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HomeMy WebLinkAboutContract 49142 CITY SECRETARY tj� CONTRACT NO. COMPLETION AGREEMENT—LENDER FUNDED This Completion Agreement ("Agreement) is made and entered into by and among the City of Fort Worth ("City"), and Wilbow - Llano Springs Development Corporation, a Texas Corporation ("Developer"), and Southside Bank ("Lender"), effective as of the date subscribed by the City's City Manager or Assistant City Manager. The City, the Developer and the Lender are hereinafter collectively called the "Parties". WITNESSETH: WHEREAS, the Developer owns that certain tract of real property that contains approximately 25.09 acres that is located in the City, the legal description of which tract of real property is marked Exhibit "A"—Legal Description, attached hereto and incorporated herein for all purposes ("Property"); and WHEREAS, the Developer intends to develop the Property as an addition to the City through plat FP 16-064 or FS; and WHEREAS, the Developer and the City have entered into a Community Facilities Agreement relating to the development of Primrose Crossing—Phase 4 ("CFA"); and WHEREAS, the City has required certain assurances of the availability of funds to complete the water and sewer utilities, streets/paving, storm drain, street lights and street signs for the development of the Property ("Improvements"), and WHEREAS, in order to provide such assurances as have been required by the City, the Lender has agreed to advance certain funds to the City for Hard Costs (which term is hereinafter defined) subject to, and in accordance with, the terms, provisions and conditions of this Agreement; and WHEREAS, the Developer has granted to the Lender as additional security for the Loan (which term is hereinafter defined) a security interest in all plans and specifications for the development of the Property (collectively,the "Plans"); and WHEREAS, the Parties desire to set forth the terms and conditions of such accommodations as are described above. NOW THEREFORE, for and in consideration of the benefits to be derived from the mutual observance by the Parties of the terms and co eof, and for and in consideration r� City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded RECEIVED CFA Official Release Date: 07.01.2015 rOFFICIAL RECORD Page 1 of 13 JUN -7 2011 ECRETARY 0CITY OF FORT WOR? ORTHY TX �, CITY SECRETARI' �.e w a �I O[a 0 1 0 of Ten Dollars ($10.00) and other good and valuable consideration, the receipt, adequacy and sufficiency of which are hereby acknowledged,the Parties agree as follows: 1. Recitals. The foregoing recitals are true, correct and complete and constitute the basis for this Agreement and they are incorporated into this Agreement for all purposes. 2. The Completion Amount. The City and the Developer agree that the Hard Costs required to complete the Improvements in the aggregate should not exceed the sum of one million seven hundred seventy-two thousand, three hundred thirty dollars and seventy-seven cents ($1,772,313.77), hereinafter called the "Completion Amount". Notwithstanding the foregoing, it is acknowledged that the actual costs of completion of the Improvements may vary as a result of change orders agreed to by the Parties, but such variances for the purposes of this Agreement shall not affect the Completion Amount as used herein. 