HomeMy WebLinkAboutContract 10193 STATE OF TEXAS §
CONTRACT CITY SECRETARY.
COUNTY OF TARRANT § �
CONTRACT No. �
THIS CONTRACT is by and between the City of Fort Worth, a
municipal corporation in Tarrant County, Texas, acting herein by
and through Robert L. Herchert, its duly authorized City Manager-
(herein called "Seller") and Dal-Mac Development Co. , Inc. , an
independent contractor of Dallas County, Texas, acting herein by
and through C. Baker Montgomery, its duly authorized Vice President
(herein called "Purchaser") ;
W I T N E S S E T H:
WHEREAS, on or about July 13, 1978, Purchaser submitted to
Seller a bid proposal and proposed contract covering the purchase
of approximately 1,222 acres commonly known- as the Great Southwest .
International Airport located in Fort Worth, Tarrant County,
Texas, together with any improvements thereon and together with
all and singular the rights and appurtenances pertaining thereto,
including any right, title and interest of the Seller as the property
owner in and to adjacent streets, alleys, or rights-of-way (here-
inafter the real estate, improvements and appurtenances are
referred to collectively as the "Property") ; and
WHEREAS, contemporaneously with the submission of the bid
proposal and proposed contract, Purchaser deposited with Seller.a
cashier's check in the amount of $125,000.00, which has been -
deposited by Seller into an interest-bearing account (hereinafter
the $125,000.00, together with any interest thereon, shall be
referred to as the "Bid Deposit") ; and
WHEREAS, the parties hereto wish to modify the terms of the '
bid proposal- and proposed contract and substitute in lieu thereof
the following:
NOW, THEREFORE, it is mutually agreed by and between the
parties as follows :
1. Contemporaneously with the execution of this Contract,
Seller shall return to Purchaser the Bid Deposit and Purchaser
shall deposit with Seller an irrevocable letter of credit issued
by Republic National Bank of Dallas, Dallas, Texas, in form and,
substance acceptable to Seller's counsel, payable to the order
of Seller in the amount of $25,000.00, which' amount shall serve
as Earnest Money (herein so called) ,under this Contract. In addi-
tion, within ninety (90) days after the receipt.by Purchaser of the
Property Leases, the survey, and the abstract referred to in Para-
graphs 10, 11 and 12 below, Purchaser must either: (i) deposit with
Seller an additional $100,000.00 by cashier's check (herein the
"Operating Escrow") ; or (ii) cancel this Contract and forfeit the
Earnest Money to Seller, in which event, other than the Seller's
retention of the Earnest Money, the parties hereto shall have no
further obligation one to the other. In the event Purchaser
chooses to deposit the Operating Escrow with Seller, then in such
event., Purchaser shall have the right to use the monies in the
Operating Escrow to reimburse Purchaser for expenses incurred by
Purchaser with respect to the Property, including Purchaser's legal
fees and Purchaser's expenses incurred in connection with Purchaser's
, attempt to accomplish the items set forth in Paragraph 13 below.
The' Operating Escrow shall be placed in an interest-bearing account
in a bank of Seller's choosing and Seller shall pay to purchaser
out of the Operating Escrow the sums necessary to defray the
expenses referred to above upon Purchaser's submitting to Seller a
paid invoice together with Purchaser's affidavit stating that the
expenses represented by said invoice were incurred for services or
materials used by Purchaser in connection with the Property.
2. Seller agrees to sell to Purchaser and Purchaser agrees
to purchase from Seller, the Property. The sale 'and purchase of
the Property shall be accomplished pursuant to a twelve year
option (herein called "Option") to be granted by Seller to Purchaser
upon the closing of' this Contract (herein called the "Option
Closing") which shall take place at the Office of Seller's City
Manager in Fort Worth, Texas, within ninety (90) days after all of
the contingencies outlined in Paragraphs 10 through 13 below have
been fully satisfied or waived. The date of the Option Closing
shall hereinafter be referred to as "Option Closing Date".
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The purchase price for the Option (herein called the "Option
Purchase Price") shall be $1,500,000 , subject to the adjustment
provided for in subparagraph 4 (a) below. The Option Purchase Price
shall be payable by Purchaser to Seller in cash. at the Option
Closing. The Option Purchase Price shall not apply toward the
purchase price of the Property, nor shall it apply toward any
Takedown Price as provided for in Paragraph 7 below. At the
Option Closing, the Earnest Money and any remaining Operating
Escrow shall be returned to Purchaser. In the event there is no
Option Closing, the Earnest Money and any remaining Operating Escrow
shall be disposed of as provided for elsewhere herein.
3. Subject to the adjustments provided for in Paragraph 4
below, the purchase price of the Property pursuant to the Option
(hereinafter called the "Purchase Price") shall be $15,500 ,000 as
. of the Option Closing Date.
4. Price Adjustments:
(a) Notwithstanding the Option Purchase Price set forth .
in Paragraph 2 above. and the Purchase Price set forth in
Paragraph 3above, if the survey provided for in Paragraph 11
(herein the "Survey") discloses that the Property contains at
least one percent (10) more or at least one percent (1%)
less acres than the estimated 1,222 - acres , then in such event
both the Option Purchase Price and the Purchase Price shall be
adjusted upward or. downward as the case may be by multiplying
same by a fraction having as its numerator the number of acres
contained within the Property and having as its denominator,
1,222.
(b) Further, the Purchase Price. set forth in Paragraph
3 above shall also be adjusted to compensate Purchaser for any
part of the Property shown by the Survey to be lying within:
(i) the right-of-way lines of any existing public roads,
streets, alleys or railroads; (ii) the boundaries of 'any
existing easements or encroachments; or (iii) in any creek,
river or 100-year flood plain or flood hazard area designated
by applicable governing authorities. The Purchase Price
adjustment contemplated by this subparagraph 4 (b) will be
mutually agreed to by the parties prior to the Option Closing
Date. In the event the parties are unable to agree on the
amount of the adjustment, Purchaser shall have the option of
acceptirig• Seller's proposed 'adjustment or cancelling this
Contract; it being understood"that Purchaser will use its
best efforts to design a development plan which will provide
for the highest and best use of the acreage lying within the
area referred to in this subparagraph 4 (b) so as to cause the
least possible diminution of value to such acreage. For
example, Purchaser shall use its best. efforts to use such
acreage for parking areas, streets, green belts, etc.
(c) If any building or improvements situated on the
Property should be destroyed or damaged beyond repair by fire,
wind or other casualty prior to the Option Closing, the Purchase
Price shall be adjusted by an amount equal to the value of
such building or improvement immediately prior to its destruction
or damage. If any building or improvement situated on the
Property should be damaged by fire, wind or other casualty but
not beyond repair prior to the Option Closing, then Seller
shall forthwith restore such building or improvement to sub-
stantially its former condition, •at Seller's sole expense, or
at Purchaser's option, the Purchase Price shall be adjusted by
that amount. From and after the Option Closing Date, neither
party shall be liable 'one to the other for any damage or destruc-
tion to any improvements situated on the Property. However,
either party may at its option and at its cost insure all or
any portion of the improvements situated on the Property and
in the event of such insurance, any proceeds resulting from
the insurance shall belong to the party providing for such
insurance.
(d) Prior to the Option Closing Date, Purchaser shall,.
at Purchaser's sole expense, prepare or cause to be prepared
and have presented to Seller a preliminary development plan
for the Property, which plan shall show all proposed major
streets, roads and thoroughfares having a pavement width in
excess of forty feet (40" ) (herein called "Proposed Thorough
fares") .. the preliminary development plan shall show the
location of and the number of acres lying within the rights-
. of-way for such Proposed Thoroughfares., The preliminary
development plan shall also show the location of and the
number of acres which would have been included in the Proposed
Thoroughfares had -the pavement width of such Proposed Thorough-
fares been forty feet (401 ) . The purchase price set forth in. .
Paragraph 3 above shall at that time be adjusted to compensate
Purchaser for the difference in the acreage lying within such
Proposed Thoroughfares as proposed and the acreage which would
have been needed had the Proposed Thoroughfares been only
forty feet (40' ) wide. Any land lying within the right-of-way
for such Proposed Throroughfares shall remain the property of
Seller for use as a major thoroughfare.. The purchase price
adjustment contemplated by this subparagraph 4 (d) will be
mutually agreed to by the parties prior to the Option Closing
.Date. In•the event the parties are unable to agree on the
amount of the adjustment, Purchaser shall have the option of
accepting Seller's proposed adjustment or cancelling this
Coritract.
5. The Purchase Price, as adjusted by Paragraph 4 above,
shall be the Purchase Price as of the Option Closing Date. There-
after, the' Purchase Price shall be increased at the rate of 7.5%
per annum compounded annually to arrive at the Deferred Purchase
Price (herein so called) . Attached hereto as Exhibit "A" is 'a
schedule of the Purchase Price at the Option Closing Date and of
the Deferred Purchase Price on each anniversary date thereafter
during the pendency of the Option, assuming a Purchase Price of
$15,500,000. The• Purchaser shall have the right at its sole-dis-
cretion to prepay all or any part of the Purchase Price or the
Deferred Purchase Price at any time and from time to time after the
Option Closing Date.
6. In order to keep the Option in force, Purchaser shall
make annual payments to Seller pursuant to the Option (herein
called "Option Payments") as follows:
(a) On the first anniversary of the Option Closing Date
and on each anniversary date thereafter through and including
the ninth anniversary date, the Purchaser shall pay to Seller
an amount equal to 9.67741% of the Purchase Price.
(b) On the tenth anniversary date of the Option Closing
Date and on each anniversary date thereafter through anti
including the- twelfth anniversary date, the Purchaser shall
pay to Seller an amount equal to 28.21394% of the Purchase'
Price.
All Option Payments shall be credited toward the Deferred Purchase
Price (as set forth in Paragraph 5) and also toward the Deferred
Takedown Prices (as set forth in Paragraph 7 below) . Attached
hereto as Exhibit "B" is a schedule setting forth the Option Pay-
ment due on each anniversary date during the pendency of the
Option, assuming a Purchase Price of $15,500,000. Purchaser shall
have the right in its sole discretion to prepay all or any part of
any scheduled Option Payment. Any prepayment shall apply to the
-next scheduled Option Payment(s) and the amount of such future
Option Payment(s) shall be discounted to the present value by
applying a 7.5% discount factor. For example, to prepay $1;500 ,000
due one year in the future would require a prepayment of $1,395,349
and to prepay $1,500,000 due two years in the future would require
a prepayment of $1,297,999.
