' . u / �— _ = c.� ' Q �' � , �ti - i w _ \ \ �� Q- W /; � m � , c� o N ,\ // '^ ��-' -' ---- m a N \ Q � m ' ' _ i " 1 �Q� cYc" � , -� N � " � — � ii / . . � - ' ' � i / � / J�v// C'o2��i'�" ; _�./ � � ' � � \ � 1 ' � o. ',� ( Y `l�� I ' `J ` / _ �� o r �t // �. �. _ � _ i "�.% — — — — � 1 . /.�l ! ' � � I � � ��q 'y adP'Cn��.nil . OQ\09E9[ m009W1 0 0 L E 0 'o z __ . � U� , H � Q � ~ �' � � . � d+ czs 0. o w � '� � o � � " � E� o � Z � �'� �-� o W �z g� � z � � �� o � � �� W � N x � �� ■r■ �i �a�� 3 �D O II� � �+ 7 �\ /'/� � �,'� r� _ � ��.�`' �,N NP� �I u � O �� ' Lol' '. � M� �I � � W � �\ i�' Q •� '�� ,o2`L�,�E SO '40'351E ``` vr"�ia ( � � � � � � �, ,� �/z ' � � , l l � � I � s � W v, r� � \� Y„�' 4, r `` , I I 1 pi � v� u� �, � � � II' � z �� \ �' � \ \ , ,r '� / � � �� Cf A / � �. \ \ II� I q � �� i m ♦ 0 '��I iw ' � �� .o l (; �t� � � � � � �; ,� � �� ii� + / � ��, � � 1ll( ,�, �, � M N �`pr V '�U~ �� I II /' P ,� / �/ N. - : 1 ( I' �N � N •��, w!� N M (j j� �� I Y Q�/�^ �'�� + J"� r"i�i w�m p �� I °� ��_ - 4. ,�,�. o Z� I� Q I , �'d� ls ,;�°' � a � i -1 � � � i t� �ii c' i x p � �«;� y�'��nti � ncNn � --- — � � �� w Z� t�, s, �,� �� Z� Q P � � P�;� : �� > � � -1----_ ; :; � 0 i � Q i `�/��i� � W � �%��;' �� -' � , �%' ;' `crn > (r`�'- (�1 , �` �wY'�, =%;,, �i: ; / � � �' <7i:�o 1- p � � � ; ti �• i� /� ii A? ; �;�� . _ _ `i; , � � � �3 o Q i � ;��, ; G I i -�-_../ � i z a .- �c ,� ' ' � . ,�� I � 'W � W Q ( 0 �- 6'� ,� �a � v� o ' i � �'�� m� [ �� R_ I I ' M `� � / N . ) i � ( �,� W q3� .� � � � ' W Z ac !' , �, �I i � , � �? 1 '�•-, � w �, a� ��; ' � ! u,. /• .� p °] � I �' I I f� •`_ o � � _ -� (p �- t � � � � � , .. .or•x.udav i� � I / � � � ' � ^ i + �6'W ' �1-�� + � / ; =� - - - - � - - — - - � � N i� � F •------ - -- -- ��' - — ----�--�7 -- / - - -- ;�yi � :]�- � � �, � 11J � ; � ==,, ---- �- � - - -_�� ----.� ;- , � : � �, ; r��? �- � �. �, , � ,. /f / _ _. , . � t/ ,� O 4 c� "' � Z ' i c� O N \,\� �/ � � m �(nm � � r+ m ,�--- --- ---- a / " �--� � p ,� � � '" � � �� '~ � � � � - � �i �� . _ _-/ �'�/ j``` � ' ( i� LZ;•: r ' � � � ��)�'�, � �' � � v • �� / � ��' ,� _ - ' i _ _ `�)��)r, , + � 1. /.�l i � I � � �L� � � — — — — — — — — — — — — — — — — — — — — — — — — — -- a �s '�sP'W�� !v. �a\u�cvf�aou9ia -� � � � „ � ., _ I i� � � � — — f �,�� „ � � o , � . � ��aa � � ~ E '�� I ( �, --�-�y a I � � � _ .� � � ' ' I , ,- � lf� � i '� u / i � � Z ��, ' g o w .v . � � r � � z Qa L� i � � f O i �� C1 � Z � O � . ( `.� : T � � t 1 ��- i—`.' �� ' A .' � i,� � v � h � N _ QZ � �� . � o .� I __ � ` U i 11; ' � �N � � v � �' � � _ i 0 � �i 11� ' N,C] Q � � � r , � � � b' t}- _1 I O� �"� � �d�l � � J � i; � Y 3 N p� o N (� � � �.`� � ` ; ��! +' � iw_' �I � p O S , � x °� �e'�� / � \ \ � `. � LL'a- i� � �� _ -�► W v� m �� L�. � , _ �� 3 << J� N m m � ■�■ � �� ' M ,1i - � ��" � �� m �- ..,,; , .� -� � -_ � h' ai � 1 � a v; �'' �'j%' � � I ri• • ` )�, II Mo m i / �� . � ,,, I(ii � , ��i; �Q o^ c,n w �-�� `�„� . �ii �� w � O1 � �;I� . n � � 'zt-m� �'� � ��) � + �� o� � � � �� (Q � a] [r Q' I tn W-- U vt � � � n � W�� I �v I // Q �� tn Z p � �JIJ �^ �� Z W � z � � w o J� c� m�� , �.. �� o�'� Qo�. i"� � � a- � o �� OZp � im f�/ � 3 :w [O�� / / � a oo Q. �.� ��j ��r � ,� N �'• Z 3 3 7 � Mm�� ^±a� �� N Mt0 N' � i 1 . a' ; N� = Z o oi a L � � Q 77 c m'p o ui r� /�% �� / W � W� O cv�'v°�° �I �o � }n`v N''� �i'!°' p�f-Z �/ � I ` �~ �]Q.� a¢�� II! � � ��(�� N �- ��N� ^ � ./ I �" � _ � L.5 �l/ N �' S (n , , ' � � r _ _ � _ b 1�'- - / - - - "� '''tl�`w'° a yN0 i ^ W w � " I -1�� 1 ^' 1 � - ' '�-++- I - � � ' F- � � � I � � � ' r r �� ,' _ i � o °° `n. , � � �� L �� Q q - J J I , � � � i u � n , � �=' y , � � i/ a� �/ _ � � Z � �i � . �,. � � O I • ��p , � `af �+�- . � \ \ ` i i+i i . `� r v' � / / > � � -'��/� n'��N�' , �� I � � t ti . � L ��:.`'�, � Q 01� s �� m n Vl. M` �j� �1N-� ��' 1 � ^� ^ 'o y'� ti ' � � � ��y 1 ON m0 Om �'I��'� 1 � �`T% ! NM Z`p 2� 'Z' �' I i \ O /"'1 � � () i `n.} , 1 .. . �` � � : l'•�Slr L ; a aa � ;; � " ��S ; � ��>,, 4�' , �;:, , ; ' .`r, ` .� Y� 1 . N (��;� m � �- �v� �� /! `�" 3 I / // I � 3 v I 1 // / I in �v Q � Y N � ` � / / � °° r r1O- Y fY ^ � % � � � vm Z_ V gQ -� '� �`�„� `�,' zN` �3��U �/ � � �o `� =c�i�°�o a � z�, `� ,--wZOC� a � � � - ' o�� Q � � i �i <��, ; �, -� a� �`z � '�! Uti� = ti N • Ih � ' �_ � / Z� Z�� ` `Il`��i/'� ` � Q I \� 1 �. ! � � � — — — — — — — — — — — — — — — — — — — — — — — — — -- -- _ tl - — ` . \_ .