3. Adjustments to the Completion Amount. The Lender may from time to time make advances to the Developer for the development of the Property under the development loan that has been made by the Lender to the Developer for the purpose of financing the costs of constructing the Improvements for the Property (the "Loan") subject to, and in accordance with, the terms, conditions and provisions of the Loan Documents (which term is hereinafter defined) evidencing and securing the Loan. Some of those advances shall be for Hard Costs as specified in the "Approved Budget" relating to the Loan, a copy of which Approved Budget is marked Exhibit `B", attached hereto and incorporated herein for all purposes, with the Hard Costs line items highlighted. The term "Hard Costs" shall mean the actual costs of construction and installation of the Improvements. To the extent that advances under the Loan are for the payment of Hard Costs, the Completion Amount shall be deemed reduced, dollar for dollar. The Lender may withhold statutory retainage from any advances under the Loan or pursuant to this Agreement. All such retainage withheld, to the extent it is attributable to Hard Costs, shall also reduce the Completion Amount dollar for dollar. All retainage withheld by the Lender for Hard Costs that are advanced to the City pursuant to this Agreement shall be released to the City as provided in the Texas Property Code upon expiration of the statutory retainage period. 4. Completion by the Developer. The Developer agrees to complete the Improvements on or before the date for completion that is established in the Loan Documents City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded CFA Official Release Date:07.01.2015 Page 2 of 13 plus thirty (30) days (the "Completion Date"), in accordance with the CFA, the Plans approved by the Lender and the City and all documents evidencing or securing the Loan (collectively, the "Loan Documents"). For the purposes of this Agreement, the development of the Property shall be deemed complete upon acceptance by the City of the Improvements. The City shall promptly notify the Lender and the Developer upon such acceptance. 5. Completion by the City. In the event that either: (A) the development of the Property is not completed by the Completion Date for any reason whatsoever, or (B) the Developer is in default under the Loan, then the Lender, at its sole option, may request the City to complete development. The City may, at its sole option and at the cost and expense of the Developer, within 10 days from receipt of Lender's request, notify Lender that it will undertake to complete the Improvements and the City shall then commence, pursue, and complete the Improvements in a reasonably timely, diligent and workmanlike manner in accordance with the Plans, subject to the terms of this Agreement. The Lender and the Developer agree that the City may use the Plans as necessary to complete the Improvements. If the City does not timely elect to complete the construction of the Improvements or if the Lender does not request the City to complete construction of the Improvements, then the Lender may at its election terminate this Agreement, or at its option, proceed to complete the Improvements, or foreclose on any of its collateral, or take any and all such action as may be provided under the Loan Documents. 6. Advance of Completion Costs to the City and Delivery of Hard Costs Collateral to the City. In the event the Lender has requested the City and the City has elected to complete the Improvements, Lender shall transfer to the City all remaining undisbursed Hard Costs specified in the Approved Budget within 10 days of the date that the City elected to complete and provided Lender with written notice of such election. The Developer hereby authorizes and instructs the Lender to make the transfer of any remaining undisbursed Hard Costs specified in the Approved Budget to the City within 10 days of notification that the City elects to complete the Improvements. In the event the cost to