7. During the term of the Option, the Purchaser shall be
entitled to have certain portions of the Property deeded to it by
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Seller (herein called "Land Takedown") in accordance with "Takedown
Prices" (herein. so called), Takedown Tracts (herein so called.) and
Takedown Patterns (herein so called) mutually agreed to by Purchaser
and Seller. In arriving at the Takedown Prices, the Purchase Price
shall be allocated among the acres within the Property in accordance
with their relative value as agreed to by the parties. In this
regard, prior to the Option Closing Date, Purchaser shall at
Purchaser's sole expense prepare or cause to 'be prepared and have
presented to Seller a preliminary development plan for the Property
and using said preliminary development plan, the Purchaser and
Seller shall in good faith endeavor to arrive at mutually acceptable
allocations of. the Purchase Price among the acres within the Property.
in accordance with their relative values and the parties shall also
in good faith endeavor to arrive at mutually. acceptable minimum
Takedown Tracts and mutually acceptable Takedown Patterns. Seller
shall not unreasonably withhold its approval of the preliminary
development plan or its consent to minimum Takedown Tracts and
Takedown Patterns designed.to permit the orderly development of
the Property by Purchaser.
In the event the parties fail to arrive at mutually acceptable
Takedown Prices, Takedown Tracts and Takedown Patterns, then it is
agreed that the Property shall be divided into four areas as set
forth in Exhibit "C" attached hereto and incorporated. herein by
reference and that the per acre Takedown Price (using a total
Purchase Price of $15,500,000) as of the Option Closing. Date for
all land contained in Area .A shall be $54,698 per acre; for all
land contained in Area B shall be $18,234 per acre; for all land
contained in Area C shall be $13,677 per acre; and for all land
contained in Area D shall be $7,968 per acre. In the, event the
actual Purchase Price is other than $15,500,000, the Takedown
Prices shall be adjusted accordingly on a pro rata basis. Attached
hereto as Exhibit "D" is a schedule showing the Takedown Price and
the Deferred Takedown Price per acre for land lying within Areas A
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through D as of the Option Closing Date and each anniversary date
thereafter through the term of the Option. All computations herein
and in the attached Exhibit "D" have.assumed a 'Purchase Price of
$15,500,000.
At the time of any Land Takedown, Purchaser shall furnish to
Seller a current survey of the Takedown Tract, which survey shall
contain a metes and bounds description. of the Takedown Tract and
shall show the relationship of the Takedown Tract to the remaining
acreage. The location of the initial Takedown Tract shall be at
Purchaser's option, but all subsequent Takedown.Tracts must be
contiguous to a previously taken down tract. No Takedown Tract or
any combination of Takedown Tracts shall prevent Seller reasonable
ingress and egress to the remaining acreage within the Property.
Further, unless the Land Takedown is for all of the remaining
acreage within the Property, each ,Takedown Tract shall comply with
the following minimum requirements: (i) it shall have at least
2.5% of its acreage within Area A, at least 7% of its acreage
within Area B, at least• 9% of its acreage within Area C, and at
least 31.5% of its acreage within Area D; (ii) the portion of the
Takedown Tract located within Area A shall be at least one acre,
the portion of the Takedown Tract located within Area B shall be at
least 2 acres, the portion of the Takedown Tract located within
Area C shall be at least 4 acres and the portion of the Takedown
Tract located within area Area D shall be at least 5 acres; (iii)
each side of the Takedown Tract shall run generally perpendicular
to the outside perimeter boundary of Area A and the Takedown Tract
shall be as nearly rectangular in shape as possible with one end
of the Takedown Tract being along the outside perimeter boundary of
Area A and being not more than three times nor less than one-third
the length of the sides of the Takedown Tract.. (In other words,
the Takedown Tracts will be as nearly rectangular in shape as
possible, with the sides of the Takedown Tract running perpendicular
to the outside boundary of Area A. The rectangular shape of
the Takedown Tract will be such that .the end of the Takedown
Tract which corresponds to the outside perimeter of Area A shall_
be at least one-third as long and shall not be more than. three
times as long as the sides running perpendicular thereto.)
All Option Payments (or prepayments of' same) made by- Purchaser
to Seller pursuant to the Option not previously applied toward a
Land Takedown shall be credited toward any future requested Land
Takedown and the Purchaser need not request a Land Takedown at
the time any such Option Payment (or prepayment) is made, but may
preserve the credit generated by such payment or prepayment,
for use in requesting a Land Takedown at a later date'. In com-
puting the Land Takedown price at any given time during the term
of the Option (herein called the "Deferred Takedown Price") the
Takedown Price shall be increased at the rate of 7.5% per annum
compounded annually in the same manner as done with respect to
the Purchase Price to arrive at the Deferred Purchase Price.
8. In computing the amount of credit available to apply
toward the Deferred Purchase Price or the Deferred Takedown Price,
any Option Payments or prepayments made by Purchaser .shall be
increased at the rate of 7.5% per annum compounded annually
computed from the date of such payment or prepayment. For example,
to determine the amount of credit available to be applied toward
the Deferred Purchase Price or the Deferred Takedown Price on the
sixth anniversary of the Option Closing Date prior to the making
of the Option Payment due on the sixth anniversary date and
assuming the scheduled Option Payments due under the Option on
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the first through fifth anniversary dates were timely paid but were
not prepaid, the 7.5% annual rate attributable to the first annual
payment due under the Option would be compounded over a five year
period; the 7.5% annual rate for the .second annual payment due
under the Option would be compounded over a four year period; the
7.5% annual rate attributable to the third-annual payment due under
the 'Option would be compounded over a three year period; the 7.5%
annual rate for the fourth annual payment diie 'under the Option
would be compounded over a two year period; and the 7.5% annual
rate attributable to the fifth annual payment due under the Option
would be compounded over a one year period, thereby producing a
total dollar amount of credit available 'to be applied .toward the .
Deferred Purchase Price and/or the Deferred Takedown Price of
$9,366,030 prior to any credit resulting from the Option .Payment
. due on the sixth. anniversary date. The example assumes a Purchase
Price of $15,500,000 and annual Option Payments of $1,500,000; and
no previous Land Takedowns. Attached hereto as Exhibit "E" is a
schedule showing the accumulation and application of credits to be
applied toward the Deferred Purchase Price assuming a Purchase
Price of $15,500,000.
9. Ad Valorem Taxes and Possession Fee:
(a) Seller represents to Purchaser that the Property is
not presently subject to ad valorem taxes and will not become
subject to same during the term of this Contract or the Option.
However, as land is deeded to Purchaser from Seller pursuant
to the Land Takedown provisions of the Option, the land so
deeded shall become subject to ad valorem taxes at the time
title to same is. taken by Purchaser.
(b) After the Option Closing Date and thereafter,
during the pendency of the Option, and with respect to such
portions of the 'Property as remain in Seller's name; Purchaser
shall pay to Seller a Possession Fee (herein so called) in an
annual amount equal to $100 per acre. The Possession Fee
shall be due on the first anniversary of the Option Closing
Date and upon each anniversary date thereafter, but shall
apply only to the undeeded acreage within the Property which
is still subject to the option as of the- date such Possession
Fee is due. With respect to any land deeded to Purchaser by
Seller between such anniversary dates, Purchaser shall at the
time of the closing of the Land Takedown, pay to Seller the•
pro rata portion of the $100 per acre based on the number of
days within such option year during which the land being taken
down was owned by Seller. For example, if one acre of land
were taken down midway between the anniversary dates, the pro
rata Possession Fee due thereon would be $50. No part of the
Possession Fee shall apply toward the Purchase Price.
10. Seller, as landlord, and various third parties as tenants,
are presently parties to numerous leases covering portions of the
' Property (herein called "Property Leases") . Within thirty• (30)
.days from the, date hereof, Seller agrees, at its sole expense, to
cause to be furnished to Purchaser legible copies of such Property
Leases and all amendments thereto, such copies being certified by
Seller as being true and correct copies. , In the event any term or
provision of any of the Property Lease's (or any amendment thereto)
is unacceptable to Purchaser, then Purchaser shall within ninety
(90) days after receipt thereof, notify Seller in writing of such
fact. Seller shall then promptly undertake to -eliminate or modify
such unacceptable terms or provisions of the Property Leases to the
sole satisfaction of Purchaser. In the event Seller is unable to
do so within ninety (90) days thereafter, Purchaser may terminate
this Contract by notice in writing to Seller or may 'accept the
Property Leases with such terms and provisions as Seller can deliver:
Once Purchaser accepts the Property Leases (either as originally
constituted or as modified pursuant to Purchaser's request) then
after that date, Seller shall not in any way modify or change any
provisions of the Property Leases or enter into any additional
leases affecting the Property without the prior written consent of
Purchaser. Further, with respect to the unleased portions of the
Property, Purchaser shall have the right to seek leases on behalf
of• Seller upon such terms and conditions as mutually acceptable to
Purchaser and Seller.
Except for the American Airlines lease described below, all
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rents and other proceeds from all Property Leases (including, but
not.limited to, any subsequent leases covering any portions .of the
Property) for periods from and after the Option Closing Date shall
be applied and credited toward the Option Payments due by Purchaser
to Seller pursuant to the Option. All such rents and other proceeds
shall be prorated at the Option Closing effective as. of the. Option
Closing Date. Thereafter; any rent payments received and applied
to the Option Payments shall for purposes of computing the interest
factor referred to in Paragraph 8, be treated as if received on the
day of any Land Takedown to which they are applied or the next
succeeding Option Payment Date, whichever occurs first. The above
provisions notwithstanding, Seller shall retain all rents and
proceeds from the Pease with American Airlines presently covering
the flight simulation building, one hangar and the land associated
with same.
From and after the Option Closing Date, Seller will immediately
notify Purchaser of any default by any .tenant under any Property
Lease. In the event of such default Seller shall, at Seller's
option, take immediate_ steps to enforce the landlord's rights under
such Property Lease or permit Purchaser to do so, at which time
Purchaser shall have the right, but not the obligation, to enforce
all provisions of the Property Lease and to take such actions with'
respect to such Property Lease as Seller could do in its own
right.
