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Contract 47477-A1
CITY SECRETARY CONTRACT NO. �74 7 7—p, tvi FIRST AMENDMENT TO DEVELOPMENT AGREEMENT THE STATE OF TEXAS § COUNTY OF DENTON § This First Amendment to Development Agreement (this "First Amendment") is entered into among the City of Fort Worth, Texas, a home-rule municipal corporation situated in Tarrant, Denton, Johnson, Parker, and Wise Counties, Texas (the "City"), acting by and through its duly authorized Assistant City Manager, and SLF IV — 114 Assemblage, L.P., a Texas limited partnership ("Owner"), effective upon execution by both parties (the"Effective Date"). RECITALS WHEREAS,the City and Owner entered into that certain Development Agreement for the Traditions development dated January 12, 2016 (City Secretary Contract No. 47477) (the "Agreement") governing approximately 1,102 acres of land shown in Exhibit A and described in Exhibit B attached hereto and incorporated herein by reference(the "Pro e "); and WHEREAS, the Property consists of approximately 431.303 acres encompassed by Tradition Municipal Utility District No. 1 of Denton County, approximately 662.91 acres encompassed by Tradition Municipal Utility District No.2B of Denton County and approximately 8.707 acres not contained within a municipal utility district; and WHEREAS, the Agreement was recorded in the Denton County real property records on February 11, 2016, as Instrument No. 2016-15030; and WHEREAS, in order to provide flexibility in the ordering of phases of development of the Property as allowed under the Agreement, the City and Owner wish to amend the Agreement to revise certain water, sewer and road requirements and to modify the term of the Agreement; NOW, THEREFORE, in consideration of the premises, mutual promises, covenants, obligations, and benefits herein contained, the City and Owner agree as follows: 1. The definition of"Development Plan"in Article I, is amended to read as follows: "Development Plan" means the Master Plan attached as Exhibit C-1 to this Agreement and the Parks, Trails and Open Spaces Plan attached as Exhibit C-2 to this Agreement, as amended from time to time in accordance with Section 3.02. Acreages on Exhibit C-1 are approximate and will vary based upon the final size and configuration of roadways, utilities,parks,open space,amenity centers,trails,schools,gas pads/buffers and flood plain based on final design of neighborhoods and these improvements. 2. The definition of"Term" in Article I, is amended to read as follows: OFFICIAL RECORD First Amendment to Development Agreement—Page 1 CITY SECRETARY FT. WORTH,TX "Term" of this Agreement means (a) for the MUD No. 1 Property, a 20-year period commencing on recording in the Denton County plat records of the first final plat for the MUD No. 1 Property that contains single-family residential lots;and(b) for the MUD No. 2B Property and the Non-District Property, a 20-year period commencing on approval by the City of the first preliminary plat for the MUD No. 2B Property that contains single- family residential lots. 3. Section 3.02, "Plat Approval" is amended to read as follows: Subdivision of the Property or any portion thereof shall require approval of plats by the City's Plan Commission in accordance with the Subdivision Ordinance; provided, however, conveyance by metes and bounds of any portion of the Property to any person for the purpose of qualifying such person to be a member of the board of directors of a District shall not be considered a subdivision of land requiring a plat or otherwise requiring City approval. Owner shall submit a concept plan to the City Plan Commission if required by the Subdivision Ordinance. Approval of such concept plan shall not be unreasonably delayed or denied. If Exhibits C-1 and Exhibit C-2 are not consistent with a preliminary plat, final plat or concept plan submitted to the City Plan Commission, Owner shall submit revised Exhibit C-1 and Exhibit C-2 to the City for administrative approval to maintain consistency between such exhibits and Plan Commission submittals. 4. Section 4.07," Updates to Approved Infrastructure Studies"" is renamed and amended to read as follows: Amendments to Approved Infrastructure Studies and Exhibits. Owner may submit amendments to the Approved Infrastructure Studies with alternative solutions for water, sewer and traffic issues from time to time, for administrative approval. Such amended infrastructure studies shall be reviewed by the City in a timely manner. If the City approves amendments to the Approved Infrastructure Studies that are inconsistent with Exhibits D, E, E-1,F,F-1, G,G-1, G-2 or G-3,Owner shall submit amended exhibits to the City for administrative approval to maintain consistency between such exhibits and the approved studies. 5. Section 6.01, "Continuation of ETJ Status." is amended to read as follows: Except as provided in Sections 6.03 and 6.06 of this Agreement,the Property shall remain in the City's ETJ from the Effective Date to the expiration of the Term of this Agreement, and the City guarantees the continuation of the ETJ status of the Property during such period. 6. Section 6.02, "Immunity from Annexation,"is amended to read as follows: Except as provided in Sections 6.03 and 6.06 of this Agreement, the Property shall be immune from annexation from the Effective Date to the expiration of the Term of this Agreement, and the City guarantees immunity from annexation during such period in accordance with Section 212.172(b) of the Local Government Code. First Amendment to Development Agreement—Page 2 7. The Notice addresses in Section 9.01 are updated as follows: To the City: City of Fort Worth,Texas 200 Texas Street Fort Worth, Texas 76102 Attn: City Manager FAX: (817) 392-6134 City of Fort Worth, Texas 200 Texas Street Fort Worth, Texas 76102 Attn: Planning and Development Director FAX: (817) 392-7985 To Owner: SLF N— 114 Assemblage, L.P c/o Stratford Land 5949 Sherry Lane Suite 800 Dallas,Texas 75225 Attn: Asset Manager FAX: (214) 368-9192 With a copy to: Marcella Olson Pope,Hardwicke, Christie, Schell,Kelly&Taplett, L.L.P. 500 West 7t' Street, Suite 600 Fort Worth, Texas 76102 FAX: (817) 877-4781 8. Exhibit C-1 attached hereto, "Development Plan (Master Plan)" supersedes and replaces Exhibit C-1 attached to the Agreement. 9. Exhibit C-2 attached hereto, "Development Plan (Parks, Trails and Open Space Plan)" supersedes and replaces Exhibit C-2 attached to the Agreement. 10.Exhibit D attached hereto, "Water and Sewer Infrastructure Improvements Summary," supersedes and replaces Exhibit D attached to the Agreement. 11. Exhibit E attached hereto, "Offsite Water Infrastructure Improvements," supersedes and replaces Exhibit E attached to the Agreement. First Amendment to Development Agreement—Page 3 12. Exhibit G attached hereto, "Tradition Transportation Improvements Summary," supersedes and replaces Exhibit G attached to the Agreement. 13. Exhibit G-1 attached hereto, "Transportation Improvement Triggers," supersedes and replaces Exhibit G-1 attached to the Agreement. 14. Exhibit G-2 attached hereto, "Onsite Road Improvements," supersedes and replaces Exhibit G-2 attached to the Agreement. 15. Exhibit H attached hereto, "Notice Concerning Annexation," supersedes and replaces Exhibit H attached to the Agreement. 16. Except as specifically amended in this First Amendment, the Agreement shall remain in full force and effect in accordance with its original terms and conditions. 17. This First Amendment shall be recorded in the real property records of Denton County. [The remainder of the page is intentionally left blank.] First Amendment to Development Agreement—Page 4 IN WITNESS WHEREOF, each Party has caused this First Amendment to be executed by its undersigned duly authorized representative in multiple copies on the date or dates indicated below. ; ,.. ATTEST: CITY OF FORT WORTH fJ. ser,k4 Secretary Jay Chapa,Assistant City Manager Date: 1295 J) -45 4q APPROVED AS TO FORM AND LEGALITY• J&D� L Assistant City Attorney STATE OF TEXAS § COUNTY OF TARRANT § This instrument was acknowledged before me, on the day of , 2019, by Jay Chapa,Assistant City Manager of the City of Fort Worth, Texas on be If of said city. MARIAS.SANCHEZ My Notary ID#2256490 Notary Pu lic„ tate of Texas Expires December 19,2021 c' Printed Name: 19—Aed My Commission Expires: /"'�t OFFICIAL.RECORD First Amendment to Development Agreement—Page 5 CITY SECRETARY FT. WORTH, TX SLF IV— 114 ASSEMBLAGE,L.P., a Texas limited partnership By: SLF IV Property GP,LLC, a Texas limited liability company, its General Partner By: Stratford Land Fund IV,L.P., a Delaware limited partnership, its Co-Managing Member By: Stratford Fund IV GP,LLC, a Texas limited liability company, its General Partner By: rs Name: Richard R_ Frakgj Title: Vice President STATE OF TEXAS § COUNTY OF DALLAS § This instrument was acknowledged before me on this Sit'^day of 7FkVV-- ,2019, by kIGN&tp FR i91Zr U ll.