complete the Improvements exceeds the moneys transferred to the City, City shall notify Lender and Developer in writing of the need of additional funds. The City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded CFA Official Release Date: 07.01.2015 Page 3 of 13 additional funds required to complete the Improvements shall be delivered to the City within 10 business days following notification to Lender and Developer. Failure to deliver the additional funds shall relieve the City of the obligation to complete the Improvements, in which event City shall use the Hard Costs funds in its possession to pay the contractor(s) all funds due it/them. Any remaining undisbursed Hard Costs shall be returned to Lender within a reasonable time. 7. Completion by the Lender. The Lender may, at its discretion, but shall not be obligated to, undertake to complete the Improvements if there is any default under any Loan Documents in lieu of requesting the City to complete the Improvements. If the Lender elects to complete the Improvements, any Hard Costs it expends shall, dollar for dollar, reduce the Completion Amount. 8. Easements. In the event the City or the Lender undertakes the completion of the Improvements, the Developer (and to the extent necessary the Lender) grants to the City and the Lender open access to the Property and shall execute and deliver such temporary easements over and across the entirety of the Property for the purpose of access and use for the completion of the construction of the Improvements in accordance with this Agreement. To the extent requested by the City and the Lender, written temporary construction easements in form acceptable to the City and the Lender shall be executed by the Developer and filed of record. Nothing in this paragraph shall reduce any rights of the Lender or obligations of the Developer under the Loan Documents. 9. Lender's Rights. Nothing in this Agreement shall affect any portion of the Lender's collateral for the Loan or limit or impair the Lender's right to foreclose the same or deal with the collateral as it elects in accordance with the Loan Documents. 10. Satisfaction of the City Requirements. The City agrees that the assurances and covenants contained in this Agreement satisfy all requirements of the City with respect to Developer's performance bond or other financial security in connection with the development of the Property and the completion of the Improvements that are contained in the CFA or in any other agreement relating thereto, and the City hereby accepts the assurances and covenants contained herein in lieu thereof. To the extent the CFA irreconcilably conflicts with this Agreement, the provisions of this Agreement shall control. City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded CFA Official Release Date:07.01.2015 Page 4 of 13 11. Termination. This Agreement shall terminate upon the earlier to occur of the following: (a) acceptance by the City of the Improvements; (b) mutual written agreement of all of the Parties; or(c)the reduction of the Completion Amount to zero. However, release of the plat shall be governed by paragraph 12 hereof and termination pursuant to (b) or (c) of this paragraph 11 shall not require the City to release the plat. 12. Final Plat. The Parties acknowledge and agree that the City shall hold the final plat of the Property until the Improvements are completed and accepted by the City and all Hard Costs contractors have been paid, less retainage. Upon acceptance by the City and receipt of evidence from the Developer showing that all Hard Costs contractors have been paid, including but not necessarily limited to lien waivers and bills paid affidavits, the City shall within a reasonable time file the final plat for the Property in the Plat Records of the county where the Property is located. The purpose of the City retaining the final plat of the Property as provided herein is to guarantee the Developer's obligations under the CFA are completed. 