11. Seller shall furnish to Purchaser, at Seller's expense,
a current Survey and a metes and bounds description of the Property
prepared by a registered professional engineer, which Survey and
metes and bounds description sha11 be furnished within thirty (30)
days from the effective date hereof. Such Survey shall locate all
easements, improvements, highways, roadways, rights-of-way, creeks
and water courses within or adjacent to the Property, and shall
contain the surveyor's certification-as to the number of gross
acres presently contained within the Property and the number of
acres presently lying within the areas referred to in subparagraph
4(b) above. Said Survey shall identify each item affecting the
Property by volume and page- recording references. 'In the event any
exceptions appear in such Survey, other than those expressly approved
herein, that are unacceptable to Purchaser, then Purchaser shall,
within ninety (90) days after receipt thereof, notify Seller in
writing of such fact. Seller shall then promptly undertake to
eliminate or modify such -unacceptable exceptions to the sole satisfaction
of Purchaser. In the event Seller is unable to do so within
. ninety (90) days thereafter; Purchaser may terminate this Contract
by notice in writing to Seller, or may waive such exceptions.
12. Within thirty (30) days from the date hereof, Seller
shall, at Seller's sole expense, furnish to Purchaser a complete
current certified abstract of the Property issued by an Abstract
Company (herein so called) approved by Purchaser. Seller shall
further pay for the examination of such abstract by an attorney of
Purchaser's choosing for the purpose of having such attorney issue
to Purchaser a Title Opinion (herein so called) setting forth the
state of the title of the Property and all exceptions, including
easements, restrictions, rights-of-way, covenants , reservations and
other conditions, if any, affecting the Property. In the event the
Title Opinion reveals any exceptions other than those expressly
approved herein and other than the standard printed exceptions,
that are unacceptable to Purchaser, then Purchaser shall, .within
ninety (90) days after receipt thereof, notify Seller in writing of
such fact.: Seller shall then promptly, at its sole cost and expense,
undertake to eliminate or modify such unacceptable exceptions to
the sole satisfaction of Purchaser. In the event Seller is unable
to do so within ninety (90) days thereafter, Purchaser may terminate
this Contract by notice in writing to Seller, or may accept such
title as Seller can deliver. With respect to the expenses for the
certified abstract and the examination of same and issuance of a
Title Opinion by an attorney of Purchaser's choosing, the cost to
be paid. by Seller shall not exceed a total maximum amount of Fifty
Thousand Dollars ($50,000.00) . Any cost connected with the certi-.
fied abstract or the title examination and opinion exceeding
$50;000.00 shall be paid by Purchaser.
13. Immediately upon the execution of this Contract and
continuing through the Option Closing Date, Purchaser will have
unlimited and unrestricted access to the Property and full- and com-
plete use of the Property •for purposes of accomplishing the matters
set forth in this paragraph, subject only to the rights of the
tenants in possession under the Property Leases and Option Closing,
Purchaser shall have sole and exclusive possession and use of the
Property subject only to the rights of the tenants in poss.ession
under the Property Leases and any subsequent leases approved by
both parties hereto.
During the term of this Contract and Option and while Purchaser
is in possession- of the Property, Purchaser shall exercise its
rights and privileges hereunder as an Independent Contractor, and
not as an officer, agent, servant or employee of the Seller.
Purchaser shall have exclusive control of and the exclusive right
to control, the details of its operations and. activities on and in
connection with the Property, and all persons performing same, and
shall be solely responsible for the acts and omissions of its
officers., agents, employees, contractors, subcontractors, licensees
and invitees. The doctrine of respondeat superior shall not apply
as between Seller and Purchaser, its, officers, agents , employees,
contractors, subcontractors or assigns, and nothing herein shall be
construed as creating a partnership or joint enterprise between
Seller and Purchaser. In no event shall. any person participating .
in the activities and operations on or in connection with the
Property be considered as an officer, agent., servant or employee of
the Seller.
Purchaser agrees to indemnify, hold harmless and defend Seller,
its officers, agents, servants and employees from and against any
and all claims or suits. for property damage or loss and/or personal
injury, including death, to any and all persons arising out of or
in connection with the performance of this Contract and Option
and/or use of or access to the Property by Purchaser, its officers,
agents, employees, contractors, subcontractors , licensees and
invitees and Purchaser hereby assumes all liability and responsibility
of Seller, its officers, agents, servants and employees .for property
damage or loss and/or personal injury; including death, to any and.
all persons arising out of or in connection with the performance of
the terms and conditions of this Contract and Option and/or use of
or access to the Property by Purchaser, its officers, agents,
employees, contractors, subcontractors, licensees- and -invitees.
Purchaser shall likewise indemnify and hold harmless Seller from
any and all injury or damage to the Property arising out of or in
connection with the acts and omissions of Purchaser, its officers,
agents, employees, contractors, subcontractors, licensees, invitees
or assigns. In addition, Purchaser shall have twelve months from
the effective date of this Contract to accomplish the following,
all at Purchaser's sole cost and expense:
(a) To conduct an engineering study and an economic
feasibility study of the Property (including but not neces-
sarily limited to: soil testing; review of the airport
zoning, airspace controls and anticipated exposure to air-
craft sound; delineation of contour map at one-foot intervals
and preparation of a land use study and plan showing projected
rail alignment and other access to the Property) for purposes
of determining whether or not .the Property is suitable for
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Purchaser's intended use. Purchaser shall defend, indemnify
and hold Seller harmless from and against any mechanic's liens
or claims that may be filed and/or asserted against the
Property by contractors,. subco.ntractors or materialmen per-
forming such work for Purchaser.
(b) To prepare a preliminary land development plan and
preliminary dedication plat for the Property and to obtain
proper zoning classification on the Property from the City of
Fort Worth compatible with Purchaser's intended use of the
Property. In this regard, Seller shall join with Purchaser in
the execution of all documents .necessary or convenient to the
dedication or platting of the Property pursuant to such
preliminary dedication plat and Seller shall further cooperate
fully with Purchaser in executing all documents necessary or
convenient to obtaining the desired zoning classification(s)
for the Property; provided, however, that failure to obtain
proper zoning shall not constitute a default by the Seller
under this Contract.
(c) To obtain all necessary approvals , certificates ,
permits, grants and, licensing from all applicable governing
authorities, including Federal, state, county, city or other-
wise, that may be required to develop or build upon the
Property in accordance with Purchaser's intended use, in-
cluding but without limitation, any such approval, certi-
ficates, permits, grants and licenses needed to comply with
the requirements of all applicable environmental laws -or
regulations, whether Federal, state, county or city. In this
regard, Seller agrees to cooperate fully with Purchaser
in obtaining (or issuing, in the case of items involving the
City of Fort Worth) such approvals, certificates, permits ,
grants and -licenses.
(d) To satisfy itself that all adequate city services
'are or will be made available to the Property compatible with
Purchaser's intended use of the Property, including without
limitation, adequate fire and police protection and adequate
ambulance .services.
Notwithstanding the twelve month time period set forth above, if
the Purchaser is unable to accomplish any of the items set forth in
(a) through (d) above within that twelve month period because of
unforeseen or uncontrolled delays by parties other than the Purchaser
(Purchaser's agents, employees, contractors or assigns) , then in
such event upon written notice to Seller by'Purchaser prior to the
expiration of said twelve month period setting forth the nature of
the delay, Purchaser shall be allowed a reasonable extension of
time under all attendant circumstances within which to accomplish
the item affected by the delay.
In the event any of the studies or analyses provided for in
subparagraph (a) above should indicate, in Purchaser's sole judgment,
that the Property is not suitable for Purchaser's intended use or
in the event that the Purchaser is unable to .accomplish or satisfy
itself with respect to the items set forth in subparagraphs (b) ,
(c) and *(d) above, then in such event, Purchaser may, at Purchaser's
sole option, terminate this Contract by delivering written notice
of such termination to Seller, in which event this Contract shall
immediately terminate. In the event Purchaser does not choose to
close this Contract as provided for herein, then in such event
Seller shall be entitled to a copy at no cost to Seller •of all
tests, surveys, maps, plats, development .plans , approvals, etc. ,
compiled or received by Purchaser with respect to the Property.
Further, upon written request by Seller, but not more. often than
once every ninety (•90) days, Purchaser shall furnish to Seller a
status report with respect to the progress being made by Purchaser
toward accomplishing the items set forth in subparagraphs (a)
through (d) above.
14. Seller warrants .and represents to Purchaser that it now
has and at the time of the Option Closing and at the time of any.
Land Takedown pursuant to the Option, will have and will convey to'
-17-
Purchaser good and marketable title to the Property or any part
thereof free and clear of any and all encumbrances, conditions,
easements, assessments, restrictions and liens except for the
Property Leases as approved by Purchaser and such other title
conditions as previously approved by Purchaser pursuant to Para-
graph 12 hereof. At the closing of each tract under a Land Takedown
(herein called "Takedown Tract") pursuant to the terms of, the
Option, Seller shall convey the Takedown Tract to Purchaser by
General Warranty Deed, thereby conveying to Purchaser good and
marketable title to the Takedown Tract free and clear of any and
all encumbrances other than the Property Leases and such other
title conditions as previously approved by Purchaser pursuant to
Paragraph 12 hereof. In this regard, Seller covenants and agrees
that, from and after the date of this Contract through and including
the expiration date of the Option, Seller shall not do any act or
. acts (or permit any act or acts over which it has control to be,
done) which would affect. Seller's title to the Property or Purchaser's
rights under 'this Contract and/or' the Option.
15. Notwithstanding the provisions of Paragraph 14 above, .the
parties hereto agree that, Seller shall retain. a non-executory royalty
interest in one-half (1/2) of the oil and gas mineral rights . in
and under the Property now owned by Seller and will convey the
other one-half (1/2) of such oil and gas mineral rights, together
with all other mineral rights attributable to. the Property and
now owned by Seller, to the Purchaser. Further, Purchaser shall
have all executory rights with respect to the minerals now held
by Seller with respect to the Property. Further, prior to the
option Closing Date, Seller shall enact a "non-drilling ordinance"
which is satisfactory to Purchaser with respect to the Property so as to
prohibit any drilling, mining.or other mineral extraction on or
over the Property. Purchaser agrees that at the time of any I con-
veyance of' any portion of the Property from Seller to Purchaser,
Purchaser will contemporaneously with such conveyance execute an
Avigation Easement and Release in favor of the Cities of Dallas,
Texas, and Fort worth, Texas, and the Dallas-Fort Worth Regional
Airport Board, their successors and assigns, substantially asset
forth in Exhibit "G" attached hereto and incorporated herein by
reference.