- PF�3(Djf 1T— of Stratford Fund IV GP, LLC, a Texas limited liability company, General Partner of Stratford Land Fund IV, L.P., a Delaware limited partnership, co-managing member of SLF .IV Property GP, LLC, a Texas limited liability company, General Partner of SLF IV— 114 ASSEMBLAGE,L.P.,a Texas limited partnership, on behalf of said limited partnership. rG Wl Notary Public •_ PAIGEATKINSON Printed Name: -r p I K,;CCA_ Notary IC#783030 My Commission Expires January 16,2022 My Commission Expires: )A-V UA e 1 , 7D Zz- First Amendment to Development Agreement—Page 6 OFFICOAL EtaORD CITY SECRETARY FT. WORTH,TX Exhibit A Map of the Property Exhibit A-First Amendment to Development Agreement EXHIBIT 'A' CALLED 1,023.4685 ACRE TRACT 3 3 PETRUS INVESTMENT, LP. POINT OF CC DOC. NO. 2009-23477 BEGINNING D.R.D.C.T. TRACT 3 a z LD o: O 0 2000' SLF IV-114 I PHASE 28 ASSEMBLAGE SCALE;- 20000 TRACT 3 a TRADITION MUD 26 662.91 ACRES ° 28,876,476 SQUARE FEET SAM REYNOLDS ROAD $ I MUD 2B 0 0 MUD PHASE 2A BOUNDARY MUD 2B w LIMITS BOUNDARY m LIMITS o _ MUD 1 g MUD BOUNDARY NOT WITHIN MUD o LIMITS BOUNDARY > 8.707 ACRES OUTSIDE OF POINT OF I BEGINNING TRADITION MUD 6.707 AC. 8.707 ACRES 0 PHASE 1 / 379,279 SQUARE FEET m o /0 0 POINT OF / MUD 1 BEGINNING / TRACT 1 _ _ SLF IV-114 ASSEMBLAGE SLF IV-114 SH 114 TRACT 2 ASSEMBLAGE POINT OF TRADITION MUD 1 w TRACT ONE TRACT 12G 47.262 ACRES 384.041 ACRES 2,058,725 SQUARE FEET 16,728,840 SQUARE FEET s B000788.003 PAGE 1 OF 1 TRADITION A metes and bounds description of even date accompanies this drawing. EXHIBIT OF 3 APruL23,2015 SLF IV-114 ASSEMBLAGE, L.P. o PROPERTY WITHIN 1 DUN AWAY TRADITION MUD 1 AND MUD 26, AND OUTSIDE OF MUD 26 BOUNDARIES m 550 Bailey Avenue•Suite 400•Fort Worth,Texas 76107 r Tel:817.335.1121•Fax:817.335.7437 DENTON COUNTY,TEXAS o FIRM REGISTRATION 10098100 G O a Exhibit B Legal Description of the Property Exhibit B -First Amendment to Development Agreement EXHIBIT 'B' SLF IV-114 ASSEMBLAGE,L.P.,PROPERTY WITHIN TRADITION MUD 1 METES&BOUNDS SLF 1V-114 ASSEMBLAGE TRACT 1 BEING a 384.11 acre tract of land situated in the Guadalupe Cardinas Survey,Abstract No.214,Denton County,Texas,said tract being all of a called 310.43 acre(Tract 1)tract of land described in deed to SLF IV-114 Assemblage,L.P.,as recorded in County Clerk Document No.2014-47796,Deed Records Denton County,Texas(D.R.D.C.T.);all of a called 0.6807 acre(Tract 1A) tract of land described in deed to SLF IV-114 Assemblage,L.P.,as recorded in County Clerk Document No.2014-47856, D.R.D.C.T.;all of a called 31.01 acre(Tract 1)tract of land described in deed to SLF IV-114 Assemblage,L.P.,as recorded in County Clerk Document No.2014-47855,D.R.D.C.T.;all of a called 30.00 acre(Tract 2)tract of land described in deed to SLF IV- 114 Assemblage,L.P.,as recorded in County Clerk Document No.2014-47855,D.R.D.C.T.;all of a called 0.0944 acre(Tract 1) tract of land described in deed to SLF IV-114 Assemblage,L.P.,as recorded in County Clerk Document No.2014-47854, D.R.D.C.T.;all of a called 5.814 acre(Tract 2)tract of land described in deed to SLF IV-114 Assemblage,L.P.,as recorded in County Clerk Document No.2014-47854,D.R.D.C.T.;and all of a called 6.090 acre(Tract 3)tract of land described in deed to SLF IV-114 Assemblage,L.P.,as recorded in County Clerk Document No.2014-47854,D.R.D.C.T.,said 384.11 acre tract being a more particularly described as follows: 2 a o BEGINNING at a found 5/8-inch iron rod with cap stamped"DUNAWAY ASSOC.LP"for the northwest corner of said 310.43 acre o tract,and being on the east line of a called 15.22 acre tract of land described in deed to The 1990 Betty Marie McIntyre Irrevocable Trust,Et Al,as recorded in Volume 2906,Page 363,D.R.D.C.T.,said point also being the southwest corner of a g called 330.21 acre(Tract 3)tract of land described in deed to SLF IV-114 Assemblage,LP,as recorded in Document No. 2014-47856,D.R.D.C.T.,said point being within Harriet Creek; 0 S y THENCE South 86 degrees 14 minutes 27 seconds East,along the common north line of said 310.43 acre tract and the south line of said 330.21 acre tract,a distance of 222.13 feet to a found 1/2 inch iron rod with a plastic cap stamped"GOODWIN& w MARSHALL"for corner near the south bank of a Harriet Creek; rn oTHENCE South 52 degrees 34 minutes 22 seconds East,continuing along said common line,a distance of 867.86 feet to a point o for corner within said Harriet Creek; 0 o THENCE South 44 degrees 08 minutes 03 seconds East,continuing along said common line,a distance of 999.83 feet to a found 5/8 inch iron rod with a plastic cap stamped"DUNAWAY ASSOC.LP"for corner within said Harriet Creek; z THENCE South 65 degrees 58 minutes 36 seconds East,continuing along said common line,a distance of 1029.91 feet to a Spoint for corner within said Harriet Creek; m THENCE North 90 degrees 00 minutes 00 seconds East,continuing along said common line,a distance of 773.30 feet to a found 1/2 inch iron rod with a plastic cap stamped"GOODWIN&MARSHALL"for the northeast corner of said 310.43 acre tract and g the most southerly southeast corner of said 330.21acre tract,said corner being on the west line of a called 97.41 acre(Tract 1) o tract of land described in deed to SLF IV-114 Assemblage,L.P.,as recorded in County Clerk Document No.2014-47857, D.R.D.C.T.; 0 THENCE South 00 degrees 07 minutes 11 seconds East,along the east line of said 310.43 acre tract and the west line of said 0 97.41 acre tract,a distance of 860.88 feet to a found 5/8 inch iron rod with a plastic cap stamped"DUNAWAY ASSOC.LP"for t the most easterly southeast corner of said 310.43 acre tract,said corner being the northeast line of a tract of land described in — deed to The Atchison,Topeka and Santa Fe Railway Company,as recorded in County Clerk Document No.93-20408,D.R.D.C.T., said corner also being the northwest line of a tract of land described in deed to The Atchison,Topeka and Santa Fe Railway Company,Notice of Lis Pendens,as recorded in Volume 3450,Page 59,D.R.D.C.T.; 0 continued next page... N B000788.003 PAGE 1 OF 8 o TRADITION A drawing of even date accompanies this metes and bounds description. EXHIBIT OF z APRIL15,2015 SLF IV-114 ASSEMBLAGE, L.P. _1 PROPERTY WITHIN ~ DUNAWAY/ TRADITION MUD 1 AND MUD 2, AND OUTSIDE OF MUD m 550 Bailey Avenue•Suite 400•Fort Worth,Texas 76107 Tel:817.335.1121•Fax:817.335.7437 BOUNDARIES o FIRM REGISTRATION 10098100 D E N TO N COUNTY, TEXAS 1::: 11 0 EXHIBIT 'B' SLF IV-114 ASSEMBLAGE,L.P.,PROPERTY WITHIN TRADITION MUD 1 METES&BOUNDS SLF 1V-114 ASSEMBLAGE TRACT 1 continued... THENCE South 44 degrees 26 minutes 33 seconds West,along said 310.43 acre tract and the northwest line of said Atchison,Topeka and Santa Fe Railway Company tract,a distance of 2253.73 feet to a found 5/8 inch iron rod for corner; THENCE North 47 degrees 17 minutes 20 seconds West,along said 310.43 acre tract and said Atchison,Topeka and Santa Fe Railway Company tract,a distance of 24.73 feet to a found 5/8 inch iron rod for corner; THENCE South 44 degrees 27 minutes 42 seconds West,along said 310.43 acre tract and the northwest line of said Atchison,Topeka and Santa Fe Railway Company tract,a distance of 1121.43 feet to a found TXDOT monument for the southeast corner of said 310.43 acre tract and an ell corner of said Atchison,Topeka and Santa Fe Railway Company tract; L THENCE South 89 degrees 47 minutes 35 seconds West,along the south line of said 310.43 acre tract and the north line of said a Atchison,Topeka and Santa Fe Railway Company tract,a distance of 286.33 feet to a found TXDOT monument for the corner of said Atchison,Topeka and Santa Fe Railway Company tract,said point also being on the north right-of-way line of State Highway 114 o (variable width); 0 THENCE South 84 degrees 30 minutes 06 seconds West,along the north right-of-way line of said State Highway 114,a distance of 0 620.10 feet to a point for a southwest corner of said 310.43 acre tract and the southeast corner of said 30.00 acre tract; g THENCE South 84 degrees 37 minutes 24 seconds West,continuing along the north right-of-way line of said State Highway 114,a distance of 82.91 feet to a found TXDOT monument for an angle point; m w THENCE South 89 degrees 49 minutes 00 seconds West,continuing along the north right-of-way line of said State Highway 114,passing at a distance of 667.40 feet a found 5/8-inch iron rod with cap stamped"DUNAWAY ASSOC.LP"for the southwest corner of said 30.00 oacre tract and the southeast corner of said 6.090 acre tract,continuing to pass at a cumulative distance of 938.24 feet a found 5/8-inch o iron rod with cap stamped"DUNAWAY ASSOC.LP"for the southwest corner of said 6.090 acre tract and a southeast corner of said 0 310.43 acre tract,continuing to pass at a cumulative distance of 1108.24 feet a found 5/8-inch iron rod with cap stamped"DUNAWAY o ASSOC.LP"for a southwest corner of said 310.43 acre tract and the southeast corner of said 5.814 acre tract,continuing in all a total distance of 1248.76 feet to a found TXDOT monument for a jog in the north right-of-way line of said State Highway 114; i' THENCE North 00 degrees 31 minutes 37 seconds West,along said jog in the north