13. Construction Contracts. Developer agrees to include in each Construction contract that it enters into for the completion of the Improvements the following: a.A statement that the City is not holding any security to guarantee any payment for work performed on the Improvements; b. A statement that the Property is private property and that same may be subject to mechanic's and materialman's liens; c. A requirement that each contractor contracting with the Developer release the City from any claim that is related to the Property of the Improvements; and d. A requirement that each contractor contracting with the Developer include in each subcontract the statements contained in a., b., and c. above. 14. Miscellaneous. A. Non-Assiamnent of Agreement. This Agreement may not be assigned by any of the Parties without the prior written consent of all the other Parties. B. Notice. Any notice required or permitted to be delivered under this Agreement shall be deemed received on actual receipt by the appropriate party at the following addresses: (i) Notice to the City shall be addressed and delivered as follows: City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded CFA Official Release Date: 07.01.2015 Page 5 of 13 City of Fort Worth Planning and Development Department 1000 Throckmorton Street Fort Worth,Texas 76102 Attention: CFA Division Julie Westerman, Development Manager Email: Julie.Westerman@fortworthtexas.gov Confirmation Number: 817-392-2677 and/or Attention: CFA Division Email: cfa@fortworthtexas.gov Confirmation Number: 817-392-2025 With a copy thereof addressed and delivered as follows: Douglas W. Black Office of the City Attorney City of Fort Worth 1000 Throckmorton Street Fort Worth, Texas 76102 Confirmation Number: 817-392-7615 (ii) Notice to the Developer shall be addressed and delivered as follows: Wilbow- Llano Springs Development Corporation 4131 N. Central Expy, Suite 990 Dallas, TX 75204 Email: jrabon@wilbowusa.com (iii) Notice to the Lender shall be addressed and delivered as follows: Southside Bank 1320 S.University Drive, Suite 900 Fort Worth,Texas 76107 Email: Mark Cundiff Y o v,k,.C.0 riot l4& S6 0'4j-c,;;0C .COrv, A party may change its address for notice upon prior written notice to the other parties pursuant to the terms hereof. City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded CFA Official Release Date: 07.01.2015 Page 6of13 C. Texas Law to Apply. This Agreement shall be construed under and in accordance with the laws of the State of Texas. D. Parties Bound. This Agreement shall be binding upon and inure to the benefit of the Parties and their respective legal representatives, successors and assigns. E. Legal Construction. In case any one or more of the provisions contained in this Agreement shall for any reason is held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision of this Agreement, and this Agreement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained in this Agreement. F. Prior Agreements Superseded. This Agreement constitutes the sole and only agreement of the Parties with respect to the subject matter hereof and supersedes any prior understandings or written or oral agreements among the Parties concerning the subject matter hereof, provided, however, that this Agreement shall not supersede, amend or modify any of the Loan Documents or any portion thereof. G. Amendment. This Agreement may only be amended by