— �P ' Q\09Ev1 1� ��- � G z O f=� Q z U O J W t/'? O m E F�1 �^ t-. � �i/ w i*; o '� fil �� Z W� o W �� 1 O Q � � U � V) O � o N � o� �a S d O z u 0 a --------------------------------------�- ,,,,,n�•, Legal Description Tract 1 BETNG a 19.90 acre tract of land located in the City of Fort Worth, Denton County, Texas and being situated in the R. Matany Survey, Abstract No. 878, the P.M. Smith Survey, Abstract No. 1170, and the C. Sutton Survey, Abstract No. 1561, all Denton County, Texas, and being a part or all of those tracts of land described in deed to Beechwood Business Park Joint Venture recorded in Document Numbers O1-R0097911 and 97-R0064765 of the Deed Records of Denton County, Texas, said tract being more particularly described as follows: COMMENCING at a point on the east right-of-way line of B.N,S.F. Railroad (R.O.W, varies}, said point also bein? the southwest property corner of said Beechwood Business Park tract recorded in Document Number 97-R0064765 and the northwest corner of that tract of land described in deed to Hillwood/1358, LTD. as recorded in Volume 2512, Page 471 of the Deed 12.ecords of Denton County, Texas; T`IIENCE North 24 degrees 14 minutes 00 seconds East, a distance of 1249.99 feet to a 1/2-inch found iron rod with a yellow plastic cap stamped "Halff Assoc. Inc." (hereafter referred to as "with cap" for the POINT OF BEGINNING; THENCE continuing along said B.N.S.F. Railroad east line as follows: North 24 degrees l�l minutes 00 seconds East, distance of 213.23 feet to a 1/2-inch found iron rod with "Landes" cap For the point of curvature of a circular curve to the teft having a radius of 5779.58 feet, and �vhose chord bears North 18 degrees 53 minutes 00 seconds East, 1077.77 feet; Along said circular curve, through a central angle of 10 degrees 42 munutes 00 seconds for an arc distance of 1079.34 feet to a 1/2-inch found iron rod with "Landes" cap for the point of tangency; North 13 degrees 32 minutes 00 seconds East, a distance of 623.30 feet to a 1/2-inch %und iron rod tvith "Landes" cap point for a corner; South 76 degrees 28 minutes 00 seconds East, a distance of 25.00 feet to a 1/2-inch found iron rod with cap for a corner; North 13 degrees 32 minutes 00 seconds East, a distance of 298.02 feet to a 1/2-inch found iron rod with "Landes" cap for a corner; South 89 degrees 58 minutes 33 seconds East, a distance of 25.71 feet to a 1/2-inch found iron rod with "Landes" cap for a corner; North 13 degrees 32 minutes 00 seconds East, a distance of 620.83 feet .to a point for a corner in a creek channel; THENCE departing said B.N.S.F. Railroad east line, and along said creek channel as follows: South 48 degrees 47 minutes 43 seconds East, a distance of 198.52 feet to a point for corner; South 75 degrees 14 minutes 08 seconds East, a distance of 124.80 feet to a point for corner; THENCE departing said creek channel South 14 degrees 55 minutes S2 seconds West, a distance of 1896.85 feet to a point for a comer; THENCE South 24 degrees 14 minutes 00 seconds West, a�distance of 90$.32 feet to a point for a corner; THENCE North 65 degrees 46 minutes 00 seconds West, a distance of 285,71 feet to the POINT OF BEGTIVMNG AND CONTAINIIVG 867,033 square feet or 19.90 acres of land, more or less. Legal Descziption Tract 2 BEING a 169.07 acre tract of land located in the City of Fort Worth, Denton County, Texas and being situated in the R. Matany Survey, Abstract No. 878, the P.M. Smith Survey, Abstract No. 1170, the C. Sutton Survey, Abstract No. 1561, the Jesse Daniel Survey, Abstract No. 349, and the A.M. Feltus Survey, Abstract No. 1464, all Denton County, Texas, and being a part or all of those tracts of land described in deed to Beechwood Business Park Joint Venture recorded in Document Numbers 97-R0064765, 98-R0076$97, 99-R0054698, 99-R0095342, and O1- R0097911 of the Deed Records of Denton County, Texas, said tract being more particularly described as follows: COMIv1ENCING at a Point on the east right-of-way line of B.N.S.F. Railroad (R.O.W. varies), said point also bein� the southwest property corner af said Beech�vood Business Park tract recorded in document number 97-R0064765 and the northwest corner of that tract of land described in deed to Hillwood/1358, LTD, as recorded in Volume 2512, Page 471 of the Deed Records of Denton County, Texas; THENCE North 24 deo ees 14 minutes 00 seconds East along said east line, a distance of 1249.99 feet to a 1/2-inch found iron rod with cap for a