right-of-way line of said State Highway 114,a distance of 14.98 feet to a found TXDOT monument for the end of said jog; 0 THENCE South 89 degrees 49 minutes 58 seconds West,along the north right-of-way line of said State Highway 114,passing at a g distance of 124.67 feet a found 1/2-inch iron rod for the southwest corner of said 5.814 acre tract and the southeast corner of said g' 31.01 acre tract,and continuing a total distance of 250.07 feet to a found TXDOT monument for a jog in the north right-of-way line of o said State Highway 114; U o THENCE South 00 degrees 15 minutes 07 seconds East,along said jog in the north right-of-way line of said State Highway 114,a distance of 14.73 feet to the end of said jog; THENCE South 89 degrees 47 minutes 07 seconds West,along the north right-of-way line of said State Highway 114,a distance of 240.13 feet to a found TXDOT monument for the southwest corner of said 31.01 acre tract and the southeast corner of a called 435.5 f acre tract of land described in deed to The 1990 Betty Marie McIntyre Irrevocable Trust,Et Al,as recorded in Volume 2906,Page 363, D.R.D.C.T.; continued next page... s N B000788.003 PAGE 2 OF 8 TRADITION A drawing of even date accompanies ID this metes and bounds description. EXHIBIT OF z APRIL 15,2015 SLF IV-114 ASSEMBLAGE, L.P. 0 1 PROPERTY WITHIN ~ D U NAWAY/ TRADITION MUD 1 AND MUD 2, AND OUTSIDE OF MUD 550 Bailey Avenue •Suite 400•Fort worth,Texas 76107 r Tel:817.335.1121•Fax:817.335.7437 BOUNDARIES o FIRM RMISTRATION 10098100 DENTON COUNTY, TEXAS G 0 EXHIBIT 'B' SLF IV-114 ASSEMBLAGE,L.P.,PROPERTY WITHIN TRADITION MUD 1 METES&BOUNDS SLF 1V-114 ASSEMBLAGE TRACT 1 continued... THENCE North 00 degrees 31 minutes 57 seconds West,along the west line of said 31.01 acre tract and the east line of said 435.5 acre tract,a distance of 3700.81 feet to a found 1/2-inch iron rod for the northwest corner of said 31.01 acre tract,said point being on the south line of a called 78 acre tract of land described in deed to The 1990 Betty Marie McIntyre irrevocable Trust,Et Al,as recorded in Volume 2906,Page 363,D.R.D.C.T.; THENCE North 89 degrees 40 minutes 18 seconds East,along a north line of said 31.01 acre tract and the south line of said 78 acre 3 McIntyre tract,passing at a distance of 365.46 feet a found 1/2-inch iron rod with cap stamped"SENTCORP RPLS 4001"for the 7 northeast corner of said 31.01 acre tract and a northwest corner of said 310.43 acre tract,and continuing along the north line of said r 310.43 acre tract a total distance of 1826.63 feet to a found 1/2 inch iron rod for an ell corner of said 310.43 acre tract and the southeast corner of said 78 acre tract; THENCE North 00 degrees 22 minutes 14 seconds West,along the west line of said 310.43 acre tract,the east lines of said 78 acre e McIntyre tract and a called 15.22 acre tract of land described in deed to The 1990 Betty Marie McIntyre Irrevocable Trust,Et al,as o recorded in Volume 2906,Page 363,D.R.D.C.T.,a distance of 1294.93 feet to the POINT OF BEGINNING and containing 384.11 acres (16,732,018 square feet)of land,more or less. 0 SLF 1V-114 ASSEMBLAGE TRACT 2 0 BEING a 47.26 acre tract of land situated in the Guadalupe Cardinas Survey,Abstract No.214,Denton County,Texas,said tract being all of a called 47.26 acre tract of land described in deed to SLF IV-114 Assemblage,L.P.,as recorded in County Clerk Document No. X. 2014-47853,Deed Records Denton County,Texas(D.R.D.C.T.),said 47.26 acre tract being more particularly described as follows: rn 3 BEGINNING at a found TXDOT monument for the southeast corner of said 47.26 acre tract,said corner being on the apparent north 6 right-of-way line of State Highway 114(variable width); THENCE South 89 degrees 48 minutes 35 seconds West,along the apparent north right-of-way line of said State Highway 114,a distance of 1072.86 feet to a found TXDOT monument for an angle point; Z THENCE North 86 degrees 30 minutes 01 second West,along the apparent north right-of-way line of said State Highway 114,a distance of 900.15 feet to a found TXDOT monument for the intersection of the apparent north right-of-way line of said State Highway 114 with the east line of a tract of land described in deed to The Atchison,Topeka and Santa Fe Railway Company,as recorded in o County Clerk Document No.93-20408,D.R.D.C.T.; 0 THENCE North 44 degrees 26 minutes 33 seconds East,along the west line of said 47.26 acre tract,a distance of 2809.66 feet to a ofound 5/8 inch iron rod for the north corner of said 47.26 acre tract,said corner being on the west line of a called 222.4838 acre tract of land described in deed to MAW River's Edge L.P.,as recorded in County Clerk Document No.2005-11599,D.R.D.C.T.; 2 THENCE South 00 degrees 06 minutes 43 seconds East,along the east line of said 47.26 acre tract and the west line of said 222.4838 acre tract,the west line of River's Edge,an addition to the City of Fort Worth,as recorded in Cabinet Y,Slide 465,Plat Records Denton County,Texas(P.R.D.C.T.),the west line of River's Edge,Phase 2,an addition to the City of Fort Worth,as recorded in County Clerk Document No.2009-32,P.R.D.C.T.,and the west line of a called 4.4365 acre tract of land described in deed to MAW River's Edge L.P., as recorded in County Clerk Document No.2005-11599,D.R.D.C.T.,a distance of 2057.36 feet to the POINT OF BEGINNING and containing 47.26 acres(2,058,827 square feet)of land,more or less. a N O B000788.003 PAGE 3 OF 8 o TRADITION A drawing of even date accompanies this metes and bounds description. EXHIBIT OF z APRIL 15,2015 SLF IV-114 ASSEMBLAGE, L.P. _1 PROPERTY WITHIN ~ TRADITION MUD 1 AND MUD 2, DUNAWA�/ AND OUTSIDE OF MUD m 550 Bailey Avenue•Suite 400•Fort Worth,Texas 76107 r Tel:817.335.1121•Fox:817.335.7437 BOUNDARIES o FIRM REGISTRATION 10098100 DENTON COUNTY,TEXAS G o a EXHIBIT 'B' SLF IV-114 ASSEMBLAGE,L.P.,PROPERTY WITHIN TRADITION MUD 2 METES&BOUNDS SLF 1V-114 ASSEMBLAGE TRACT 3 BEING a 662.91 acre tract of land situated in the William D.Redd Survey,Abstract No.1125,the James Cheshier Survey,Abstract No. 225,and the Guadalupe Cardinas Survey,Abstract No.214,Denton County,Texas,said tract being all of a called 50.00 acre tract of land described as"Tract 2"in deed to SLF IV-114 Assemblage,L.P.,as recorded in County Clerk Document No.2014-53143,Deed Records of Denton County,Texas(D.R.D.C.T.),and also being all of a called 46.00 acre tract of land described as"Tract 2"in deed to SLF IV-114 Assemblage,L.P.,as recorded in County Clerk Document No.2014-47857,D.R.D.C.T.,and also being all of a called 148.00 acre tract of land described as"Tract 1"in said deed to SLF IV-114 Assemblage,L.P.,as recorded in County Clerk Document No. 3 2014-53143,D.R.D.C.T.,also being all of a called 330.21 acre tract of land described as"Tract 3"in said deed to SLF IV-114 Assemblage,L.P.,as recorded in County Clerk Document No.2014-47856,D.R.D.C.T.,and also being a part of a called 97.41 acre t tract of land described as"Tract 1"in said deed to SLF IV-114 Assemblage,L.P.,as recorded in County Clerk Document No. 2014-47857,D.R.D.C.T.,said 662.91 acre tract being more particularly described as follows: BEGINNING at a found P.K.Nail in asphalt within Sam Reynolds Road(variable width)for the northwest corner of said 50.00 acre o tract; 0 THENCE North 89 degrees 56 minutes 13 seconds East,along the north line of said 50.00 acre tract,a distance of 4,660.47 feet to a found 1/2-inch iron rod with plastic cap stamped"RPLS 5439"(herein referred to as"with cap")for the northeast corner of said 50.00 acre tract; 0 THENCE South 00 degrees 02 minutes 37 seconds East,along the east line of said 50.00 acre tract,a distance of 27.00 feet to a found 1/2-inch iron rod for an angle point; w THENCE South 00 degrees 11 minutes 59 seconds West,continuing along the east line of said 50.00 acre tract,a distance of 185.95 3 feet to a 60D nail for an angle point; 2 0 8 THENCE South 01 degree 01 minute 11 seconds East,continuing along the east line of said 50.00 acre tract,a distance of 186.02 feet a to a found 1/2 inch iron rod with red cap stamped"ALLIANCE"for an angle point; 0 T THENCE South 00 degrees 18 minutes 15 seconds East,continuing along the east line of said 50.00 acre tract,a distance of 68.40 feet to a found 1/2-inch iron rod with yellow cap stamped"RPLS 5439"for the southeast corner of said 50.00 acre Johnson Bank tract and the northeast corner of said 46.00 acre tract; 0 o THENCE South 00 degrees 19 minutes 44 seconds East,along the east line of said 46.00 acre tract,a distance of 117.99 feet to a found 1/2-inch iron rod with cap for an angle point; 0 THENCE South 00 degrees 16 minutes 02 seconds East,continuing along the east line of said 46.00 acre tract,a distance of 185.64 feet to a found 1/2-inch iron rod for an angle point; 0 2 THENCE South 00 degrees 14 minutes 59 seconds East,continuing along the east line of said 46.00 acre tract,a distance of 126.10 0 feet to a found 1/2-inch iron rod with cap for the southeast corner of said 46.00 acre tract and the northeast corner of said 148.00 a acre tract; w THENCE South 00 degrees 25 minutes 32 seconds East,along the east line of said 148.00 acre tract,a distance of 60.38 feet to a found 1/2-inch iron rod for an angle point; N continued on next page... 0 N B000788.003 PAGE 4 OF 8 a o TRADITION A drawing of even date accompanies this metes and bounds description. EXHIBIT OF z APRIL 15,2015 SLF IV-114 ASSEMBLAGE, L.P. 