a written instrument executed by all of the Parties to his Agreement. H. Headings. The headings that are used in this Agreement are used for reference and convenience purposes only and do not constitute substantive matters to be considered in construing the terms and provisions of this Agreement. (REMAINDER OF PAGE INTENTIONALLY LEFT BLANK) City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded CFA Official Release Date: 07.01.2015 Page 7 of 13 ACCORDINGLY, the City of Fort Worth, Developer and Lender have each caused this instrument to be executed in quadruplicate in each entity's respective name by its duly authorized signatories effective as of the date executed by the City's City Manager or his/her designee.: CITY OF FORT WORTH: DEVELOPER: Wilbow—Llano Springs Development Corporation ode-�e�ta��.�s�• � Assistant City Manager Name: Jennifer Rabon Title: VP of Development Date: 1 ( —17 Approved as to Form and Legality: Date: LENDER: Southside Bank A, M 61*ev� Assistant City Attorney a(S ATTEST: me: Mark Title: EVP Estate, North Texas Region O�•FORT�L Mary J. Kay IT U U� City Secretary M&C: N(A 7EXPS Date: fiw► ILis nj1✓%- City of Fort Worth,Texas CORD Standard Completion Agreement—Lender-Funded QFFICIAL RE CFA Official Release Date: 07.01.2015 CI'�Sr CFA Page 8 of 13 ��WCRTH,TX Contract Compliance Manager: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract,including ensuring all performance and reporting requirements. D te: Janie S.Morales Development Manager Lawrence A. Corson, the Guarantor of the Development Loan, is executing this Completion Agreement for the sole purpose of acknowledging that advances that are made by the Lender pursuant to this Completion Agreement shall be deemed to be advances that are made under the Loan that shall be subject to and covered by the Loan Documents and the Guaranty Agreement that was executed by Lawrence A. Corson. GUARANTOR By: _ Name: Ldvrence A. Corson Title: Co-President City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded CFA Official Release Date: 07.01.2015 Page 9 of 13 List of Exhibits to the Completion Agreement Attachment 1 —Changes to the Standard Completion Agreement Exhibit A- Legal Description Exhibit B - Approved Budget City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded CFA Official Release Date: 07.01.2015 Page 10 of 13 ATTACHMENT"1" Changes to Standard Completion Agreement None City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded CFA Official Release Date: 07.01.2015 Page 11 of 13 EXHIBIT A City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded CFA Official Release Date: 07.01.2015 Page 12 of 13 OWNER'S CERTIFICATE STATE OF TEXAS )( COUNTY OF TARRANT )( WHEREAS WILBOW-LLANO SPRINGS DEVELOPMENT CORPORATION IS THE SOLE OWNER OF A 25.090 ACRE TRACT OF LAND SITUATED IN THE JUAN JOSE ALBIRADO SURVEY, ABSTRACT NO. 4, AND IN THE A.H. HODGE SURVEY, ABSTRACT NO. 1789, AND BEING PART OF A 106.863 ACRE TRACT OF LAND CONVEYED AS TRACT III TO WILBOW-LLANO SPRINGS DEVELOPMENT CORPORATION, BY DEED RECORDED IN COUNTY CLERK'S FILE NUMBER D216076671, OFFICIAL PUBLIC RECORDS, TARRANT COUNTY, TEXAS. SAID 25.090 ACRE TRACT WITH BEARING BASIS BEING GRID NORTH, TEXAS STATE PLANE COORDINATES, NORTH CENTRAL ZONE, NAD83 (NAD83 (2011) EPOCH 2010), DETERMINED BY GPS OBSERVATION, CALCULATED FROM DALLAS CORS ARP (PID-DF8984) AND ARLINGTON RRP2 CORS ARP (PID-DF5387), AND BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING AT A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR THE NORTHWEST CORNER OF SAID TRACT III AND THE COMMON NORTHEAST CORNER OF A CALLED 13.39 ACRE TRACT OF LAND CONVEYED TO TEXAS ELECTRIC SERVICE COMPANY, BY DEED RECORDED IN VOLUME 7228, PAGE 