16. Purchaser will not demolish or damage any improvement on
any portion of the Property nor will Purchaser waste or spoil any
portion of the Property not taken down by Purchaser.
17. If this Contract is terminated by -Purchaser pursuant to
Paragraph 2 hereof, the Earnest Money shall be promptly paid to the
Seller and the parties hereto shall have no further obligations or
liabilities one to the other, save and except for each party's
obligation to pay any expenses which may be owed by it as set forth
in Paragraph 12 hereof. However, if, after depositing with Seller
the Operating Escrow, Purchaser shall fail to consummate the Option
Closing for any reason except Seller's default, Seller shall have
,the right to retain -both the Earnest Money and any remaining
Operating Escrow as liquidated damages for the breach of this
Contract as Seller's sole remedy therefor. In addition, Purchaser
shall be obligated to furnish to Seller copies of all tests, surveys,
maps, plats, development plans, approvals, etc. , compiled or re-
ceived by Purchaser with respect to the Property as provided for in
Paragraph 13 above and to return to Seller the abstract furnished
to Purchaser pursuant to Paragraph 12.
18. In the event that Seller should fail to consummate this
Contract and/or the Option for any reason, except Purchaser's
default, Purchaser may enforce specific performance of this Contract
and/or the Option or may bring suit for damages against Seller.
19. After the Option Closing Date, if Purchaser should fail
to make any scheduled Option Payment pursuant to the terms of the
Option and such failure should continue for a period of thirty (30)
days after written notice thereof from Seller to Purchaser, then in
that event the Seller shall have the right to terminate Purchaser's
rights to any portion of the Property which is under• the Option at
the time of such. default (exclusive of any land previously deeded
to Purchaser under a Land Takedown) and retain all sums previously
paid by Purchaser to-Seller pursuant to said Option as Seller's
sole remedy. 'Anything contained elsewhere in this Contract to the
contrary notwithstanding, it is understood and agreed that Purchaser
has no personal or corporate liability for the payment of .any sums
due pursuant to this Contract or pursuant to the Option.
20. At the Option Closing:
(a) Purchaser will deliver to Seller a cashier's check
in the amount of the Option Purchase Price.
(b) Seller shall:
(i) execute and acknowledge the Option, .which shall
contain all the applicable provisions of this .Contract
and which shall be in form and substance as approved by
Purchaser's counsel;
. (ii) cause the Abstract Company to furnish to Pur-
chaser an updated certified abstract covering the Property-
dated as of the Option Closing Date showing the state of
Seller's title- to be unchanged from that approved by
Purchaser pursuant to Paragraph 12 hereof;
(iii) furnish to Purchaser evidence satisfactory to
Purchaser's counsel that the execution of the Option has
been authorized by Seller's governing body and that the
person signing same has been authorized to execute the
option on behalf of Seller.
(iv) execute and deliver to Purchaser such other and
additional documents as are reasonably deemed necessary.
by Purchaser's counsel to consummate the closing of this
Contract. '
(v) return to Purchaser the Earnest Money and any
remaining operating Escrow.
(c) Seller shall pay all closing costs.
(d) The parties will execute the deed restrictions sub-
stantially as set forth on Exhibit "F" attached hereto and
made a part hereof.
I
21. Miscellaneous:
(a) This Contract embodies the entire agreement between
the parties hereto and cannot be modified or altered except by
written agreement of the. parties.
(b) Time is of the essence in this Contract and in the
Option.
(c) Any notice required or permitted to be delivered
hereunder or under the Option shall be. deemed to, be delivered,
whether or not actually received; when deposited in the
United States mail, postage prepaid, registered or certified
mail, return receipt ,requested, addressed to Seller or Pur-
chaser, as the case may be, at the address 'set forth opposite,
the signature of such party hereto or at such other address as
given to the other party in writing in the manner provided for
in this subparagraph (c) .
(d) This Contract and/or the Option may be assigned by
Purchaser without the necessity of obtaining Seller's consent
to such assignment, provided Purchaser retains operating
control of any such assignee; otherwise, any assignment or
transfer shall be subject to Seller's consent, which shall not
be unreasonably withheld. All the terms and conditions of
this Contract and/or the Option .are hereby made binding on the
successors' and assigns of both parties hereto.
(e) Words of any gender used in this Contract shall be
held and construed to include any other gender, and words in
the singular number shall be held to include the plural, and
vice versa,, unless the context requires otherwise.
(f) . Any captions used- in connection with paragraphs of
this Contract are for convenience only and shall not be
deemed,to construe or limit the meaning of the language of
this Contract. Further, the computations set forth in Exhibits
"A" , "B" , "D" and "E" hereto are for illustrative purposes
only and any mathematical errors which might appear in any
such exhibit shall be corrected in accordance with the .formulae
set forth in the text of this Contract.
(g) This Contract shall be executed in duplicate and
a duplicate original retained by each party. All referen.ces
to the "date of this Contract"; ".date of final execution hereof
or the "effective date hereof" shall be the date of execution
by the last party hereto to fully execute this Contract.
(h) The individuals signing this Contract represent that
they are authorized to sign the Contract on behalf of the
party for which they are signing and. that the execution of
same has been approved by the governing body of the party for
which the individual is signing. Further in this regard, all
resolutions adopted by Seller's governing body authorizing the
execution of this Contract, the Option, and any other document
contemplated. thereby onto be executed in connection therewith
shall direct the designated official of Seller to execute 'such
document forthwith.
(i) This Contract shall be governed and construed by the
laws of the ,State of Texas and the venue for any action
arising hereunder shall be in Tarrant County, Texas.
(j) All covenants, representations and warranties con-
tained herein shall survive the Option Closing and any sub-
sequent closings under the Option pursuant to the Land Take-
down provisions 'of the Option.
(k) A memorandum of this Contract and/or the Option
shall upon request of either party be executed, acknowledged
and filed in the appropriate records of Tarrant County,
Texas.
(1) It is understood and agreed that by execution and
consummation of this Contract and Option and/or Purchaser's
possession of the Property, Seller does not waive or surrender
any of its governmental powers.
In the performance of the terms and conditions of this
Contract and Option, and while Purchaser is in possession of
the Property, Purchaser shall comply with all laws, Federal,
state and local., including all ordinances of the City of Fort
Worth, and all rules and regulations of- applicable governing
authorities.
EXECUTED this Y da of 1978, by Purchaser:
,
PURCHASER:
DAL-MAC DEVELOPMENT CO. , INC.
By: G 1
�w '
Its Vice Presidejnt
P. O. Box 160
Richardson, Texas, " 75080
EXECUTED this of day of rA)ec..L-,- , 1978, by Seller:.
SELLER:
CITY OF FORT WORTH, TEXAS
By:' LL+
Its City Manager
1000 Tlirockmorton Street
Fort Worth, Texas 76102
Attn: Robert L. Herchert, City Manager
4
EXHIBIT "A"
PURCHASE PRICE CALCULATIONS
(Average for Total Project Based Upon 1,222 Net Acres)
TOTAL PURCHASE PRICE PER ACRE PURCHASE PRICE.
At Option Closing Date: $15,500,000 $-'12,684
End of Year After Option
Closing Date: 1 $16,662,664 $13,636
2 $17,911,832 $14,658
3 $19,255,609 $15,757
4 $20,699,380 $16,939
5 $22,251,774 $18,209
6 $23,920,898 $19,575
7 $25,714,682 $21,043
8 $27,643,793 $22,622
9 $29,717,080 $24,318
10 $31,945,345 $26,142
11 $34,341, 373 $28,103
12 $3.6,917,059 $30,210
The above noted amounts under the TOTAL PURCHASE PRICE were calculated by
multiplying the Deferred Takedown Prices as shown on Exhibit "D" . An
Example of Year 3 is as follows:
Area A - 58 acres X $67,951./acre = $ 3,941,158. 00
Area B - 175 acres X $22,652./acre = 3,964,100.00
Area C - 220 acres X $16 ,991./acre = 3,738,020.00
Area D - 769 acres X $ 9,899./acre = 7,612,331'. 00
TOTAL $ 19,255,609. 00
i
EXHIBIT "B"
OPTION PAYMENTS
(Assuming a $15.,500 ,000.00 Purchase Price)
End of Year After
Option Closing Date: 1 $1,500,000
2 $1,500.,000
3 $1,500,000
4 $1,500,000
5 $1,500,000
6 $1,500,000
7 $1,500,000
g $1,500 ,000
g $1,500,000
10 $4,373,162
11 $4,373,162
12 $4,373,162
EXHIBIT "C"
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EXHIBIT' "D"
SCHEDULE OF PER ACRE
DEFERRED 'TAKEDOWN PRICES
(Assuming 1,222 Net Acres)
Area A Area B Area C Area D
At Option Closing
Date: $ 54,698 $ 18,234 $ 13,677 $ 7,968
End of Year After
Option Closing
Date: 1 $ 58,800 $ 19,602 $ 14,703 $ 8,566
2 $ 63,210 $ 21,072 $ 15,805 $ 9.,208
3 $ 67,951 $ 22,652 $ 16,991 $ 9.,899
4 $ 73,047 $ 24,351 $ 18,265 $ 10,641
5 $ 78,526 $ 26,177 $ 19,635 $ 11,439
6 $ 84,415 $ 28,141 . $ 21,108 $ 12,297
7 $ 90,747 $ 30,251 $ 22,691 $ 13,219
8 $ 97,553 $ 32,520 $ 24,393 $ 14,211 .
9 $104,869 $ 34,959 $ 26,222 $ 15,277
10 $112,734 $ 37,581 $ 28,189 $ 16,422
11 $121,189 $ 40,399 $ 30 ,303 $ 17,654
12 $130,279 $ 43,429 $ 32,576 $ 18,978
The per acre prices as shown above were calculated by compounding the per
acre price for each area at 7.5% per annum beginning with the amount shown
at Option Closing Date.
i
EXHIBIT "E"
The following schedule shows the Deferred Purchase Price calculation if
Purchaser desires to takedown balance of entire Property in any one year.