corner; THENCE South 65 degrees 46 minutes 00 seconds East departing said east line, a distance of 28�.71 feet to the POINT OF BEGINNING; THENCE North 24 degrees 14 minutes 00 seconds East, a distance of 908.32 feet to a point for a corner; THENCE North 14 degrees 55 minutes 52 seconds East, a distance of 1896.85 feet to a point for a corner in a creek channei; THENCE along said creek channel as follows: �outh 7S degrees 14 minutes 08 seconds East, a distance of 117.77 feet to a point for a corner; South 57 degrees 28 minutes 31 secands East, a distance of 302.23 feet to a point for a corner; South 42 degrees 49 minutes 33 seconds East, a distance of 204.98 feet to a point for a corner; South 76 degrees 40 minutes 47 seconds East a distance of 176.41 feet to a point for a corner, said point being on the most westerly line of Lot 1, Block 3, Beechwood Business Park, as recorded in Cabinet R, Page 152, of Plat Records of Denton County, Texas. THENCE departing said creek channel and along said west line of Lot 1, Block 3 as follows: South 07 degrees 39 minutes 06 seconds West, a distance of 168.03 feet to a 1/2-inch found iron rod with cap for a corner; South 42 degrees 26 minutes 47 seconds East, a distance of 996.86 feet to a 1/2-inch found iron rod with cap for a corner; THENCE South 23 degrees 59 minutes 18 seconds East departing said west line, a distance of 687.31 feet to a 1/2-inch found iron rod with cap for a corner; THENCE South 35 degrees 14 minutes 54 seconds East, a distance of 802.44 feet to a 1/2-inch found iron rod with cap an said �vest line of Lot 1, Block 3; TF�NCE South 12 degrees O1 minute 07 seconds East, passing at 0.07 feet the north right-of- way line of Bobie Drive (120 fect �vide), and passing at 129.59 feet the soulh right-oF-way line of said Bogie Drive, said point also being the most northerly northwesl corner of Lot 1, Block I, of said Beechwood Business Park, and continuing along the west line of said Lot 1, Block 1, in all a total distance of 305.08 feet to a 1/2-inch found iron rod with cap for a corner; TI-�NCE contin�ing along said �vesl line of Lot 1, Block l, as follows: South 17 degrees Sb minutes 27 seconds East, a distance of 577.27 feet to a 1/2-inch found iron rod with cap for corner; South _57 de�-ees 40 minutes 58 seconds West, a distance of 300.67 feet to a 1/2-inch found iron rod with cap For corner; South 47 degrees O1 minute 38 seconds West, a distanee of 209.�1 feet to a 1/2-inch found iron rod with cap for corner; South 22 degrees 29 minutes 25 seconds West, a distance of 229.13 feet to a 1/2-inch found •iron rod for a corner; THENCE departing said west line of Lot 1, Block 1, and along said north line of said Hill�voodl13�8, LTD. tract as follo�vs: North 89 degrees 13 minutes 49 seconds West, a distance of 1716.49 feet to a found tree for a corner; North 88 degrees 48 minutes 04 seconds West, a distance of 353.54 feet to a found fence corner post for a corner; THENCE departing said north line, North 00 degrees 51 minutes 12 seconds West, a distance of 193.28 feet to a found fence corner post for a corner; THENCE Norih 00 degrees 00 minutes 00 seconds West, a distance of 773.23 feet to a 1/2-inch found iron rod with cap for a corner; THENCE North 65 degrees �6 minutes 00 seconds West, a distance of 66f.66 feet to the POINT OF BEGIlVNING AND CONTAIIVING 7,364,652 square feet or 169.07 acres of land, more or less. Legal Description Tract 3 BEING a 5.57 acre tract of land located in the City of Fort Warth, Denton County, Texas and being situated in the R. Matany Survey, Abstract No. 878, and the A.M. Feltus Survey, Abstract No. 1464 all Denlon County, Texas, and being a part of the tract of land described in deed to Beech�vood Business Park Joint Ventare recorded in Vol. 4924, Page 293, (County Clerk Document No. O1-R0097911), of the Deed Records of Denton County, Texas, said tract being more particularly described as follows: COM�V�NCING at the northwest comer of Bogie Drive (120 feet wide), as recorded in Cabinet R, Page 152, of the Plat Records of Denton County, Texas, said point also being the southwest corner af Lot 1, Block 2, Beechwood Business Park, as recorded in Cabinet R, Page 152, of the Plat Records of Denton County, Texas; THENCE along the �vest line of said Lot 1, Block 2, as follows: North S1 degrees 11 minutes 16 seconds West, a distance of 560,39 feet to a 1/2-inch found iron rod for a corner; North 45 degrees 35 minutes 12 