1119, OFFICIAL PUBLIC RECORDS, TARRANT COUNTY, TEXAS, AND THE COMMON SOUTHWEST CORNER OF A CALLED 144.643 ACRE TRACT OF LAND CONVEYED TO DENTON TEXAS VENTURE, LTD., BY DEED RECORDED IN COUNTY CLERK'S FILE NUMBER D205197517, OFFICIAL PUBLIC RECORDS, TARRANT COUNTY, TEXAS,AND THE COMMON SOUTHEAST CORNER OF A CALLED 3.960 ACRE TRACT OF LAND CONVEYED AS TRACT 2 TO TEXAS ELECTRIC SERVICE COMPANY, BY DEED RECORDED IN VOLUME 8728, PAGE 1700, OFFICIAL PUBLIC RECORDS, TARRANT COUNTY, TEXAS: THENCE, SOUTH 67 DEGREES 14 MINUTES 50 SECONDS EAST, ALONG THE NORTH LINE OF SAID TRACT III AND THE COMMON SOUTH LINE OF SAID 144.643 ACRE TRACT, A DISTANCE OF 336.27 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR THE NORTHEAST CORNER OF SAID TRACT III, AND THE COMMON NORTHWEST CORNER OF PRIMROSE CROSSING, PHASE 1B, AN ADDITION TO THE CITY OF FORT WORTH AS RECORDED IN CABINET A, SLIDE 11616, PLAT RECORDS,TARRANT COUNTY,TEXAS, FROM WHICH A 1/2" IRON ROD FOUND FOR THE NORTHEAST CORNER OF SAID PRIMROSE CROSSING, PHASE 1B, I:\SLD\WFXK4500\WFXK4503\700 CADD\713 Survey\713.6 Mapping\PLAT CHECK\PHASE 4\WFXK4503PA03-PH4.docx Page 1 of 7 AND THE COMMON NORTHWEST CORNER OF SAID 144.643 ACRE TRACT, BEARS SOUTH 67 DEGREES 14 MINUTES 50 SECONDS EAST, A DISTANCE OF 60.49 FEET; THENCE, ALONG THE EAST LINE OF SAID TRACT III AND THE COMMON WEST LINE OF SAID PRIMROSE CROSSING, PHASE 113, THE FOLLOWING COURSES AND DISTANCES: SOUTH 22 DEGREES 29 MINUTES 27 SECONDS WEST, A DISTANCE OF 55.48 FEET TO A 5/8" IRON ROD FOUND FOR CORNER; SOUTH 06 DEGREES 01 MINUTE 44 SECONDS WEST, A DISTANCE OF 163.48 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER; SOUTH 00 DEGREES 00 MINUTES 07 SECONDS EAST, A DISTANCE OF 110.04 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "CARTER BURGESS"FOUND FOR CORNER; NORTH 89 DEGREES 59 MINUTES 00 SECONDS EAST, A DISTANCE OF 61.96 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER AND THE BEGINNING OF A TANGENT CURVE TO THE RIGHT HAVING A CENTRAL ANGLE OF 90 DEGREES 00 MINUTES 00 SECONDS, A RADIUS OF 150.00 FEET, AND A LONG CHORD THAT BEARS SOUTH 45 DEGREES 01 MINUTE 00 SECONDS EAST A DISTANCE OF 212.13 FEET; ALONG SAID TANGENT CURVE TO THE RIGHT, AN ARC DISTANCE OF 235.62 FEET TO A 5/8" IRON ROD FOUND FOR CORNER; SOUTH 00 DEGREES 01 MINUTE 00 SECONDS EAST, A DISTANCE OF 8.16 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "CARTER BURGESS"FOUND FOR CORNER; NORTH 89 DEGREES 52 MINUTES 42 SECONDS EAST, A DISTANCE OF 110.04 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER; SOUTH 00 DEGREES 03 MINUTES 41 SECONDS EAST, A DISTANCE OF 165.00 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER; I:\SLD\WFXK4500\WFXK4503\700 CADD\713 Survey\713.6 Mapping\PLAT CHECK\PHASE 4\WFXK4503PA03-PH4.docx Page 2 of 7 NORTH 89 DEGREES 28 MINUTES 08 SECONDS EAST, A DISTANCE OF 18.77 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER AND THE BEGINNING OF A NON-TANGENT CURVE TO THE RIGHT HAVING A CENTRAL ANGLE OF 90 DEGREES 28 MINUTES 45 SECONDS, A RADIUS OF 50.00 FEET, AND A LONG CHORD THAT BEARS SOUTH 39 DEGREES 48 MINUTES 48 SECONDS EAST A DISTANCE OF 71.01 FEET; ALONG SAID NON-TANGENT CURVE TO THE RIGHT, AN ARC DISTANCE OF 78.96 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER; SOUTH 00 DEGREES 02 MINUTES 49 SECONDS EAST, A DISTANCE OF 460.41 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER AND THE BEGINNING OF A NON-TANGENT CURVE TO THE RIGHT HAVING A CENTRAL ANGLE OF 78 DEGREES 22 MINUTES 31 SECONDS, A RADIUS OF 50.00 FEET, AND A LONG CHORD THAT BEARS SOUTH 07 DEGREES 31 MINUTES 57 SECONDS WEST A DISTANCE OF 63.19 FEET; ALONG SAID NON-TANGENT CURVE TO THE RIGHT, AN ARC DISTANCE OF 68.40 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER; SOUTH 