HomeMy WebLinkAboutOrdinance 23243-06-2018 ORDINANCE NO. 23243-06-2018
AN ORDINANCE OF THE CITY OF FORT WORTH, TEXAS APPROVING A SERVICE AND
ASSESSMENT PLAN UPDATE FOR THE FORT WORTH PUBLIC IMPROVEMENT DISTRICT
NO. 17 (ROCK CREEK RANCH); MAKING A FINDING OF SPECIAL BENEFIT TO THE
PROPERTY IN THE DISTRICT; LEVYING ROADWAY IMPROVEMENT SPECIAL
ASSESSMENTS AGAINST CERTAIN PROPERTY WITHIN THE DISTRICT; ESTABLISHING
A LIEN ON SUCH PROPERTY; APPROVING UPDATES TO THE ASSESSMENT ROLLS FOR
THE DISTRICT; PROVIDING FOR THE METHOD OF ASSESSMENT AND THE PAYMENT
OF THE ROADWAY IMPROVEMENT SPECIAL ASSESSMENTS; PROVIDING FOR
PENALTIES AND INTEREST ON DELINQUENT ASSESSMENTS; PROVIDING FOR A
SEVERABILITY CLAUSE; PROVIDING AN EFFECTIVE DATE; AND PROVIDING FOR
RELATED MATTERS
WHEREAS, Chapter 372, Texas Local Government Code (the "Act") authorizes the governing
body (the "City Council") of the City of Fort Worth, Texas (the "City"), to create a public improvement
district within the corporate limits and extraterritorial jurisdiction of the City; and
WHEREAS, on December 6, 2016, the City Council conducted a public hearing to consider a
petition received by the City on November 9, 2016 (the "Petition") requesting the creation of the Fort
Worth Public Improvement District No. 17 (Rock Creek Ranch) (the "District") to undertake the
construction of certain public improvements described in the Petition(the"Authorized Improvements");
and
WHEREAS, (1)on December 13, 2016,the City Council approved Resolution No. 4724-12-2016
(the"Authorization Resolution"),authorizing, establishing and creating the District;(2)on December 16,
2016(the"Authorization Publication Date"),the City published the Authorization Resolution in the Fort
Worth Star-Telegram,a newspaper of general circulation in the City and the boundaries of the District;and
(3) no written protests regarding the creation of the District from any owners of record of property within
the District were filed with the City Secretary within twenty (20) days of the Authorization Publication
Date; and
WHEREAS,(1)the City Council previously adopted a Service and Assessment Plan(the"Service
and Assessment Plan") for the District pursuant to Ordinance 22832-08-2017, adopted on August 15,
2017; (2) levied the Major Improvement Special Assessments (as defined in the Service and Assessment
Plan; and(3) issued its bonds designated "City of Fort Worth, Texas Special Assessment Revenue Bonds,
Series 2017 (Fort Worth Public Improvement District No. 17 (Rock Creek Ranch) Major Improvement
Project)" payable from and secured by the Major Improvement Special Assessments; and
WHEREAS, on May 15, 2018, the City Council adopted Resolution No. 4937-05-2018,
determining the updated total estimated costs of the Roadway Improvements (as defined below) to be
financed by the District at this time, directing the filing of proposed updates to the assessment rolls,
directing the mailing and publication of notice of a public hearing to be held on June 5, 2018 to consider
the levying of the additional special assessments against the property within the District to pay the costs of
the Roadway Improvements, and directing related actions; and
WHEREAS,the City Council, pursuant to Resolution No. 4937-05-2018 and Sections 372.016(b)
and (c) of the Act, directed the City staff to publish notice on or before May 19, 2018 in the Fort Worth
Star Telegram,which notice was published on May 18,2018,of a public hearing to be held on June 5,2018
to consider the proposed additional special assessments to be levied against property located in the District
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and mailed copies of such notice to the last known address of the owners of the property liable for such
special assessments; and
WHEREAS,the City Council convened the public hearing at the City Council meeting beginning
at 7:00 p.m.on Tuesday,June 5,2018,at which all persons who appeared,or requested to appear,in person
or by their attorney, were given the opportunity to contend for or to contest the Service and Assessment
Plan update attached hereto as EXHIBIT A (the "Service and Assessment Plan Update"), the updated
Assessment Rolls in the forms attached as APPENDIX A-1 and APPENDIX A-2 to the Service and
Assessment Plan (collectively, the "Updated Assessment Rolls"), and the proposed Roadway
Improvement Special Assessments (as defined in the Service and Assessment Plan Update)to be levied
against the Western Improvement Area (as defined in the Service and Assessment Plan Update) of the
District,and to offer testimony pertinent to any issue presented on the amount of the Roadway Improvement
Special Assessments,the apportionment of the costs of the Roadway Improvements that benefit the Western
Improvement Area of the District and which are to be funded by the Roadway Improvement Special
Assessments levied in the District (the "Roadway Improveg►ents"), the purpose of the Roadway
Improvement Special Assessments, the special benefits accruing to the property within Western
Improvement Area of the District due to the Roadway Improvements, and the penalties and interest of
annual installments and on delinquent annual installments of the Roadway Improvement Special
Assessments; and
WHEREAS, the Roadway Improvements benefit only the Western Improvement Area of the
District, and the Roadway Improvement Special Assessments are being levied across all property (other
than Non-Benefitted Property, as defined in the Service and Assessment Plan Update) in the Western
Improvement Area; and
WHEREAS, the City Council further finds that there were no written objections or evidence
submitted to the City Secretary in opposition to the Service and Assessment Plan Update,the apportionment
of the costs of the Roadway Improvements, the Updated Assessment Rolls, or the levy of the Roadway
Improvement Special Assessments; and
WHEREAS,the City Council finds and determines that the Service and Assessment Plan Update
and the Updated Assessment Rolls,which are incorporated herein for all purposes,should be approved and
that the Roadway Improvement Special Assessments should be levied against the property in the District
as provided in this Ordinance and the Service and Assessment Plan Update and Updated Assessment Rolls;
and
WHEREAS, prior to the issuance of bonds secured by the Roadway Improvement Special
Assessments,WUSF 4 Rock Creek LP,a Texas limited partnership,and Walton Texas,LP,a Texas limited
partnership(collectively,the"Landowners")the owners of all of the privately-owned and taxable property
located within the Western Improvement Area of the District and subject to assessment,will have executed
and presented to the City staff for approval and acceptance a Landowner Consent Certificate (the
"Landowner Consent") in the form and substance acceptable to the City, in which the Landowners
acknowledge and accept the Service and Assessment Plan Update,approve the Updated Assessment Rolls,
acknowledge and accept this Ordinance and acknowledge and accept the levy of the Roadway Improvement
Special Assessments against their property located within the District, and agree to pay the Roadway
Improvement Special Assessments when due and payable; and
WHEREAS, the City Council closed the public hearing, and after considering all comments and
all written and documentary evidence presented at the hearing, including all written comments and
statements filed with the City, determined to proceed with the adoption of this Ordinance in conformity
with the requirements of the Act; and
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WHEREAS, the apportionment of the cost of the Roadway Improvements, the Roadway
Improvement Special Assessments and the Annual Installment thereof pursuant to the Service and
Assessment Plan Update is fair and reasonable,reflects an accurate presentation of the special benefit each
property will receive from the administrative services and construction of the Roadway Improvements
identified in the Service and Assessment Plan Update,and is hereby approved; and
WHEREAS, the Service and Assessment Plan Update covers a period of at least five years and
defines the annual indebtedness and projected costs for the Roadway Improvements related and
Administrative Expenses;and
WHEREAS, the Service and Assessment Plan Update apportions the cost of the Roadway
Improvements and related Administrative Expenses to be assessed against property in the District and such
apportionment is made on the basis of special benefits accruing to the property because of the Roadway
Improvements and related Administrative Expenses; and
WHEREAS, all of the real property in Western Improvement Area of the District upon which the
Roadway Improvement Special Assessments are being levied in the amounts shown in the Updated
Assessment Rolls will be benefitted by the Roadway Improvements proposed to be provided through the
District in the Service and Assessment Plan Update, and each parcel of such real property will receive
special benefits in each year equal to or greater than each Annual Installment of the Roadway Improvement
Special Assessments and will receive special benefits during the term of the Roadway Improvement Special
Assessments equal to or greater than the total amount assessed; and
WHEREAS, the method of apportionment of the cost of the Roadway Improvements,
Administrative Expenses, and Annual Installments associated with the Roadway Improvement Bonds set
forth in the Service and Assessment Plan Update results in imposing equal shares of the costs of the
Roadway Improvements and Administrative Expenses on property similarly benefitted, and results in a
reasonable classification and formula for apportionment of such costs; and
WHEREAS,the Service and Assessment Plan Update should be approved as the service plan and
assessment plan for the District as described in Sections 372.013 and 372.014 of the Act; and
WHEREAS, the Updated Assessment Rolls should be approved as the assessment rolls for the
District; and
WHEREAS, the provisions of the Service and Assessment Plan Update relating to payment due
and delinquency dates for the Roadway Improvement Special Assessments and the Annual Installments,
interest and penalties on delinquent Roadway Improvement Special Assessments and Annual Installments
and procedures in connection with the imposition and collection of the Roadway Improvement Special
Assessments should be approved and will expedite collection of the Roadway Improvement Special
Assessments in a timely manner in order to provide the services and improvements needed and required for
the area within the District;and
WHEREAS,the Roadway Improvement Special Assessments herein levied and assessed are made
and levied under and by virtue of the terms,powers and provisions of the Act.
NOW THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF
FORT WORTH,TEXAS THAT:
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Section 1.Findings.
The findings, determinations and recitations set out in the preambles of this Ordinance are found
to be true and correct and they are hereby adopted by the City Council and made a part hereof for all
purposes.
Section 2.Public Hearing.
The action of the City Council holding and closing the public hearing in these proceedings is hereby
ratified and confirmed.
Section 3. Terms.
Terms not otherwise defined herein are defined in the Service and Assessment Plan Update.
Section 4.Assessment Plan.
The Service and Assessment Plan Update substantially in the form attached to this Ordinance is
hereby accepted and approved pursuant to Sections 372.013 and 372.014 of the Act.
Section 5.Assessment Rolls.
The Updates to the Assessment Rolls attached as APPENDIX A-1 and APPENDIX A-2 to the
Service and Assessment Plan are hereby approved.
Section 6. Levy and Payment of Roadway Improvement Special Assessments for Costs of
Improvement Project.
(a) The City Council hereby levies an assessment on each tract of property located within the
Western Improvement Area of the District,except for the Non-Benefitted Property,as shown and described
within the Service and Assessment Plan Update and the Updated Assessment Rolls, in the respective
amounts shown on the Updated Assessment Rolls. There is further levied and assessed against each tract
of property located within the Western Improvement Area of the District, except for the Non-Benefitted
Property, having not paid the assessments in full, additional annual assessments for the Administrative
Expenses related to the Roadway Improvement Special Assessments, as described in the Service and
Assessment Plan Update, which shall be part of the Roadway Improvement Special Assessment and the
Annual Installment thereof. The amount of the Annual Installment shall be reviewed and determined
annually by the City Council following the City Council's annual review of the Service and Assessment
Plan for the District. Pursuant to Section 372.015(d)of the Act,the amount of assessment for each property
owner within the District may be adjusted following the annual review of the Service and Assessment Plan.
(b) The levy of the Roadway Improvement Special Assessments shall be effective on the date of
adoption of this Ordinance levying assessments and strictly in accordance with the terms of the Service and
Assessment Plan and the Act.
(c) The collection of the Roadway Improvement Special Assessments shall be as described in the
Service and Assessment Plan Update and the Act.
(d)Each Roadway Improvement Special Assessment may be paid in a lump sum or may be paid in
Annual Installments pursuant to the terms of the Service and Assessment Plan Update.
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(e)Each Roadway Improvement Special Assessment shall bear interest at the rate or rates specified
in the Service and Assessment Plan Update.
(f)Each Annual Installment shall be collected each year in the manner set forth in the Service and
Assessment Plan Update.
(g) The Annual Installments for Assessed Properties shall be calculated pursuant to the terms of
the Service and Assessment Plan Update.
Section 7.Method of Assessment.
The method of apportioning the Actual Costs of the Roadway Improvements and the related
Administrative Expenses is set forth in the Service and Assessment Plan Update.
Section 8.Penalties and Interest on Delinquent Roadway Improvement Special Assessments.
Delinquent Roadway Improvement Special Assessments shall be subject to the penalties, interest,
procedures, and foreclosure sales set forth in the Service and Assessment Plan Update and as allowed by
law and such enforcement. The Roadway Improvement Special Assessments shall have lien priority as
specified in the Act and the Service and Assessment Plan Update.
Section 9.Prepayments of Roadway Improvement Special Assessments.
As provided in subsection 372.018(f)of the Act and Section VI.E of the Service and Assessment
Plan Update, the owner (the "Owner") of any Assessed Property may prepay all or any portion of the
Roadway Improvement Special Assessments levied by this Ordinance.
Section 10.Lien Property.
(a)The City Council and each of the landowners in the District intend for the obligations,covenants
and burdens on such landowners of the Assessed Property, including without limitation such landowner's
obligations related to payment of the Roadway Improvement Special Assessments and the Annual
Installments, to constitute a covenant running with the land. The Roadway Improvement Special
Assessments and the Annual Installments levied hereby shall be binding upon the Landowners,the Owners
and their respective transferees, legal representatives, heirs, devisees, successors and assigns in the same
manner and for the same period as such parties would be personally liable for the payment of ad valorem
taxes under applicable law. Roadway Improvement Special Assessments and the Annual Installments shall
have lien priority as specified in the Service and Assessment Plan and the Act.
(b)The Roadway Improvement Special Assessments and Annual Installments levied and assessed
against the property within the District as provided in this Ordinance and the Service and Assessment Plan
Update,together with reasonable attorney's fees and costs of collection,if incurred, are hereby declared to
be and are made a lien upon each tract of property within the District against which the same are levied and
assessed, and a personal liability and charge against the real and true owners of such lot, including the
successors and assigns, whether such owners be named herein or not,and said liens shall be and constitute
the first enforceable lien and claim against the lot on which such assessments are levied,and shall be a first
and paramount lien thereon, superior to all other liens and claims except state, county, school district and
municipal ad valorem taxes. The City Council hereby authorizes enforcement of such lien in the manner
set forth herein and in the Act.
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Section 11.Continuation of Appointment of Administrator and Collector of Assessments.
(a)MuniCap,Inc., of Columbia,Maryland,was previously appointed and designated as the initial
administrator of the Service and Assessment Plan and of Major Improvement Special Assessments levied
by the prior assessment ordinance(the"Administrator"),and is hereby confirmed as the Administrator of
the Roadway Improvement Special Assessments. The Administrator shall perform the duties of the
Administrator described in the Service and Assessment Plan and in this Ordinance. The City has entered
into a PID Administration Services Agreement with MuniCap,Inc. The Administrator's fees,charges and
expenses for providing such service shall be part of the Annual Installment, as further described in the
Service and Assessment Plan Update.
(b) The Chief Financial Officer / Director of Financial Management Services of the City or his
designee is hereby appointed as the temporary collector of the Roadway Improvement Special Assessments.
The Chief Financial Officer/Director of Financial Management Services or his designee shall serve in such
capacity until such time as the City shall arrange for the collection duties to be performed by the Tarrant
County Tax Assessor or any other qualified collection agent selected by the City.
(c) In connection with carrying out the purposes and intent of this Section 11, and the Chief
Financial Officer/ Director of Financial Management Services is hereby designated as a special Acting
Assistant City Manager for the limited purpose of executing such certificates, agreements, notices,
instruction letters,requisitions, and other documents on behalf of the City.
Section 12.Applicability of Tax Code.
To the extent not inconsistent with this Ordinance, and not inconsistent with the Act or the other
laws governing public improvement districts,the provisions of the Texas Tax Code governing enforcement
of ad valorem tax liens (other than with respect to property subject to agriculture use valuation, including
redemption rights following a tax sale) shall be applicable to the imposition and collection of Roadway
Improvement Special Assessments by the City, and the Texas Tax Code shall otherwise be applicable to
the extent provided by the Act.
Section 13. Severability.
If any provision of this Ordinance or the application of any provision to any person or circumstance
is held invalid, the invalidity shall not affect other provisions or applications of the Ordinance which can
be given effect without the invalid provision or application,and to this end the provisions of this Ordinance
are declared to be severable.
Section 14.Effective Date.
This Ordinance shall take effect, and the levy of the Roadway Improvement Assessments, shall
become effective from and after its date of passage in accordance with law.
Section 15.Open Meetings.
It is hereby officially found and determined that the meeting at which this Ordinance is passed was
open to the public as required and that public notice of the time, place, and purpose of said meeting was
given as required by the Texas Open Meetings Act.
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Section 16.Filing in Land Records.
The City Secretary is directed to cause a copy of this Ordinance, including the Service and
Assessment Plan Update, to be recorded in the real property records of Tarrant County, Texas. The City
Secretary is further directed to similarly file each Annual Service Plan Update approved by the City
Council.
AND IT IS SO ORDAINED.
APPROVED AS TO FORM AND LEGALITY: ATTEST:
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rc�r•�
Denis McElroy Se for Assistant City Attorney nald Gonzales,Assist t ity Secretary
M&C: G-19297 F OR T
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Adopted and Effective: June 5, 2018
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TEXAS
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City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 6/5/2018 •Ordinance No. 23243-0672018
DATE: Tuesday, June 5, 2018 REFERENCE NO.: G-19297
LOG NAME: 13ROC1< CREEK RANCH PID FY2018
SUBJECT:
Conduct Public Hearing to Consider the Levying of Special Assessments in Fort Worth Public Improvement
District No. 17 (Rock Creek Ranch); Adopt Ordinance (1) Levying Special Assessments on the Property
Located in the Western Improvement Area of Rock Creek Ranch PID, (2)Approving an Updated Service
and Assessment Plan for the Rock Creek Ranch PID (Service and Assessment Plan), (3)Approving
Updates to the Assessment Roll for the Rock Creek Ranch PID (Assessment Roll) and (4) Ordaining Other
Matters Related Thereto (COUNCIL DISTRICT 6)
RECOMMENDATION:
It is recommended that the City Council:
1. Conduct a public hearing concerning the proposed special assessments to be levied on the property
located in the Western Improvement Area of the Rock Creek Ranch PID with collection to begin for the
2018 Tax Year; and
2. Adopt the attached ordinance (a) levying special assessments on the property located in the Western
Improvement Area of the Rock Creek Ranch PID in tax year 2018 with the first collection to be due on
January 31, 2019 and the last installment to be due on January 31, 2037, (b) approving the updated
Service and Assessment Plan, (c) approving the updated Assessment Roll for the Rock Creek Ranch PID,
and (d) ordaining other matters related thereto.