seconds West, a distance oF 169.22 feet to the POINT OF B EGIl'1NTNG; THENCE departing said west line, North 89 degrees 26 minutes 50 seconds West, a distance of 1537.54 feet to a point for a corner; THENCE South 00 degrees 15 minutes 13 seconds West, a distance of 62.70 feet to a 1/2-inch found iron rod ��ith cap for a corner, said point being on a north line of Lot l., Block 3, Beechwood Business Park, as recorded in Cabinet R, Page 152, of the Plat Records of Denton County, Texas; THENCE along said north line South 89 degrees 39 minutes 33 seconds West, a distance of 110.31 feet to a 1/2-inch found iron rod with cap for a corner, said point being on the east line of an access easement (30 feet wide), as recorded in Volume 4321, Page 809 of the Deed Records of Denton County, Texas; THENCE departing said north line of Lot 1, Block 3 and atong said east line of said access easement, North 00 degrees 15 minutes 13 seconds East, a distance of 214.42 feet to a 1/2-inch found iron rod with cap for a corner; THENCE departing said east line of said access easement, South 89 degrees 26 minuEes 50 seconds East, a distance of 1492.54 feet to a 1/2-inch found iron rod with cap for a eorner, said point being on the west line of said Lot l, Block 2; THENC� along said east line South 45 degrees 3S minutes I2 seconds East, a distance of 216.48 feet to the POINT OF BEGINNING AND CONTAINING 242,540 square feet or S.S7 acres of land, more or less. Legal Description Tract 4 BEING a 112.21 acre tract of land located in the City of Fort Worth, Denton County, Texas and being situated in the A.M. Feltus Survey, Abstract No. 1464 and the Jesse Daniel Survey, Abstract No. 349 all Denton County, Texas, and being a part af the tract of land described in deed to Beechwood Business Park Joint Venture recorded in Vol. 4924, Page 293, (County Clerk Document No. O1-R0097911), of the Deed Records of Denton County, Texas, said tract being more particularly described as follows: BEGIIVNTNG at the northwest corner of Bogie Drive (120 feet wide), as recorded in Cabinet R, Page 152, of the Plat Records of Denton County, Texas, said point also being the southwest corner of Lot l, Block 2, Beechwood Business Park, as recorded in Cabinet R, Page 152, of the Plat Records of Denton County, Texas; THENCE South 51 degrees 11 minutes 16 seconds East, a distance of 57.57 feet to a 1/2-inch found iron rod �vith a yello�v plastic cap stamped "Halff Assoc. Inc." (hereafter referred to as "with cap") for corner, said point also being on the southwest right-of-way line of Bogie Drive (120 feet wide}; THENCE South 11 degrees 55 minutes 33 seconds East, departing said right-of-way line of Bogie Drive, a distance of 77.79 feet to a 1/2-inch found iron rod with cap for a corner; THENCE South 49 degrees 46 minutes 50 seconds East, a distance of 53.55 feet to a I/2-inch found iron rod with cap for a cornez; THENCE North 87 degrees 22 minutes 53 seconds East, a distance af 60.37 feet to a 1/2-inch found iron rod with cap for a corner, said point also being on the west line of Lot 1, Block 1, Beechwood Business Park, as recorded in Cabinet R, Page 152, of the Plat Records of Denton County, Texas; THENCE con�inuing along the west line of said Lok l, Block l, South 47 degrees 22 minutes 31 seconds East, a distance of 782.38 feet to a 1/2-inch found iron rod with cap for a corner; THENCE along said west and north lines of Lot 1, Block l, as follows: South 26 degrees Ol minutes 23 seconds East, a distance of 416.22 feet to a 1/2-inch found iron rod with cap for a corner; South 00 degrees 40 minutes 55 seconds East, a distance of 567.01 feet to a 1/2-inch found iron rod with cap for a corner•, South 39 degrees 12 minutes 06 seconds West, a distance of 304.I2 feet to a 1/2-inch found iran rod for a corner; South 73 degrees 31 minutes 12 seconds West, a distance of 258,14 feet to a 1/2-inch found iron rod with cap for a corner; South 83 degrees 04 minutes 08 seconds West, a distance of 843.02 feet to a 1/2-inch found iron rod with cap for a corner; North 65 degrees 37 minutes 28 seconds West, a distance of 598.44 feet to a 1/2-inch found iron rod with cap for a corner; North 34 degrees 30 minutes 16 seconds Wes[, a distance of 803.44 feet to a 1/2-inch found iron rod with cap for a corner; North 30 degrees 35 minutes 33 seconds West, passing at 46.78 feet a northeast corner of said Lot 1, Block 1 and the southeast corner of a right-of-way