This schedule -was based upon assumption .that the takedown is made at end
of year and credit was calculated prior to payment at end of year being made.
This schedule assumes a Purchase Price of $15,500,000 at Option Closing Date.
Net Amount Due to
Purchase Entire Propert:
Total Purchase Price Credit at End of Year
End of Year: 1 $16,662,6.64 -0- $16,662,664
2 $17,911,832 $ 1,612,500 $16,299,332
3 - $19,255,609 $ 3,345,937 $15,909•,672
4 $20,699 ,380 $ 5,209,383 $15•,489,997
5 $22,251,774 $ 7,212,5.87 $,15,039,187
6 $23,920,898 $ 9;366,030 $14,554,868
7 $25,714,682 $11,680.,983 $14,033,699
8 $27,643,793 $14,169 ,557 $13,474,236
9 $29,717,080 $16,844,773 $12,872,307
10 $31,945,345 $19,720,631 $12,224.,714
11 $34,341,373 $25,900,828 $ 8,440,545
12 $36,917,059 $32,543,897 $ 4,373,1.62
The following schedule shows Amounts Paid to Date, Net Amounts Due and
Maximum Dollars Paid if Purchaser takes down balance of entire Property in
any one year. This is based upon same assumptions as above schedule.
Amount Paid to Date Net Due Maximum Amount Paid
End of Year: 1 -0- $16,662,664 $16,662,664
2 $ 1,500,000 $16_,299,332 $17,799,332
3 $ 3,000,000 $15,909,672 $18,909,672
4 $ 4,500,000 $15,489 ,997 $19,.989,997
5 $ 6,000,000 $15,039,187 $21,039,187
6 $ 7,500,000 $14,554,868 $22,0.54,868
7 $ 9,000,000 $14,033,699 $23,033,699
8 $10,500,000 $13,474,236 $23,974,236
9 $12,000,000 $12,872,307 $24,872,307
10 $13,500,000 $12,224,714 $25,724,714
11 $17,873,162 $ 8,440,545 $26,313,707
12 $22,246,326 $ 4,373,162 $26,619,486
i
EXHIBI"T "F"
RESERVATIONS , RESTRICTIONS AND COVENANTS
THE STATE OF TEXAS §
§ KNOW ALL MEN BY THESE PRESENTS':
COUNTY OF TARRANT §
THAT THE CITY OF FORT WORTH, TEXAS (hereinafter referred to
as "Fort Worth") , is the owner of that certain real estate
located in Fort Worth, Tarrant County, Texas, and being more par-
ticularly described on' Exhibit "A" .attached•.hereto and made apart
hereof for all purposes (herein referred to as the "Project") and
DAL-MAC. DEVELOPMENT CO. , INC. , a Texas corporation (hereinafter
referred to as "Dal-Mac") , has an option to purchase -same. ' Fort
Worth and Dal-Mac do hereby adopt, establish, promulgate, and
impress the following reservations, restrictions and covenants
which shall be and are hereby made applicable to the Project:
ARTICLE I
GENERAL RESTRICTIONS AND STANDARDS
Section 1.1 General. The restrictions and standards set forth
herein shall govern the overall development of the Project and each
individual site therein. The term "site" as used herein shall mean
each parcel or tract of land in the Project owned or developed as a
unit including both building and parking facilities therefor. Dal-
Mac, Fort Worth and all owners, lessees, and purchasers shall be
bound by these standards.
Section 1. 2 Development Standards. All proposals for land,
site and building developments shall be accompanied by plans,
specifications, diagrams, etc. , and shall be submitted to the
Architectural Control Committee (herein called the "Committee"') ,
as identified in Article II below, for review and approval.
Variances and exceptions may be permitted but only after review by
the Committee.
Section 1. 3 Land 'Development. The intent of these reserva-
tions, restrictions and covenants is to provide maximum flexibility
and accommodate planned associations of land uses as an integral
unit. The following criteria shall serve as the basic guide
for all land development:
(a) Streets:
(1) Minimum right-of-way width 60 feet.
(2) Minimum roadway width 40 feet.
(b) Utilities:
(1) Easements minimum width 10 feet.
(2) The size and general location of water and
sewer lines shall conform to the ordinances of the City
of Fort Worth, Texas.
(3) Electrical and telephone service shall be
underground installation..
(4) All utilities shall conform to the construction
standards of the City of Fort Worth, Texas.
(5) Water and sanitary sewer services shall be
connected to existing or expanded lines of the City of
Fort Worth, Texas.
(c) Fire Protection: Fire hydrants to be located and
constructed to City of Fort Worth, Texas, standards and
specifications.
(d) Existing trees and vegetation: Users shall be
mindful of the trees and vegetation existing on the land and
every reasonable effort to preserve such trees shall be made.
(e) Drainage: Street drains shall be designed to carry
storm water and all specifications will be the City of Fort
Worth, Texas, general specifications'.
Section- 1.4 Use Limitations. Sites in the Project may be used
only for office, office-showrooms , office-warehouse, warehouse, assemb-
ling, processing, light manufacturing, wholesaling, research and develop-
ment, servicing and 'distribution purposes and other commercial uses
compatible with and ancillary thereto (including, but not limited
to, hotels, restaurants, shop's, etc. ) ; and if approved in writing
by the Committee for other purposes reasonably customarily auxiliary
and incidental to the aforesaid uses; plus paved employee and
visitor parking as hereinafter set forth.; or any other use if in
the judgment of the Committee, such use meets the standards set
forth in the next succeeding sentence and is approved in writing by
the Committee. No use shall be permitted which is offensive by
reason of odor, fumes, dust, ,smoke, •noise or pollution, or which
constitutes a nuisance or is hazardous by reason of fire or explosion,
or injurious to the reputation of any site in the Project, or in
vio_,ation of. the laws of the United States, the State of Texas, the
County of Tarrant, the City of Fort Worth, -or any other governmental
authority having jurisdiction over the Project.
Section 1.5 Minimum Setback Lines. Except as expressly
excluded below; no structure of any kind and no part thereof shall
be placed within the following setback lines :
(a) . 25 feet from any street right-of-way line, or
farther if required by the City of Fort Worth, Texas, Building
Code.
(b) 10 feet from any side property line.
(c) no- rear yard is required unless same is required by
the City of Fort Worth, Texas, Building Code; however, ade-
quate space for fire and police protection shall be provided.
Steps, walks, driveways, parking areas which conform to the require-
ments of Section 1.7 (b) , building canopies and curbing; power
transformers, planters, walls , fences or hedges (not to exceed 4
feet in height) ; landscaping; and other improvements approved, in
writing by the Committee are expressly excluded from the above-
referenced setback line provisions.
Section 1.6 Construction Standards. No construction work
shall begin until written approval from the Committee has been
received in accordance with Article II below. Construction or .
.alteration of any building or structure in the Project shall meet
the standards set- forth herein:
(a) The exterior walls of all buildings or. other
structures must be brick, stone, concrete, masonry (including
precast concrete and tilt slab construction) or with such
other quality surface materials as may be approved in writing
by the Committee. Windows shall not be glazed or reglazed
with mirrored or reflective glass without prior written
consent of the Committee: Any accessory buildings, markings
. and enclosure must be consistent as to design and quality of
material used with the building to which they are an accessory.
(b) Construction must conform to plans and specifica- .
tions approved in writing by the Committee. Normally, such
approval will be limited to- those plans which:
(1) Provide adequate fire protection systems;
(2) Provide for all underground utilities (.public
and private) ;
(3) Preserve the quality and atmosphere of the
area and do not detract from adjacent property.
(c) Each commercial building, . complex of buildings, or
separate commercial business enterprise shall have a trash
container on the premises adequate to handle the trash and
waste items generated, manufactured, or acquired thereon by
such commercial activities. The storage, sorting, removing
and disposing of all such waste materials must be housed or
screened in a manner approved in writing by the Committee.
All facilities and plans for the disposal of wastes other
than by public sewerage methods .(such as .shredding, compac-
tion, incineration, reclamation, or chemical dissolution)
must be approved in writing by the Committee.
(d) Each kitchen facility within a commercial building
or complex of buildings shall 'contain a water flushing gar-
bage grinder disposal.
(e) All structures will be equipped with gutters,
downspouts, and/or other drainage conveyances. All surface
drainage, including roof drainage of buildings , shall be
designed to conform to the overall drainage of the Project.
(f) No excavation shall be made except in conjunction
with construction of an improvement. When such improvement
is completed, all exposed openings shall be back filled and
graded to- conform with master drainage plans -as approved by
the City of Fort Worth, Texas.
(g) Once commenced; construction shall be diligently
pursued to the end that it may not be left in a partially
finished condition any longer than reasonably necessary.
- Section 1.7 Parking Areas. All Parking Areas within the
Project:
(a) Shall be curbed, guttered, internally landscaped
and paved with 5" thick asphalt or concrete paving or, if
approved by the Committee, other comparable paving:
(b) May be constructed up to within two (2) feet of the
property line (except that parking areas shall not be provided
in front of any building setback line fronting any- street
unless expressly so approved in writing by the Committee) .
(c) Shall be adequately screened by use of berm,
trees, landscaping or other means approved by the Committee.
(d) Shall be sufficient to accommodate •all 'parking
needs for all employees ' , company's and visitors ' vehicles
without the use of on-street parking% Owners and occupants
(including lessees) shall not permit their employees , custo-
mer's or visitors to park on the streets within 'the Project.
If parking needs increase, additional of-f-street parking
shall be p.rovided ,by the owner. All parking areas shall meet
the minimum parking requirements (both, as to site and con-
struction) of the City of Fort Worth, Texas , and in no event
shall less than one parking space (an area of not less than
18.0 square feet measuring approximately 9 ' x 20 ' ) be provided
for each of the following, as applicable:
(1) 250 gross square feet of office space;
(2) 1,000 gross square feet of warehouse area;
(3) 500 .gross square feet of manufacturing showroom
space.
The Committee may grant exceptions ,to and/or variations from
any part of the parking area requirements set forth in this
Section 1.7; provided that any such variations and/or exceptions
must be in writing.