DISCUSSION:
In December 2016, the City Council approved the creation of the Rock Creek Ranch PID, encompassing
approximately 1,756 acres located entirely within the corporate limits of the City, as a vehicle to provide a
funding mechanism for needed infrastructure related to Tarleton State University. Full development of the
Rock Creek Ranch PID will encompass multiple phases that will occur over several years. It is anticipated
that when fully developed, the PID will include approximately 4,919 single family residential homes,
approximately 2,520 multi-family residential units, approximately 3,780,000 square feet of commercial
space and 960,000 square feet planned as a public university.
On May 15, 2018, the City Council adopted a resolution concerning certain matters related to the Rock
Creek Ranch PID including the following: (1) determining the costs of certain public improvements
(Brewer Road); (2) accepting a preliminary service and assessment plan, including proposed updates to
the assessment roll; (3) directing the filing of the proposed updates to the assessment roll with the City
Secretary; (4) calling for a public hearing to consider the ordinance levying special assessments on
property located within the Rock Creek Ranch PID; and (5) directing staff to publish and mail notice of this
public hearing to the property owners liable for payment of the special assessment.
The purpose of the public hearing is to receive comments on the proposed special assessments to be
levied on each property within the Western Improvement Area of the Rock Creek Ranch PID, which is
Logname: 13ROCK CREEK RANCH PID_FY2018 Page 1 of 2
expected to be approximately $5,465,000.00, inclusive of project costs, project cost contingencies,
capitalized interest through fiscal year 2020, debt service reserve funds, underwriting discounts, and costs
of issuance of the associated debt. The special assessments will be levied across all of the land within
Western Improvement Area of the Rock Creek Ranch PID, providing an estimated $10,732,570 in
revenue, including $5,465,000 in assessments and interest there on, to pay the anticipated debt to be
issued to fund the road improvements, as well as amounts collected to cover the cover the administrative
costs of the PID and to fund a contingency and prepayment fund. Until land within the PID is sold, the
Developer is responsible for the entire annual assessment amount. If the development plan currently
outlined in the SAP materializes, then the annual installments are anticipated to be levied at a tax rate
equivalent of$0.09 per$100.00 of assessed value. This tax rate equivalent comprises a $0.05 amount for
the Major Improvements (water& sewer) and $0.04 for the Roadway Improvements (Brewer Road).
The Developer will be responsible for managing all construction and the associated Agreements for the
development of the lots and residential units within the Rock Creek Ranch PID.
It is recommended that the City Council adopt the attached ordinance levying such special assessments
and approving the updated Service and Assessment Plan and Assessment Roll.
This M&C does not request approval of a contract with a business entity.
FISCAL INFORMATION / CERTIFICATION:
The Director of Finance certifies that upon approval of this Mayor& Council Communication (M&C), the
Rock Creek Ranch PID Service and Assessment Plan will be approved, the City will levy assessments for
a 19 year period on property within the PID, and that the road improvements will be funded through the
issuance of PID debt which will be repaid from the generated funds from the assessments.
FUND IDENTIFIERS (FIDs):
TO
Fund Department ccoun Project JProgram ctivity Budget Reference # mount
ID ID Year Chartfield 2
FROM
Fund Department ccoun Project Program ctivity Budget Reference # moun
ID ID Year Chartfield 2
CERTIFICATIONS:
Submitted for City Manager's Office by: Jay Chapa (5804)
Originating Department Head: Aaron Bovos (8517)
Additional Information Contact: John Samford (2318)
Logname: 13ROCK CREEK RANCH_PID_FY2018 Page 2 of 2
EXHIBIT A
SERVICE AND ASSESSMENT PLAN UPDATE
8
bort Worth Public
Improvement District No. 17
Rock Creek Ranch)
Service and Assessment Plan
August 15, 2 017
As Updated for Roadway Improvement Bonds on
June 5, 2018
For additional information,please contact:
Initial PID Administrator:
Munieap,Inc.
222 W Las Colinas Blvd,Mute 1650E
Irving.TX 75039
972.444-2519 main
866-649-8482 toff five
City of Fort Worth:
Department of Fwancial Management Services
City of Ft Words,Texas
200 Texas Street
FL Worth,Texas 76102
9 17.392 95W(office)
2180.021%71909.7
Table of Contents
Section I
PLAN DESCRIPTION AND DEFINED TERMS.........................................................................3
Section II
PROPERTY INCLUDED IN THE PID....................................................................................... I I
Section III
DESCRIPTION OF THE AUTHORIZED LMPROVEMENTS.................................................. 15
Section IV
ASSESSMENTPLAN..................................................................................................................20
Section V
SERVICEPLAN..........................................................................................................................32
Section VI
TERMS OF THE SPECIAL,ASSESSMENTS............................................................................36
Section VII
ASSESSMENTROLL..................................................................................................................42
Section VIII
MISCELLANEOUS PROVISIONS. ...........................................................................................46
Appendix A-I
WESTERN IMPROVEMENT AREA ASSESSMENT ROLL........................................48
Appendix A-2
EASTERN WROVE1VIENT AREA ASSESSMENT ROLL.......................................................51
Appendix A-3
EASTERN IMROVEMENT AREA ASSESSMENT ROLL.......................................................54
Appendix B
LEGAL DESCRIPTION FOR.PROPERTY WITHIN PID. .......................................................55
Appendix B-I
LEGAL DESCR.IFTTON FOR THE WESTRN IMPROVEMENT AREA.................................61
Appendix B-2
LEGAL DESC"RIP'TiON FOR THE EASTERN MUMQYEAMU AREA................................62
Appendix C
MAP OF AUTHORIZED II"ROVEMENTS ............................................................................62
Section E Plan Description and Defined Terms
List of Tables
Table H-A.
PUBLIC IMPROV'DISTRICT'BOUNDARIES............................................................ 12
Table II-B
WESTERN IMPROVEMENT AREA.BOUNDARIES............................................................... 13
Table II-C
EASTERN IMPROVEMENT AREA BOUNDARIES................................................................ 14
Table III-A
COSTS OF AUTHORIZED IMPROVEMENTS, NON-PID RELATED IMPROVEMENTS,
AND UNIVERSITY IMPROVEMENT'S ...................................................................................18
Table IV-A
UPDATED COSTS OF UNIVERSITY IMPROVEMENTS
....................................................................................................................21
Table IV-B
WESTERN IMPROVEMENT AREA UPDATED ACTUAL COST ALLOCATION...............24
Table IV-C
EASTERN IMPROVEMENT AREA UPDATED ACTUAL COST ALLOCATION...............24
Table IV-D
UPDATED WESTERN IMPROVEMENT AREA SPECIAL ASSESSMENT ALLOCATION.
.......................................................................................................................................................28
Table IV-E
UPDATED WESTERN IMPROVEMENT AREA ESTIMATED VALUE TO SPECIAL
ASSESSMENT
RATIOS.......................................................................................................29
Table IV-F
UPDATED EASTERN IMPROVEMENT AREA SPECIAL ASSESSMENT ALLOCATION 30
Table IV-G
UPDATED EASTERN IMPROVEMENT AREA ESTIMATED VALUE TO SPECIAL
ASSESSMENT
RATIOS.......................................................................................................30
Table V-A
UPDATED MAJOR IMPROVEMENTS PID BONDS SOURCES AND USES.......................33
Table V-B
ROADWAY IMPROVEN ENT'S PID BONDS SOURCES AND USES....................................34
Table VII-A
UPDATED WESTERN IMPROVEMENT AREA SPECIAL BENEFIT SUMMARY.............43
Table VII-B
1
Section I:Plan Description and Defined Terms
UPDATED WESTERN IMPROVEMENT AREA SPECIAL BENEFIT SUMMARY—
ROADWAY IMPROVEMENTS.................................................................................................44
Table VII-C
UPDATED EASTERN IMPROVEMENT AREA SPECIAL BENEFIT SUMMARY..............45
2
2180.021\71999.7
Section I-Plan Description and Defined Terms
Section I
PLAN DESCRIPTION AND DEFINED TERMS
A. Introduction
1. On December 13,2016,(the"Creation Date"),the City Council(the"City Council")of
the City of Fort Worth, Texas (the "City") approved Resolution No. 472412-2016,
which authorized the creation of the Fort Worth Public Improvement District No. 17
(Rock Creek Ranch) (the "PID") to finance all or a portion of the Actual Costs of the
Authorized Improvements for the benefit of certain property in the PID, all of which is
located within the city limits of the City.
2. Chapter 372 of the Texas Local Government Code(as amended,the"PID Act'),governs
the creation and operation of public improvement districts within the State of Texas. This
Service and Assessment Plan, as updated from time to time, (this "SAP") was prepared
pursuant to the PID Act. The PID Act requires that a service plan "cover a period of at
least five years and must also define the annual indebtedness and the projected costs for
improvements." The PID Act also requires a service plan "be reviewed and updated
annually for the purpose of determining the annual budget for improvements." The
service plan for the PID is described in more detail in Section V herein.
3. The Assessment Rolls for the PID are attached hereto as Avvendix A-1 and Ayyendix
A_2,and are addressed in Section VII of this SAP.The Special Assessments as shown on
the Assessment Rolls are based on the method for establishing and levying the Special
Assessments described in Sections IV and VI of this SAP.
4. Unless otherwise specified, references in this SAP to a "Section," a "Table," or an
"Appendix"shall mean a Section of,a Table in,or an Appendix to this SAP.
B. Definitions
As used in this SAP,capitalized terms shall have the meanings ascribed to them as follows:
1. "Actual CoWs)" means, with respect to an Authorized Improvement, the demonstrated,
reasonable, allocable, and allowable costs of constructing such Authorized Improvement,
as specified in a payment request in a form that has been reviewed and approved by the
City. Actual Cost may include (i) the costs incurred for the design, planning, financing,
administration/management, acquisition, installation, construction and/or implementation
of such Authorized Improvement, (ii) the costs incurred in preparing the construction
plans for such Authorized Improvement,(iii)the fees paid for obtaining permits,licenses
or other governmental approvals for such Authorized lmprovement, (iv) the Project
Management Fees, (v) the costs incurred for exterrial professional costs, such as
engineering, geotechnical, surveying, land planning, architectural landscapers,
advertising, marketing and research studies, appraisals, legal, accounting and similar
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3180AM719"17
Section I:Plan Description and Defined'Perms
professional services related to the Authorized Improvement, (vi) all labor, bonds and
materials, including equipment and fixtures, incurred by contractors, builders and
materialmen in connection with the acquisition, construction or implementation of the
Authorized Improvement, (vii) all related permitting, zoning and authorized approval
expenses, architectural, engineering, legal and consulting fees, financing charges, taxes,
governmental fees and charges, insurance premiums, and miscellaneous expenses, and
(viii)all payments for Administrative Expenses.
2. "Additional Interest" means the 0.50% additional interest charged on the applicable
Special Assessments pursuant to Section 372.018 of the PID Act to fund the Delinquency
and Prepayment Reserve,pursuant to Section IV.H.
3. "Administrative Expenses" means the administrative, organizational, maintenance and
operation costs and expenses associated with, or incident to, the administration,
organization, maintenance and operation of the PID, including, but not limited to, the
costs of (i) direct and contracted costs incurred by the City including legal counsel,
engineers, accountants, financial advisors, investment bankers or other consultants and
advisors, (ii) creating and organizing the PID and preparing the Assessment Rolls, (iii)
computing, levying, collecting and transmitting the Special Assessments or the Annual
Installments thereof, (iv) maintaining the record of Special Assessments, including
payments, reallocations and/or cancellations of the Special Assessments or Annual
Installments thereof, (v)investing or depositing the Special Assessments or other monies,
(vi)complying with the PID Act, arbitrage rebate requirements and/or securities
disclosure requirements, (vii) paying the paying agent/registrar's and trustee's fees and
expenses (including the fees and expenses of its legal counsel)related to the PID Bonds,
and (viii) City costs of administering the construction of the Authorized Improvements.
Administrative Expenses shall also include the administrative costs and expenses of
issuing, making debt service payments on, and redeeming PID Bonds; provided,
however, that for the avoidance of doubt, Administrative Expenses do not include
payment of the actual principal of, redemption premium, if any, and interest on PID
Bonds. Annual Administrative Expenses collected and not expended shall be carried
forward and applied to reduce Administrative Expenses in subsequent years to avoid over
collection.
4. `Administrator"means an officer or employee of the City or third party designee of the
City who is not an officer or employee thereof, who shall have the responsibilities
provided for herein, in an Indenture relating to the FID Bonds or in any other agreement
approved by the City Council relating to the PID.
4
Section I:Plan Description and Defined Terms
5. "Annual Installment" means, with respect to the Assessed Property, each annual
payment of. (i)the applicable Special Assessment(including the principal of and interest
on), as shown on the Special Assessment Rolls attached hereto as Appendix A-1 and
Appendix A-2,as the same may be updated in accordance with this SAP,or in an Annual
Service Plan Update, and calculated as provided in Section VI of this SAP, (ii)
Administrative Expenses,and(iii)Additional Interest designated for the Delinquency and
Prepayment Reserve described in Section IV.H of this SAP.
6. "Annual Service Plan Update"has the meaning set forth in Section V.2 of this SAP.
7. "Assessed Property" or "Assessed Properties" means property within the PH) that
benefit from the Authorized Improvements and on which Special Assessments have been
levied as shown on an Assessment Roll (as the same may be updated each year by the
Annual Service Plan Update)and which includes any and all Parcels within the PID other
than Non-Benefitted Property.
8. "Assessment Ordinance" means, as applicable, the Major Improvement Assessment
Ordinance and/or the Roadway Improvements Assessment Ordinance.
9. "Assessment Roll" means, as applicable, each Assessment Roll included in this SAP as
Appendix A-1 and Appendix A-2, as the same may be updated, modified or amended
from time to time in accordance with the procedures set forth herein and in the PID Act,
including updates prepared in connection with the issuance of any PID Bonds or in
connection with any Annual Service Plan Update.
10. "Authorized Improvements"means those improvement,including those listed in Table
III-A and described in Section III.B, authorized by Section 372.003 of the PID Act,
acquired, constructed or installed in accordance with this SAP, and any future updates
and/or amendments, for which Special Assessments are levied against the Assessed
Property that receives a special benefit from such improvements.
11."City"means the City of Fort Worth,Texas.
12."City Council"means the duly elected governing body of the City.
13. "City Facilities Agreement" means the City's standard community facilities agreement
or such other form as the City may require to ensure compliance with its "Community
Facilities Agreement (CFA) Policy, Related Ordinance, and Street Design Criteria" last
revised by M&C G-13181, March 20, 2001, as the same may be amended from time to
time.
14. "County"means Tarrant County,Texas.
15. "Delinquency and Prepayment Reserve"has the meaning set forth in Simon IV.II of
this SAP.
5
Section I:Plan Description and Defined Tereus
16."Delinquent Collection Costs" means interest, penalties and expenses incurred or
imposed with respect to any delinquent Special Assessment, or an Annual Installment
thereof, in accordance with the PID Act which includes the costs related to pursuing
collection of such delinquent Special Assessment, or an Annual Installment thereof, and
the costs related to foreclosing the lien against the Assessed Property, including
attorney's fees to the extent permitted under Texas Law.
17."Developer"means Walton Development&Management TX, LLC, a Delaware limited
liability company or their respective successors and assigns.
18. "Eastern Improvement Area" means the approximately 833 acres of land within the
PID located east of Chisolm Trail Parkway and shown on Table H-C.
19."Eastern Improvement Area Assessment Roll" means the Eastern Improvement Area
Assessment Roll included in this SAP as Arroendiax A-2, as the same may be updated,
modified or amended from time to time in accordance with the procedures set forth
herein and in the PID Act, including updates prepared in connection with the issuance of
PID Bonds or in connection with any Annual Service Plan Update. The Eastern
Improvement Area Assessment Roll includes the portion of the Major Improvement
Assessment allocable to the Eastern Improvement Area.
20."Indenture" means, as applicable, the Major Improvement Bonds Indenture and/or the
Roadway Improvement Bonds Indenture, or any Indenture related to the refinancing of
such Bonds.
21."Lot" means (i) for any portion of the Property for which a subdivision plat has been
recorded in the official real property records of the County, a tract of land described as a
"lot" in such subdivision plat, and (ii) for any portion of the Property for which a
subdivision plat has not been recorded in the official real property records of the County,
a tract of land anticipated to be described as a"lot"in a final recorded subdivision plat.
22."Land Use"means a classification of final building Lots with similar characteristics(e.g.
commercial, light industrial, multifamily residential, single family residential or other
uses), as determined or approved by the Administrator and confirmed by the City
Council. In the case of single family residential Lots, the Land Use shall be further
defined by classifying the residential Tats based on the front footage of the Lot, as
determined by the Administrator and approved by the City Council as part of its Annual
Service Plan Update. If any change in Land Use requires a change in zoning or other
entitlement process, such change must be approved by the City prior to any change in the
SAP.
23. "Major Improvements" means, collectively, the Water Improvements and the Sanity
Sewer Improvements described in Section HHB.
24."Major Improvement Assessment Ordinance' means Assessment Ordinance No.
22832-08-2017 adopted by the City Council on August 15,2017 which initially approved
this SAP and levied the Major Improvement Special Assessments.
6
Section I: Plan Description and Defined Terms
25. "Major Improvement Special Assessments" means the Special Assessments levied
pursuant to the Major Improvement Assessment Ordinance on the Eastern Improvement
Area and the Western Improvement Area for the Major Improvements, as shown in the
Assessment Rolls.
26. "Major Improvement Bonds" means the City of Fort Worth, Texas, Special
Assessment Revenue Bonds, Series 2017 (Fort Worth Public Improvement District No.
17 (Rock Creek Ranch) Major Improvement Project) in original principal amount of
$12,685,000,issued by the City under Ordinance No. 22833-08-2017 on August 15, 2017
and secured solely by the Major Improvement Special Assessments levied on the
Assessed Property within the Eastern Improvement Area and the Western Improvement
Area to finance the Water Improvements and the Sanitary Sewer Improvements.
27."Major Improvement Bonds Indenture" means that certain Indenture of Trust, dated
August 15, 2017, as modified, supplemented or amended from time to time, authorizing
the issuance of, and setting forth the terms and other provisions relating to the Major
Improvement Bonds, including the collection of Assessments and/or Annual Installments
for the repayment of Bonds.
28."Mandatory Prepayment""has the meaning set forth in Section VLC of this SAP.
29."Maximum Special Assessment per Unit" means, for each Land Use category, the
Special Assessment per unit amounts that will be determined by the PID Administrator
and the City at the time that the initial Owner of the Assessed Property enters into a
contract for sale of any portion of the Assessed Property to an unaffiliated third party,
excluding the University and the City.