dedication of Bogie Drive (120 feet wide), as recorded in Cabinet R, Page 152, of the Plat Records of Denton County, Texas, passing at 167.00 feet the northwest corner of said Bogie Drive, said point also being the southeast comer of Lot 1, Block 3, Beechwood Business Park, as recorded in Cabinet R, Page 152, of the Plat Records of Denton County, Texas, continuing along the east line of said Lot 1, Block 3 in all a total distance of 733.43 feet to a I/2-inch found iron rod with cap for a corner; THENCE continuing along said east line of Lot 1, Biock 3, as follows: North 20 degrees 36 minutes 46 seconds West, a distance of 918.14 feet to a 1/2-inch found iron rod with cap for a corner; North 45 degrees S8 minutes 12 seconds West, a distance of 68.31 feet to a 1/2-inch found iron rod �vith cap for a corner; THENCE departing said east line, North 00 degrees 15 minutes 13 seconds East, a distance of 62.70 feet to a point for a corner; THE�tCE South 89 degrees 26 minutes 50 seconds �ast, a distance of 1537.54 feet to a.point for a corner on the west line of s�id Lot 1, Block 2; THENCE continuing along said west line as follows: South 45 degrees 35 minutes 12 seconds East, a distance of 169.22 feet to a 1/2-inch found iron rod with cap for a corner; South S1 degrees I 1 minutes 16 seconds East, a distance of 560.39 feet to the POINT OF BEGINNIlVG AND CONTAINING 4,887,649 square feet or 112.21 acres of land, more or less. Legat Description Tract 5 BEING a 47.5I acre tract of land located in the City oP Fort Worth, Denton County, Texas and being situated in the R. Matany Survey, Abstract No. 878 and the A.M. Feltus Survey, Abstract No. 1464, both Denton County, Texas, and being a part of those tracts of land described in deed to Beechwood Business Paxk Joint Venture recorded in Document Number O1-R0097911 of the Deed Records of Denton County, Texas, said tract being more particularly described as follows: BEGINNING at the northwest corner of said tracts of land described in deed to Beechwood Business Pazk Joint Venture, said point also being on the south right-of-way line of State Hwy 114 (R.O.W. varies); THENCE along said south line as follows: South 66 degrees 22 minutes 15 seconds East, a distance of 1531.42 feet to the point of curvature of a circular curve to the left having a radius of 1959.86 feet, and whose chord bears South 77 degrees 54 minutes 32 seconds East, 784.02 feet; Along said circutar curve, through a central angle of 23 degrees 04 minutes 34 seconds for an arc distance of 789.34 feet for the point of tangency; THENCE South 89 degrees 26 minutes 50 seconds East along said south line, a distance af 837.48 feet to a point for a corner; THENCE departing said south line, South 00 degrees 33 minutes 10 seconds West, a distance of 140.01 feet the northwest corner of Lot l, Block 2, Beechwood Business Park, as recorded in Cabinet R, Page 152, of Plat Records of Denton County, Texas; THENCE along said west line as follows: South 00 degrees 33 minutes 10 seconds West, a distance of 121.78' feet to a point for a corner; South 45 minutes 35 seconds 12 minutes East, a distance of 545.83 feet to a point for a corner; THENCE departing said wesl line, North 89 degrees 26 minutes 50 seconds West, a distance of 1492.54 feet to a point Por a corner, said point being on the east line of an access easement (30 feet wide), as recorded in Volume 4321, Page 809 of the Deed Records of Denton County, Texas; THENCE along east line of said access easement, South 00 degrees 15 minutes 13 seconds West, a distance of 214.42 feet to a point for a corner, said point being on a north line af Lot 1, Block 3, Beechwood Business Park, as recorded in Cabinet R, Page 152, of the Plat Records of Denton County, Texas THENCE departing said east line and along said north line as follows: South 89 degrees 39 minutes 33 seconds West, a distance of 36.66 feet to a point for a comer; South 00 degrees 20 minutes 27 seconds East, a distance of 69.51 feet to a point for a corner; South 89 degrees 39 minutes 33 seconds West, a distance of 96.03 feet to a point far a corner; North 24 degrees 28 minutes 23 secands West, a distance of 109.10 feet to a point for a corner; South 89 degrees 39 minutes 33 seconds West, a distance of 70.47 feet to a point for a corner; North 45 degrees 41 minutes 48 seconds West, a distanee of 97.89 feet to a point for a corner; North 00 degrees 20 minutes 27 seconds West, a distance of 120.70 feet