'ti PROPERTY WITHIN A% DUNAWAY TRADITION MUD 1 AND MUD 2, AND OUTSIDE OF MUD m 550 Bailey Avenue•Suite 400•Fort Worth,Texas 76107 Tel:817.335.1121•Fax:817.335.7437 BOUNDARIES o FIRM REGISTRATION 10098100 DENTON COUNTY,TEXAS G 0 EXHIBIT 'B' SLF IV-114 ASSEMBLAGE,L.P.,PROPERTY WITHIN TRADITION MUD 2 METES&BOUNDS SLF 1V-114 ASSEMBLAGE TRACT 3 continued... THENCE South 00 degrees 03 minutes 07 seconds West,continuing along the east line of said 148.00 acre tract,a distance of 186.20 feet a found 1/2-inch iron rod for an angle point; THENCE South 00 degrees 28 minutes 16 seconds East,continuing along the east line of said 148.00 acre tract,a distance of 186.11 feet to a found 1/2-inch iron rod for an angle point; 3 THENCE South 00 degrees 08 minutes 31 seconds East,continuing along the east line of said 148.00 acre tract,a distance of 371.95 feet to a found 1/2-inch iron rod for an angle point; z L THENCE South 00 degrees 16 minutes 37 seconds East,continuing along the east line of said 148.00 acre tract,a distance of 558.49 o feet to a found 1/2-inch iron rod for an angle point; 0 2 THENCE South 00 degrees 12 minutes 23 seconds East,continuing along the east line of said 148.00 acre tract,a distance of 186.22 ofeet to a found 1/2-inch iron rod for an angle point; THENCE South 00 degrees 21 minutes 29 seconds East,continuing along the east line of said 148.00 acre tract,a distance of 1,198.93 feet to a found 1/2-inch iron rod with cap for the southeast corner of said 148.00 acre tract and an ell corner of said 330.21 acre 0 tract; THENCE South 00 degrees 21 minutes 42 seconds East,along the northerly line of said 330.21 acre tract,a distance of 55.05 feet to a w found Mag nail with shiner in asphalt within Sam Reynolds Road(variable width); m 3 THENCE North 89 degrees 56 minutes 15 seconds East,along the north line of said 330.21 acre tract,a distance of 3,409.24 feet to a o found 60D nail with shiner in asphalt within said Sam Reynolds Road for the northeast corner of said 330.21 acre tract; 0 a THENCE South 00 degrees 15 minutes 21 seconds East,along east line of said 330.21 acre tract,a distance of 1,482.10 feet to a found 1/2 inch iron rod for the most easterly southeast corner of said 330.21 acre tract and the northeast corner of said 97.41 acre tract; 8 THENCE South 00 degrees 24 minutes 47 seconds East,along the east line of said 97.41 acre tract,a distance of 509.06 feet to a found 5/8-inch iron rod with cap stamped"DUNAWAY ASSOC.LP"for the northeast corner of a called 17.852 acre easement tract of g land described in Agreed Judgment,No.CV-93-00004-C,as recorded in County Clerk Document No.2014-46905,D.R.D.C.T.,and in S Volume 66,Page 104,Denton County District Court Records,said corner being on a circular curve to the left,having a radius of g5,829.65 feet and whose chord bears South 54 degrees 04 minutes 45 seconds West,a distance of1,951.17 feet; THENCE Southwesterly,along said 17.852 acre easement tract and said curve to the left,through a central angle of 19 degrees 16 o minutes 03 seconds,an arc distance of 1,960.39 feet to a found 5/8-inch iron rod with cap stamped"DUNAWAY ASSOC.LP"for the end of said curve; THENCE South 44 degrees 26 minutes 44 seconds West,continuing along said 17.852 acre easement tract,a distance of 27.66 feet to a found 5/8-inch iron rod with cap stamped"DUNAWAY ASSOC.LP"for corner; f continued on next page... 0 B000788.003 PAGE 5 OF 8 CL o TRADITION A drawing of even date accompanies this metes and bounds description. EXHIBIT OF 2 z APRIL 15,2015 SLF IV-114 ASSEMBLAGE, L.P. 1, PROPERTY WITHIN ~DUNAWAY/ TRADITION MUD 1 AND MUD 2, AND OUTSIDE OF MUD m 550 Bailey Avenue•Suite 400•Fort Worth,Texas 76107 Tel:817.335.1121•Fax:a17.335.7437 BOUNDARIES o FIRM REGISTRATION ioo9810o DENTON COUNTY, TEXAS G O a EXHIBIT V SLF IV-114 ASSEMBLAGE,L.P.,PROPERTY WITHIN TRADITION MUD 2 METES&BOUNDS SLF 1V-114 ASSEMBLAGE TRACT 3 continued... THENCE North 45 degrees 33 minutes 16 seconds West,continuing along said 17.852 acre easement tract,a distance of 50.00 feet to a found 5/8-inch iron rod with cap stamped"DUNAWAY ASSOC.LP"for corner; THENCE South 44 degrees 26 minutes 29 second West,continuing along said 17.852 acre easement tract,a distance of 1,446.34 feet to a found 5/8 inch iron rod for the northwest corner of said 17.852 acre easement tract and the northeast corner of a tract of land described in deed to The Atchison,Topeka and Santa Fe Railway Company,as recorded in County Clerk Document No.93-20408, 3 D.R.D.C.T.; a s THENCE North 00 degrees 07 minutes 11 seconds West,along the west line of said 97.41 acre tract,a distance of 860.88 feet a found 1/2 inch iron rod with a plastic cap stamped"GOODWIN&MARSHALL"for the most southerly southeast corner of said 330.21 aacre tract; 2 o THENCE North 90 degrees 00 minutes 00 seconds West,along the southwest line of said 330.21 acre tract,a distance of 773.30 feet oto a point for corner within Harriet Creek; THENCE North 65 degrees 58 minutes 36 seconds West,continuing along the southwest line of said 330.21 acre tract,a distance of 1,029.91 feet to a found 5/8 inch iron rod with a plastic cap stamped"DUNAWAY ASSOC.LP"for corner within said Harriet Creek, g from which a found 1/2 inch iron rod with a plastic cap stamped"GOODWIN&MARSHALL"bears North 66 degrees 30 minutes 20 seconds West,a distance of 0.74 feet; w THENCE North 44 degrees 08 minutes 03 seconds West,continuing along the southwest line of said 330.21 acre tract,a distance of m 999.83 feet to a point for corner within said Harriet Creek; 3 o THENCE North 52 degrees 34 minutes 22 seconds West,continuing along the southwest line of said 330.21 acre tract,a distance of 867.86 feet to a found 1/2 inch iron rod with a plastic cap stamped"GOODWIN&MARSHALL"for corner near the south bank of said a Harriet Creek; 0 THENCE North 86 degrees 14 minutes 27 seconds West,continuing along the southwest fine of said 330.21 acre tract,a distance of 222.13 feet to a found 5/8 inch iron rod with a plastic cap stamped"DUNAWAY ASSOC.LP"for an ell corner of said 330.21 acre 0 tract; 0 g THENCE North 00 degrees 22 minutes 44 seconds West,continuing along the southwest line of said 330.21 acre tract,a distance of 102.53 feet to a found 5/8 inch iron rod with a plastic cap stamped"DUNAWAY ASSOC.LP"for corner; S o THENCE North 57 degrees 46 minutes 29 second West,continuing along the southwest line of said 330.21 acre tract,a distance of 253.45 feet to a found 1/2 inch iron rod for corner; 0 THENCE North 00 degrees 21 minutes 19 seconds East,along the west line of said 330.21 acre tract,a distance of 1,372.86 feet to a found PK nail for corner in the turn of an asphalt road known as Sam Reynolds Road; Q w _ continued on next page... a N O N B000788.003 PAGE 6 OF 8 TRADITION o A drawing of even date accompanies this metes and bounds description. EXHIBIT OF z APRIL15,2015 SLF IV-114ASSEMBLAGE, L.P. o PROPERTY WITHIN ~DUNAWAY/ TRADITION MUD 1 AND MUD 2, AND OUTSIDE OF MUD m 550 Bailey Avenue•Suite 400•Fort Worth,Texas 76107 } Tel:817.335.1121•F=817.335.7437 BOUNDARIES o FIRM REGISTRnnON1009810o DENTON COUNTY, TEXAS G 0 a EXHIBIT V SLF IV-114 ASSEMBLAGE,L.P.,PROPERTY WITHIN TRADITION MUD 2 METES&BOUNDS SLF 1V-114 ASSEMBLAGE TRACT 3 continued... THENCE North 00 degrees 12 minutes 20 seconds West,continuing along the west line of said 330.21 acre tract,passing at a distance of 1,206.47 feet to a found Mag nail with shiner in asphalt within said Sam Reynolds Road for the northwest corner of said 330.21 tract,said corner being the southwest corner of said 148.00 acre tract,and continuing within said Sam Reynolds Road and along the west line of said 148.00 acre tract,a total distance of 2,782.96 feet to a found railroad spike for the an ell corner of said 148.00 acre tract; 3 THENCE South 89 degrees 52 minutes 21 seconds West,within said Sam Reynolds Road and along the westerly south line of said 148.00 acre tract,a distance of 1,909.35 feet to a found 5/8-inch iron rod for the most westerly southwest corner of said 148 acre s tract; aTHENCE North 00 degrees 09 minutes 08 seconds West,within said Sam Reynolds Road and along the west line of said 148.00 acre tract,passing at as distance of 18.67 feet a found 1/2-inch iron rod with cap for the most westerly northwest corner of said 148.00 o acre tract,said corner being the southwest corner of said 46.00 acre tract,and continuing along the west line of said 46.00 acre o tract,passing at a cumulative distance of 448.40 feet a found 1/2-inch iron rod within said Sam Reynolds Road for the northwest corner of said 46.00 acre tract and a southwest corner of said 50.00 acre tract,and continuing along the west line of said 50.00 acre o tract,a total cumulative distance of 915.74 feet to the POINT OF BEGINNING and containing 28,876,476 square feet or 662.91 acres of land,more or less. _ 0 0 w Bearings are based upon the Texas State Plane Coordinate System(NAD83),North Central Zone 4202,and are based upon GPS measurements made on the ground.Distance values are"surface"derived from grid data by utilizing the Denton County Surface 3 Scale Factor of 1.00015063,as published by TxDOT. 