30. "Non-Benefitted Property" means Parcels that accrue no special benefit from the
Authorized Improvements being funded through the PID,including Public Property, such
as the University Property, and easements that create an exclusive use for a public utility
property. Property identified as Nan-Benefitted Property at the time the Special
Assessments(i)are imposed or(ii)are reallocated pursuant to a subdivision of a parcel,is
not assessed. Assessed Property converted to Non-Benefitted Property, if the Special
Assessments may not be reallocated pursuant to the provisions herein,remains subject to
the Special.Assessments and requires the Special Assessments to be prepaid as provided
for in Section VLC.
31."Non-PID Related Improvements" means those improvements described in Section
HLBA which, although constructed at the same time as Authorized Improvements, do
not benefit the Assessed Property and are not paid for by the PID but will be paid by
either the City or other property owners not located within the PH).
32."Owner(s)" means Walton Texas, LP; WUSF 4 Rock Creek, LP, WUSF Rock Creek
East, LP or any other entity affiliated with Walton International Group (USA), Inc., or
their respective successors and assigns.
7
2190, 719"J
Section I:Plan Description and Defined Terms
33. "Parol" means a defined portion of the Property identified by either a tax map
identification number assigned by the Tarrant County Appraisal District for real property
tax purposes, by metes and bounds description, by lot and block number in a final
subdivision plat recorded in the official real property records of the County, or by any
other means determined by the City Council.
34."PID" means the Fort Worth Public Improvement District No. 17 (Rock Creek Ranch)
created by the City pursuant to Resolution No. 472412-2016 approved December 13,
2016.
35.`IPID Act"means Chapter 372 of the Texas Local Government Code,as amended.
36."PID Bonds"means any bonds secured by Special Assessments levied against Assessed
Property within the PID that may be issued to finance Authorized Improvements,
including the Major Improvement Bonds and the Roadway Improvements Bonds, if any.
The term PID Bonds also includes any refunding bonds, as contemplated by Section
VI.E.3.d.
37."PID Reimbursement Agreement" means the "PID Reimbursement Agreement - Fort
Worth Public Improvement District No. 17 (Rock Creek Ranch)" approved by the City
on August 15,2017, as amended by the Roadway Financing Agreement.
38.`Prepayment Costs" mean interest and expenses to the date of prepayment, plus any
additional expenses related to the prepayment allowed by applicable law, reasonably
expected to be incurred by or imposed upon the City as a result of any prepayment of a
Special Assessment.
39. "Project Engineer"means Goodwin&Marshall,Inc.
40. "Project Management Fees"means the fees as agreed to by the City and the Developer
for costs incurred by the Developer for the design, construction and installation of such
Authorized Improvement exclusive of any costs related to issuing PID bonds or otherwise
financing such Authorized Improvement. The Project Management Fees are set forth in
clauses a and b of Section HLB.3.No Project Management Fees will be paid in excess of
such estimates.
41."Property" means the approximately 1,756 acres of land depicted and described by
metes and bounds on Exhibit A to Resolution No. 4724-12-2016 as adopted by City
Council on December 13,2016 and is legally described in nvendito this SAP and is
depicted in Table ILA of this SAP.
42."Public Property"means real property, located within the boundaries of the PID owned
by or irrevocably offered and accepted for dedication to the federal government,the State
of Texas, the County, the City, a school district, a public university, a public utility
provider or any other political subdivision or public agency, whether in fee simple,
8
Section I: Plan Description and Defined Terms
through an easement, by plat or otherwise. Public Property includes the University
Property.
43. "Roadway Improvement Assessment Ordinance" means Assessment Ordinance No.
23243-06-2018 adopted by the City Council on June 5, 2018 which approved the updates
to the SAP relating to the issuance of the Roadway Improvement Bonds and levied the
Roadway Improvement Special Assessments.
44. "Roadway Improvement Bonds Indenture" means that certain Indenture of Trust,
dated as of June 1, 2018, as modified, supplemented or amended from time to time,
authorizing the issuance of, and setting forth the terms and other provisions relating to the
Roadway Improvement Bonds, including the collection of Assessments and/or Annual
Installments for the repayment of Bonds.
45. "Roadway Improvement Bonds" means the City of Fort Worth, Texas Special
Assessment Revenue Bonds, Series 2018 (Fort Worth Public Improvement District No.
17 (Rock Creek Ranch) Roadway Improvement Project) secured by Roadway
Improvement Special Assessments levied on the Assessed Property within the Western
Improvement Area to finance the Roadway Improvements for the benefit of such
Assessed Property in the Western Improvement Area.
46. "Roadway Improvement Special Assessment" means the Special Assessment levied
pursuant to the Roadway Improvement Assessment Ordinance on the Assessed Property
within the Western Improvement Area for the Roadway Improvements, as shown in the
Western Improvement Area Assessment Roll.
47. "Roadway Improvements"means those Authorized Improvements described in Section
III.B.3.b of this SAP.
48. "Roadway Financing Agreement" means that certain "Financing Agreement and
Limited Amendment to PID Reimbursement Agreement — City of Fort Worth / Rock
Creek Ranch / Chisolm Trail Ranch — Brewer Road Project" by and among the City,
Walton Development & Management TX, LLC, and WM Sub CTR, LP, a Texas limited
partnership, dated as of May 16, 2018, which sets forth the parties agreement as to the
financing of the Roadway Improvements and the Non-PID Related Improvements as
described Section III.B.4.b.
49. "Sanitary Sewer Improvements" has the meaning set forth in Section III.B.3.a.ii of
this SAP.
50. "Service and Assessment Plan" or "SAP" means this Fort Worth Public Improvement
District No. 17 (Rock Creek Ranch) Service and Assessment Plan approved by the City
Council pursuant to the Major Improvement Assessment Ordinance, updated to include
the Roadway Improvement Special Assessment pursuant to the Roadway Improvement
Assessment Ordinance, and as otherwise amended, supplemented or updated by the City
Council from time to time.
9
2180.021\71999.7
Section L•Plan Description and Defined Terms
51."Special Assessment- means, as applicable, the Major Improvement Special
Assessments and/or the Roadway Improvement Special Assessments levied against a
Parcel imposed pursuant to an Assessment Ordinance and the provisions herein,as shown
on any Assessment Roll,subject to reallocation upon the subdivision or reduction of such
Parcel according to the provisions hereof and the PID Act.
52."Trustee" means the trustee as specified in the applicable Indenture, and any successor
thereto permitted under such Indenture.
53. "University Improvements"has the meaning set forth in Section IV.A.2.
54."University Property" is approximately 80 acres of land and is Public Property and
Non-Benefitted Property,as described in Section IVA.2.
55."Water Improvements"has the meaning set forth in Section III.B.3.a.ii of this SAP.
56."Western Improvement Area" means the approximately 923 acres of land, within the
PID located west of Chisolm Trail Parkway as shown on Table II-B.
57."Western Improvement Area Assessment Roll"means the Western Improvement Area
Assessment Roll included in this SAP as Appendix A-1, may be updated, modified or
amended from time to time in accordance with the procedures set forth herein and in the
PID Act, including updates prepared in connection with the issuance of PID Bonds or in
connection with any Annual Service Plan Update. The Western Improvement Area
Assessment Roll includes the portion of the Major Improvement Special Assessment
allocable to the Western Improvement Area and the Roadway Improvement Special
Assessment.
10
Section M- Property Included in the PID
Section H
PROPERTY INCLUDED IN THE PID
A. Property Included in the PID
1. The PID is comprised of the Property shown in Table H-A,which is legally described in
Appendix B. The PID, encompassing approximately 1,756 acres, is located entirely
within the corporate limits of the City. It is anticipated that the Property will be
developed to include approximately 4,919 single family residential homes,approximately
2,520 multi-family residential units, approximately 3,778,830 square feet of commercial
space and approximately 960,000 square feet planned as a public university.
2. The Western Improvement Area, encompassing approximately 923 acres is depicted on
Table H-B and will include approximately 2,471 single family residential homes,
approximately 2,520 multi-family residential units, and approximately 1,274,130 square
feet of commercial space. The Western Improvement Area includes the University
Property, which will include approximately 960,000 square feet planned as the Tarleton
State University — Fort Worth campus. No improvements benefitting the University
Property will be financed by Special Assessments in the PID. The Western Improvement
Area, save and except for the University Property, is legally described and the Parcels
within the Western Improvement Area are shown in Appendix B-L
3. The Eastern Improvement Area, encompassing approximately 833 acres is depicted on
Table H-C and will include approximately 2,448 single family residential homes and
approximately 2,504,700 square feet of commercial space. The Eastern Improvement
Area is legally described and the Parcels within the Eastern Improvement Area are shown
in Appendix B-2.
11
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Section M Property Included in the PID
TABLE II-C
Eastern improvement Area Boundaries
'� i/lam,%l:�//.•',",f/
r
L L
Section lll:Description of Authorized Improvements
Section III
DESCRIPTION OF THE AUTHORIZED V"ROVEMENTS
A. Authorized Imarovement Overview
1. Section 372.003 of the PID Act identifies the improvements that a City may choose to
undertake with the establishment of a PID. The Authorized Improvements identified in the
PID Act include:
a) landscaping;
b) erection of fountains,distinctive lighting,and signs;
c) acquiring, constructing, improving, widening, narrowing, closing, or rerouting of
sidewalks or of streets,any other roadways,or their rights-of way;
d) construction or improvement of pedestrian malls;
e) acquisition and installment of pieces of art;
f) acquisition,construction or improvement of libraries;
g) acquisition,construction or improvement of off-street parking facilities;
h) acquisition,construction,improvement or rerouting of mass transportation facilities;
i) acquisition, construction, or improvement of water, wastewater, or drainage facilities or
improvements;
j) the establishment or improvement of parks;
k) projects similar to those listed in Subdivisions(i)-(x)
1) acquisition, by purchase or otherwise, of real property in connection with an authorized
improvement;
m) special supplemental services for improvement and promotion of the district, including
services relating to advertising, promotion, health and sanitation, water and wastewater,
public safety, security, business recruitment, development, recreation and cultural
enhancement;
n) payment of expenses incurred in the establishment, administration and operation of the
district;and
o) the development,rehabilitation,or expansion of affordable housing.
2. The City has determined to undertake the Authorized Improvements described in Semon
M.B.Any change to the Authorized Improvements will require the approval of the City.
15
Section III:Description of Authorized Improvements
B. Descriptions and Costs of the Authorized bnprovements
I. The Authorized Improvements are described below and depicted in Appendix C. Table M-
A shows the Actual Costs of the Authorized Improvements which are being funded by
Special Assessments levied against Assessed Property in the PID. Table III-A also shows
the actual costs of the University Improvements and the Non-PID Related Improvements,
which are not being funded by the PID. The costs shown in Table III-A may be revised in
Annual Service Plan Updates.
2. The Authorized Improvements confer a special benefit on the Assessed Property within the
PID. The Actual Costs of the Major Improvements are being funded from: (i) the net
proceeds of the Major Improvement Bonds, and (ii) funds deposited by the Developer with
the Trustee for the Major Improvement Bonds. Under the terms of the PID Reimbursement
Agreement, the Developer is responsible for paying any cost overruns for the Major
Improvements. The Actual Costs of the Roadway Improvements are to be funded from: (i)
the net proceeds of the Roadway Improvement Bonds when issued; (ii)funds contributed by
the Developer with the Trustee for the Roadway Improvement Bonds, and (iii) funds
contributed by the City, in accordance with the Roadway Financing Agreement and as
described herein. Under the terms of the Roadway Financing Agreement, the Developer and
the City have agreed to share certain cost overruns related to the Roadway Improvements and
the Developer has agreed to remain solely responsible for certain other cost overruns.
3. The Authorized Improvements are described as follows:
a. Major Improvements
i. Water Improvements - The water improvements ("Water Improvements')
consist of the construction and installation of waterlines, mains, pipes, valves and
appurtenances, necessary for the water distribution system that will service all of
the Assessed Property within the PID. The Water Improvements will be
constructed according to City standards, determined in the City's sole discretion,
The Actual Costs of the Water Improvements are $2,759,319. Included within
such Actual Costs are Project Management Fees of$95,420 which will be paid to
the Developer on a percentage of completion basis.
ii. Sanitary Sewer Improvements - The sanitary sewer improvements ("Sanitary
Sewer Improvements") consist of construction and installation of pipes, service
lines, manholes, encasements and appurtenances necessary to provide sanitary
sewer service to all of the Assessed Property within the PID.The Sanitary Sewer
Improvements will be constructed according to City standards, determined in the
City's sole discretion. The Actual Costs of the Sanitary Sewer Improvements are
$5,724,317. Included within such Actual Costs are Project Management Fees of
$222,039 which will be paid to the Developer on a percentage of completion
basis.
lb
210O.M019"11
Section III: Description of Authorized Improvements
b. Roadway Improvements
i. Roadway Improvements — The roadway improvements ("Roadway
Improvements') consist of the construction of paving, storm drainage, retaining
walls, signage, and traffic control devices which benefit the Assessed Property
within the Western Improvement Area and the acquisition of right of way within
the Western Improvement Area. The Roadway Improvements are not being
funded by the Major Improvement Bonds, but are being funded by the following
sources: (i) the net proceeds of the Roadway Improvement Bonds, secured by the
Roadway Improvement Special Assessments levied by the Roadway
Improvements Assessment Ordinance, (ii) funds contributed by the Developer
with the Trustee for the Roadway Improvement Bonds, and(iii)funds contributed
by the City, in accordance with the Roadway Financing Agreement and as
described herein in Section 1V.A.6, The Roadway Improvements will be
constructed according to City standards, determined in the City's sole discretion.
The Actual Costs of the Roadway Improvements that are to be financed in part
from the net proceeds of the Roadway Improvement Bonds and in part from
separate funds of the City under the terms of the Financing Agreement are
$6,931,647 and do not include the costs of associated University Improvements in
the amount of $657,992 that will paid as described in Section IV.A.2. Of the
Actual Costs of the Roadway Improvements that will be financed from the net
proceeds of the Roadway Improvement Bonds under the terms of the Financing
Agreement, $562,555 will be applied as follows: (i) $342,489 for costs of the
right-of-way (ROW) for the Roadway Inprovements, (ii) $83,074 for Project
Management Fees, and (iii) $136,996 financing soft costs of the Developer. The
Actual Costs of the Roadway Improvements do not include the costs of associated
University Improvements in the amount of$657,992 that will paid as described in
Section IV.A.2. The Actual Costs for the Project Management Fees will be paid
to the Developer on a percentage of completion basis.
According to the Developer, the original estimates for the Roadway Improvements were based
on the preliminary designs and projected material costs at the time the initial estimates were
prepared. The original estimates have since been updated by the Project Engineer to reflect
updated designs, changes in City thoroughfare standards for sidewalks, street lights and piping
and current bid prices and such updated costs have been reviewed by the City. Table 111-A
below shows the updated Actual costs of the Roadway Improvements.
17
Section III: Description of Author Improvements
Table WA
Cost of Authorized Improvements,Non-PID Related bnproverients and
P unwwsity Inprroverruenls
Actual Costs of university
Authorized Non-PID Related Improvements Total Costs of
Dewx1ptiion improvements day Improvements a a improvements In
Maims.krpvvements
Water $2,759019 $96,570 $155,045 $3,012,934
Sanftary Server $5,724,317 $1,012,477 $331,239 $7,068,033
Total Major Improvements $6,483,636 $1,111,047 $488,284 $10,080,967
Roadway krpwements
E oadway(c) $6,931,647 $1,874,596 $657,992 $9,464,235
Total Roadway knprovements $6,931,647 $1,874,596 $657,992 $9,464,235
(s)Thta Millet Comb of the lhjor biprovapents will be fimdsd by the proceeds of the W jou Impmvapert Bonds,the costs of MM Wm-PID Related
.ds be funded by lawfully available funds of thin City and private funds of the Developer and the University hnproveniwfs will be
by prhrats funds of the Developee.The Actual Costs of the Roadway tmpiovams; will be handmd in part by tha prooeeda of the Roadway
twproinwent 0o ds avidin pen by the City under the terntt of ora Roadway Fffa�AVoomwiL Tho arab of Its Hon4W ReWed lmprovewwanfs
she tAdwegMy imp omew b wfli be funded by aepwWo hinds of the CUy wd oaw p luso hmdMrp sources usrdwr se terms of the Roadway
Finsticing Agreausat-
00 100OW cos�ts.�P n Old W by the Project ESVINOW and include pro)bet n a age na nt,,soft coals urd�coyn�ttiingency�A000 dlnq to the
Developer,the Ael"Comb fo the NON and onavvy sewer bwpravwmen/s romabts the senw)as to 101001 budget and the wds improvements
portion and the se"It ry sewer improve nsnt portion of the Non-PID Rohftd baprovements increased by$96,570 and$187,71111,respeaft".The
figures shove►in Table O-A will be revised in Amiust Service Plan tfpdar w
(c)The Roadway hwpeoveraw costs of$6,931,917 will be funded by lawfully ova ft6io funds of the City of Fort Woreu In the amount of$'1„184,519
and from to not proceeds of the Roadway Bonds In the amount of$3,747,101.The Non-PID Related improvements(Chishobn TNO imOrovenreMs)
M tha.mound of$1,974,599 wgl be funded by lawfugy"Witt funds of the City in tf eie amount of$l,=,Wilsnd the balance of$eo9;80Z will be
hsded with private hinds of the developer of the ChW+Wm Trail Ranch project.The City Is expected to appropriate ft poison of the Roadway
1 ipmrvm- de concurrently with the issuance of the Roadway fmpwovonent PID Bonds.The University Roadway improvewmnto($957,91171,will be
funded with p how funds of the Developer deposited with the Truslse for the Roadway unproven ent Bonds.The Roadway impvrwements also
N+dudo$3754090 for the acquisition right of wsy,$9X899 for project msnrgarnent team and ti10X000 In Developer bond financing costs that aro
between the PID and the tfntvwsity Property based on the total soup of the Univenslty Property within the Western hmprovan nt Area
the Univeni ty Property portion of arose costs will be funded by the Developer.The total acreage of the IbOvswo*Pfoperly b appOXMM efy$9
earm and ilia Western h provoment Area is approximately 972.783 acres.As a rowit,the pn spa rtaeal alesrie of see UdveraRy Property Is"Mae
799 m 4.97%nne dmd).
4. The Non-PID Related Improvements consist of the following:
a. Sanitary Sewer Improvements:
i. The Non-PID Related Improvements associated with the Sanitary Sewer
Improvements consist of oversizing additions to the system in order to accommodate
future growth in adjacent areas. The Non-PTD Related Improvements associated with
the Sanitary Sewer Improvements do not benefit the Assessed Property within the
PID.
ii. The Non-PID Related Improvements associated with the Sanitary Sewer
Improvements in the amount of $1,012,477 will be funded 100% by the City
concurrent with the Actual Costs for the Sanitary Sewer Improvements being funded
by the Developer and the proceeds of the Major Improvement Bonds through one or
more City Facilities Agreement to be executed separate and apart from this SAP.
b. Roadway Improvements
i. The Non-PID Related Improvements associated with the Roadway Improvements
consist of an extension of brewer Road to serve property not located within the PID..