to a point for a corner; South 89 degrees 39 minutes 33 seconds West, a distance of 27.66 feet to a point for a cornez; North 00 degrees 37 minutes 51 seconds East, a distance of 133.14 feet to a point for a corner; North 38 degrees 11 minutes 56 seconds West, a distance of 500.61 feet to a point for a corner; North 64 degrees 03 minutes 31 seconds West, a distance of 285.87 feet to a point for a corner; Sonth 62 degrees 26 minutes I8 seconds West, a distance of 155.92 feet to a point for a corner; South 07 degrees 39 minutes 06 seconds West, a distance of 327.75 feet to a point for a corner in a creek channel; THENCE departing said north linc and along said creek channel as follows: North 76 degrees 4Q minutes 47 seconds West, a distance of 176.41 feet to a point for a corner; North 42 degrees 49 minutes 33 seconds West, a distance of 204.98 feet to a point for a cornec; North 57 degrees 28 minutes 31 seconds West, a distance of 302.23 feet to a point for a comer; North 75 degrees 14 minutes 08 seconds West, a distance of 247.57 feet to a point for a corner; North 48 degrees 47 minutes 43 seconds West, a distance of 198.52 feet to a point for a corner, said point being on the easE right-of-way line of B.N.S.F. Railroad (R.O.W, varies); THENCE departing said creek channel and along said east line North I3 degrees 32 minutes 00 seconds East, a distance of 627.91 feet to t6e POlNT OF BEGINNING AND CONTAINING 2,069,496 square feet or 47.51 acres of land, more or less. Legal Description Tract 6 BEING a 25.93 acre tract of land located in the City of Fort Worth, Denton County, Texas and being situated in the P.M. Smith Survey, Abstract No. 1170, the C. Sutton Survey, Abstract No. 1561, and the A.NI. Feltus Survey, Abstract No. 146�, all Denton County, Texas, and being a part or all of those tracts of land described in deed to Beechwood Business Park Joint Venture recorded in Document Number 97-R0064765 of the Deed Records of Denton County, Texas, said tract being more particularly described as Follows: BEGINNIIVG at a point on the east right-of-way line of B.N.S.F. Railroad (R.O.W. varies), said point aiso being the south�vest property corner of said Beechwood Business Park tract recorded in Document Number 97-R0064765 and the northwest corner of thai tract of land described in deed to Hillwood/1358, LTD. as recorded in Volume 2512, Page 471 of the Deed Records of Denton County, Texas; THENCE North 24 degrees 14 minutes 00 seconds East, a d.istance of 1249.99 feet to a 1/2-inch found iron rad with a yellow plastic cap stamped "Halff Assoc. Tnc." (hereafter re%ired to as "with cap" for a corner; THENCE departing said B.N.S.F. Railroad east line, South 65 degrees 46 minutes 00 seconds East, a distance of 95237 feet to a point for a corner; THENCE Due South a distance of 773.23 feet to a point for a corner; THENCE along north line of said Hillwood/1358, LTD., North 88 degrees 59 minutes 34 seconds West, a distance of 1381.73 feet to the POINT OF BEGINNING AND CONTATNING 1,129,345 square feet or 25.93 acres of land, more or less. City of Fo�t Wo�th, Texas �►�Ayar And C,aunc�( Camn�un�cAt�an DATE REFERENCE NUMBER LOG NAME PAGE 7/15/03 G-14031 20BEECH 1 of 4 SUBJECT CONSIDER FUNDING INFRASTRUCTURE IN BEECHWOOD BUSINESS PARK RECOMMENDATION: It is recommended that the City Council: Give direction to the City Manager as to the extent Council wishes to fund infrastructure in Beechwood Business Park (bridge, railroad crossing, intersection improvement, streetlights, street signs, etc.) through a Community Facilities Agreement (CFA) and, if so, 2. Give direction to the City Manager as to a funding mechanism (reallocation of existing funds, issue Certificates of Obligation, sinking fund). BACKGROUND The Beechwood Business Park is located on 600 acres in north Fort Worth. Alliance Airport is located on Beechwood's southern border, while the Texas Motor Speedway is Iocated on Beechwood's northern boundary. The total development proposes multiple land uses. The phase of the development in question consists of about 1,300 single-family homes on 266 acres bounded by SH 114 on the north and FM 156 on the west. The existing Policy for the Installation of Community Facilities states, "The City will participate in the costs of oversizing road, street, street lights, street name signs, traffic control devices, and drainage improvements". This same policy states "City participation in a CFA shall be subject