0 PROPERTY OUTSIDE OF TRADITION MUD BOUNDARY ON NEXT PAGE 0 z 0 0 0 0 0 S C O U U O 0 2 Q w f d o Q u� 0 B000788.003 PAGE 7 OF 8 TRADITION b A drawing of even date accompanies Q, this metes and bounds description. EXHIBIT OF m z APRIL 15,2015 SLF IV-114 ASSEMBLAGE, L.P. '` PROPERTY WITHIN A" D U NAWAY TRADITION MUD 1 AND MUD 2, AND OUTSIDE OF MUD m 550 Bailey Avenue•Suite 400•Fart Worth,Texas 76107 r Tel:817.335.1121•Fax:817.335.7437 BOUNDARIES o FIRM REGISTRATION 10098100 DENTON COUNTY, TEXAS K 0 a EXHIBIT 'B' SLF IV-114 ASSEMBLAGE,L.P.,PROPERTY OUTSIDE OF TRADITION MUD BOUNDARY METES&BOUNDS BEING a 8.707 acre tract of land situated in the Guadalupe Cardinas Survey,Abstract No.214,Denton County,Texas,said tract being a part of a called 97.41 acre tract of land described as"Tract 1"in said deed to SLF IV-114 Assemblage,L.P.,as recorded in County Clerk Document No.2014-47857,Deed Records of Denton County,Texas(D.R.D.C.T.),said 8.707 acre tract being more particularly described as follows: BEGINNING at a found 5/8-inch iron rod with cap stamped"DUNAWAY ASSOC.LP"on the west line of said 97.41 acre tract and being the most easterly southeast corner of a called 310.43 acre(Tract 1)tract of land described in deed to SLF IV-114 Assemblage,L.P.,as recorded in County Clerk Document No.2014-47796,D.R.D.C.T.,being the northeast corner of a tract of land described in deed to The Atchison,Topeka and Santa Fe Railway Company,as recorded in County Clerk Document No.93-20408,D.R.D.C.T.,and being the 3 northwest corner of a called 17.852 acre easement described in deed to The Atchison,Topeka and Santa Fe Railway Company Agreed ° Judgment,County Clerk Document No.2014-46905,D.R.D.C.T.; L THENCE North 44 degrees 28 minutes 29 seconds East,crossing said 97.41 acre tract along the north line of said 17.852 acre a easement,a distance of 1446.34 feet to a found 5/8-inch iron rod with cap stamped"DUNAWAY ASSOC.LP"for an angle point; 0 a e THENCE South 45 degrees 33 minutes 16 seconds East,continuing across said 97.41 acre tract and along the north line of said 17.852 o acre easement,a distance of 50.00 feet to a found 5/8-inch iron rod with cap stamped"DUNAWAY ASSOC.LP"for an angle point; 8 THENCE North 44 degrees 26 minutes 44 seconds East,continuing across said 97.41 acre tract and along the north line of said 17.852 acre easement,a distance of 27.66 feet to a found 5/8-inch iron rod with cap stamped"DUNAWAY ASSOC.LP"for the beginning of a curve to the right,having a radius of 5829.65 feet and whose chord bears North 54 degrees 04 minutes 45 seconds East,a distance of 1951.17 feet; m w THENCE Northeasterly,continuing across said 97.41 acre tract,along the north line of said 17.852 acre easement and along said curve to the right,through a central angle of 19 degrees 16 minutes 03 seconds,and an arc length of 1960.39 feet to a found 5/8-inch iron o rod with cap stamped"DUNAWAY ASSOC.LP"for the end of said curve and on the east line of said 97.41 acre tract; 0 g THENCE South 00 degrees 24 minutes 47 seconds East,along the east line of said 97.41 acre tract,a distance of 97.42 feet to a point o for the southeast corner of said 97.41 acre tract and the beginning of a curve to the left,having a radius of 5742.22 feet and whose chord bears South 53 degrees 52 minutes 02 seconds West,a distance of 1879.94 feet; z THENCE Southwesterly,along the southeast line of said 97.41 acre tract,crossing said 17.852 acre easement and along said curve to 8 the left,through a central angle of 18 degrees 50 minutes 34 seconds,and an arc length of 1888.44 feet to a point for the end of said curve; 0 o THENCE South 44 degrees 26 minutes 29 seconds West,continuing long the southeast line of said 97.41 acre tract and crossing said 0 17.852 acre easement,a distance of 1613.63 feet to the southwest corner of said 97.41 acre tract; THENCE North 00 degrees 07 minutes 11 seconds West,along the west line of said 97.41 acre tract and the east line of said Atchison, 2 Topeka and Santa Fe Railway Company tract recorded in County Clerk Document No.93-20408,D.R.D.C.T.,a distance of 195.96 feet to c� the POINT OF BEGINNING and containing 8.707 acres(379,279 square feet)of land,more or less. w Bearings are based upon the Texas State Plane Coordinate System(NAD83),North Central Zone 4202,and are based upon GPS measurements made on the ground.Distance values are"surface"derived from grid data by utilizing the Denton County Surface Scale M Factor of 1.00015063,as published by TxDOT. a v, 0 B000788.003 PAGE 8 OF 8 Q TRADITION o A drawing of even date accompanies this metes and bounds description. EXHIBIT OF z APRIL 15,2015 SLF IV-114 ASSEMBLAGE, L.P. At PROPERTY PROPERTY WITHIN ~ DUNAWAY/ TRADITION MUD 1 AND MUD 2, AND OUTSIDE OF MUD m 550 Bailey Avenue•Suite 400•Fort Worth,Texas 76107 r Tel:817.335.1121•Fax:817.335.7437 BOUNDARIES o FIRM REGISTRATION 10098100 D E NTO N COUNTY, TEXAS G 0 a Exhibit C-1 Development Plan (Master Plan) Exhibit C-1 -First Amendment to Development Agreement M' eeeeeeeeeeeeme•,�,f,•,�,�Yu,�,� ::.eeee•eeeeememeee•feeee'. �e�e�e�e�e�e�e�o�o!w!_r!_w!Mtiesoe•�•� �•,!�o�Hi lii•i!:eioi•� '•;ewe;iWME '.e••i•s• =-•••o••e� »eieieis��_: .�riei•yieri•.•ie� ► 1���r� ue-e�e'p—ems �•eeeeeeemme••!e!e� :►�eie0ese�•�eimie�•i°i• `�e�e�ese '►-•-•-f-•-•-•-•-•-f-•-•- tea'= �__— _ -f-f-•-f-•-•-•-•• ►i•�•iiiiiii•�•�f� �, .-%o�b �"����� iiiiiiiii ►f • .•••• •••• ►••• ••••• •• • � 601) G6542%%%%alied eio�o�f�•ifio�•:;�i�ii%:1:3%��i �eeyeeeeeeeeeeyyee• �:I,�,•,�,�,•,•,�,�,•,•,�,�,�,•,�,�,�,���•,�,�,yf,�,�,� �2i•�•iiiiiiii �i'iiiiiiiiii•�=-���*iiiiii•-•�•iiiii•�•i _��••••m••o•••••••o•� .►••o•••oo•••••A••oe-n`�T�f•••odeo•�:: •oboobd• -655 _=�iiiiiii� ':�ii•�•iii iii�i�S•iiiiiii': iii•••iiii :•siiiii !ii••isii•iUME; Dsiiisi ;:iiisssi� — _ �_ _ =_ii•�•r•�•s•iiiiiiiiii�.��,�� I ••••••••f•••••••f•••••••M•••f•� I••••f•�---- —.:-.-----————— -- I WHERE MOMP I•,•,•1_-- ►ff,•,•,•,f,•°I i iI —�,f,•,•,•,f�;i,.—_—__�_—_--_-..�_—_—.ate15 I:•=•.1�+I=A:e=•:A:e1•:^ ��:e=A:e:A•�e e:-:e a --.--=_ _— SNUMMUlt Ifff• •• � 'l•♦ Iiff• ffff•�. •ffff•f — I•f•••"f••••••f�ff••� _—-G_I•f•i•�•�•f•I Ifffifsf,��' — •• •• ••f f•• p--;� fff••f ♦f••••� �— ••f•••••��••••••••••f• :=== �••••••e NEW •°e°i°e�m°fee � � • s°m°eee•��� = p_� r���-- 1 ON f� _ Exhibit C-2 Development Plan (Parks,Trails and Open Space Plan) Exhibit C-2 -First Amendment to Development Agreement Exhibit D Water and Sewer Infrastructure Improvements Summary Exhibit D-First Amendment to Development Agreement Exhibit"D" Water and Sewer Infrastructure Improvements Summary Water System infrastructure A Water System Distribution System Study prepared by Halff Associates, Inc.was approved by the City of Fort Worth on April 27,2014,conditioned upon the Property being contained within the City of Fort Worth CCN. The results of the water study indicate that the offsite and onsite water mains shall be sized,oriented, and constructed as depicted on Exhibits E and E-1 and as described below: 1. The developer is obligated to construct a 20-inch diameter NS III water main from the existing Sendera Ranch pump station to the southern property line of the approximately 1,102 acres and extended along with development through the Property to the northern property line. Additionally,a 20-inch diameter NS II water main will be constructed from the existing 16-inch main on SH 114 to the north side of Harriet Creek. Per current Fort Worth Water Department policy,the water mains will be constructed with PVC pipe material. 2. The 20-inch diameter NS III water main will be limited to serving 2,870 equivalent residential connections within the Traditions development until it is connected to a secondary source in the NS III water system. 3. The 20-inch diameter NS II water main will be limited to serving 600 equivalent residential connections within the Traditions development at or below elevation 712'. 4. Water system infrastructure will be constructed incrementally and as necessary to serve development of the Property at the developer's discretion. 5. The Fort Worth Water Department has the option to upsize both NS II&III water mains and if it chooses to do so,the costs associated with upsizing the main will be borne by the Water Department. 6. The results of the water study for the approximately 1,102 acres of Traditions studied indicate that an elevated storage tank is not required in addition to the proposed 20-inch water mains to meet or exceed the City's minimum pipe pressure and head-loss requirements. 