The Non-PID Related Improvements associated with the Roadway Improvements
serve property not located within the PID and do not provide a special beat to the
lig
21MAIA111"17
Section III: Description of Authorized Improvements
Assessed Property within the PID; however, such improvements are integral to the
overall development of the Property within the PID.
ii. As set forth in the Roadway Financing Agreement, the Non-PID Related
Improvements associated with the Roadway Improvements are anticipated to be
funded equally by the City and the owners of Chisohn Trail Ranch, an adjoining
development being developed by an affiliate of the Developer.
c. Water Improvements
i. Subsequent to the issuance of the Major Improvement Bonds, additional Non-PID
Related Improvements associated with the Water Improvements consisting of
oversizing additions to the water system were agreed to by the Developer and the City
in order to accommodate future growth in adjacent areas. The Non-PID Related
Improvements associated with the Water Improvements are not required to service
the Assessed Property within the PID.
ii. The Non-PID Related Improvements associated with the Water Improvements in the
amount of$98,570 will be funded 100%by the City concurrent with the Actual Costs
for the Water Improvements being funded by the Developer and the proceeds of the
Major Improvement Bonds through a City Facilities Agreement executed separate
and apart from this SAP.
19
Section IV:Assessment Plan
Section 1V
ASSESSMENT PLAN
A. Introduction
1. The PID Act requires the City Council to apportion the cost of the Authorized Improvements
based on the special benefits conferred to each Parcel from the Authorized Improvements.
The PID Act provides that the Actual Costs may be assessed: (i) equally per front foot or
square foot; (ii)according to the value of the property as determined by the governing body,
with or without regard to improvements on the property; or (iii) in any other manner that
results in imposing equal shares of the cost on property similarly benefited. The PID Act
further provides that the City Council may establish the methods of assessing the special
benefits for various classes of improvements.
2. Certain improvements related to the Authorized Improvements are being constructed on the
University Property. In addition, certain improvements related to the Authorized
Improvements are being constructed elsewhere in the PID which serve the University
Property. These improvements constructed on or otherwise serving the University Property
are referred to herein as the "University Improvements." The costs of the University
Improvements will be funded directly by the Developer.No University Improvements will be
financed by Special Assessments or the proceeds of PID Bonds nor will any Special
Assessments be levied in the future for the purpose of reimbursing the Developer for the
costs of the University Improvements. The University Improvements are being paid from
funds deposited by the Developer concurrently with the issuance of the Major
Improvement Bonds and the Roadway Improvement Bonds and will not be paid by
Special Assessments or the proceeds of PTD Bonds; and, therefore, the University
Property shall be treated as Nan-Benefitted Property. The actual costs of the University
Improvements related to the Authorized Improvements consisting of the Water
Improvements and Sanitary Sewer Improvements have been determined on the basis of the
estimated usage, as determined by the Project Engineer, of all Authorized Improvements in
the District consisting of Water Improvements and Sanitary Sewer Improvements applicable
to the University Property. The actual costs of the University Improvements related to the
Authorized Improvement benefitting the Western Improvement Area consisting of the
Roadway Improvements has been determined on the basis of the University Property's pro-
rata share of the total acreage of the Western hnprovement Area. Table 1V-A describes the
updated costs of the University Improvements.
20
Section IV: Assessment Plan
Ta1Ye FV-A
IdArm
MflMefeSidAnOCoetsd w1d isW1Ml�lwd Mf
Clef op" "t.1wshch"Trm
711 wm H m FI41 AFeme Owt- D TOM Wer►fMD UINVOMNY
Rokftd ReMOd p okftdl TORR Coob- univon* Autlla bW e%
Dee %Won 1'aW Coaft 0)hapwavemmenis Ihwpruvemmenft IMproveimemb projftt dive em m" ft" emen" W
Ma)-
Wafer $ 3,01xA34 $ 98.570 S - : 98.570 S x,914.364 S 156,046 $ 2759,319 S-V%
Semer S 7,069,G33 S 1.6'112;477 $ S 1.012,477 S 8e0%,556 $ 331239 $ 5,724,317 5,W%
TaW Major Gap rowammemis $ 10,090,9 7 $ 1,1111,647 $ - S 1,1111,047 $ 6,969,920 $ 499,2!14 $ 6,493,6X
gyp'knprarvemerAs
Palk-Y S 9.464,235 S 1„x39,594 $ 636.0012 S 1,674,„596 $ 7,50A N $ 867,992 $ 6.931,847 &67%
TOAM Reatway Imi avemmem# $ 9,AU 35 $ 11a,-%4 $ MW2 $ 1 A74,M $ 7a $ 867 $ &ILMA47
(�TeldLyalelerYY Me AaerlQrAastA/MAMI�sewif►flrMwl6�YUelmWwewa�rMl4MrUMiMe�li�MwafaMM►TMaMA
0AA+ferM U1SrrIMr«sRIP 1 *rrMrwr/1sef�tlepeereaalrMNMw9rWiMee/prlYe a NOMdMMOf NMwi�weMeatAMa+wyrariwaIaNwe
lmTlfYflA
According to the Developer, the original estimates for the Roadway Improvements were
based on the preliminary designs and projected material costs at the time the initial estimates
were prepared. The original estimates have since been updated by the Project Engineer to
reflect updated designs, changes in City thoroughfare standards for sidewalks, street lights
and piping and current bid prices and such updated costs have been reviewed by the City.
Table IV-A above shows the updated Actual costs of the Major Improvements and the
Roadway Improvements (as described in Section III and shown in Table III-A), as well as
the updated costs of the University Improvements related to the Roadway Improvements
based on the University Property's pro-rata share of the total acreage of the Western
Improvement Area as described in Section IV.A.2 above.
Additionally, the Owners and the City anticipate dedicating approximately 12 acres of
property to the City for use as a police, fire or other public facility. Upon such conveyance,
the provisions of Section VLC shall apply and a Mandatory Prepayment shall be calculated
in accordance with the terms of this Service and Assessment Plan.
3. The Major Improvements benefit the all of the Assessed Property within the PID(in both the
Eastern Improvement Area and the Western Improvement Area), while the Roadway
Improvements benefit only the Assessed Property within the Western Improvement Area,
The Actual Costs of the Major Improvements were allocated to the Assessed Property in the
District (in both the Eastern Improvement Area and the Western Improvement Area) based
on estimated build out value as described in Section 1V.E,below,which resulted in imposing
equal shares of cost on properties similar benefitted. The Actual Costs of the Roadway
Improvements are being allocated solely to the Assessed Property in the Western
Improvement Area because the Roadway Improvements benefit only the Assessed Property
within the Western Improvement Area. The Actual Costs of the Roadway Improvements are
allocated to the Assessed Property within the Western Improvement Area based on updated
estimated build out value calculated in Appendix A-3 based on the updated development
plan provided by the Developer and described in Section IV.E, below, which will result in
imposing equal shares of cost on properties similar benefitted.
4. Table 1V-B details the updated allocation of costs of the Authorized Improvements to the
Western Improvement Area Assessed Property based on the updated development plan and
related updated projected build out values shown in Appendix A-3.
21
Section IV:Assessment Plan
5. Table IV-C details the updated allocation of costs of the Authorized Improvements to the
Eastern Improvement Area Assessed Property based on the updated development plan and
related updated projected build out values shown in Appendix A-3.
6. The Roadway Improvement Assessment Ordinance levying the Roadway Improvement
Special Assessments approves the updates to this Service and Assessment Plan contained
herein,including the updated Assessment Rolls.
7. This Section IV is intended to describe the special benefit conferred upon each Parcel or Lot
as a result of the Authorized Improvements, to provide the basis and justification for the
determination that this special benefit exceeds the amount of the Special Assessments, and to
explain the methodologies by which the City Council allocates and reallocates the special
benefit of the Authorized Improvements to Parcels or Lots so that there is an equal share of
the Actual Cost being apportioned to Parcels or Lots similarly benefited. The determination
by the City Council of the assessment methodology set forth below is the result of the
discretionary exercise by the City Council of its legislative authority and governmental
powers, consistent with the PID Act, and is conclusive and binding on the Owners and all
future owners and developers of any Assessed Property.
B. Sial Benefit
1. The Assessed Property must receive a direct and special benefit from the Authorized
Improvements, which must be equal to or greater than the amount of the Special
Assessments.
2. The Major Improvements are provided for the benefit of all of the Assessed Property in the
PID (in both the Eastern Improvement Area and the Western Improvement Area). The
Roadway Improvements are being provided only for the benefit of the Assessed Property in
the Western Improvement Area.
3. When the City Council initially approved this SAP,the Owners owned 100%of the Assessed
Property within the PID. In connection with the issuance of the Major Improvement Bonds,
the Owners executed a consent certificate that acknowledged the Major Improvements confer
a special benefit on the Assessed Property and consented to the levy of the Major
Improvement Special Assessments to pay for the Actual Costs associated therewith.
4. When the City Council approves this SAP update, the Owners will still own 100% of the
Assessed Property within the PBD. In connection with the issuance of the Roadway
Improvement Bonds,the Owners will execute a consent certificate that(i)acknowledges that
the Roadway Improvements confer a special benefit on the Assessed Property within the
Western Improvement Area and that the Major Improvements confer a special benefit on the
Assessed Property within the entire PID (in both the Eastern Improvement Area and the
Western Improvement Area), (ii) consents to the levy of the Roadway linprovement Special
Assessments to pay for the Actual Costs of the Roadway Improvements as shown on the
updated Western Improvement Assessment Rolls; and(iii)consents to the reallocation of the
Major Improvement Special Assessments to pay for the Actual Costs of the Major
22
Section IV: Assessment Plan
Improvements based on the updated development plan and updated estimated build-out value
as shown on the updated Assessment Rolls.
5. If the Special Assessment for the Assessed Property prior to subdivision exceeds the sum of
the Special Assessments for all newly divided Assessed Properties after such reallocation,the
excess amount shall be prepaid as a Mandatory Prepayment as provided under Sermon VLC
herein.As of the date of this SAP update,there has been no subdivision of Assessed Property
and no Mandatory Prepayment triggered under Section VLC.
6. The City Council determined that funding a portion of the Actual Costs for the Major
Improvements through the issuance of the Major Improvement Bonds secured by the Major
Improvement Special Assessments is beneficial to the City and confers a special benefit to
the Assessed Property within the PID. Such special benefit exceeds or equals the amount of
the Major Improvement Special Assessments levied on the Assessed Property within the
PID. This conclusion is supported by the evidence, information, and testimony provided to
the City Council.
7. The Eastern Improvement Area and the Western Improvement Area are separated by the
Chisholm Trail Parkway (the "Parkway"). Within the PID, no roadway access currently
exists through the Parkway to connect the two improvement areas. As a result,the Roadway
Improvements do not provide access and,therefore,consistent with Section IV.B.2 above,do
not confer any special benefit to the Eastern Improvement Area. The City Council has
therefore determined that no special benefit is conferred on the Eastern Improvement
Area by virtue of the Roadway Improvements, and that the Eastern Improvement Area
cannot be assessed any portion of the costs thereof. The City Council has also determined
that funding a portion of the Actual Costs for the Roadway Improvements through the
issuance of the Roadway Improvement Bonds secured by the Roadway Improvement Special
Assessments is beneficial to the City and confers a special benefit to the Assessed Property
within the Western Improvement Area. Such special benefit exceeds or equals the amount of
the Roadway Improvement Special Assessments levied on the Assessed Property within the
Western Improvement Area. This conclusion is supported by the evidence, information, and
testimony provided to the City Council.
C. Allocation of Actual Costs to the Western Imttrovement Area
Major Improvements
1. In the Major Improvement Assessment Ordinance, the City Council determined that the
Major Improvements benefit all of the Assessed Property within the PID and allocated the
Actual Costs of the Major Improvements to the Western Improvement Area Assessed
Property. As described below, the Actual Costs of the Major Improvements have since been
updated based on the updated development plan and updated estimated build-out value as
shown in Table IV-B. The Actual Costs of the Major Improvements are subject to revision
through the Annual Service Plan Updates, but may not result in increased Special
Assessments except as authorized under this SAP or the PID Act.
23
Section IV:Assessment Plan
As shown in Appendix A-3 and Table IV-D, the revised total estimated buildout value of Lots
and Parcels within the Western Improvement Area and Eastern Improvement Area are
$1,316,418,000 and $1,235,340,000 respectively, resulting in an estimated $2,551,758,000 in
total buildout value within the PID. Accordingly, the proportionate share of the Major
Improvements consisting of the Water Improvements and Sanitary Sewer Improvements
allocated to the Western Improvement Area is 51.59% ($1,316,418,000 - $2,551,758,000 =
51.59%).Table 1V-B shows the updated allocation of Actual Costs to the Western Improvement
Area.
Western knprovament Ares
Updated AckW Cost Aaocatlat
City of Fort ChPainoitn Trall Western
Worth Non431D Manch Non, knprovement
Related PID Related Uni'versIty Total Coats- Area Share of
Authorized Improvements Total Costa(a)Improvements knpwovements Innip"ements "d Costs a
Water $ 3,012,934 $ 98,570 $ - S 155,045 2,759,3119 $ 1,423,496
Sanitary Sewer $ 7,068,033 $ 1,012,477 $ - $ 331,239 5,724,317 $ 2,953,099
Roadway(b) $ 9,464,235 $ 1,239,594 $ 6 ,002 $ 657,992 $ 6,931,647 $ 6,9311,647
Total Authorized Im rovemem $ 19,545,202 $ 2,LW,641 S M,= $ 1,1114PS $ 15,415,-= $ 1I1 ,241
i)Sw Tdit 9FAarMt&#,I far debMs.
Thw ltoadiny brgrwemsntw owb d!8,941817 MAIf be hMrded by im*ftewW- ko t ofMe Ckyof Fort 1rorM in Mw aaamed of l3,1sf,9tK and NaMMa
net prawods of O w Rwdwey Bards M ft mount of ri1,T47,ie1.The Mo w-M Rsittt"bgeoverrwnb h Yre atooM of 31 l.99N rMB be futded byew cayand
the Wwws of$038,082 WO be hndtd WW privab funds of the Ce"WW.The tMYrorfnpb"v" wft M/be bAyhwdsd xfM pAvate funds of b
Developer=
of PeroerHaSsatar wYetr rnd Senkary Bever fmpnovemppts werre deMeeiMed t►aawd on Me 9ttet4rrn wiprwvelMrat Atwt'w iMMod ver rwMwdwaNMtaMetelld
of*M*Lot or prod($1,3f8A9AM a lady%)to Rr toW bund omit wise for 1 tab and Praefe Nkhb er P1D(42JM0M. "sd for Mt RoedMq
kpw9ottnb oa tho univenoy t4oprtys prorate ahem of the Mo Ytbatem NWroveamnt Ana acnaps,Umo s Afateesn Spodd Assoox=M Fr fink isswt
w p o i kk N11 tILE d Mw SAP,thr ritia)breed on the revtwd ex0mbd buttd*W' of*so L41 or Pace aro mod to cargo beard an updaMs
to Mit adteWltdrwegwsto"OmOodaWktaatVAN.
Roadway Improvements
1. The Roadway Improvements will provide a special benefit to only the Western Improvement
Area Assessed Property. The Actual Costs detailed in Table 1V-B are updated to reflect the
updated Roadway Improvements budget.
D. Allocation of Actual Costs to the Eastern Improvement Are.
1. In the Major Improvement Assessment Ordinance, the City Council determined that the
benefit all of the Assessed Property within the PID and allocated the Actual Costs of the
Major Improvements to the Eastern Improvement Area Assessed Property. As described
below, the Actual Costs of the Major Improvements has been updated based on the updated
development plan and updated estimated build-out value as shown in Table IV-C.The Actual
Costs of the Major Improvements are subject to revision through the Annual Service Plan
Updates,but may not result in increased Special Assessments except as authorized under this
SAP or the PID Act
24
210MV 19".1
Section IV:Assessment Plan
Table FV-C
Eastern bttprovemerd Area
Updated Aob —CMAN-Milm
Chishok"Trait Entsm
City of Fort Worth Ranch Non Fslf) impWoment
Nott-PID Related Related University Total COM. Area Owe of
Anted Improvements Tara)Costs a knpnrvements kaprovements 1hiprovements PTLM Ca m'
Water $ 3,012,934 S 98570 S - S 155,045 $ 2,759,319 $ 4,3475.8
Sanitary Sewer $ 7,089,033 $ 1.012,477 $ - $ 331239 $ 5,724,317 $ 2,771,08
Roadwaya* $ 9,466,235 S 1239594 5 635,002 $ 957,992 $ 6,931,6147 $
Totts Aathortzed Improvements $ 19,545,202 $ 2„3&0„841 $ 635,01'2' $ 1,1",M $ 15,41,5283 S 4,1671411
M Ser TSW&Aaad 0*61 for 600L
Oy The ltaedrry I Opnaranee0t tare OF 0,1MAIT WO be hndad byYr*AyrvatrbY arde N#0CRy61 FW1 tMtrar Y str aaaeM diS7„II1414e Wed hVWVW ww/reeoitflow
AI I 1Saltlogo aanrMdiS&M.M.The rron4Wilatrlld1 pnawrewMeIngo aatr�nRdiSt,t7/�W4MWMOadbyaieCsyadMMbineNt11FtyMRdieMtlai/
Vito0v MeeddwDvmkprr.TbeUnh raayhnprogaotnMcall*,**1 --t-umprlrrYM1 d1sweevrtopm
(q Pa- bate far16YttradsrMayseaerY+prave"W rDeredtlarn- bard0091eEaelwnYproe4alMtA 80ftelWenwiwdrtlratttd60060rotediet*LAN
arPaaN^230Oeeear4a4MIcarrtobMbaMdmaVOW rtraMtiadPareMtrlMfYarPSI(SK4lf,7W/pNtbibrMrMtsnn1pnidArMranoelPrrtlnaYete
Vvikledft EdineSAP,atendorbardmarn hodaiseradNNOoatViaedio"LNorPantswwgatMa - baadmapdOwbtlwitwho
p4mad reltleM Aw*W b uanbtd bdlM ad vMm.
As shown in Appendix A-3 and Table IV-H, the revised total estimated buildout value of Lots
and Parcels within the Western Improvement Area and Eastern Improvement Area are
$1,316,418,000 and $1,235,340,000 respectively, resulting in an estimated $2,551,758,000 in
total buildout value within the PID. Accordingly, the proportionate share of the Major
Improvements consisting of the Water Improvements and Sanitary Sewer Improvements
allocated to the Eastern Improvement Area is 48.41% ($1,235,340,000 _ $2,551,758,000 =
48.41%). Table IV-C shows the updated allocation of Actual Cost to the Eastern Improvement
Area.