to the availability of City funds and approval by the Fort Worth City Council". Beechwood's proposed CFA cost participation (Standard and Enhanced) totaling about $2.6 million of City costs for this phase of their development is outlined in Attachment A. DISCUSSION: This item was placed on the July 15, 2003 Council agenda to receive Council's direction on how the CFA policy should be applied to the Beechwood proposal. The two policy questions are: 1) the extent to which Beechwood's proposal should be funded and 2) the source of the funding. The policy questions are outlined below: 1) To what extent should the City of Fort Worth fund infrastructure in Beechwood Business Park? What does the existina City Policy sav? ■ In this case, the policy calls for City participation in construction of drainage facilities, a bridge over Harriet Creek, Street Lights, and Street Signs. The policy does not state that the City would participate in the railroad crossing or the improvements to the FM 156 intersection. Those improvements would thus fall under an "enhanced" CFA if the City would choose to participate in those costs. City of Fo�t Worth, Texas �1�A�or And Caunc�l C,ammun�cAt�an DATE REFERENCE NUMBER LOG NAME PAGE 7/15/03 G-14031 20BEECH 2 of 4 SUBJECT CONSIDER FUNDING INFRASTRUCTURE IN BEECHWOOD BUSINESS PARK The existing policy is very aggressive in regards to the City's cost participation in support of new development. For example, through recent benchmarking efforts, no municipality contacted participates as much in the cost of new bridges as Fort Worth. In the current Beechwood case, the City's policy sets our participation level at 95% of the cost of the bridge. In comparison, Dallas pays for 33%, Plano pays for 25%, while Houston, Austin, San Antonio and Arlington don't pay any part of a new bridge in a development of this kind. On the other hand, regardless of the wisdom of the existing policy and the fact that the it states clearly that City participation shall be "subject to the availability of City funds and approval by the Fort Worth City Council", Beechwood has made the case that the City should pay for the bridge as outlined in the policy. Does the Cit r� require construction of the bridge? ■ Beechwood claims that the City of Fort Worth should fund the bridge because the City requires its construction in order to provide a second ingress/egress to both the eastern and western single-family developments. ■ The City of Fort Worth does not require the Developer to build this bridge. Beechwood's plans for development have always included said bridge. Nevertheless, based on the land Beechwood chose for this property, the City's Fire Department does require a second access for life safety reasons. However, there may be other alternatives to the bridge that have not been explored (simply because Beechwood's plans have always included a bridge and that option certainly works). For example, constructing a low water crossing for emergency access from SH 114 could provide this second access. Acquiring TxDOT approval for this access to SH 114 would be required. ■ Even if the City required the bridge, which is not the case, the City requires a multitude of conditions on new development to protect the public's safety and meet City goals such as: fire hydrants, minimum lane widths on roadways, fire suppression systems, storm water facilities, etc. Requiring certain minimum standards for development does not obligate the City to pay for the resulting infrastructure. If this obligation was the case, Developers across the city could seek reimbursement for millions of dollars of construction called for by our standards. ■ Requirements will differ depending on the way a property owner chooses to develop their land. With a different land use the second ingress/egress may not have been required. Does Beechwood's proposed infrastructure contribute to Regional Mobility? ■ The proposed Beechwood roadway connects SH 114 and FM 156. However, these State roadways intersect a little less than a mile west of Beechwood road's connection to SH 114. The Beechwood roadway does facilitate local mobility and obviously provides access from the proposed single-family development to both State highways. It will also serve as a reliever during events at the Texas Motor Speedway, but it does not significantly improve regional mobility. City of Fo�t WoNth, Texas �l�A�or A1td Caunc�( Cam�un�cAt�an DATE REFERENCE