7. The portion of Eagle Mountain Treatment Plant expansion, Sendera Ranch Pump Station expansion,NS III elevated tank,and additional Sendera Ranch ground storage tank will be built by the City as Fort Worth water system improvements,provided the CCN condition is met. 8. Upon request from an owner of the property within the remainder of Tradition MUD No. 2 located to the north of the Property,Owner shall grant an easement to allow such owner to construct an oversized or parallel water line generally along the alignment of Community Parkway described in Exhibit G. This shall not be interpreted to create an obligation of the City to provide water service beyond Tradition MUD No.1 or Tradition MUD No.213. Exhibit D to Development Agreement Page 1 Sanitary Sewer System Infrastructure A Preliminary Sanitary Sewer Capacity Study prepared by Dunaway Associates, L.P.was approved by the City of Fort Worth on April 22, 2014. The results of the sanitary sewer study indicate that the offsite and onsite sewer mains shall be sized, oriented, and constructed as depicted on Exhibits F and F-1 and as described below: 1. The developer is obligated to construct an approximately 15-inch gravity main from Traditions to the existing 18-inch gravity main (M-555*) in Harriet Creek Ranch to serve the initial portion of the development. The initial gravity main will serve 800 equivalent residential connections (estimated to generate a peak flow of 681 gpm based on 3.5 persons per dwelling, 100 gal/capita/day, and a peaking factor of 3.5). No additional connections may drain into this system above the 800 equivalent residential connections. 2. The Fort Worth Water Department has determined that sanitary sewer capacity is available in facilities to the south of SH 114 in the McKelvey-Cole, Avilla Reserve and Brookfield and Alpha Ranch mains, and the developer agrees to forgo construction of lift stations and force mains to service sanitary sewer flows generated in MUD 1 where topography generally slopes toward the south. The developer will construct gravity sewer mains to convey these flows to these respective mains south of Highway 114 and the developer will be subject to payment of the following connection charges: i. For Tradition MUD 1 Tract 2 (47.262 acres of land south of Harriet creek and east of the railroad track): Per acre charge from McKelvey-Cole off-site sanitary sewer main according to ordinance adopted by the City Council in accordance with Section 35-81, et seq. of the City Code, estimated as approximately$573.91 per acre(the"McKelvey-Cole Sewer Per Acre Charge");and Avilla Reserve sewer flow charge of$142.85 per gpm of peak sewer flow (up to a maximum of 186 gpm) established by the estimate of increased cost of sewer main upgraded from private plumbing to public sewer. These above charges will be assessed at the time of recording of each final plat. ii. For Tradition MUD 1,Tract 1(384.04 acres of land south of Harriet creek and west of the railroad track): McKelvey-Cole Per Acre Charge identified in 2.i above and per acre charge from Brookfield and Alpha Ranch off-site sewer main according to ordinance adopted by the City council in accordance with Section 35-81,et seq. of the City Code,estimated as approximately$430 per acre. The per acre charges will be assessed at the time of recording of each final plat and calculated based on the acreage served by the sanitary sewer improvements covered in the respective ordinances. 3. The developer is obligated to construct approximately an 18-inch gravity main from the easternmost property line of Traditions to the existing 30-inch main downstream to serve the remaining population of the approximately 1,102 acres of Traditions studied beyond the initial 800 equivalent residential connections served by the initial gravity main described in item 1 above and the connections in MUD 1 served by gravity flow to the south of SH 114 as described in item 2 above. Exhibit D to Development Agreement Page 2 4. In the event that sewer infrastructure that serves the property is constructed by the City or a separate party after the Effective Date, additional sewer per acre charges may be assessed per Section 5.04(d)of this Agreement. 5. Sanitary sewer system infrastructure will be constructed incrementally and as necessary to serve development of the Property at the developer's discretion. 6. Other developments that utilize excess capacity (over and above that required for Traditions)in the proposed 18-inch main downstream of Traditions will be charged a per acre charge at the time of final plat by the City that will be remitted to the Developer. The City will adopt an ordinance assessing a per acre charge in accordance with Section 35-81,et seq. of the City Code. 7. An additional offsite 8-inch main will be required to extend sewer service to a portion of Traditions MUD 2B located north of Sam Reynolds Road. 8. Upsizing of the sewer mains would be necessary to serve sewer loads upstream of Traditions within the Harriet Creek watershed. If the Water Department desires to upsize any of the proposed mains required for Traditions,it may do so and the City will bear the costs associated with upsizing the mains. Exhibit D to Development Agreement Page 3 Exhibit E Offsite Water Infrastructure Improvements Exhibit E-First Amendment to Development Agreement I Emil PHASE NS 11 _ Jul_ L0"WL_ 200 LF i" --` NS III 20"WL FAI TE24,685 LFNT jl i I gar* F-- ° C0 0 Sendera Ranch ° Pump Station j LEGEND / 16"Existing WL ` --• 16"Proposed WL �( 20"Proposed WL ----•- 24" Existing WL Alignments shown are subject to change based on the thoroughfare alignments and Tradition Boundary easement aquisitions between the Sendera �..J ETJ pump station and the property. City Limits 0 1,200 2,400 4,800 EXHIBIT E `DUNAWA Feet OFFSITE WATER 1 Inch=2,400 feet 550 Salley Avenue•Suite 400•fort Worth,Texas 76107 INFRASTRUCTURE IMPROVEMENTS Tel:817.335.1121•Fax:817.335.7437 Document Path:G:\Production500\000700\B000788\Survey-DA\003\GIS\B000788 Tradition Offsite Water.mxd Exhibit G Tradition Transportation Improvements Summary Exhibit G-First Amendment to Development Agreement EXHIBIT"G" Traditions Transportation Improvements Summary A Conceptual Traffic Study (CTS) prepared by Dunaway Associates, L.P. was approved by the City of Fort Worth via email on October 3, 2014. The CTS examines the ultimate configuration of Community Parkway from State Highway 114 (SH 114) to Property extents, and Sam Reynolds Road from the Property extent to FM 156. The proposed roadway alignments and phasing are shown in Exhibit G-2. These alignments are subject to modification as the property develops. Roadway Improvement Triggering Events Roadways within the Property will be constructed to City of Fort Worth standards. Roadway improvements will be initiated by the construction of Community Parkway from SH 114 to the north. A second point of access to SH 114 will be provided in the initial phase of subdivision development south of Harriet Creek. Construction of a 2-lane bridge over Harriet Creek and an extension of 2 lanes of Community Parkway northward to Sam Reynolds Road will provide 2 points of access for the Property located north of Harriet Creek. Table 2 of Exhibit"G-1"identifies the cumulative Single Family Equivalent Units(SFEU)served by each subsequent improvement. Each triggered improvement will have an executed CFA in accordance with Section 4.04 (c) of this Agreement prior to commencement of construction. Improvements will be extended concurrently as the property develops. It is planned that the full boulevard section will be built at the intersection of SH 114 and will transition to a half boulevard section. The half boulevard section will be extended northward as necessary to serve progressing development. Subject to satisfaction of signal warrants, completion of the signalization of Community Parkway at SH 114 will be required to serve development beyond the 596th SFEU. The total planned SFEU south of Harriet Creek that will be served by Community Parkway is 1,131. These improvements are listed in Table 2 of Exhibit G-1 and shown on Exhibit G-2-1 as B,C,D and A,respectively. In order to develop phase 2A which lies north of Harriet Creek and south of Sam Reynolds Road,one two-lane bridge and half of the Community Parkway boulevard section will be constructed to Sam Reynolds Road where a stop sign will be installed for traffic control at the intersection.These improvements are listed in Table 2 of Exhibit G-1 and shown on Exhibit G-2-2 as E, F, & G. A total of 2,370 SFEU (phase 1 + phase 2A) will be accommodated by these improvements. One-half of the boulevard section of Sam Reynolds Road will be built east to west along the project frontage upon the earlier to occur of the triggering cumulative SFEU as identified in Exhibit"G-1",Table 2,or development of property adjacent to Sam Reynolds Road. Sam Reynolds Road and a two-way stop (TWS)or single lane roundabout (SLR) will provide traffic control at the intersection of Community Parkway and Sam Reynolds Road. The estimated SFEU for phase 2A is 1,239, which equates to 2,370 cumulative units that will be accommodated by these improvements. These improvements are listed in