Section 1.8 Driveways. Driveways within the Project shall:
(a) Not intersect roads , streets, or thoroughfares
,within 30 feet of intersections.
(b) Be constructed with 5" reinforced concrete or
approved equal as determined by the Committee.
(c) Have a minimum width of 18 feet.
(d) Have concrete aprons and concrete curbs.
Section 1.9 Signs. All signs must be approved by the
Committee in writing prior to installation. Normally, such
. approval will be limited to those signs which:
(a) Identify the name and business of the occupant, or
which give directions, or which offer the premises for sale
or for lease.
(b) Are not of an unusual size or shape when compared
to the building or buildings on the premises.
(c) Do not project above the roof lines of a building
or in front of the parking setback line.
(d) Do not block or detract from adjacent property.
(e) Are consistent with the graphic concept of the
Project and are designed to preserve the quality and atmosphere
of the area.
Signs 'of a flashing or moving character; inappropriately colored
signs and signs in or painted on windows will not be permitted,
The Committee or its designee shall have the right to enter on and
to remove any sign erected without the Committee's written approval.
Section 1.10 Landscaping. Landscaping within the Project
shall:
(a) Be required on all sites contemporaneously with
completion of other improvements, but in no event later than
60 days after the first occupancy or completion of buildings ,
whichever shall first occur, except that final landscaping
which due .to the season cannot in the opinion of the Committee
be completed within said 60-day period, must be completed
within 120 days after' first occupancy or completion of `
buildings, whichever shall first occur.
(b) Conform to a landscaping plan approved by the
committee pursuant to Article II hereof. Normally, such
approval will be limited to landscaping plans which:
(1) Provide underground sprinkling systems for all
landscaped .areas;
.(2) Do not obstruct sight -lines at street or
driveway intersections;
(3) Preserve existing trees to. the extent prac-
tical;
(4) Include at least one .tree for each 4 ,500
square feet- of area between building lines and street
property lines;
(5) Permit reasonable access to public- and private
utility lines and easements for installation and repair;
(6) Are designed for minimum maintenance.
.Section 1.11 Screening. Storage areas , incinerators ,
storage tanks , trucks , vans, portable buildings or other portable
structures -based on the premises, roof objects (including fans,
vents, cooling towers, skylights, and all roof mounted equipment
which rises above the roof line) , trash containers, equipment,
materials and maintenance facilities shall either be housed in
closed buildings or otherwise completely screened from public view
in a manner and at a location approved in writing by the Committee.
�I
Such screening would normally include landscaping or permanent
fences of solid materials and be located as far from property
lines as reasonably possible. Such screening may not be required
jfor roof fans , vents, and skylights which do not extend more than
-7-
18 inches above roof lines of warehousing, manufacturing, assembling,
processing, or servicing facilities , if, in the sole judgment of
the Committee (confirmed in writing) , such fails, vents , or skylights
are architecturally acceptable. and do not detract from the quality
of the area or from the external appearance of the structure. No
antenna or tower shall be erected on any property for any purpose
without prior written approval from the Committee.
Section 1.12 Loading Docks and Areas...
(a) Loading facilities sufficient to accommodate all
loading needs shall be located on each site.
(b) Loading areas shall be curbed, guttered and paved
with minimum 5" thick reinforced concrete paving.
(c.) Loading docks located on the street sid.e. of any
building or structure shall be set back 115 ' from the right-
of-way line of such street.
(d) Loading docks for side loading buildings must be
set back 100' from the property line of an adjoining lot.
(e) Loading areas may not encroach setback areas ,
except that the Committee may approve in writing such en-
croachment.
(f). Loading docks and areas shall be screened in a
manner approved in writing by' the Committee considering such
things as location (street side, rear, etc. ) and views from
adjacent and nearby properties.
Section 1.13 Illumination. If exterior illumination is
desired for any building in the Project, such exterior illumination
shall be designed so as to only shine on the particular building
for which such illumination has been approved by the Committee and
that particular building's landscaping; and such illumination
shall not be installed without the prior written approval of the
Committee as to the plans therefor. No illumination shall shine
so as to blind or interfere with vehicular traffic.
-8-
•
Section 1.14 Storage and Standing. No vehicles , temporary
buildings, goods or materials shall be stored or allowed to stand
in the open so as to be exposed to public. view unless approved in
writing .by the Committee, which approval shall take into account
location,• landscaping. and screening.
Section 1.15 Control. of Traffic Direction. Dal-Mac retains
the right to regulate and control the direction of traffic on
private- streets, roadways and driveways in the Project and the
location of entrances and exits onto such streets and properties
until such time, if any, as such control becomes a legal responsi=
bility which is exercised by the City of Fort Worth, Texas. Dal-
Mac shall incur no liability incident to any exercise of its right
to regulate and control such direction of traffic provided that
Dal-Mac has acted in good faith.
ARTICLE II
ARCHITECTURAL CONTROL
Section 2.1 Establishment of Architectural Control Committee.
To maintain standards' of development, aesthetics and construction
within the Project and at the same time provide for the necessary
flexibility in meeting varied and changing. needs , Dal-Mac shall
establish an Architectural Control. Committee (herein called the
"Committee") which shall consist of three (3) members who shall be
natural persons , with two (2) such members appointed by Dal-Mac and
one (1) such member appointed by Fort Worth. Either member of the
Committee appointed by Dal-Mac may be removed by Dal-Mac with or
without cause and Dal-Mac shall have the exclusive right and power
. at any time and from time to time to create and fill vacancies
in the members of the Committee appointed by Dal-Mac. The member
of the Committee appointed by Fort Worth may be removed by Fort
Worth with. or without cause and Fort Worth shall have the exclusive
right and power at any time and from time to time to create and
fill the vacancy in the member of the Committee appointed by Fort
Worth. The Committee shall act by a majority vote of the members
thereof and no member of the Committee shall incur any liability by
reason of any good faith exercise of such member's prerogatives as
a member of the Committee.
Section 2. 2 Authority of the Committee. No Improvement, as
that term is hereinafter defined, shall be erected, constructed,
placed, altered (by addition or deletion) , maintained or permitted
to remain on any portion of the Project until .plans and specifica-
tions, in such form and detail as the Commi;t.tee may reasonably deem
necessary, shall have been submitted to and approved in- writing by
the Committee- The decision of the Committee shall be final,
conclusive and binding upon the applicant and all owners of property
within the Project.
Section 2. 3 Content of Plans and Specifications. Plans and
specifications to be submitted and approved by• the Committee shall
include, without limitation, the following:
(a) A plot plan showing. the location of all improve-
ments, structures, walks, driveways, fences and lot corners
and at corners of proposed improvements. Lot drainage pro-
visions shall be indicated as well as cut and fill details if
any appreciable change in the lot contours is contemplated.
(b) Exterior elevations.
(c) Exterior materials , colors , textures , .and shapes.
(d) Structural design.
(e) Landscaping plan, including walkways , fences and
walls, elevation changes, sprinkler systems , vegetation and
ground cover.
(f) Parking area and driveway plan.
(g) Any screening, including material size, location and
method.
(h) Any exterior illumination, including location and
method.
(i) Fire protection system, if required.
(j) Sign:s, .including size, shape, color, location and
materials.
(k) Such other additional matters as requested by the
Committee.
Section 2:4 Definition of Improvement. The term "Improve-
ment" shall mean and include all buildings , and roofed structures ,
parking areas, loading areas, trackage, fences, walls , hedges ,
mass plantings, poles,' driveways , signs, changes in any exterior
color -or shape, glazing or reglazing of exterior windows with
mirrored or reflective glass, and any new exterior construction to
exterior improvement exceeding $1,000. 00 in cost which may not be
included in any of the foregoing-. It does not include garden shrub
or- tree replacements or any other replacement or repair of any
magnitude which ordinarily would be expensed in accounting practice
and which does not change exterior colors or exterior appearances.
It does include both original improvements and all later changes
and improvements.
Section 2.5 Basis of Approval. Approval of plans and specifications
shall be based, among other things, on adequacy of site dimensions,
structural design, conformity and harmony of external design and of
location with neighboring structures and sites , relation of finished
grades and elevations to neighboring sites, and conformity to both
the specific and general intent of the protective covenants contained
herein.
Section 2. 6 Variances. In case of special' size or shape of
site or condition of terrain or special use, operation or treatment
not provided for within the general conditions of the protective-
covenants or for any other reason, the Committee may, in its
discretion, permit such variances or exceptions as it deems necessary
or desirable.
Section 2.7 Notice From. Committee. Approval or disapproval
as to architectural control matters as set forth in this .Artic1e II
shall be in writing. In the 'event the Committee fails to approve
or disapprove in writing any plans and specifications and plats
submitted to it in compliance with the provisions of this Article II.
within thirty (30) days following such commission (or having
disapproved fails to specify the particular reasons. for disappro-
val) , then the Committee shall be deemed to have approved such
plans and specifications and plat. If plans and specifications are
not sufficiently complete or are otherwise inadequate, the Committee
may reject them as being inadequate or may approve or disapprove
part. conditionally or unconditionally and reject the balance.
ARTICLE III
MAINTENANCE
Section 3.1 Duty of Maintenance. Owners and occupants
(including lessees) of any parcel of property located in the
Project shall jointly and severally have the duty and responsi-
bility, at their sole cost and expense, to keep that part of the
property so owned or occupied, including buildings , improvements
and grounds in connection therewith and including 'any .landscaped
area located within any public street or right-of-way immediately
adjacent to the property so owned or occupied, in a well-maintained,
safe, clean and' attractive condition at all times. Such maintenance
includes, but is not limited to, the following:
(a) Prompt removal of all litter, trash, refuse and
wastes.
(b) Keeping all lawn and garden areas alive and attractive;
properly mowed, trimmed, watered and fertilized; and free of
weeds and vegetation destroying insects.
(c) Keeping exterior lighting and mechanical, facilities
in good working order.
(d) Keeping parking areas , driveways , and roads in good
repair.
(e) Striping of parking areas and repainting of im-
provements.
(f) Repair of exterior damages to improvements.
(g) Complying with all governmental health and policy
requirements.