NUMBER LOG NAME PAGE 7/15/03 G-14031 20BEECH 3 of 4 SUBJECT � CONSIDER FUNDING INFRASTRUCTURE IN BEECHWOOD BUSINESS PARK Are funds available? ■ Sufficient funds for Beechwood's request are not available in the fund designated to pay for "new development". The funds allocated for new development in the 1998 Bond Program ($5 million), and subsequently in a Certificate of Obligation issuance in 2000 ($4 million), have been expended. ■ Recent CFA's have been funded via the Special Assessment Fund as approved via M&C G-13956 on April 22, 2003 including the Country Day School CFA. earmarked about $3.3 million for new CFA commitments. ■ There are 65 projects with CFA's already prepared awaiting approval. participation in these projects totals about $2.1 million. There are 10 project requests for City participation totaling about $710,000. This leaves about Beechwood's request totals about $2.6 million. 2) What are the possible sources of supplemental funds for Beechwood's CFA? by Council This action The City's � with CFA $430, 000. Staff cannot support a Standard or Enhanced CFA because 1) there is only about $430,000 available for this purpose, 2) based on the results of the benchmarking, the existing policy is not in line with most municipalities, and 3) weighing this need against the long list of needs in the upcoming bond program. However, if the City Council chooses to agree to fund this CFA, additional funding sources must be identified. Reallocate existing assets: ■ Funds could be reallocated from the 65 projects awaiting CFA approval thus freeing up about $2.1 million. The $1.1 million of remaining funds could also be reallocated from the remaining new development earmarks. Reallocating these funds would leave 75 projects without CFA funding. ■ Surplus funds from previous bond programs earmarked for current construction project overruns (such as Trinity Blvd, Randol Mill Road Bridge, Granbury/Vllabash, and portions of the 1998 Bond Refernedum's Neighborhood Streets program) could be reallocated. If these funds were redirected to pay for this CFA, additional funding sources would have to be identified to replace them due to contractual obligations. Certificates of Obliqation: ■ Funds could be acquired by issuing Certificates of Obligation (CO's). If this mechanism is chosen, the amount of the issuance impacts the capacity of the upcoming February 2004 Bond Program. Every CO dollar issued reduces the City's debt capacity by a like amount. City of Fo�t WoNth, Texas �1VJAyar and C,aunc�l Cammun�cAt�an DATE REFERENCE NUMBER LOG NAME PAGE 7/15/03 G-14031 20BEECH 4 of 4 SUBJECT � CONSIDER FUNDING INFRASTRUCTURE IN BEECHWOOD BUSINESS PARK Developer Loan using a Sinking Fund for repayment: ■ Allowing the Developer to front the cost of the CFA and using a sinking fund to repay them is another funding mechanism. In order for a municipality to create a debt without appropriating funds out of its current revenues to satisfy its obligations under the debt instrument (e.g. contract), the Texas constitution requires that the City create a sinking fund and, once the obligation to repay the debt created arises, deposit into that sinking fund each year an amount equal to at least 2% of the amount owed, plus any interest, which will then be paid to the other party annually until the City's full financial obligation to that party has been satisfied. ■ Although a certain form of a sinking fund arrangement was recently used as a purely interim funding mechanism until a Tax Increment Financing district could be created, staff is very reluctant to support the continued use of this alternative funding mechanism. The City Attorney's office, the City's financial advisors, and Bond Counsel have concerns about the continued use of sinking funds as a mechanism for funding these improvements. In summary, staff cannot support Beechwood's CFA request because it is not good public policy, we have insufficient available funds, and we do not recommend reallocating existing assets, issuing Certificates of Obligation, or accepting a developer loan with a sinking fund as a repayment mechanism. FISCAL INFORMATION/CERTIFICATION: The Finance Director certifies that this action will have no material effect on City funds at this time. Submitted for City Manager's Office by: Marc Ott Originating Department Head: Robert Goode Additional Information Contact: Tom FUND ACCOUNT CENTER AMOUNT (to) 8476 7804 (from) 6192 CITY SECRETARY