E. Assessment Methodoloff
1. The City Council may assess all or a portion of the Actual Costs against Assessed Property
so long as the special benefit conferred upon the Assessed Property by the Authorized
Improvements equals or exceeds the amount of the Special Assessments. All or a portion of
the Actual Costs may be assessed using any methodology that results in the imposition of
equal shares of the Actual Costs on Assessed Property similarly benefited.
For purposes of this SAP, the City Council has determined that the Actual Costs of a portion
of the Major Improvements shall be allocated to the Assessed Property within the PID by
spreading the entire Major Improvement Special Assessment across all of the Assessed
Property within the PID (both the Eastern Improvement Area and Western Improvement
Area)based on the ratio of the estimated build out value of each Land Use therein to the total
build out value for all Land Uses. For purposes of this SAP, the City Council has also
determined that the Actual Costs of a portion of the Roadway Improvements shall be
allocated to the Assessed Property within the Western Improvement Area of the PID by
spreading the entire Roadway Improvement Special Assessment across all of the Assessed
Property within the Western Improvement Area of the PID. Table IV-D summarizes the
assessment methodology described in this Section. IV.E.2 for the Major Improvement
Special Assessment and the Roadway Improvement Special Assessment. Table IV-D also
summarizes for each Land Use of Assessed Property within the Western.Improvement Area:
(1)the Major Improvement Special Assessment for each Land Use, (2)the projected average
Annual Installment of the Major Improvement Special Assessment for each Land Use; and
25
Section IV:Assessment Plan
(3)the projected average Annual Installment of the Major Improvement Special Assessment
as an equivalent tax rate for each Land Use based on estimated build out value. Table IV-D
also summarizes for each Land Use of Assessed Property within the Western Improvement
Area: (1) the Roadway Improvement Special Assessment for each Land Use; (2) the
projected average Annual Installment of the Roadway Improvement Special Assessment for
each Land Use; and (3) the projected average Annual Installment of the Roadway
Improvement Special Assessment as an equivalent tax rate for each Land Use based on
estimated build out value. Table IV-D also summarizes for each Land Use of Assessed
Property within the Western Improvement Area: (1) the combined Major Improvement
Special Assessment and Roadway Improvement Special Assessment for each Land Use; (2)
the combined projected average Annual Installment of the Major Improvement Special
Assessment and Roadway Improvement Special Assessment for each Land Use; and (3) the
combined projected average Annual Installment of the Major Improvement Special
Assessment and Roadway Improvement Special Assessment as an equivalent tax rate for
each Land Use based on estimated build out value.
a. The City Council has determined that the benefit to the Assessed Property in the Eastern
Improvement Area and the Western Improvement Area from the Major Improvements is
at least equal to the Major Improvement Special Assessments levied thereon.
b. The Major Improvement Special Assessments and the Annual Installments thereof for
Assessed Property located in the Western Improvement Area are shown on the Western
Improvement Area Assessment Roll attached as Appendix A-1. The Major Improvement
Special Assessments and Annual Installments thereof for Assessed Property located in
the Eastern Improvement Area are shown on the Eastern Improvement Area Assessment
Roll attached as Appendix A-2. No Special Assessment shall be changed except as
authorized by this SAP and the PID Act. Table IV-F summarizes the updated allocation
of the Major Improvement Special Assessment to the Eastern Improvement Area
Assessed Property based on the updated development plan and updated estimated
buildout value provided by the Developer and shown in Appendix A-3. Table IV-G
summarizes the updated estimated build out value to the Major Improvement Special
Assessments ratio for the Eastern Improvement Area Assessed Property based on the
updated development plan and updated estimated buildout value provided by the
Developer and shown in Appendix A-3.
c. The Roadway Improvement Special Assessments are being levied only on the Assessed
Property within the Western Improvement Area of the PID pursuant to the Roadway
Improvement Assessment Ordinance approving this updated Service and Assessment
Plan.
2. In the Major Improvement Bonds Indenture, the City reserved the right to issue Roadway
Improvement Bonds secured by Roadway Improvement Special Assessments levied at a
future date to finance the Roadway Improvements.Pursuant to Section 13.2(c) of the
Indenture for the Major Improvement Bonds, the issuance of Roadway Improvement Bonds
was subject to the following:
26
2180.21%719":7
Section IV: Assessment Plan
a. There are no delinquent Major Improvement Special Assessments at the time the
Roadway Improvement Bonds are to be issued;
b. The City and Developer are each in full compliance with their respective continuing
disclosure agreements entered into in connection with the Major Improvement Bonds
pursuant to Rule 15c2-12 adopted by the SEC under the Securities Exchange Act of
1934;
c. Either(a)the Major Improvements have been completed,or(b)the Project Engineer shall
have certified in writing to the City prior to the levy of Roadway Improvement Special
Assessments for the Roadway Improvement Bonds, that there are sufficient funds in the
form of cash available to complete the Major Improvements;and
d. The City will have determined that there are sufficient funds in the form of cash on hand
to fund the construction of all of the planned roadway improvements (other than the
Roadway Improvements described herein to be financed by the Roadway Improvement
Bonds)as set forth in the Roadway Improvements Financing Agreement.
In connection with the levy of Roadway Special Assessments and issuance of the Roadway
Bonds,the City has confirmed the above described conditions have all been satisfied.
3. Allocations between Land Use may be updated in an Annual Service Plan Update until the
initial Owner of the Assessed Property sells any portion of the Assessed Property to an
unaffiliated third party, excluding the University and the City, which will then trigger the
determination of and approval of the Maximum Special Assessment per Unit within each
Land Use category. The Developer has agreed with the City, in the PID Reimbursement
Agreement, to provide notice of intent by any Owner to enter into a contract for We an
unaffiliated third party,excluding the University.
As described in Section IV.E.2.b above, Table IV-D, have been updated based on the updated
development plan.
Table IV-E summarizes the estimated build out value to the Major Improvement Special
Assessments and Roadway Improvement Special Assessment ratios for the Western
Improvement Area.
Table IV-G summarizes the estimated build out value to the Major Improvement Special
Assessments ratios for the Eastern Improvement Area.
27
Section IV:Assessment Plan
_
To IV-D.
Western Improvement Area
Upda
tad Major Improvements A Roadway Im rovemants A490011106 u"
-- Average
% Equivalent Equivalent Tex
Estimated Estimated Allocation ]Major Special Average Tax Rate(per Rate(per
Impraysd Build Out Estimated at Total Improvement Average Assessment Annual $100(AV)- $100tAV)-
Land Value Value Per Improved Estimated Build Special Special Annual Per UniUSF Installment Improved Build Out
Land Use UnitafSF par Unit_ Unit Land Value Out Value Assessment Assessment Installment fa) fast UniUSF Land Value Value
SF Raside mal 2,471 111 65,000 $ 300,000 $160,615,000 $ 741,300,000 56.3% $ 3,684,285 $ 363,820 $ 1,491.01 $ 147.24 $ 023 $ 0105
M.Uttlfamily 2,520 $ 8,000 $ 127,100 $ 20,160,000 $ 320,292,000 24,3% $ 1,590,198 $ 157,195 $ 631,03 $ 62.38 $ 0,78 $ 0.05
UQmroercal 1,274,130 $ _ 8 $ 200 $ 10,193,040 $ 254,826,000 19.4% $ 1,26%540 $ 125,065 $ 1,00 $ 0,10 $ 1.23 $ 0.05
Total $190,0458,040 $1 316 418 000 100.0% $ 6,544,023 $ 646,080 $ 0.34 $ 0.05
Average
% Equivalent Equivalent Tax
Estimated Estimated Allocation Roadway Special Average Tax Rate(per Rate(per
Improved Build Out Estimated of Total Improvement Average Assessment Annual $100/AV)- $1001AV)-
Land Value Value Per Improved Estimated Build Spacial Special Annual Per Unit1SP Installment Improved Build Out
Land Usi UnitaiSF pm,_Unit Unit Land Value Out Value Assessment Assessment Installment (a) Per Unit/SF Land Value Value
SF RwIdanNat 2,471 $ 65,000 $ 300,000 $160,615,000 $ 741,300,000 56,3% $ 2,902,265 $ 297,604 $ 1,174.53 $ 120.44 $ 0.19 $ 0.04
Multitamfly 2,52.0 $ 8,000 $ 127,100 $ 20,160,000 $ 320,292,000 242% $ 1,252,665 $ 128,585 $ 497,09 $ 51,03 $ 0.64 $ 0.04
Cornmercisli 1,774,13,0 $ 8 $ 200 $ 10,193,040 $ 254,826,000 1SA% $ 1,000,070 $ 102,303 $ 0.78 $ 0.08 $ 1.00 $ 0.04
Tvtat ^-- $191DM,040 $1 116 418,000 100.0% $ %155,000 $ 5N,493 $ 0.28 $ 0.04
Average
% Equivalent Equivalent Tax
Estimated Estimated Allocation Spada] Average Tax Rate(per Rate(par
traproved! Sutld Out Estimated of Total Average Assessment Annual $1OQ/AV)- $100/AV)-
Lanal Value Value Per Improved Estimated Build Special Total Spada] Annual Per UnWSF Installment Improved Build Out
Land Use Un,fhsfSF par_Unfit Un0 Land Value Out Value Assessment Assessment Installment a Per UnIUSF Land Value Value
SF Rewdenball 2„471 $ 65„000 $ 300,000 $160,615,000 $ 741,300,000 56.3% $ 6586,550 $ 661,424 $ 2,665.54 $ 267.67 $ 0,41 $ 0.09
ldulliUanvi$ 2,520 $ 8,000 $ 127,100 $ 20,160,000 $ 320,292,000 24.3% $ 2,842,863 $ 285,780 $ 1,128,12 $ 113.40 $ 1.42 $ 0.09
CommawjW 1,274„130 $ 8 $ WO $ 10,193,040 $ 254,826,000 19A% $ 2,269,610 $ 227,368 $ 1.78 $ 0,18 $ 2.23 $ 0.09
Totali $1 968„040 $11316,41!,000 100,0% $ 11,699,023 $ 1 17 573 $ 0,62 $ 0.09
e'Tre Spatial esrr
Assaront per Unit wlI be updated to rallied the t4assnam Specie!Assesanrrn per Unit when when determined accordance with Seetbn VI.E of the SAP.Until such ens the number d units and the assessment per
gunk In lhk Table is subjaat to Ow"with each Annual Servsan Plan Update based on updates to the devslopment plan and related chargee to estimated build out valus.
WW Estimates basad an hlormattan avalab`e as of 3!151201&Although the actual unk counts and eskirnated unimproved land value may wry from the estimates shown above,the total amount of the Major Woromment 5psoial
Anstanaril wN net charge unless modified In an Annual Service Plan Update approved by the City Council.subjecr to the tam of this W.the Pk)Act,and in accordance with the kerma and provislons at the indenture,PID
111ianl> sarWit Agreement,and oawr dmiments related to the Mejor Impncwment Bonds.The above astlmas assumes an average 5,07%interest rate and a 20 year term ter the K%or li m provsmant Bonds,an average 5.00%
tin aaaattale aed a t9 yam tam on tae P461*"milimn went Bonds and annual adminearsttve ammse d 579,209 uwxsaatng et 3.Q%par year.Allocations between Land Use a"be updated and reallocated smargat the
4ass feel Property In an AnnuW Service Pian Update una the MAW Owner of the Assessed Property*09 any portion of the Assessed Propery,to an unaftlased third pry,eaduding Urs UnNeralty and the sky,which wilt then
IPtggereplinual of tae ellaAaWA Spedal Aaaswwtpw Unit*thin each Lard Lies afiegory ag&*afth Paroal of Assessed Prapeny.
28
2180.021\71949.7
i
Section IV:Assessment Plan
Table IV-1~below summarized the estimated build out value to the Major Improvement Special Assessments and Roadway Improvement Special
Assessment ratios for the Western Improvement Area,
Table IV•E
Western Improvement Area
Illipinovemords a Roadway Improvement*Eatimated Value to 1 Aaaeeamant Ratios
Estimated Estimated %Allocation Total Valor Special Average Improved
Improved Build Out Estimated of Total Improvement Average Assessment Annual Land to Build Out Value
Land Valrie Value Per Improved Land Estimated Build Special special Annual per Unit/SF Installment Assessment to Assessment
Land Use UnlisISF per Unit _ Unit Value Out Value Assessment Assessment Installment (a) Per UnIV$F Leverage Leverage
SF Raadantial 2,471 S 65,000 $ 300,000 $ 160,615,000 $ 741,300,000 56.3% $3,684,285 $383,820 $1,491.01 $147,24 43.59 201.21
Muftitamily 2,520, $ 8,000 $ 127,100 $ 20,160,000 $ 320,292,000 24,3% $1,590,198 $157,195 $631.03 $62.38 12.68 201.42
Commercial 1,274.130 $ _8 $ 200 $ 10,193,040 $ 254,826,000 19.4% $1,269,540 $125,065 $1.00 $0.10 6.03 200.72
Total. $ 190 986,040 $1,316,418,000 100.0% $6,544,023 $646,080 28,18 201.16
Total
Estimated Estimated %Allocation Roadway Special Average Improved
Improved Build Out Estimated of Total Improvement Average Assessment Annual Land to Build Out Value
Land Value Value Per Improved Land Estimated Build Special special Annual Per UnIVSF Installment Assessment to Assessment
Land Use UnItsISF per UnitUnit Value Out Value Assessment Assessment tnstaliment Ca Par UnIUSF Leverage Leverage
SF Residential 2,471 $ 65,000 $ 300,000 $ 160,615,000 $ 741,300,000 56.3% $2,902,265 $297,604 $1,174.53 $120.44 55.34 255,42
Multifamily 2,520 $ B,QQQ $ 127,100 $ 20.160,000 S 320,292,000 24.3% $1,252,665 $128,555 $497,09 $51,03 16,09 255.69
Commercial 1,274,134 $ 8 $ 200 $ 10,193,040 $ 254,826,000 19.4% $1,000,070 $102,303 50.78 $0.08 10.19 254.81
Total _-- $ 190,968,040 $1,316,418,000 100,0% 5511551000 $52a,493 37.06 255.37
Estimated Estimated %Allocation Special Average Improved
Improved Build Out Estimated of Total Average Assessment Annual Land ic Build Out Value
Land Value Value Per Improved Land Estimated Build Special Total Special Annual Per UnMF Installment Assessment to Assessment
Land Use Untts'$F per Unit _ Unit Value Out Value Assessment Assessment Installment a Per UAIVSF Leverage Leverage
Sr Rev4aintiel 2,471 $ 65,040 $ 300,000 $ 160,615,000 $ 741,300,000 56.3% $6,586,550 $661,424 $2,665.54 5267,67 24,39 112.55
Mullifapnily 2,520 $ 8,004 $ 127,100 $ 20,160,000 $ 320,292,000 24.3% $2,842,863 $285,780 $1,128.12 $119.40 7.09 112,67
Gammer,cjal 1,274,134, $ 8 $ 200 $ 10,193,040 $ 254,826,000 19.4% $2,269,610 $227,368 $1,78 $0,18 4,49 112,28
Total. --- 5 190,968,040 $11316,411k= 100.0% $11,699,023 $1,174,573 16,32 112,52
71me v'AepMl Ammaapnsnt per Una w61 be updated to redact the Maximum Space!Assessment par Unit when determined In accordance with Section WE at the SAP.Until such time,the number of units and the assessment par
;urs M Mia Table is subject to change with oath Annual Samoa Wan update based on updates to the davelopmerd plan and related charges to estimated ou lld out value.
Ncsw Estinvisse basest on information available as of 311512018.Although the actual unit taunts and estimated unimproved land value may vary from the estimates shown above,the total amount of the Major Improvement Special
Assessment wp not change unless moditied to an Annual Service Wan Update approved by the City Lound,subject to the terms of this SAP,the PID Ac,and in accordance with the tarns and provisions of the Indenture,PID
Age and other documents rotated to fie Major improvement Bonds.The above estimate assumes an average 5.07%interest rife and a 20 year tern M the Major(m ilrovemant Bonds,an average 5.00%
kolarealfaestirl a 19 year term on on Roadway Wwwarent Bonds and annual administrative expanse of$79.203 increasing at 20%per year.Allocations between Land the maybe updated and realft"arnangat the
Assessed P aperly in an Annual SarAos Wan Update until the Initial Owner of the Assessed Property sells any portion of aro Assessed Property to an unansiated third party,exoiudng the University and the Cay,which will then
4pf++'ovei at the Maximum npSilsl Assessment par Urta within each t afmd Use attegory ailainst each Panel of/uaasaad Property.
29
�►Safnn7►ggv.�
Section N:Assessment Plan
Table IV-F
Eastern Improvement Area
Updated ANor ImproyonisinI3 Special Assessment Allocation
Average
Estimated Equivalent Equivalent
Improved Estimated %Allocation Special Average Tax Rate(per Tax Rate(per
Land Build Out Estimated of Total Total Average Assessment Annual $100lAV)- $100/AV)-
Value per Value Per Improved Estimated Special Special Annual Per Unit/SF Installment Improved Build Out
Land Use UnitsiSF Unit _ Unit Land Value Build Out Value Assessment Assessment installment (a) Per UnitfSF Land Value Value
SF Residential 2,448 $65,000 $300,000 $159,120,000 $734,400,000 59.4% $3,650,763 $360,434 $1,491.32 $147,24 $0,23 $0,05
Commercial 1504,700 $0.00 _ $200,00 $20,037,500 $500,940,000 40,6% $2,490,214 $245,6555 $019 $0.10 st23 $0.05
Total �^ $179:157,600 $1,235,340,000 100.0% $6,140,977 $606,206 $0.34 $0.05
Spacial Assessment per Unit will be updated to reflect the Maximum Speclat Ass"ernent per Unit when determined in accordance with Section VLE of the SAP,Until such time,the number of units and
asaaasameM par unit in thio Table Is subject to change with esch Annual Service Plan Update basad on updates to the development plan and misted changes to estimated build out value
Nab:Estimates based on Information available as of W1 1102015.Although the actual unit counts and utlmated unimproved land value may very from the eMimstea shown above,the total amount of the Major
t fevsMarlROpaelat
Assessment will not change unless modified In an Annual Service Plan Update approved by the City Counail,subject to the terra of this SAP,the PID Act,and In accordance with the
Old P190—na of the Indenture,PID Reimbursement Agreement,and other documents related to the Major Improvement Bonds.The above estimate assumas an average 6.079E Interest rate and a 20 year
Una for iha Major Innprovement Bonds and annual administrative expense of$32,097 Increasing at 2.0%per year.Al locations between Land Use may be updated and reallocated amongst the Assessed
Property in an Annual Service Plan Update twill the Initial Owner of the Assessed Popery sells any portion of tire Assessed Property to an unattllleted third pony,excluding the University and the qty,which
than trtggsr approval of the Maximum Special Assessment per Unit within each Land Use category against each Parcel of Assessed Property.