Table 2 of Exhibit G-1 and shown on Exhibit G-2-3 as H and 1,respectively. The initial development of phase 26, located north of Sam Reynolds Road, will necessitate the extension of the half-boulevard section of Community Parkway to the north as development occurs. This improvement is listed in Table 2 of Exhibit G-1 and shown on Exhibit G-2-3 as J. A total of 2,517 SFEU Exhibit G to Development Agreement Page 1 (phase 1+ phase 2A+16% of phase 2B) will be accommodated by this improvement. It will also be necessary to reconstruct the section of offsite Sam Reynolds Road from the easternmost property line to the east and widen the Sam Reynolds Road approach at the existing traffic signal on FM 156. These offsite improvements will consist of two traffic lanes. Left-turn lanes will be provided at subdivision entries to improve traffic flow. Up to an additional 767 SFEU can be accommodated with these planned infrastructure improvements. These two offsite improvements are listed in Table 2 of Exhibit G-1 and shown on Exhibit G-3 as K and L. The second half of Community Parkway from the transition north of the intersection of SH 114 to Harriet Creek and the second bridge on Community Parkway will be needed and will be constructed as necessary to accommodate up to 2,694 SFEU (phase 1 + phase 2A + 35% of phase 213). These two improvements are listed in Table 2 of Exhibit G-1 and shown on Exhibit G-2-5 as M and N. The continued construction of the second half of Community Parkway between Harriet Creek and Sam Reynolds Road, plus the signalization or completion of a multi-lane roundabout at Sam Reynolds Road and Community Parkway will accommodate up to 2,927 SFEU (phase 1+ phase 2A+ 61%of phase 213). These two improvements are listed in Table 2 of Exhibit G-1 and shown on Exhibit G-2-6 as O and P. The construction of the second half of Sam Reynolds Road from east to west along the property frontage and completion of the second half of Community Parkway from Sam Reynolds Road to the northern property line will accommodate up to 3,284 SFEU (phase 1 + phase 2A+phase 26).These two improvements are listed in Table 2 of Exhibit G-1 and shown on Exhibit G-2-7 as Q and R. The full build out of phase 2B is 914 SFEU (3,284 cumulative). Eventually, some additional intersection capacity improvements will be needed at FM 156 and Sam Reynolds Road due to the projected growth in background traffic. Because these future capacity improvements will be driven by background traffic growth, improvements will be the responsibility of TxDOT or other developments in the region. This offsite improvement is listed in Table 2 of Exhibit G-1 and shown on Exhibit G-3 as S. Exhibit G to Development Agreement Page 2 Exhibit G-1 Transportation Improvement Triggers Exhibit G-1 -First Amendment to Development Agreement EXHIBIT"G-1" TRANSPORTATION IMPROVEMENT TRIGGERS Table 1.Planned Residential Units per Phase Phase Total SFEU Cumulative SFEU 1 1,131 1,131 2A 1,239 2,370 213 914 3,284 Table 2.Improvements and Cumulative Single Family Equivalent Unitas(SFEU) (All improvements to be constructed or financially secured prior to recordation of final plat containing'Trigger SFEU"listed belovy Cumulative Exhibit Trigger Label Description of Improvement SFEU SFEU Served A Community Parkway and SH 114-Signalization 596 597 B Construction of Community Parkway(CP)*: C Full boulevard section from SH 114 transitioning tol/2 boulevard section 1,131 1 Y.boulevard section from transition to Harriet Creek D E 1"bridge on CP F Complete Y.boulevard section to Sam Reynolds Road(SRR) 2,370 ** G Stop sign at CP and SRR H Two-way stop(TWS)or SLR at CP and SRR 1,836 2,370 1 Y.boulevard section of SRR along property extents* J CP-%boulevard section to neighborhood collector.* 2,517 2,175* K Reconstruction of Sam Reynolds Road from property line to FM 156(Offsite), 2,614 2,175 L Widen SRR approach to provide two departure lanes at traffic signal(Offsite) M,N 2"d half of CP from SH 114 intersection transition to 2"d bridge,2nd bridge on CP 2,694 2,615 O,P CP-2nd%boulevard section from Harriet Creek to SRR;Construct Signal or MLR 2,927 2,695 Q SRR-2nd Y:boulevard section from western property to just east of CP 2,998 3,284 R CP-2"d%boulevard section from SRR to northern property 2,998 S FM 156 and Sam Reynolds Improvements—TxDOT(Offsite) 3,284 N/A * Improvements will be extended concurrently as the property develops. **Required prior to first platted lot in Phase 2A. Exhibit G-2 Onsite Road Improvements Exhibit G-2 -First Amendment to Development Agreement Roadway Build with Phase 1 ® Build with Phase 2A Build with Phase 2A Build with Phase 2B oo Build with Phase 2B — ® Build with Phase 2B 771 Tradition Boundary ETJ City Limits 0 D D �s d Bridge LA�JI�JD Location *E _may D Proposed Roundabout 0 Proposed Roundabout Cy ;l row < �,, o FII�[TilIl�III1IlI[i'ilIIl1TIlI7II:I Proposed �( 7rnTrrr r7.,, Traffic Signal ¢r I Approximate Location -_ d Secondary Access EXHIBIT G-2-1 .ti 0 600 1,200 2,400 TRADITIONS ROADWAY DUNAWA�/ Feet IMPROVEMENTS 550 Bailey Avenue-suite 400-Fort Worth,Texas 76107 1 inch=1,200 feet PAGE 1 OF 8 Tel:817.335.1121-Fax:817.335.7437 Document Path:G:\Production500\000700\B000788\Survey-DA\003\GIS\Paving Exhibit Series\G-2-2.mxd L ; ZZ ,_,W__ LEGEND @' st' r: Roadway Build with Phase 1 ® Build with Phase 2A --' -_. _......._..._._._..__.. ____.__...__.. Build with Phase 2A r ' EMBuild with Phase 2B 1�111�Y7 Build with Phase 2B f_r. MID22 o � t® Build with Phase 26 -- _ Tradition Boundary ---- — L..J ETJ City Limits N W E s If Traffic Signal or Roundabout (to be determined)(---, F H ` Bridge MD G ` Location f Proposed " J Roundabout 41 Proposed e rr, C RoundaboutY" © �� f q a p �� .•' o.� F1�1IiiIIIIIILLII[ILDI7.:II:PIII[lli nTrrnTFTTM Proposed L P gym'..,,. Traffic Signal Approximate Location •� �_� t'r�. d Secondary Accesa EXHIBIT G-2-2 DUNAWAY 0 600 1,200 2,400 TRADITIONS ROADWAY Feet IMPROVEMENTS 550 eoiiey Avenue-Suite 40D•Fort Worth,texas 76107 1 inch=1,200 feet PAGE 2 OF 8 Tel:817.335.1121•Fox:817.335.7437 Document Path:G:\Producbon500\000700\B000788\Survey-DA\003\GIS\Paving Exhibit Series\G-2-3.mxd LEGEND Roadway Build with Phase 1 ® Build with Phase 2A ® Build with Phase 2A Build with Phase 2B D o — Build with Phase 2B ® Build with Phase 2B lJ1.AJ�JD I Tradition Boundary J L..J ETJ City Limits i _ - .• W' E I-- f-- O D D s �H Traffic Signal or Roundabout 1 V (to be determined) F H i �i n nD p Bridge Location / �E i D Proposed Roundabout ! °' o } Proposed C Roundabout s © Lru-N MIDry��(n� ID U H fLIIIII IIII[II I I[��'���II[iI1].ILLI:I Proposed9 p Traffic Signal e " O Approximate Location of Secondary Access _'1-- EXHIBIT G-2-3 - RUNAWAY 0 600 1,200 2,400 TRADITIONS ROADWAY Feet IMPROVEMENTS 1 inch=1,200 feet 550 eaaey Avenue•su11e 400•Fart Worth,texas 76107 PAGE 3 OF 8 Tat817.335.1121•Fox 617.335.7437 Document Path:G:\Production500\000700\B000788\Survey-DA\003\GIS\Paving Exhibit Series\G-24.mxd FERN► � �� PHE;4S'<1NTdR �N JAMES SMITH RD � Roadway M Build with Phase I LEGEND � z�GENTRY DI a ■ � . - d with Phase Build with Phase 2B HBuild with Phase 2B V LL Q Build with Phase m a W U ;0 Tradition Boundary ~ �m ETJ City Limits INSAM REYNOLDS RD -------------------------------------- --------�___._x= ------------- z -- — si�i D © ----- �� z NI OLEN OR II V 11 1 1IIlilnlllllli � � � Big �� 1 Ilnunnm - C TYDINGS RDA} � u n Ilu 1 UIIulminin M C , � �w'� pR� w HUM 1111 1 IIIIIIu1111111/11111 >� `� = ulllll1111 11 II 1111 IIuu111 d, � � Eli _�NAllllllgll 111 =Illillllllnilnl F F° 3�illnmm�um H111 9 nuumunuuu .p1n11111ri11i0 illlillllllllllllll ' J CHESHIER RD Uj p�1�11111111�11p11111=�11111111111%1111111 0 piu=IIIII II Hill © .� ununumlum �� ( 1'��Inllllllllllllllll FFI p� GAELD RD 111 1 11 111111 "�� 1�=�,uv�••v""•r••wl 7 L-ARIAT DR *. - I..d.r...CO = .pp11 1m11 1t'1m �. TR< lii��mlmll�u[Jj MATA N Y R D j aia n1 rnlnlrlrrl-•� IIINIIIIIIN 111111111111 rllilninlllrllW�Ip""�"•""'o"t'�•�1 pE'TT 1 1 111111111111 In111111n1111.>� r WNE�TRL y P� 1111111111111 111111111111= IIINIInv11��u w••��il�= � 0�0��������1 11�����1�1��1 _ IIIIIIIIIIIIb`-u�- NAVADA WqY i 1 11 1 � 11111111111 � ���•• ■ NIIIIIIIIIIIIIIIIIII ill 111111111=1 ���.,�� EEK pR IIHIIn/ 16� C�_ti M �- ��`� Ili H W Ya1 14 Z� 111 1 i , i EXHIBIT . UNAWAY .00 1,200 2,400 TRADITIONS ROADWAY IMPROVEMENTSMilli Feet 00 feet PAGE 4 OF LEGEND Roadway Build with Phase 1 Build with Phase 2A Build with Phase 2A Build with Phase 2B M F7 Build with Phase 2B o Build with Phase 2B 1 GAD IL .jTradition Boundary ETJ City Limits N LIT W E a 0 1 S ------ Traffic Signal or Roundabout (to be determined) O H MID 0 0 0 Proposed Roundabout row U_LrH WIM fEf Min LISLE LE IT97FiTTFFFiT,=T1 ill ill 1111111 1111 Traffic Signal Or Approximate Loce6on of Secondary Access A%r EXHIBIT G-2-5 ��DUNAWAY 0 600 1,200 2,400 TRADITIONS ROADWAY Feet IMPROVEMENTS 550 Bailey Avenue-Suite 40D-Fort Worth,Texas 76107 1 inch=1,200 feet PAGE 5 OF 8 Tel:817.335.1121-Fax:817.335.7437 Document Path:G:\Production500\000700\B000788\Survey-DA\003\GIS\Paving Exhibit Series\G-2-6.mxd I rI LEGEND Roadway Build with Phase 1 1 ® Build with Phase 2A E= uz n........