00 DEGREES 02 MINUTES 41 SECONDS EAST, A DISTANCE OF 122.75 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "CARTER BURGESS" FOUND FOR AN EXTERIOR ELL CORNER OF SAID TRACT III AND THE COMMON SOUTHWEST CORNER OF SAID PRIMROSE CROSSING, PHASE 1B, AND BEING IN THE NORTH LINE OF PRIMROSE CROSSING, PHASE IA, AN ADDITION TO THE CITY OF FORT WORTH AS RECORDED IN CABINET A, SLIDE 11617, PLAT RECORDS, TARRANT COUNTY, TEXAS; THENCE, SOUTH 89 DEGREES 57 MINUTES 40 SECONDS WEST, CONTINUING ALONG THE EAST LINE OF SAID TRACT III AND THE COMMON NORTH LINE OF SAID PRIMROSE CROSSING, PHASE IA, A DISTANCE OF 50.00 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "CARTER BURGESS" FOUND FOR THE NORTHWEST CORNER OF SAID PRIMROSE CROSSING, PHASE IA, AND THE COMMON NORTHEAST CORNER OF PRIMROSE CROSSING, PHASE 2, AN ADDITION I:\SLD\WFXK4500\WFXK4503\700 CADD\713 Survey\713.6 Mapping\PLAT CHECK\PHASE 4\WFXK4503PA03-PH4.docx Page 3 of 7 TO THE CITY OF FORT WORTH AS RECORDED IN CABINET , SLIDE , PLAT RECORDS, TARRANT COUNTY, TEXAS; THENCE, ALONG THE NORTH LINE OF SAID PRIMROSE CROSSING, PHASE 2, THE FOLLOWING COURSES AND DISTANCES: SOUTH 89 DEGREES 57 MINUTES 15 SECONDS WEST, A DISTANCE OF 202.56 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER; SOUTH 72 DEGREES 05 MINUTES 34 SECONDS WEST, A DISTANCE OF 161.22 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER; SOUTH 80 DEGREES 56 MINUTES 44 SECONDS WEST, A DISTANCE OF 110.00 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR AN INTERIOR ELL CORNER OF SAID PRIMROSE CROSSING, PHASE 2, AND BEING IN THE EAST RIGHT-OF-WAY LINE OF HIGH GARDEN STREET, A 50 FOOT RIGHT-OF-WAY OF SAID PRIMROSE CROSSING, PHASE 2; THENCE, ALONG AN EASTERLY LINE OF SAID PRIMROSE CROSSING, PHASE 2, THE FOLLOWING COURSES AND DISTANCES: NORTH 09 DEGREES 03 MINUTES 16 SECONDS WEST, ALONG THE EAST RIGHT-OF-WAY LINE OF SAID HIGH GARDEN STREET, A DISTANCE OF 67.25 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER AND THE BEGINNING OF A TANGENT CURVE TO THE LEFT HAVING A CENTRAL ANGLE OF 04 DEGREES 53 MINUTES 31 SECONDS, A RADIUS OF 350.00 FEET, AND A LONG CHORD THAT BEARS NORTH 11 DEGREES 30 MINUTES 01 SECOND WEST A DISTANCE OF 29.87 FEET; ALONG SAID TANGENT CURVE TO THE LEFT, AND CONTINUING ALONG SAID EAST RIGHT-OF-WAY LINE OF SAID HIGH GARDEN STREET, AN ARC DISTANCE OF 29.88 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR THE CORNER AT THE SOUTH END OF A CORNER CLIP AT THE INTERSECTION OF THE EAST RIGHT-OF-WAY LINE OF SAID HIGH GARDEN STREET, AND THE SOUTH RIGHT-OF-WAY LINE OF TRUE VINE ROAD, A 50 FOOT RIGHT-OF-WAY OF SAID PRIMROSE CROSSING, PHASE 2; I:\SLD\WFXK4500\WFXK4503\700 CADD\713 Survey\713.6 Mapping\PLAT CHECK\PHASE 4\WFXK4503PA03-PH4.docx Page 4 of 7 NORTH 27 DEGREES 46 MINUTES 40 SECONDS EAST, ALONG SAID CORNER CLIP, A DISTANCE OF 14.74 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER AT THE NORTH END OF SAID CORNER CLIP; NORTH 19 DEGREES 40 MINUTES 46 SECONDS WEST, OVER AND ACROSS SAID TRUE VINE ROAD, A DISTANCE OF 50.00 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER AT THE SOUTHEAST END OF A CORNER CLIP AT THE INTERSECTION OF THE NORTH RIGHT-OF-WAY LINE OF SAID TRUE VINE ROAD AND THE EAST RIGHT-OF- WAY LINE OF SAID HIGH GARDEN STREET; NORTH 67 DEGREES 08 MINUTES 12 SECONDS WEST, ALONG SAID CORNER CLIP, A DISTANCE OF 14.74 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER AT THE NORTHWEST END OF SAID CORNER CLIP AND THE BEGINNING OF A NON-TANGENT CURVE TO THE LEFT HAVING A CENTRAL ANGLE OF 14 DEGREES 53 MINUTES 08 SECONDS, A RADIUS OF 350.00 FEET, AND A LONG CHORD THAT BEARS NORTH 32 DEGREES 51 MINUTES 19 SECONDS WEST A DISTANCE OF 90.68 FEET; ALONG SAID NON-TANGENT CURVE TO THE