-12-
' I
i
Section 3.2 Enforcement. If, in the opinion of Dal-Mac any
such owner or occupant has failed in any of the foregoing duties or
responsibilities, then Dal-Mac may give such person written notice
of such failure and such person must within ten (10) days after
receiving such notice, commence the performance of the care and
maintenance required and pursue same with due diligence until
comp-leted. Should any such person fail to fulfill this duty and
r.esponsibility within such period, then Dal-Mac through its authorized
agent or agents shall have the right and power to enter onto the
premises and perform. such care and maintenance without any liability
for damages for wrongful entry, trespass or otherwise to any person.
The owners and occupants (including lessees) of any part of the
property on which such work is performed shall jointly and severally
be liable for the cost of such work and shall promptly reimburse
Dal-Mac for such cost. If such owner or occupant shall fail to
reimburse Dal-Mac within thirty (30) days after receipt of a statement
for such work from Dal-Mac, then said indebtedness shall be a debt
of- all of said persons jointly and severally, and shall constitute
a continuing lien and charge on the property on which such work was
performed, which shall bind such property in the hands of the
owner, and his heirs, devisees, personal representatives , and
assigns; however, such lien shall be automatically subordinated to
the lien of any bank,. savings and loan association, trust company,
insurance company, university, pension trust or other institutional
lender loaning funds for the acquisition of such property or construction
financing or long term financing of improvements on such property.
ARTICLE IV
MISCELLANEOUS PROVISIONS
Section 4.1 Applicability. Each contract, deed or deed of
trust which may be hereafter executed with respect to any property
in the Project shall be deemed .and held to have been executed,
delivered and accepted subject to all of the provisions of this
-13-
instrument, including without limitation, the reservations , re-
strictions and covenants herein set forth, regardless of whether
or not any of such provisions are set forth in said contract, deed
or deed of trust and whether. gr not referred to in any such instrument.
Section 4. 2 Duration.. The provisions hereof, including the
covenants, restrictions, charges, and liens set out herein shall
run with and bind the land, and shall inure to the benefit of and
be enforceable by every owner of any part of the property within .
the Project, including Dal-Mac, and its respective legal repre-
sentatives, heirs, successors and assigns , for a term beginning on
the date hereof,. and continuing through and including December 31,
2028, after which time said covenants shall be automatically ex-
tended for successive periods of five (5) years unless a change
(the word "change" including additions, deletions or modifications
thereto, in whole or in part) is approved by a majority of the
.total votes of the then owners of the property within the Project,
on the basis of one vote per square foot of land within each such
owner's s.ite(s) , written notice of which shall be given to all
owners at least thirty (30) days in advance and shall set forth the
purpose of such meeting; provided, however, that no such change
shall be effective until the recording of the original or a certified
copy thereof in the Deed Records of Tarrant County, Texas.
Section 4. 3 Amendment. This instrument may be amended or
terminated at any time by sixty percent (600) of the total votes of
the owners in the manner as defined in Section 4.2 of this Article
IV, provided that Dal-Mac must consent thereto if said, amendment or
termination is to be effective prior to December 31, 2028. Any
such amendment or termination shall become effective when an instru-
ment or certified copy thereof is filed for record in the Deed
Records of Tarrant County, Texas, with the signatures of the re-
quisite number of owners of the property within the Project (and
the signature of Dal-Mac if prior to December 31, 2028) .
=14-
Section 4.4 Dal-Mac's Reservations. , Anything contained
elsewhere herein to the contrary notwithstanding, Dal-Mac reserves
the right, so long as it is the owner of any property within the
Project, to amend, revise, or ,abolish any one or more of the foregoing
restrictions,, by instrument duly executed, acknowledged, and filed
for record by Dal-Mac in the appropriate records of Tarrant County,
Texas.
Section 4.5 Enforcement. Each owner of any part of, the
property within the Project, including Dal-Mac, shall have the
right, but not the obligation, .to enforce any of the covenants and
restrictions set out herein, as .same may be amended as herein
Provided. Enforcement of the covenants and restrictions shall be
by any proceeding at law or in equity against any person or persons
violating or attempting to violate any covenant or restriction,
either to restrain violation or to recover damages , and against the
-land, to enforce any lien created by these covenants; and failure
by Dal-Mac or any other owner to enforce any such covenant or
restriction shall in no event be deemed a waiver of the right to do
so thereafter.
Section 4.6 Severability of Provisions. Except for Section
4.4 hereof, if any paragraph, section, sentence, clause or phrase
of this instrument shall be or become illegal, null, or void for
any reason or shall be held by any court of competent jurisdiction
to be illegal, null, or void, the remaining paragraphs , sections,
sentences, clauses, or phrases hereof shall continue in full force
and effect and shall not be affected thereby. It is hereby declared
that said remaining paragraphs, sections, sentences , clauses , and
phrases would have been and are imposed without regard to the fact
that any one or more other paragraphs, sections , sentences , clauses,
or phrases shall become or be illegal, null or 'void.
Section 4. 7 Notice. All notices, approvals , disapprovals ,
applications and other similar or dissimilar communications 're-
quired or permitted hereby shall be in writing and shall be effective
upon delivery.
Section 4. 8 Titles. The titles, headings, and captions which
have .been used throughout this. document are for convenience only
and are not to4be used in construing same or any part thereof.
EXECUTED as of the day of 197_.
DAL-MAC DEVELOPMENT CO. , INC.
By:
Jack I. McJunkiri, President
CITY OF FORT WORTH,. TEXAS
By:
Its
STATE OF TEXAS § .
§
COUNTY OF DALLAS §.
BEFORE ME, the undersigned, a Notary Public in and for said
County and State, on this day personally appeared JACK I. MCJUNKIN,
known to me to be the person and officer whose name is subscribed
,to the foregoing instrument and acknowledged to me that the same
was the act of the said DAL-MAC DEVELOPMENT CO. , INC. , a corporation,
and that he executed the same as the act of such corporation for
the purposes and consideration therein expressed, and in the
capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this , the. day of
A.D. 197_
Notary Public in and for
Dallas County, T E X A S
STATE OF TEXAS §
§
COUNTY OF TARRANT §
BEFORE ME, the undersigned, a.Notary Public in and for said
County and State, on this day personally appeared
known to me to be the person and official
whose name is subscribed to the foregoing .instrument and acknow-
ledged to me that the same was the act- of the said CITY OF FORT
WORTH, TEXAS, a Texas municipality, and that he executed the same
as the act of such municipality for the purposes and consideration.
therein expressed, and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this, the day of
A.D. 197 .
Notary Public in and for
Tarrant County, T E X A S
-16-
EXHIBIT "G"
AVIGATION EASEMENT AND RELEASE
THE STATE OF TEXAS )
COUNTY OF )
XNOW ALL MEN BY THESE PRESENTS:
WHEREAS,
hereinafter called "Owner" (whether one or more), Is the owner of that certain
parcel of land situated In the City of I • •
County, Texas, being more particularly described in Exhibit "A" attached 'hereto
and incorporated herein for all purposes;
NOW', THEREFORE, in consideration of the sum o: ONE AND 00/100
($1.00) -DOLLAR, and other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged and confessed, Owner does hereby
grant, sell and convey an Avigation Easement for free and unobstructed passage
of aircraft through the airspace above said described property, unto the City of
Texas, the Cities of Dallas, Texas, and Fort Worth,
Texas, and the Dallas-Fort Worth Regional Airport Board, their successors and
assigns, hereinafter called'"Cities", for the use and.benefit of the public and
its agencies, to have and to hold such Easement, together with all and singular -
the rights and appurtenances thereto in any wise belonging, and Owner does
hereby bind himself, his successors, heirs, executors and assigns, to'forever
warrant and defend all and singular the said rights granted herein unto the said
Cities, their'successors and assigns, against every person whomsoever lawfully
claiming or who might•hereafter claim the same or any part thereof.
As an appurtenance to this grant, Owner does hereby waive, release,
remise, quitclaim and forever hold harmless the said Cities, their successors
and assigns, from any,and all claims for damages of any.kind that.Owner may
now have or hereafter have by reason of the passage of any and all aircraft
("aircraft" being defined as any contrivance now known or hereafter invented,
used or designed for navigation of or flight in the air), by whomsoever.owned or
operated, in the airspace over Owner's property, above a level measured 150
feet from the average ground level of said property as same.presently exists,
to an Infinite height above same. Such release shall include, but not be
limited to, any damages.to Owner's described property, such as noise, vibra-
tion, fumes, dust-, fuel and lubrlcant particles, and all other effects from
the operation of aircraft flight aver said property, or landing at, or taking off.
from, or operating at or on the Dallas-Fort Worth Regional Airport, whether such
claim be for injury or death to person or persons or damages to or taking'of
property.
This Release shall be binding upon Owner, his successors, hairs,
executors, administrators and assigns, and shall be a covenant running with
the land, same to be recorded In the Deed records of
County, Texas.
Executed this day of A.D., 19
(Owner)
(Proper Acknowledgment)
Certificate of insurance RIGHTS UPON THE
THIS CERTIFICATE IS ISSUED
ND EMATTEROR ALTER MAT CO ERAGEND CONFER NOTHE POLICIES L SHED BELOWATE HOLDER.THIS CERTIFICATE IS NOT AN INSURANCE
POLICY AND DOES NOT AME .
RECEIVED U L U � � ���� LIBERTY'
M�C7'I°UA.L
This is to Certify that useRmm umy"`8[W,YUN 11"IBWBMC[CBYPM, B881M
(—
I UNITED PARCEL SERVICE, INC. Nome and
51 WEAVER STREET address of
GREENWICH OFFICE PARK 5 Insured.
GREENWICH, CONNECTICUT 06830
is t the date of this certificate,insured by the Company under the apolic tby?any listed
requ'izem The t su on condition of by contract li y(ies)other
is subject to all their terms, exclusions and conditions
document with respect to which this certificate may be issued.