I
Table IV-G
Eastern improvement Area
Updated or Improvements Estimated Valor to Special Assessment Ratios
Estimated Estimated %Allocation Special Average Improved
Improved Build Out Estimated of Total Average Assessment Annual Land to Build Out Value
Land Value Value Per Improved Land Estimated Build Special Total Special Annual Per UnIW Installment Assessment to Assessment
Land Use Urtts/SF per Unit Unit Value Out Value Assessment Assessment Installment (a) Per UmIVSF Leverage Leverage
RWdwtiW 2,445 $65,000 $300,000 $159,120,000 $734,400,000 59.4% $3,650,763 $360,434 $1,491.32 $147.24 43.59 201.16
Commeerdat 2,5R4,700 $8.00 $206 $2,0,037,600 $500,940,000 40.6% $2,4.90,2.14 $245,8555 $13.99 $0.10 8.05 201.16
TcatWJ �T $179,157,600, $1,235:340,000 100.0% $6,140x977 $606,208 29,17 201,16
MTh*SpWM Assessment per Unn w"I be updated to reflect the Maximum Special Assessment per Unit when determined in accordance with Section VIE of the SAP.Until such time,the number of units and the
wasisoment per unh In this Tabte is subject te change with with Annual Service Plan Update based on updates to the development plan and related changes to extimsted build out value.
;Nab;EarrMMs:rased on Infonnetton"table as of 8N3r2014.Although the actual unit counts and eatlmsted unimproved land value may vary from the estimates shown*bay%the total amount of the Major
IlAtpmovaeeent Special Asssesm ent will not chorpe unless modified In an Annual Service Plan Update approved by the City Council,subject to the terns of this SAP,the PID Act,and In aocordana with the terma
and provteica s of the Indenture,PID F#aimburaemant Agreement,and other documents related to the Major Improvement Bonds,The above estimate assumes an avenge 5.07%Intsm at rate and a 20 year tern for
IOW Major Improvement Bonds and annual adminlatretWe expense of M097 Increasing at 2.0%par year.Allocations between Land Use may be updated and reallocated amongst the Anasnod Property In on
Anneal Service Parr Updato until the Initial Owner of the Assessed Property salla any portion of the Assessed Property to an a naltiliated third party,excluding the University and the City,which will then trigger
gWrwtd of the Maxamurn SpedY Assessment per Unit within each Land Use category against each Parcel of Assessed Popery.
30
Section IV:Assessment Plan
F. Assessment and Annual Instalments
The Special Assessments for the PID Bonds will be levied on each Parcel or Lot according to the
Eastern Improvement Assessment Roll and the Western Improvement Assessment Roll, as
applicable, subject to any revisions made during an Annual Service Plan Update. The first
Annual Installments of the Major Improvement Special Assessments securing the Major
Improvement Bonds were due no later than January 31, 2018; and, subsequent Annual
Installments shall be due no later than January 31 of each year in the amounts shown on the
updated Assessment Rolls until the Major Improvement Special Assessments are paid in full.
The Annual Installments of the Roadway Improvement Special Assessments securing the
Roadway Improvement Bonds are anticipated to be due no later than January 31 of each year
beginning in 2019 in the amounts shown on an update to the Western Improvement Area
Assessment Roll.
G. Administrative Expenses
The cost of administering the PID and collecting the Annual Installments shall be paid for on a
pro rata basis by each Parcel or Lot based on the amount of outstanding Special Assessment
remaining on the Parcel or Lot.The Administrative Expenses shall be collected as part of and in
the same manner as Annual Installments in the amounts shown on the Assessment Rolls attached
hereto as Appendix A-1 and Aouendix A-2 which are subject to revision through Annual
Service Plan Updates.
H. Delinquency and Prepayment Reserve
The interest rate on Special Assessments may exceed the interest rate on PID Bonds by the
Additional Interest.The Additional Interest shall be collected as part of each Annual Installment.
Under each Indenture, the Additional Interest shall be deposited into a reserve account and
segregated from other funds of the City (the "Delinquency and Prepayment Reserve
Account") until the balance in the Delinquency and Prepayment Reserve equals a maximum of
5.5% of the outstanding principal balance of the applicable PID Bonds. The Delinquency and
Prepayment Reserve shall be used to pay Prepayment Costs or to cover any deficiencies in the
funds available to pay debt service on the applicable PID Bonds. If, in a given year, a
Delinquency and Prepayment Reserve Account is fully funded, the Additional Interest will be
allocated for the additional purposes set forth in the applicable Indenture, which purposes
include: (i) covering deficiencies in funds available to pay debt service on the applicable PID
Bonds, (ii) paying costs associated with the prepayment of any applicable Special Assessment;
(iii)paying the costs of Administrative Expenses related to the applicable PID Bonds, and/or(iv)
paying the costs associated with the redemption of the applicable PID Bonds.
31
2190.MA70"7
Section V:Service Plan
Seen V
SERVICE PLAIN(
1. The PID Act requires that a Service Plan(i) cover a period of at least five years, and(ii)
define the annual projected costs and indebtedness for the Authorized Improvements
undertaken within the PID during the five year period. Construction of the Major
Improvements commenced in October 2017 and the Water Improvements are
substantially complete by April 2018 and the Sanitary Sewer Improvements are expected
to be completed by February 2019.
2. The Actual Costs for the Major Improvements plus costs related to the issuance of the
Major Improvement Bonds, and payment of expenses incurred in the establishment,
administration and operation of the PID are shown in Table V-A.
3. The Actual Costs for the Roadway Improvements plus costs related to the issuance of the
Roadway Improvement Bonds, and payment of expenses incurred in the establishment,
administration and operation of the PID are shown in Table V-B.
4. The Service Plan shall be reviewed and updated at least annually for purposes of
determining the annual budget for Administrative Expenses,updating the Actual Costs of
the Authorized Improvements, and updating the Western Improvement Area Assessment
Roll shown on Appendix A-1 and the Eastern Improvement Area Assessment Roll
shown on Appendix A-2. Any update to this SAP is herein referred to as an "Annual
Service Plan Update."
5. Table V-A summarizes the sources and uses of funds required to construct the Major
Improvements, establish the PID, and issue the Major Improvement Bonds. The sources
and uses of funds shown in Table V-A shall be updated each year in the Annual Service
Plan Update to reflect any revisions to the Actual Costs of the Major Improvements,
6. Table V-B summarizes the sources and uses of funds required to construct the Roadway
Improvements and issue the Roadway Improvement Bonds. The sources and uses of
funds shown in Table V-B shall be updated each year in the Annual Service Plan Update
to reflect any revisions to the Actual Costs of the Roadway Improvements.
32
Section V:service Plan
Table V-A
Major I nprornsrtt Bonds
Of fRaft
maw, Non-lid
l"Pro~►emenl 4f*en'OY Refaced
Descr` ion Bonds kwaverwrift lOnproyanents TOW
Sources of Funds
Gross Bond Amount $ 12,885,000 $ - $ - $ 12,8961000
(Tiny of Fort Wath conlrilbulion $ - $ - $ 1,111,047 $ 1,111,047
Net premium $ 70,588 $ - $ ' $ 70,588
Developer deposit to property tax account $ 10,000 $ - $ - $ 10,000
Other contribution(at $ - $ 486,2M $ - $ 498,284
Total Sources $ 12,765,589 $ 498 $ 1,,11111047 $ 14,2%900
Uses of Funds
Water $ 2,759,319 $ 1551045 $ 98,570 $ 3,012,934
Sanitary sewer $ 5,724,317 $ 331,239 $ 11,012,477 $ 7,088,033
Aulhaized/Off-Site Improvements Subtotal $ 8,483,636 $ 493,294 $ 1,111,047 $ 10,080,967
Other Fund Deposits:
Debt service reserve fund 10) $ 1,151,119 $ $ - $ 1,151,119
Capitalized Interest" $ 1,998,149 $ - $ - $ 1,898,149
Other Fund Deposits Subtotal: $ 3,049,268 $ - $ - $ 3,049,268
DevelWer deposit to Pr Tax Account $ 10,000 $ ' $ - $ 10,000
Costs of issuance(6) $ 844,283 $ - $ $ 944 293
Underwrriter's cosis/umlemiter ccunseltn $ 378,392 $ - $ - $ 379,392
Total uses of funds $ 12,7655N 486 11111,047 14 900
a! rsement any cost ovier>rtam mprovefet
and University Improvermwft In excess of the funds deposited with the Inalos under the Indena re related b the Me#
impnoverrorrt Bonds.
(b)See Table III-A,Table IV-A,and Table IV-B for detalis.
(c)The Major Improvement Bands include a debt service reserve fund calculated at the maximum wrxral dent service for ft
Major Improvement Bands.Such calculation is In accordance nce wlfn the IRS rules and the Indentrre.
(d)The Major Improvement Bands include capitalized interest from September 14,2017 though September 30,2020.
(e)lndL w of prepayment of a pofon of fne initial year's Administrative Experws.
CdcLdwmd as 2.98%of the Groes Bond Must
33
2180.021%719":1
Section ',� Service Plan
Table V-B
Roadway Improvement Bonds
Updated Sources and Usesoll-ft .
Roadway Chisholm Trail University
Improvement Ranch Roadway Road
Description Bonds improvements Improvements Total
Sources of Funds
Gross bond amount $ 51155,000 $ - $ - $ 51155,000
Bond premium $ 88,228 $ - $ - $ 66,228
City of Fort Worth contribution(a) $ 3,184,546 $ 1,239,594 $ - $ 4,424,140
Chisholm Trail contribution $ - $ 635,002 $ - $ 635,002
Other contribution(b) $ - $ - $ 6577,992 $ 657,992
Total Sources $ 8,427,773 $ 1,674,500 $ 667,992 $ 10,9>li6,362
Uses of Funds
Authorized/Off-Site kinprowments(c):
Roadway improvements $ 6,931,647 $ 1,674,E $ 657,992 $ 9,464,235
Total Authorized/Off-site Improvements $ 6,931,647 $ 1,874,596 $ 657,992 $ 9,464,235
Other Fund Deposits:
Debt service reserve fund(d) $ 463,000 $ - $ - $ 463,000
Capitalized interest(e) $ 5.64,902 $ - $ - $ 564,992
$ 1,027,902 $ - $ $ 1,027,902
Costs of issuance(t) $ 314,100 $ - $ - $ 314,100
Underwriters costs/underwriter counsel(g) $ 154,125 $ - $ - $ 154,125
Total uses $ 8,427,773 $ 1,874,596 $ 657,992 $ 10,900,362
(a)The total Roadway Improvement Costs are$9,464,235,which Include$6,973,683 In construction costs,$375,000 in ROW,
$90,956 in project management fees,$150,000 in developer financing costs and$1,674,596 In Chisholm Trail improvement
costs,The University share of the Roadway Improvements(excluding the Chisholm Trail Improvernentcost) is$657,992
((".464,235-$1,874,596)x 6.67%)1,which will be funded in full with private funds of the Developer.The City contribution for the
Roadway Improvement Costs is$3,184,548.In addition,the City contribution for Chisholm Trail improvements is$1,2 ,594
and the balance of the Chisholm Trail Improvement costs,$635,002($1,874,596-$1,239,594),will be funded with privials
funds of the Developer.
(b)The Developer will fund all Major Improvements not funded bythe Major Improvement Bonds.The Developer and the City
will equallyshare anycostovermns for the Roadway Improvements(excluding ROW costs,project management costs,or
Developerfinanc ing costs)under the terms of the Roadway Financing Agreement.The Owner's contributions include 100%of
the University share of the Roadway Improvement Costs,$657,992($7$89,639 x 8.87%),
(c)See Table 111-A Table*A and Table IV-B for details.
(d)The Roadway improvement Bonds include a debt service reserve fund calculated in accordance with IRS rules.
(e)The Roadway Improvement Bonds include eapitaliaed interest from June 22,2018 through September 1,2020,
(f}Inclusive of the initial year's Administrative Expenses.
(q)Calculated at 229%of the gross Roadway knpctiwmsntBond amount
The updated projeeW Alutual lwtallments of the Major Iirl ovement Sp at Azwostwto
relating to the Major Imtprovernmlts and the updaW pwjecled Amittal Imtallmnts of die
34
2190.021%719".7
Section V:Service Plan
Roadway Improvement Special Assessments relating to the Roadway Improvements for the
Western Improvement Area for the five years following the approval of this SAP updated are
presented in Appendix A-1-C. The Service Plan is being updated to reflect the levy of the
Roadway Improvement Special Assessments and the issuance of the Roadway Improvement
Bonds. The Annual Installments are subject to revision and shall be updated in Annual Service
Plan Updates to reflect any changes expected for each year.
The updated Annual Installments of the Major Improvement Special Assessments for the Eastern
Improvement Area for the five years after the approval of this SAP update are presented in
Appendix A-2-C. The Annual Installments are subject to revision and shall be updated in the
Annual Service Plan Updates to reflect any changes expected for each year.
35
Section VI:Terms of the Assessments
Section VI
TERMS OF THE SPECIAL ASSESSMENTS
A. Amount of Maior Improvement Speclal Assameab and Annual InsWiments
for Parcels Located Within the Assessed Property
1. The Major Improvement Special Assessments, the Roadway Improvement Special
Assessments, and the projected Annual Installments associated with each of the
foregoing,for the Assessed Property in the Western Improvement Area are shown on the
updated Assessment Roll in Appendix A-1. The Major Improvement Special
Assessments and the projected Annual Installments for the Assessed Property in the
Eastern Improvement Area are shown on the updated Assessment Roll in Appendix A-2o
The Major Improvement Special Assessments, the Roadway Improvement Special
Assessments and Annual Installments shall not be changed except as authorized by this
SAP and by the PID Act.
2. The Annual Installments of the Major Improvement Assessments and the Roadway
Improvement Special Assessments shall be collected in an amount sufficient (i) to pay
the principal and interest on the applicable PID Bonds, (ii) to fund the Delinquency and
Prepayment Reserve for the applicable PID Bonds, and(iii) to cover a proportional share
of the Administrative Expenses for the PID.
B. Reallocation of Special Assessments for Parcels Located Within AMUMA
Property
1. Upon Division Prior to Recording of Subdivision Plat
a. Upon the division of any Assessed Property (without the recording of subdivision plat),
the Administrator shall reallocate the Special Assessment for the Assessed Property prior
to the division among the newly divided Assessed Properties per the assessment
methodology as presented in Section IV.E.2.
b. If Lots are not platted in accordance with the approved entitlements, the Special
Assessments for each affected Lot will be allocated in an equitable manner.
c. The reallocation of a Special Assessment for Assessed Property that is a homestead under
Texas law may not exceed the Special Assessment prior to the increase or reallocation.
Any reallocation pursuant to this section shall be reflected in a Service and Assessment
Plan Update approved by the City Council. The reallocation herein shall be considered
an administrative action that will not require the City Council to issue notice and hold a
public hearing.
d. The sum of the Special Assessments for all newly divided Assessed Properties shall.equal
the Special Assessment for the Assessed Property prior to subdivision. The calculation
shall be made separately for each newly divided Assessed Property. Any reallocation
36
21W.021a719"l
Section VE Terms of the Assessments
pursuant to this section shall be reflected in an update to this SAP approved by the City
Council.
2. Upon Subdivision by a Recorded Subdivision Plat
a. Once a Lot or a Parcel has a Special Assessment applied to it, as shown in Table IV-D
and Table IV-H, and is then subdivided again, such newly subdivided Lots or Parcels
will be the Special Assessment of the applicable Land Use as set forth in Table IV-D and
Table IV-H. In no event will the new subdivision cause the sum of the Special
Assessments for the newly subdivided Land Uses to be greater than the Special
Assessment for the undivided Land Use prior to its subdivision or greater than the
Maximum Special Assessment per Unit.
b. The allocation method used above is to insure there will not be an increase in the Special
Assessment for each specific Lot or Parcel. If Lots or Parcels are not platted in
accordance with the approved entitlements,the Special Assessments for each affected Lot
or Parcel will be allocated in an equitable manner.
3. Upon Consolidation
Upon the consolidation of two or more Assessed Properties, the Special Assessment for
the consolidated Assessed Property shall be the sum of the Special Assessments for the
Assessed Properties prior to consolidation. The reallocation of a Special Assessment for
an Assessed Property that is a homestead under Texas law may not exceed the Special
Assessment for such Assessed Property prior to the reallocation. Any reallocation
pursuant to this section shall be calculated by the Administrator and reflected in an
update to this SAP approved by the City Council. The consolidation of any Assessed
Property as described herein shall be considered an administrative action and will not
require any notice or public hearing(as defined in the PID Act)by the City Council,
4. Upon Transfer between Parcels with Different Uses
a. Should an owner of an Assessed Property choose to transfer the intended land use
between all or a portion of one or more Parcels or Lots,in no event will the transfer cause
the sum of the Special Assessments for the affected Parcels or Lots to be greater than the
Special Assessment for those Parcels or Lots prior to the transfer of use.
b. If uses are transferred among Parcels or Lots, the Special Assessments for each affected
Parcel or Lot will be allocated in an equitable manner.
C. Mandatory Prepayment of Special Assessments
If Assessed Property or a portion thereof is transferred to a party that is exempt from the
payment of the Special Assessment under applicable law, or if an owner causes a Parcel
or portion thereof to become Non-Benefitted Property, the owner of such Parcel or
portion thereof shall pay to the City the full amount of the Special Assessmeent, plus all
Prepayment Costs, for such Parcel or portion thereof prior to any such transfer or acct (a
"Mandatory Prepayment!). Should a Mandatory Prepayment be anticipated under this
37
Section VL Terms of the Assessments
Section VLC, the owner of such Parcel or portion thereof shall notify the City and the
Administrator no later than thirty (30) days prior to the anticipated date of transfer. The
amount of a Mandatory Prepayment of Special Assessment shall be calculated in
accordance with the terms of this Service and Assessment Plan. Following a Mandatory
Prepayment of Special Assessment under this Section, the owner of such Parcel or
portion thereof shall notify the City and the Administrator no later than thirty (30) days
after the date of the payment of the Mandatory Prepayment. The sum of the Special
Assessments for all newly-divided Assessed Properties shall equal the Special
Assessments for the Assessed Property prior to subdivision.If the Special Assessment for
the Assessed Property prior to subdivision exceeds the sum of the Special Assessments
for all newly divided Assessed Properties after such reallocation, the Parcel owner shall
pay the Special Assessment in excess of the Maximum Special Assessment per Unit
amount as a Mandatory Prepayment.
D. Redaction of Special Assessments
1. If after all Authorized Improvements to be funded with PID Bonds have been completed
and the Actual Costs for the Authorized Improvements are less than the Actual Costs
used to calculate the Special Assessments securing such PID Bonds, resulting in excess
PID Bond proceeds, then the City may, at its discretion and in accordance with the
Indenture related to such series of PID Bonds, reduce the Special Assessment securing
the series of PID Bonds for each Assessed Property pro rata such that the sum of the
resulting reduced Special Assessments for all Assessed Properties equals the reduced
Actual Costs and such excess PID Bond proceeds shall be applied to redeem PID Bonds
of such series. The Special Assessments shall not be reduced to an amount less than the
principal amount of the related outstanding series of PID Bonds.