LEFT, AND ALONG THE EAST RIGHT-OF-WAY LINE OF SAID HIGH GARDEN STREET, AN ARC DISTANCE OF 90.93 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER; NORTH 40 DEGREES 17 MINUTES 54 SECONDS WEST, CONTINUING ALONG THE EAST RIGHT-OF-WAY LINE OF SAID HIGH GARDEN STREET, A DISTANCE OF 101.27 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER AT THE SOUTH END OF A CORNER CLIP AT THE INTERSECTION OF THE EAST RIGHT-OF-WAY LINE OF SAID HIGH GARDEN STREET, AND THE SOUTH RIGHT-OF-WAY LINE OF FALL CREEK LANE, A 50 FOOT RIGHT-OF-WAY OF SAID PRIMROSE CROSSING, PHASE 2; NORTH 04 DEGREES 42 MINUTES 06 SECONDS EAST, ALONG SAID CORNER CLIP,A DISTANCE OF 14.14 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER AT THE NORTH END OF SAID CORNER CLIP; I:\SLD\WFXK4500\WFXK4503\700 CADD\713 Survey\713.6 Mapping\PLAT CHECK\PHASE 4\WFXK4503PA03-PH4.docx Page 5 of 7 NORTH 40 DEGREES 17 MINUTES 54 SECONDS WEST, OVER AND ACROSS SAID FALL CREEK LANE, A DISTANCE OF 50.00 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER AT THE EAST END OF A CORNER CLIP AT THE INTERSECTION OF THE NORTH RIGHT-OF-WAY LINE OF SAID FALL CREEK LANE, AND THE EAST RIGHT- OF-WAY LINE OF SAID HIGH GARDEN STREET; NORTH 85 DEGREES 17 MINUTES 54 SECONDS WEST, ALONG SAID CORNER CLIP, A DISTANCE OF 14.14 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER AT THE WEST END OF SAID CORNER CLIP; THENCE, ALONG THE NORTHERLY LINE OF SAID PRIMROSE CROSSING, PHASE 2, THE FOLLOWING COURSES AND DISTANCES: SOUTH 49 DEGREES 42 MINUTES 06 SECONDS WEST, OVER AND ACROSS SAID HIGH GARDEN STREET,A DISTANCE OF 50.00 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER AT THE NORTH END OF A CORNER CLIP AT THE INTERSECTION OF THE WEST RIGHT-OF-WAY LINE OF SAID HIGH GARDEN STREET, AND THE NORTH RIGHT-OF-WAY LINE OF SAID FALL CREEK LANE; SOUTH 04 DEGREES 42 MINUTES 06 SECONDS WEST, ALONG SAID CORNER CLIP, A DISTANCE OF 14.14 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER AT THE SOUTHEAST END OF SAID CORNER CLIP; SOUTH 49 DEGREES 42 MINUTES 06 SECONDS WEST, ALONG THE NORTH RIGHT-OF-WAY LINE OF SAID FALL CREEK LANE, A DISTANCE OF 100.00 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER; THENCE,NORTH 40 DEGREES 17 MINUTES 54 SECONDS WEST, DEPARTING SAID NORTHERLY LINE OF SAID PRIMROSE CROSSING, PHASE 2, AND OVER AND ACROSS AFORESAID TRACT 111, A DISTANCE OF 581.76 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER IN THE WEST LINE OF SAID TRACT III AND THE COMMON EAST LINE OF AFORESAID 13.39 ACRE TRACT, AND THE BEGINNING OF A NON-TANGENT CURVE TO THE LEFT HAVING A CENTRAL ANGLE OF 15 DEGREES 37 MINUTES 20 SECONDS, A RADIUS OF 3014.85 I:\SLD\WFXK4500\WFXK4503\700 CADD\713 Survey\713.6 Mapping\PLATCHECK\PHASE 4\WFXK4503PA03-PH4.docx Page 6 of 7 FEET, AND A LONG CHORD THAT BEARS NORTH 34 DEGREES 53 MINUTES 19 SECONDS EAST A DISTANCE OF 819.48 FEET; THENCE, ALONG SAID COMMON LINE, THE FOLLOWING COURSES AND DISTANCES: ALONG SAID NON-TANGENT CURVE TO THE LEFT, AN ARC DISTANCE OF 822.02 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "JACOBS" SET FOR CORNER; NORTH 27 DEGREES 04 MINUTES 39 SECONDS EAST, A DISTANCE OF 191.98 FEET TO THE POINT OF BEGINNING AND CONTAINING A CALCULATED AREA OF 25.090 ACRES OF LAND. I:\SLD\WFXK4500\WFXK4503\700 CADD\713 Survey\713.6 Mapping\PLAT CHECK\PHASE 4\WFXK4503PA03-PH4.docx Page 7 of 7 EXHIBIT B APPROVED BUDGET Section I Water $267,050.00 Sewer $211,441.75 Subtotal $478,491.75 Section II Interior Streets $617,690.45 Storm Drains $615,610.90 Subtotal $1,233,301.35 Section III Street Lights $60,520.67 Sub-total $60,520.67 TOTAL $1,772,313.77 City of Fort Worth,Texas Standard Completion Agreement—Lender-Funded CFA Official Release Date: 07.01.2015 Page 13 of 13