Y NUMBER LIMITS OF LIABILITY
POLICY TYPE OF POLICY EXPIRATION DATE COVERAGE AFFORDED UNDER W7$100,000 LIMIT�Oe Limit ILITY4 uVs ate)
FOLLOWING STATES
WORKERS' WC1-621-004105-424 MASSACHUSETTS
COMPENSATION 1/1/87 ALL STATES EXCEPT $100,000
WC2-621-004105-434 STATE FUND STATES
•FOLLOWING STATES LIMIT OF LIABILITY MARITIME COVERAGE
MARITIME COVERAGE
BODILY INJURY _ PROPERTY DAMAGE
EACH EACH
®COMPREHENSIVE OCCURRENCE $SO,O OOO OCCURRENCE
FORM $ 1,OOO,OOO
SCHEDULE FORM
1/1/87 LG1-621-004105-324 $ 1,0.00,000 AGGREGATE $1,000,000 AGGREGATE
A ❑PRODUCTS COM-
PLETED OPERATIONS
W J ❑ COMBINED SINGLE LIMIT
w 4 INDEPENDENT CON- BODILY INJURY AND PROPERTY DAMAGE
TRACTORS/CONTRAC• $ EACH OCCURRENCE
0 -� TORS PROTECTIVE
AGGREGATE
❑CONTRACTUAL
LIABILITY
❑ $ EACH ACCIDENT-SINGLE LIMIT-B.I. AND P.D.COMBINED
O ®OWNED 200,000 EACH PERSON
1/1/87 AS1-621-004105-04 EACH ACCIDENT 500 000 EACH ACCIDENT
m NON-OWNED $ 1,000,000 OR OCCURRENCE $ s OR OCCURRENCE
a—, HIRED
LU
W
f--
DESCRIPTION OF OPERATIONS:
LOCATIONS) OF OPERATIONS 8 JOB # (If Applicable)
DEC �.� 1983 ���
NOTICE OF CANCELLATION: (NOT APPLICABLE UNLESS A NUMBER OF City �t�5 BEgft �83
DAYS IS ENTERED BELOW. BEFORE THE STATED EXPIRATION DATE THE COMPANY
WILL NOT CANCEL OR REDUCE THE INSURANCE AFFORDED UNDER THE ABOVE POLICIES
UNTIL AT LEAST—J-0—DAYS NOTICE OF SUCH CANCELLATION OR REDUCTION HAS BEEN
MAILED TO: �Y
CITY OF FORT WORTH AND DALMACK �-
AUTHORIZED REPRESENTATIVE
MEACHAM FIELD SUITE 228 1/1/84 NYO
FORT WORTH, TEXAS 76106
DATE ISSUED OFFICE
s afforded by That Company,it is executed by LIBERTY MUTUAL FIRE
This certificate Is executed by LIBERTY MUTUAL INSURANCE COMPANY as respects such insurance as iBS f2 4 RANGE
_____.e. U^rdad by That Company.
Certificate of Insurance
THIS CERTIFICATE IS ISSUED AS AMATTEEROR ALTER F INFORMATION ONLY AND CONFER BY THE POLICIES UPON THE
L SHED CERTIFICATE HOLDER
EXTEND, .THIS CERTIFICATE IS NOT AN INSURANCE
POLICYAND DOES NOT AMEND, O
LIBERTY
'
This is to Certify that ������
Ttips"mm 0twvm c08Pe8,•MEN"YUTU9 f18L I85UMU co.rw•805108
UNITED PARCEL SERVICE, INC. Name and
51 WEAVER STREETS address of
GREENWICH OFFICE PARK 5 Insured.
LGREENWICH, CONNECTICUT 0.6830
is, this certificate,insured the ns the tt , listed te listed oc (
is su bject to all term, excls ons andondit o and is notaleredbyany requirement, insurance condition of any orother —
document with respect to which this certificate may be issued.
— LIMITS OF LIABILITY
TYPE OF POLICY EXPIRATION DATE POLICY NUMBER COVERAGE AFFORDED UNDER W.C. LAW OF L�^M���oOe L,miBtifor eacOhVs ate)
FOLLOWING STATES
WORKERS' WC1-621-004105-424 MASSACHUSETTS $100,000
COMPENSATION 1/1/87 ALL STATES EXCEPT $100,000
WC2-621-004105=434 STATE FUND STATES
COVERAGE-FOLLOWING STATES LIMIT OF LIABILITY MARITIME COVERAG
MARITIME COV E
BODILY INJURY PROPERTY DAMAGE
®COMPREHENSIVE EACH EACH
FORM $ 1,000,000 OCCURRENCE $550.0 s 000 OCCURRENCE
❑SCHEDULE FORM
1/1/87 LG1-621-004105-324 $ 1,000,000
AGGREGATE $1,000,000 AGGREGATE
PRODUCTS COM-
Q ❑PLETED OPERATIONS
W-� ❑ COMBINED SINGLE LIMIT
wm
W Q INDEPENDENT CON- BODILY INJURY AND PROPERTY DAMAGE
TRACTORS[CONTRAC-
J
0 ❑TORS PROTECTIVE EACH OCCURRENCE
$ AGGREGATE
❑CONTRACTUAL
LIABILITY
❑ $ EACH ACCIDENT-SINGLE LIMIT-B.I. AND P.D.COMBINED
O — ®OWNED AS1-621-004105-044 200,000 EACH PERSON
= m 0 NON-OWNED 1/1/87 EACH ACCIDENT EACH ACCIDENT
Q Q AE2-621-004175-044 $ 1,000,000 OR OCCURRENCE $500,000 OR OCCURRENCE.
=i HIRED
w
H
0 DESCRIPTION OF OPERATIONS:
LOCATION(S) OF OPERATIONS 8 JOB# (It Applicable)
NOTICE OF CANCELLATION: (NOT APPLICABLE UNLESS A NUMBER OF
DAYS IS ENTERED BELOW). BEFORE THE STATED EXPIRATION DATE THE COMPANY
WILL NOT CANCEL OR REDUCE THE INSURANCE AFFORDED UNDER THE ABOVE POLICIES
UNTIL AT LEAST--DAYS NOTICE OF SUCH CANCELLATION OR REDUCTION HAS BEEN
MAILED TO:
G.16.
CITY OF FORT WORTH AND DALMACK AUTHORIZED REPRESENTATIVE
MEACHAM FIELD SUITE 228 . NYO
FORT WORTH, TEXAS 76106 DATE 1SS184 OFFICE
afforded b That Company,it is executed by LIBERTY MUTUAL FIRE INSURANCE
This certificate is executed by LIBERTY MUTUAL INSURANCE COMPANY as respects such insurance as is Y BS 234 R11
_.._L 5_...,. as is afforded by That Company.
Cot y of .Fort Worth, Texas
Mayor and council Communication
DATE REFERENCE SUBJECT: Contract for Sale of Greater PAGE
NUMBER Southwest International 1
C-4425 Airport Site i of
On November 1, 1978, the City Council adopted a resolution announcing its
intent to sell the-Greater Southwest International Airport site to the
Dal-Mac Development Company, Inc., rejecting all bids other than the
highest and best, directing the City Manager to negotiate the best sale
contract possible with Dal-Mac Development Company, Inc. for presenta-
tion to the Council at the earliest practicable date, and directing the
City Secretary to publish the announced intention to sell once weekly
for four consecutive weeks. The publication requirements will have been
fulfilled on November 24, 1978.
a
Negotiations between the City Manager and Dal-Mac Development Company,
Inc. , were reviewed and furnished the Council in Informal Report No. 3216
dated November 13, 1978. A final draft of the contract herewith is fur-
nished the Council for scrutiny.
Recommendation
It is recommended that the City Council authorize the City Manager to
enter into a contract with Dal-Mac Deve q ment Company, Inc., for the
sale of the Greater Southwest International Airport si a un er the terms
and conditions set forth in the attached contract.
RLH:ms
Attachment
SUBMITTED BY: DISPOSITION BY COUNCIL: rIjOCE S BY
❑ APPROVED ❑ OTHER (DESCRIBE)
TYY CR ARY
��4YV`CJV1 �.
LJe_ DATE
CITY MANAGER // ✓
Fir �^$� ®�' ®�°� �rth T-xas
and Council Communication
DATE REFERENCE SUBJECT: HCQUISITION OF PROPERTY/SOUTH PAGE
NUMBER
11-24-87 L-9362 FORT WORTH AIRPORT, PARCEL 60 1 o 2
Recommendation
It is recommended that approval be given for the acquisition of the property
described below:
1. Name and Description of Project
South Fort Worth Airport, Parcel 60
2. Type of Acquisition
Outright purchase
3. Description of Land
A parcel of land out of the Hiram Little Survey, Abstract No. 930, as
recorded in Volume 8450, Page 626, Deed Records, Tarrant County, Texas.
This parcel is 400 feet in length along its south line and 772.29 feet
along its west line, 410.81 feet along its north line, and 774.27 feet
along its east line with 6.454 acres within the Gibson tract and .742
acres within the Norwood tract required for airport access.
Square Feet: 313,457.76 Zoning: "I" Light Industrial
Description of Improvements
One substandard building considered to have no contributory value
Parcel No. 60
4. Consideration
Payment for land $313,500.00
Total Consideration $313,500.00
5. Location
South of F.M. Highway 1187 (Oak-Grove Renden Road), west of eastern
most boundary of South Tarrant County Airport.
6. Owner
Roy E. English, Trustee. A check in the amount of purchase price will be
made payable to designated title company handling closing of transaction.
OFFICIAL RECORD
iei':i:�y'Q Ta TARY
�a
DATE REFERENCE SUBJECT: ACQUISITION OF PROPER'I /SOUTH PAGE
NUMBER FORT WORTH AIRPORT, PARCEL 60 2 :of 2
7. Financing, Account No.
Sufficient funds are available in the amount of $92,882.44 in the Federal
Grant Fund 76, Project No. 218691-05, South Fort Worth Airport. A trans-
fer will be necessary in the amount of $230,617.56 from the Capital
Project Reserve Fund 10, Unspecified, Project No. 010001-00 in which
sufficient funds are available to the Federal Grant Fund 76, Project
No. 218691-09, South Fort Worth Airport. The expenditures will be made
from Index Codes 400473. The Cash balance in the Capital Project
Reserve after the transfer will be $2,219,915.
AI:pd
APPROVED BY
CITY COUNCIL
NOV 24 1987
City Seaxet=7 a iha
City of Fort V:oxto,,a.exc3
SUBMITTED FORT E
CITY MANAGER'S DISPOSITION BY COUNCIL: PROCESSED BY
OFFICE BY: ❑ APPROVED
ORIGINATING ❑ OTHER (DESCRIBE)
DEPARTMENT HEAD: Michael E. Pyles jc CITY SECRETARY
FOR ADDITIONAL LNFO MATION
CONTACT: MiC(lae� E. Pyles 8362 DATE