2. Similarly, if any of the Authorized Improvements to be funded with a series of PID
Bonds are not undertaken resulting in excess PID Bond proceeds then the City may, at its
discretion and in accordance with the Indenture related to such series of PID Bonds,
reduce the Special Assessment securing the PID Bonds for each Assessed Property pro-
rata to reflect only the Actual Costs that were expended and apply such excess PID Bond
proceeds as described in the paragraph immediately above. The Special Assessments
shall not be reduced to an amount less than the principal amount of the related
outstanding series of PID Bonds.
E. Payment of Special Assessments
1. Payment in Full
a. The Special Assessment for any Parcel or Lot may be paid in full at any time in
accordance with the PID Act. The payment shall include all Prepayment Costs,if any. If
prepayment in full will result in redemption of PID Bonds, the payment amount shall be
reduced by the applicable portion of the proceeds from a debt service reserve fund
applied to the redemption pursuant to the Indenture, net of any other costs applicable to
the redemption of PID Bonds.
38
2190MA9A9.9
Section VI.Terms of the Assessments
b. If an Annual Installment has been billed prior to payment in full of a Special Assessment,
the Annual Installment shall be due and payable and shall be credited against the payment
in full amount upon payment.
c. Upon payment in full of a Special Assessment and all Prepayment Costs, the City shall
deposit the payment in accordance with the related Indenture; whereupon, the Special
Assessment for the Parcel or Lot shall be reduced to zero, and the Parcel or Lot owner's
obligation to pay the Special Assessment and Annual Installments thereof shall
automatically terminate. The City shall provide the owner of the affected Assessed
Property a recordable"Notice of PID Special Assessment Termination."
2. Partial Payment
a. At the option of a Parcel or Lot owner,the Special Assessment on any Parcel or Lot may
be paid in part in an amount equal to the amount of prepaid Special Assessments plus
Prepayment Costs, if any, with respect thereto. Upon the payment of such amount for a
Parcel or Lot, the Special Assessment for the Parcel or Lot shall be reduced by the
amount of such partial payment in a manner conforming to the provisions of the
Indenture, the Special Assessment Roll shall be updated to reflect such partial payment,
and the obligation to pay the Annual Installment for such Parcel or Lot shall be reduced
to the extent the partial payment is made. For any Partial Payment made, the amount
which is paid may be adjusted if required by the terms of the Indenture to conform with
the denomination of any individual bond.
3. Payment of Annual Installments
a. If a Special Assessment is not paid in full, the PID Act authorizes the City to collect
interest and collection costs on the outstanding Special Assessment. A Special
Assessment for a Parcel or Lot that is not paid in full will be collected in Annual
Installments each year in the amounts shown in the Special Assessment Roll, which
includes interest on the outstanding Special Assessment and Administrative Expenses.
The interest on the Special Assessments or Annual Installments thereof, includes the
interest generated from the Additional Interest Rate as described in Section W.H.
b. The Annual Installments as listed on the Assessment Rolls have been calculated
assuming a weighted average interest rate on the PID Bonds (1) issued as Major
Improvement Bonds of 5.07%and(2)issued as Roadway Improvement Bonds of 5.00%.
The principal amounts of Annual Installments may not exceed the amounts shown on the
Assessment Doll except pursuant to any amendment or update to this SAP. The interest
on the Special Assessments or Annual Installments thereof, includes the interest
generated from the Additional Interest Rate as described in Sermon W.H.
c. The Annual Installments shall be reduced to equal the actual costs of repaying the related
series of PIIS Bonds plus the interest generated from the Additional Interest Rate and
actual Administrative Expenses (as provided for in the definition of such term), taking
39
2190.421%11"9:-7
Section VI:Terms of the Assessments
into consideration any other available funds for these costs, such as interest income on
account balances.
d. The City reserves and shall have the right and option to refund PID Bonds in accordance
with Section 372.027 of the PID Act and the Indenture related to such PID Bonds. In the
event of issuance of refunding bonds, the Administrator shall recalculate the Annual
Installments, and if necessary, may adjust, or decrease, the amount of the Annual
Installment so that total Annual Installments of Special Assessments will be produced in
annual amounts that are required to pay the debt service on the refunding bonds when due
and payable as required by and established in the ordinance and/or the indenture
authorizing and securing the refunding bonds plus interest generated from the Additional
Interest Rate,and such refunding bonds shall constitute"PID Bonds"for purposes of this
SAP.
F. Collection of Annual Installments
1. The Administrator shall, no less frequently than annually,prepare and submit to the City
Council for its approval, an Annual Service Plan Update to allow for the billing and
collection of Annual Installments, which may be performed by the City, the
Administrator, or a third-party selected by the City. Each Annual Service Plan Update
shall include an updated Assessment Roll and a calculation of the Annual Installment for
each Assessed Property. Administrative Expenses shall be allocated among Assessed
Properties in proportion to the amount of the Annual Installments for the Assessed
Property. Each Annual Installment shall be reduced by any credits applied under the
applicable Indenture, such as capitalized interest, interest earnings on any account
balances, and any other funds available to the Trustee for such purpose, and existing
deposits for a Delinquency and Prepayment Reserve. Annual Installments may be
collected by the City(or such entity to whom the City directs)in the same manner and at
the same time as ad valorem taxes. Annual Installments shall be subject to the penalties,
procedures,and foreclosure sale in case of delinquencies as set forth in the PID Act. The
City Council may provide for other means of collecting the Annual Installments to the
extent permitted under the PID Act. The Special Assessments shall have lien priority as
specified in the PID Act.
Any sale of Assessed Property for nonpayment of the delinquent Annual Installments
shall be subject to the lien established for the remaining unpaid Special Assessment
against such Assessed Property and such Assessed Property may again be sold at a
judicial foreclosure sale if the purchaser thereof fails to make timely payment of the non-
delinquent Annual Installments against such Assessed Property as they become due and
payable.
2. Each Annual Installment, including the interest on the unpaid amount of a Special
Assessment, shall be updated annually. Each Annual Installment together with interest
thereon shall be delinquent if not paid on or before January 31 of the following year. The
initial Annual Installments for the Major Improvement Special Assessments will be due
when billed,and will be delinquent if not paid on or before January 31,201 S.
40
Section VI: Terms of the Assessments
G. Surplus Funds Remaining in the PID Bond Account
1. If proceeds from a series PID Bonds still remain after all of the Authorized Improvements
to be funded with such PID Bonds are constructed and accepted by the City,the proceeds
may be utilized in accordance with Section VI.D of this SAP.
41
2180.02v1999.7
Section VII: Assessment Roll
Sermon VII
ASSESSMENTROLL
A. Assessment Rally
1. The City Council has evaluated each Assessed Property based on numerous factors such as
the applicable zoning for the developable area,the Public Property, the types of Authorized
Improvements,and other development factors deemed relevant by the City Council,
2. The Western Improvement Area Assessed Property was assessed for the special benefits
conferred upon the Assessed Property by the Major Improvements pursuant to the Major
Improvement Assessment Ordinance. The special benefit received by Western Improvement
Area Assessed Property from the Major Improvements, a portion of the costs that relate to
the establishment, administration and operation of the PID, and the Major Improvement
Bonds issuance costs was calculated to be $5,998,703. The par amount of the Major
Improvement Bonds originally allocated to the Western hnprovement Area was $5,960,843
which was less than the benefit received by the Assessed Property within the Western
Improvement Area from the Major Improvements.
The original calculated special benefits conferred by the Major Improvements to the Western
Improvement Area Assessed Property have been revised. Pursuant to the updated
development plan and related projected estimated build out values shown in Appendix A-3.
Table VH-A summarizes the revised calculated $6,585,586 in special benefit received by
Assessed Property from the Major Improvements, a portion of the costs that relate to the
establishment, administration and operation of the PID, and the Major Improvement Bonds
issuance costs. The par amount of the Major Improvement Bonds reallocated to the Western
Improvement Area is $6,544,023 which was less than the benefit received by the Assessed
Property within the Western Improvement Area from the Major Improvements.
3. The Special Assessment for each Parcel of Assessed Property within the Western
Improvement Area is calculated based on the allocation methodologies described in Section
IV-D.2.The Western hnprovement Area Assessment Roll is attached hereto as AnrLndix An
42
Section VIE Assessment Roll
Table VII-A
Western Improvement Area
Major Improvements
Updated Special Benefit Summary
Special Benefit Total Cost
Total Authorized Improvements $ 4,376,595
PID Formation/Bond Cost of Issuance
Debt Service Reserve Fund $ 593,846
Capitalized Interest $ 979,229
Underwriter's Discount/Underwriters Counsel $ 195,203
Cost of Issuance $ 440,713
PID Formation/Bond Cost of Issuance $ 2,218,991
Total Special Benefit S 6,585,586
Special Benefit
Total Special Benefit $ 6,585,586
Projected PID Special Assessment $ 6,544,023
Excess Benefit $ 41,563
4. The Western Improvement Area Assessed Property will be assessed for the special benefits
conferred upon the Assessed Property by the Roadway Improvements. Table VII-B
summarizes the $8,427,773 in special benefit received by Assessed Property from. the
Roadway Improvements, a portion of the costs of relating to the establishment,
administration and operation of the PID, and the Roadway Improvements PID Bonds
issuance costs. The par amount of the Roadway Improvement Bonds fully allocated to the
Western Improvement Area is $5,155,000 which is less than the benefit received by the
Assessed Property within the Western Improvement Area from the Roadway Improvements.
5. The Special Assessment for the Assessed Property within the Western Improvement Area is
calculated based on the allocation methodologies described in Seetion TV-D.2. The Western
Improvement Area Assessment Roll is attached hereto as Appendix A-1.
43
Section VII: Assessment Roll
j Table YII-B
Western Improvement Area
Roadway Improvements
!!pgated S cial Benefit Summary
Spedal Benefit Total host
Total Authorized Improvements $ 6,931,647
PID Formation/Bond Cost of Issuance
Debt Service Reserve Fund $ 463,000
Capitalized Interest $ 564,902
Underwriter's Discount/Underwriters Counsel $ 154,125
Cost of Issuance $ 314,100
PID Formation/Bond Cost of Issuance $ 1,496,127
Total Special Benefit $ 8,427,773
Special Benefit
Total Special Benefit $ 8,427,773
Projected PID Special Assessment $ 5,155,000
Excess Benefit $ 3,272,773
6. The Eastern Improvement Area Assessed Property was assessed for the special benefits
conferred upon the Assessed Property by the Major Improvements. The special benefit
received by Assessed Property from the Major Improvements, a portion of the costs that
relate to the establishment, administration and operation of the PH), and the Major
Improvement Bonds issuance costs was calculated to be $6,766,865. The par amount of the
Major Improvement Bonds originally allocated to the Eastern Improvement Area was
$6,724,157 which is less than the benefit received by the Assessed Property within the
Eastern Improvement Area from the Major Improvements.
The original calculated special benefits conferred by the Major Improvements to the Eastern
Improvement Area Assessed Property have been revised. Pursuant to the updated
development plan and related projected estimated build out values shown in Appendix A-3.
Table VII-C summarizes the revised calculated $6,179,981 in special benefit received by
Assessed Property from the Major Improvements, a portion of the costs that relate to the
establishment, administration and operation of the PID, and the Major Improvement Bonds
issuance coats. The pat amount of the Major Improvement Bonds reallocated to the Eastern
Improvement Area is $6,140,977 which was less than the benefit received by the Assessed
Property within the Western Improvement Area from the Major Improvements.
7. The Special Assessment for the Assessed Property within the Eastern Improvement Area is
calculated based on the allocation methodologies described in Sermon IV-I).3, The Eastern
Improvement Area Assessment Roll is attached hereto as Aid A--2.
44
Section VII:Assessment Roll
Table V11-C
Eastern Improvement Area
Major Improvements
UpdatedS_jpeel Benefit Sumer
Special Benefit Total Cost
Total Authorized Improvements $ 4,107,041
PID Formation/Bond Cost of Issuance
Debt Service Reserve Fund $ 557,272
Capitalized Interest $ 918,919
Underwriter's Discount/Underwriters Counsel $ 183,180
Cost of Issuance $ 413,569
PID Formation/Bond Cost of issuance $ 2,072,940
Total Special Benefit $ 6,179,981
Special Benefit
Total Special Benefit $ 6,179,981
Projected PID Special Assessment $ 6,140,977
Excess Benefit $ 39,004
8. The Roadway Improvement Assessment Ordinance levies the Roadway Improvement
Special Assessments securing the Roadway Improvement Bonds in the amounts shown in the
Western Improvement Area Assessment Roll attached to this updated SAP.
B. Annual Assessment Roll Updates
1. The Administrator shall prepare, in consultation with City staff, and shall submit to the City
Council for approval,updates to the Assessment Roll and the Annual Service Plan Update to
reflect changes such as (i) the identification of each Parcel, (ii) the Special. Assessment for
each Assessed Property, including any adjustments authorized by this SAP or the PIIS Act;
(iii) the Annual Installment for the Assessed Property for the year(if the Special Assessment
is payable in installments); and (iv) payments of the Special Assessment, if any, as provided
by Section VLE of this SAP.
2. The Service and Assessment Plan Update shall reflect the actual interest on the PID Bonds
on which the Annual Installments shall be paid plus the Additional Interest Rate, any
reduction in the Special Assessments, and any revisions in the Actual Costs to be funded by
the PID Bonds and Developer funds.
45
Section VIII:Miscellaneous Provisions
Section VIII
MISCELLANEOUS PROVISIONS
A. Administrative Review
1. The City may elect to designate a third party who is not an officer or employee of the
City to serve as Administrator of the PID.
2. To the extent consistent with the PID Act, if an owner of the Assessed Property claims
that a calculation error has been made in the Assessment Roll, including the calculation
of the Annual Installment, that owner must send a written notice describing the error to
the Administrator no later than thirty(30) days after the date the invoice or other bill for
the Annual Installment is received. If the owner fails to give such notice, such owners
shall be deemed to have accepted the calculation of the Assessment Roll (including the
Annual Installments) and to have waived any objection to the calculation. The
Administrator shall, in consultation with City staff, promptly review the notice, and if
necessary, meet with the Assessed Property owner, consider written and oral evidence
regarding the alleged error and decide whether,in fact, such a calculation error occurred.
3. If the Administrator, in consultation with City staff, determines that a calculation error
has been made and the Assessment Roll should be modified or changed in favor of the
Assessed Property owner, such change or modification shall be presented to the City
Council for approval, to the extent permitted by the PID Act. A cash refund may not be
made for any amount previously paid by the Assessed Property owner (except for the
final year during which the Annual Installment shall be collected),but an adjustment may
be made in the amount of the Annual Installment to be paid in the following year. The
decision of the Administrator regarding a calculation error relating to the Assessment
Roll may be appealed to City Council. Any amendments made to the Assessment Roll
pursuant to calculation errors shall be made pursuant to the PID Act.
B. Termination of Special Assessments
1. Each Special Assessment shall terminate on the date the Special Assessment is paid in full,
including payment of any unpaid Annual Installments and Delinquent Collection Costs, if
any. After the termination of the Special Assessment, and the collection of any delinquent
Annual Installments and Delinquent Collection Costs,the City shall provide the owner of the
affected Parcel a recordable Notice of the PID Special Assessment Termination.
C. Amendments
1. Amendments to this SAP may be made as permitted or required by the PlI) Act and Texas
law.
46
210.021%71"9.7
Section VIII: Miscellaneous Provisions
D. Administration and Interpretation of Provisions
1. The City Council shall administer(or cause the administration of)the PID,an approved SAP,
and all Annual Service Plan Updates consistent with the PID Act.
E. Severability
1. If any provision, section, subsection, sentence, clause or phrase of an approved SAP, or the
application of same to an Assessed Parcel or any person or set of circumstances is for any
reason held to be unconstitutional, void or invalid, the validity of the remaining portions of
the approved SAP or the application to all or any portion of the Property or other persons or
sets of circumstances shall not be affected thereby, it being the intent of the City Council in
adopting the SAP that no part thereof, or provision or regulation contained herein shall
become inoperative or fail by reason of any unconstitutionality, voidness or invalidity of any
other part hereof,and all provisions of this SAP are declared to be severable for that purpose.
2. If any provision of the SAP is determined by a court to be unenforceable, the unenforceable
provision shall be deleted from the SAP and the unenforceable provision shall, to the extent
possible,be rewritten to be enforceable and to give effect to the intent of the City.
47
2180.021\71999.7
Appendix A-1
Western Improvement Area
Assessment Roll
Exhibit A-1
Western Improvement Area
Updated Special Assessments-Major Improvements and Roadway Improvements
Total Major
Improvement Special
Major Roadway Assessment and
Improvement Improvement Roadway
Estimated Build Special Special Improvement Special
Tax Parcel ID Out Value a Assessment b Assessment b Assessment
4103629,6839851,3710890 $ 1,316,418,000 $ 6,544,023 $ 5,155,000 $ 11,699,023
and 41524853
Total $ 1,316,418,000 $ 6,544,023 $ 5,155,000 $ 11,699,023
(a)Estimated build-out value Is based on the estimated build out value shown In Table IV-D calculated using the current
development plan attached as Appendix A-3 and is subject to change.The estimated build out value and updated development
plans will be provided as part of the Annual Service Pian Update and are subject to change until the Maximum Special
Assessment per Unit is determined in accordance with Section VI.E of the SAP.
(b)The Special Assessments are shown herein collectively for all Parcels within the Western Improvement Area.Until such time
that the Maximum Assessment per Unit Is determined based on the applicable development plan and the Major Improvement
Special Assessments and the Roadway Improvement Special Assessments are reallocated to each Parcel,the Annual
Installments due from each Parcel will be calculated as part of each annual service plan update based on updated development
plan to be provided by the Developer.If the Developer Is unable to provide an updated development plan for each Parcel within
the Western Improvement Area,the Administrator will use the current development plan shown in Appendix A-3 herein.
2180MiN'71999.7
Exhibit A•1.3
Western Improvement Area
Updated Annual Installments•Major Improvements and Roadway Improvements
Major Improvement Bonds Roadw Improvement Bonds Delinquency
6
Net Debt Net Debt Administrative Prepayment Capitalized Annual
Year a Princl al Interest(b) Service Princi alInterest(b) Service Expenses c Reserve Interest Installment d
9/30/2018 $ - $ 318,456 $ 318,456 $ - $ - $ - $ 10,318 $ 32,720 $ (318,456) $ 43,038
9/30/2019 $ $ 330,387 $ 330,387 $ $ 307,152 $ 307,152 $ 79,203 $ 58,495 $ (637,539) $ 137,698
9/30/2020 $ $ 330,387 $ 330,387 $ $ 257,750 $ 257,750 $ 80,787 $ 58,495 $ (588,137) $ 139,282
9/30/2021 $ 247,626 $ 330,387 $ 578,012 $ 195,000 $ 257,750 $ 452,750 $ 82,403 $ 58,495 $ $ 1,171,661
9/3012022 $ 260,523 $ 318,005 $ 578,528 $ 205,000 $ 248,000 $ 453,000 $ 84,051 $ 56,282 $ $ 1,171,861
9/30/2023 $ 273,420 $ 304,979 $ 578,399 $ 220,000 $ 237,750 $ 457,750 $ 85,732 $ 53,954 $ $ 1,175,836
9/30/2024 $ 288,897 $ 291,308 $ 580,205 $ 230,000 $ 226,750 $ 456,750 $ 87,447 $ 51,487 $ $ 1,175,889
9/30/2025 $ 304,373 $ 276,863 $ 581,237 $ 240,000 $ 215,250 $ 455,250 $ 89,196 $ 48,893 $ $ 1,174,575
9/30/2026 $ 319,850 $ 261,645 $ 581,495 $ 250,000 $ 203,250 $ 453,250 $ 90,980 $ 46,171 $ $ 1,171,895
9/30/2027 $ 335,326 $ 245,652 $ 580,979 $ 265,000 $ 190,750 $ 455,750 $ 92,799 $ 43,322 $ $ 1,172,850
9/30/2028 $ 353,382 $ 228,886 $ 582,268 $ 280,000 $ 177,500 $ 457,500 $ 94,655 $ 40,320 $ - $ 1,174,743
9/30/2029 $ 371,438 $ 211,217 $ 582,655 $ 295,000 $ 163,500 $ 458,500 $ 96,548 $ 37,153 $ $ 1,174,857
913012030 $ 392,074 $ 192,645 $ 584,719 $ 310,000 $ 148,750 $ 458,750 $ 98,479 $ 33,821 $ $ 1,175,769
9/30/2031 $ 412,709 $ 173,041 $ 585,751 $ 325,000 $ 133,250 $ 458,250 $ 100,449 $ 30,311 $ $ 1,174,760
9/30/2032 $ 435,924 $ 152,406 $ 588,330 $ 340,000 $ 117,000 $ 457,000 $ 102,458 $ 26,622 $ $ 1,174,410
9/30/2033 $ 456,560 $ 130,610 $ 587,169 $ 360,000 $ 100,000 $ 460,000 $ 104,507 $ 22,742 $ $ 1,174,419
9/30/2034 $ 482,354 $ 107,211 $ 589,565 $ 380,000 $ 82,000 $ 462,000 $ 106,597 $ 18,660 $ $ 1,176,822
9/30/2035 $ 508,148 $ 82,490 $ 590,639 $ 400,000 $ 63,000 $ 463,000 $ 108,729 $ 14,348 $ $ 1,176,715
9/30/2036 $ 536,522 $ 56,447 $ 592,969 $ 420,000 $ 43,000 $ 463,000 $ 110,904 $ 9,807 $ $ 1,176,680
9/30/2037 $ 564,896 $ 28,951 $ 593,847 $ 440,000 $ 22,000 $ 462,000 $ 113,121 $ 5,024 $ $ 1,173,993
Total $ 6,544 023 $ 4.371.974 ; i0 915997 ; 5155,000 S 3194,402 $ 8349 402 $ 1 819 365 S 747123 $ (1,614,11 ; 20,267 755
(a)The 9r30ha dates represent the fiscal year end for the Bonds.
(b)Gross of Capitalized Interest Including interest from bond closing through 9112020
(c)Preliminary Estimate,Assumes 2%Increase per year.The administrative charges will be updated each year in the Annual Service Plan Updates based on actual costs.
(d)Annual Installments are calculated using an average 5.07%Interest rata on the Major Improvement Bonds,an average 5.00%interest rate on the Roadway tmprovettrent Bonds,plusthe
Additional Interest and estimated Administrative E)ensea.
2180.021\719 9 9.7
Appendix XII-C
Western Improvement Area
Updated S•Ysar Annual Costs and indebtedness-Major itn rovements and Roadway im vements
Major Improve ent Bonds Roadway Im rovement Bonds Delinquency Projected
Period Ending Principal Interest Principal Interest Administrative &Prepayment Capitalized Annual PID
September 30 Payments Ex ense Payments Expense Expenses Reserve Interest Installments
2018 $0 $318,456 $0 $0 $10,318 $32,720 ($318,456) $43,038
2019 $0 $330,387 $0 $307,152 $79,203 $58,495 ($637,539) $137,698
2020 $0 $330,387 $0 $257,750 $80,787 $58,495 ($588,137) $139,282
2021 $247,626 $330,387 $195,000 $257,750 $82,403 $58,495 $0 $1,171,661
2022 $260,523 $318,005 $205,000 $248,000 $84,051 $56,282 $0 $1,171,861
2023 $273,420 $304,979 $220,000 $237,750 $85,732 $53,954 $0 $1,175,836
Total $781,568 $1,932,601 $620,000 1 $1,308,402 1 $422,495 $318,442 $1,544,131 $3,839,377
Note:The Projected Annual Costs and Indebtedness Installments are the expenditures associated with the formation of the PID,the costs of Issuance and repayment of the Major improvement
and Roadway Improvements PID Bonds as well as the administration of the PID.The debt service amounts are based on an average 5.07%interest rate and a 20 year term forthe Major
Improvement PID Bonds and an average 5.00%and a 19 year term for the Roadway Improvement PID Bonds.Administrative expenses are estimated to increase at a rate of 2.0%per year will
be updated each ar as pan of the Annual Service Plan Updates.
2180.021\71999.7
Appendix A-2
Eastern Improvement Area
Assessment Roll
Exhibit A-2-A
Eastern Improvement Area
Updated Special Assessments-Major improvements
Estimated Build Out I Major Improvement
Tax Parcel ID Value a Special Assessment b
5700908,41295149 and 41291522 $ 1,235,340,000 $ 6,140,977
Total $ 1,235,340,000 $ 6,140,977
(a)Estimated build-out value is based on the estimated build out value shown in Table IV-D calculated
using the current development plan attached as Appendix A-3 and is subject to change.The estimated
build out value and updated development plans will be provided as part of the Annual Service Platt
Update and are subject to change until the Maximum Special Assessment per Unit Is determined In
accordance with Section WE of the SAP.
(b)The Special Assessments are shown heroin collectively for all Parcels within the Eastern
Improvement Area.Until such time that the Maximum Assessment per Unit Is determined based on the
applicable development plan and the Major Improvement Special Assessments are reallocated to each
Parcel,the Annual Installments due from each Parcel will be calculated as part of each annual service
pian update based on updated development plan to be provided by the Developer.If the Developer Is
unable to provide an updated development plan for each Parcel within the Eastern Improvement Area,
the Administrator will use the current development plan shown in Appendix A-3 herein.
2180,021\71999.7
Exhibit A-2-B
Eastern Improvement Area
Updated Annual Installments-Major improvements
PID Bonds Delinquency Annual
Net Debt Administrative & Capitalized Installment
Year(a) Principal Interest(b) Service Expenses(c) Prepayment Interest (d)
9/30/2018 $ $ 298,842 $ 298,842 $ 9,682 $ 30,705 $ (298,842) $ 40,387
9/30/2019 $ $ 310,038 $ 310,038 $ 32,097 $ 30,705 $ (310,038) $ 62,802
9/30/2020 $ $ 310,038 $ 310,038 $ 32,739 $ 30,705 $ (310,038) $ 63,444
9/30/2021 $ 232,374 $ 310,038 $ 542,413 $ 33,394 $ 30,705 $ - $ 606,511
9/30/2022 $ 244,477 $ 298,420 $ 542,897 $ 34,061 $ 29,543 $ - $ 606,501
9/30/2023 $ 256,580 $ 286,196 $ 542,776 $ 34,742 $ 28,321 $ - $ 605,839
9/30/2024 $ 271,103 $ 273,367 $ 544,470 $ 35,438 $ 27,038 $ $ 606,945
9/30/2025 $ 285,627 $ 259,812 $ 545,438 $ 36,146 $ 25,682 $ $ 607,267
9/30/2026 $ 300,150 $ 245,530 $ 545,680 $ 36,869 $ 24,254 $ - $ 606,804
9/30/2027 $ 314,674 $ 230,523 $ 545,196 $ 37,606 $ 22,753 $ - $ 605,556
9/30/2028 $ 331,618 $ 214,789 $ 546,407 $ 38,358 $ 21,180 $ $ 605,945
9/30/2029 $ 348,562 $ 198,208 $ 546,770 $ 39,126 $ 19,522 $ $ 605,417
9/30/2030 $ 367,926 $ 180,780 $ 548,706 $ 39,908 $ 17,779 $ - $ 606,394
9/30/2031 $ 387,291 $ 162,384 $ 549,674 $ 40,706 $ 15,939 $ - $ 606,320
9/30/2032 $ 409,076 $ 143,019 $ 552,095 $ 41,521 $ 14,003 $ $ 607,619
9/30/2033 $ 428,440 $ 122,565 $ 551,006 $ 42,351 $ 11,958 $ $ 605,314
9/30/2034 $ 452,646 $ 100,608 $ 553,254 $ 43,198 $ 9,815 $ - $ 606,267
9/30/2035 $ 476,852 $ 77,410 $ 554,261 $ 44,062 $ 7,552 $ - $ 605,875
9/30/2036 $ 503,478 $ 52,971 $ 556,449 $ 44,943 $ 5,168 $ - $ 606,560
9/30/2037 $ 530,104 $ 27,168 $ 557,272 $ 45,842 $ 2,651 $ $ 605,764
Total 1 $ 6,140,977 1 $4,102,705 1 $ 10,243,682 $ 742,789 1 $ 405,9771 $ (918,919)1 $ 10,473,530
(a)The 9/30/xx dates represent the fiscal year end for the Bands.
(b)Gross of Capitalized Interest including interest from bond closing through 9/1/2020
(c)Preliminary Estimate,Assumes 20%increase per year.The adrninistrative charges will be revised In Annual Service Plan Updates based on
actual costs.
(d)Annual Instalirrents are calculated assuming an average 5.070/6 interest rate on the Bonds plus the Additional Interest plus Administrative
Expenses. 7
Appendix A-2-C
Eastern Improvement Area
Updated 5-Year Annual Costs and Indebtedness-Major Improvements
Major Im rovement Bonds Delinquency Projected
Period Ending Principal Interest Administrative&Prepayment Capitalized Annual PID
September 30 Payments Expense Expenses Reserve Interest Installments
2018 $0 $298,842 $9,682 $30,705 ($298,842) $40,387
2019 $0 $310,038 $32,097 $30,705 ($310,038) $62,802
2020 $0 $310,038 $32,739 $30,705 ($310,038) $63,444
2021 $232,374 $310,038 $33,394 $30,705 $0 $606,511
2022 $244,477 $298,420 $34,061 $29,543 $0 $606,501
2023 $256,580 1 $286,196 $34,742 1 $28,321 1 $0 1 $605,839
Total $733,432 $1,813,572 1 $176,715 1 $180,683 1 ($918,919) 1 $1,985,483
Note:The Projected Annual Costs and Indebtedness Installments are the expenditures associated with the formation of the PID,the costs of issuance
and repayment of the Major improvement PID Bonds as well as the administration of the PID.The debt service amounts are based on an average
5.07%interest rate and a 20 year term for the Major knprovement PID Bonds.Administrative expenses are estimated to increase at a rate of 2.01%per
year will be updated each year as part of the Annual Service Plan Updates.
2180.021\71999.7
Appendix A-3
Updated Development Plan(as provided by the Developer)
Western Improvement Arva
Projected Build Out Value per Unit or SF $ 300,000 $ 127,100 $ 200 Total Projected
New Parcel ID Old Parcel ID Single Family Units Multifamily Units Commercial SF Build Out Value
4103629 4103629 1,003 0 0
Total Build Out Value $ 300,900,000 $ $ - $ 300,900,000
6839851 6839851 391 960 366,949
Total Build Out Value $ 117,300,000 $ 122,016,000 $ 73,389,800 $ 312705,800
3779114 949 60 132,510
3958817 96 0 774,671
3710890 0 0 0
41017338 0 0 0
3710890" 41047362 32 0 0
3779122 0 0 0
4070585 0 1068 0
41291514 0 432 0
Subtotal 1,077 1,560 907,181
Total Build Out Value $ 323,100,000 $ 198,276,000 $ 181,436,200 $ 702,812,200
41524853 41524853 0 0 0
Grand Total 2,471 2,520 1,274,130 $ 1,316,418,000
""A portion of Tax Parcel#03710890 is zoned"MU-2"High Intensity Mixed-Use allowing"higher density,mixed-use,pedestrian-oriented development
for designated mixed-use growth centers and urban villages"including a variety of housing types among the planned commercial development. If
the Developers plans change to include high-density multi-family housing,the total assessments will be re-allocated in an Annual Service Plan
Update to include the additional high-density multi-family units which will result in a reduction of the total assessments for the units reflected above."
Eastern Improvement Area
Projected Build Out Value per Unit or SF $ 300,000 $ 127,100 $ 200 Total Projected
New Parcel ID Old Parcel ID Single Family Units Multifamily Units Commercial SF I Build Out Value
5700908 5700908 304 0 145,362
Total Build Out Value $ 91,200,000 $ $ 29,072,400 $ 120,272,400
41291549 560 0 1,554,256
3983773 400 0 0
4009576 1,184 0 245,997
41295149 Subtotal 2,144 0 1,800,253
Total Build Out Value $ 643,200,000 $ $ "050,600 $ 1 003,250,600
41291522 4009576 0 0 559,085
Total Build Out Value $ $ 111,817,000 $ 111 817 60W 1 91999.7
Grand Total 2,448 0 2,504,700 $ 1,235,340,000
Appendix B
Legal Description for Property within PID
ROCK CREEK P.I.D.
LEGAL DESCRIPTION
TRACT 1
ALL THAT CERTAIN LOT, TRACT, OR PARCEL OF LAND, SITUATED IN A PORTION OF THE JUAN JOSE
ALBIRADO SURVEY,ABSTRACT NO.4,THE JOHN H.BOSTICK SURVEY,ABSTRACT NO. 195,THE J.W.HAYNES
SURVEY, ABSTRACT NO. 787, THE J. W. MUHLINGHAUS SURVEY, ABSTRACT NO. 1157, THE B. F. PACE
SURVEY,ABSTRACT NO. 1254,THE STEPHEN B.WILSON SURVEY,ABSTRACT NO. 1676,CITY OF FORT WORTH,
TARRANT COUNTY,TEXAS,BEING ALL OF THAT CERTAIN CALLED 220.826 ACRE TRACT AND PART OF THAT
CERTAIN CALLED 701.937 ACRE TRACT DESCRIBED IN A DEED TO WUSF 4 ROCK CREEK, LP RECORDED IN
INSTRUMENT NO. D214146610 OF THE DEED RECORDS OF TARRANT COUNTY, TEXAS (DRTCT), AND SAID
842.756 ACRES BEING MORE COMPLETELY DESCRIBED AS TWO PARCELS AS FOLLOWS,TO-WIT:
BEGINNING AT A I" IRON PIPE FOUND FOR THE NORTHEAST CORNER OF SAID 220.826 ACRE TRACT, THE
SOUTHEAST CORNER OF A CALLED 0.629 ACRE TRACT DESCRIBED IN A DEED TO GABRIEL SOUTHWEST,LLC
RECORDED IN INSTRUMENT NO.D217046244(DRTCT),AND THE WEST LINE OF A CALLED 157.060 ACRE TRACT
DESCRIBED IN A DEED TO FORT WORTH AND CROWLEY PARTNERS, LTD. RECORDED IN INSTRUMENT NO.
D207114613(DRTCT);
THENCE SOUTH 01 DEG.09 MIN.30 SEC.EAST ALONG THE EAST LINE OF SAID 220.826 ACRE TRACT AND THE
WEST LINE OF SAID 157.060 ACRE TRACT, A DISTANCE OF 1829.93 FEET TO A SPIKE FOUND WITH WASHER
STAMPED"GORRONDONA"FOR THE MOST EASTERLY SOUTHEAST CORNER OF SAID 220.826 ACRE TRACT;
THENCE SOUTH 89 DEG.07 MIN. 16 SEC.WEST DEPARTING THE WEST LINE OF SAID 157.060 ACRE TRACT AND
CONTINUE ALONG A SOUTH LINE OF SAID 220.826 ACRE TRACT,A DISTANCE OF 63.96 FEET TO A 5/8"CAPPED
IRON ROD FOUND STAMPED"BURY";
THENCE SOUTH 01 DEG.09 MIN.36 SEC.EAST ALONG A SOUTHERLY EAST LINE OF SAID 220.826 ACRE TRACT,
A DISTANCE OF 129.34 FEET TO A 5/8"CAPPED IRON ROD FOUND STAMPED"BURY";
THENCE SOUTH 54 DEG. 54 MIN. 24 SEC. WEST ALONG A SOUTHEAST LINE OF SAID 220.826 ACRE TRACT,A
DISTANCE OF 40.86 FEET TO A 5/8"IRON ROD FOUND FOR THE MOST SOUTHERLY SOUTHEAST CORNER OF
SAID 220.826 ACRE TRACT AND BEING IN THE NORTH LINE OF A CALLED 13.703 ACRE TRACT DESCRIBED IN A
DEED TO TEXAS ELECTRIC SERVICE COMPANY RECORDED IN VOLUME 3569,PAGE 410(DRTCT);
THENCE SOUTH 87 DEG. 37 MIN. 52 SEC. WEST ALONG THE SOUTH LINE OF SAID 220.826 ACRE TRACT AND
THE NORTH LINE OF SAID 13.703 ACRE TRACT,A DISTANCE OF 15.73 FEET TO A 5/8"IRON ROD FOUND;
THENCE NORTH 89 DEG. 52 MIN. 56 SEC. WEST ALONG SAID NORTH AND SOUTH LINES, A DISTANCE OF
4860.60 FEET TO A P.K. NAIL FOUND WITH WASHER STAMPED "BURY" FOR THE SOUTHWEST CORNER OF
SAID 220.826 ACRE TRACT AND THE NORTHWEST CORNER OF SAID 13.703 ACRE TRACT;
THENCE NORTH 00 DEG. 42 MIN. 38 SEC. WEST ALONG THE WEST LINE OF SAID 220.826 ACRE TRACT, A
DISTANCE OF 1894.07 FEET TO A 3/8"IRON ROD FOUND FOR THE NORTHWEST CORNER OF SAME;
THENCE North 89 deg.07 min.20 sec.East along the North line of said 220.826 acre tract,a distance of 978.28 feet to a I"iron
pipe found;
THENCE North 89 deg.03 min.46 sec.East along said North line,a distance of 3979.93 feet to the POINT OF BEGINNING,
containing 9,618,027 square feet or 220.800 acres of land,more or less.
89
2180.021\71999.7