__ --- � ® Build with Phase 2A o <, Build with Phase 2B [TIP ' Build with Phase 2B ' Lr l.flY�J h ® Build with Phase 2B Tradition Boundary 1 L.._j ETJ — F L,_City Limits N W' 'E Traffic Signal or Roundabout , 0 (to be determined) H'P ti Bridge L� fl@ o N Location f E ® o , Proposed Roundabout " 0� Proposed 1 C Roundabout ' © row Lru- 9 .f t ri [ D 9el 4 H� Ih1,}I IlIII III[II i_IJ IIIlIIIIIII]Il Proposed9 rmTrrrrrr; Traffic Signal An Dk t _ Approximate Location -- ••� "r" i'.._�;P of Secondary Access ' -", EXHIBIT G-2-6 �DUNAWAY 0 600 1,200 2,400 TRADITIONS ROADWAY Feet IMPROVEMENTS 550 Bailey Avenue•Suite 100•Fort Worth,laws 76107 1 inch=1,200 feet PAGE 6 OF 8 Tel:517.335.1121•Fax 817.335.7437 Document Path:G:\Production500\000700\B000788\Survey-DA\003\GIS\Paving Exhibit Series\G-2-7.mxd I ' 4 I Roadw y 1I _ _ ... .,,. _ ..•. LEGEND ai a i , ¢; Build with Phase 1 !� ® Build with Phase 2A ® Build with Phase 2A oEMBuild with Phase 213 Ld Build with Phase 213 — ® Build with Phase 213 j Tradition Boundary L.._j ETJ --- �- - L,—,City Limits N W E a _ p O -t--� € D . 0 R S . G O r O Traffic Signal or=9 :bout(to be dete N BridgeD Location ,f a. ® D Proposed I k' Roundabout 0� o _ Proposed C Roundabout 41 ! )J -fu © l9 .. ro . r" �"� �..� �1 i�II i 1II1I7I II I III:J IIfIIIIIIJIf MD 9 " �f Proposed paq_� 'I _71 Traffic Signal f Approximate Location - •' `~ or SecondaryAcoese EXHIBIT �DUNAWAy D 600 1,200 2,400 TRADITIONS ROADWAY Feet IMPROVEMENTS 550 Bailey Avenue•Suite40D•Fort Worth,Texas76107 1 inch=1,200 feet PAGE 7 OF 8 Yet 817.335.1121•Fox:817.335.7437 Document Path:G:\Pmduction500\000700\B000788\Survey-DA\003\GIS\Paving Exhibit Series\G-2-8.mxd FERN PHEi4S%�NT�R LN JAMES SMITH RD � � • � =��GENTRY DI � Y 1111111� = - i J 0 0� L� } JERRY JOY-RD \\\\ = - m � U ,. 0 �2 Cn = D 2 OMEN pR ' G�� -_ 11� �I�NIIIIII� N - C TYDINGS RD } -�.t'� pp 1111 IIj11N11111I1 = p� � YIN 1111 Iuu1N1111111 1111 `� � n■n1111111 1 � C 1111 111 1111 SHIER' -■ Ei� ■■NIIIIOMII111 Illllllllinnnl Fp =�iNmnmlul�� nuuummuu .O,■IIIIIIIIINIIII���11111111111111N111 J•CHE RD v� wl■unn n®nm-=nnuununum..�_ � � � so�ulnnl=annul==uuunuumm�- y _o,s=iiiiliii�iin nuuuununm ���� 1 Illllilllllllinll GAFFIELD RD '�- it 111111�111■! 1lIP�� ■.�...y...yl 1 1�� L-ARIAT DR Mnn�ADr411TRLIIN111�! � /- � 1�111111�111111 IIn III Inlllll/111��; � IIIIIIIIINII 1111111111111 W;�pw'..■n�...■ ■q In111111nInL> SHAWNEE TRL y PL 111111 IIIIII�u�.r I�n■n(r-,i�.,1�j� 111111111111111 111111111111— � ��'►•■�•1.11 IIIIIIIn111b NAVADA-Wqy em�emmmm�mmm: mm,�mmm:omm�m = .11111111111!W��=�. NIIIIIIIIIIIIIIIIIII 111 pR m11®Illmmmill��� =_an EXHIBIT G-2-8 0 600 1,200 2,400 TRADITIONS ROADWAY A%iDUNAWAY� 111111 Feet �HWYa1,14 Q� 11� i Z IMPROVEMENTS 8 • Exhibit H Notice Concerning Annexation Exhibit H-First Amendment to Development Agreement Exhibit H THE STATE OF TEXAS § COUNTY OF DENTON § NOTICE CONCERNING ANNEXATION [TO BE DELIVERED TO BUYERS OF FULLY DEVELOPED AND IMPROVED LOTS IN TRADITION MUNICIPAL UTILITY DISTRICT NO. 1 OF DENTON COUNTY] The real property described below, which you are about to purchase, is located within Tradition Municipal Utility District No. 1 of Denton County(the"District").The District is located in whole or in part in the extraterritorial jurisdiction of the City of Fort Worth. The purpose of this District is to provide water, sewer, drainage, roads or flood control facilities or services benefitting the District through the issuance of bonds payable in whole or in part from property taxes.The cost of these utility facilities is not included in the purchase price of your property; these utility facilities are owned by the District, the City of Fort Worth or Denton County. The legal description of the property which you are acquiring is more fully described as follows: The City of Fort Worth may annex all property within the District for full purposes, including the property you are purchasing, at any time after the earliest to occur of the following, at such time as the City finds such annexation to be feasible: (1) The date construction of water, sanitary sewer, drainage, and road facilities to serve 90%of the property within the District is complete; (2) Dissolution of the District; or (3) The date twenty(20)years after recording in the Denton County plat records of the first final plat for land within the District that contains single-family residential lots. When a district is annexed,the district is dissolved. If the City elects to annex any land within the District, the City must annex all of the District simultaneously. The City may not annex the District in phases. For additional information, contact the City of Fort Worth Planning and Development Department. Notwithstanding the foregoing, by acknowledging this notice you and any successors in interest hereby request annexation of the aforementioned property by the City of Fort Worth in accordance with Chapter 43 of the Texas Local Government Code and the terms set out above. Revised Exhibit H to Development Agreement Between City of Fort Worth And SLF IV-114 Assemblage,L.P. The undersigned purchaser hereby acknowledges receipt of the foregoing notice at or prior to execution of a binding contract for the purchase of the real property described in such notice or at closing of purchase of the real property. SELLER: BUYER: By: By: Name printed: Name printed: Title: Title- STATE OF TEXAS § COUNTY OF § This instrument was acknowledged before me, on the_day of , 20_, by_ of Notary Public, State of Texas Printed Name: My Commission Expires: STATE OF TEXAS § COUNTY OF § This instrument was acknowledged before me, on the_day of , 20 , by Notary Public, State of Texas Printed Name: My Commission Expires: Revised Exhibit H to Development Agreement Between City of Fort Worth And SLF IV-114 Assemblage,L.P. THE STATE OF TEXAS § COUNTY OF DENTON § NOTICE CONCERNING ANNEXATION [TO BE DELIVERED TO BUYERS OF FULLY DEVELOPED AND IMPROVED LOTS IN TRADITION MUNICIPAL UTILITY DISTRICT NO.2B OF DENTON COUNTY] The real property described below, which you are about to purchase, is located within Tradition Municipal Utility District No. 213 of Denton County (the "District"). The District is located in whole or in part in the extraterritorial jurisdiction of the City of Fort Worth. The purpose of this District is to provide water, sewer,drainage,roads or flood control facilities or services benefitting the District through the issuance of bonds payable in whole or in part from property taxes. The cost of these utility facilities is not included in the purchase price of your property; these utility facilities are owned by the District,the City of Fort Worth,or Denton County.The legal description of the property which you are acquiring is more fully described as follows: The City of Fort Worth may annex all property within the District for full purposes, including the property you are purchasing, at any time after the earliest to occur of the following, at such time as the City finds such annexation to be feasible: (1) The date construction of water, sanitary sewer, drainage, and road facilities to serve 90%of the property within the District is complete; (2) Dissolution of the District; or (3) The date twenty (20) years after approval by the City of Fort Worth of the first preliminary plat for land within the District that contains single-family residential lots. When a district is annexed,the district is dissolved. If the City elects to annex any land within the District,the City must annex all of the District simultaneously. The City may not annex the District in phases. For additional information, contact the City of Fort Worth Planning and Development Department. Notwithstanding the foregoing, by acknowledging this notice you and any successors in interest hereby request annexation of the aforementioned property by the City of Fort Worth in accordance with Chapter 43 of the Texas Local Government Code and the terms set out above. Revised Exhibit H to Development Agreement Between City of Fort Worth And SLF IV-114 Assemblage,L.P. The undersigned purchaser hereby acknowledges receipt of the foregoing notice at or prior to execution of a binding contract for the purchase of the real property described in such notice or at closing of purchase of the real property. SELLER: BUYER: By: By: Name printed: Name printed: Title: Title: STATE OF TEXAS § COUNTY OF § This instrument was acknowledged before me, on the day of , 20 , by of Notary Public, State of Texas Printed Name: My Commission Expires: STATE OF TEXAS § COUNTY OF § This instrument was acknowledged before me, on the_day of , 20_, by Notary Public, State of Texas Printed Name: My Commission Expires: Revised Exhibit H to Development Agreement Between City of Fort Worth And SLF IV-114 Assemblage,L.P. 6/17/2019 M&C Review official site of the Uly of cult'Nuilh,T�xes CITY COUNCIL AGENDA FART WORTI] COUNCIL ACTION: Approved on 6/4/2019 DATE: 6/4/2019 REFERENCE L-16225 LOG 06FIRST AMENDMENTS TO TRADITION NO.: NAME: MUDS NOS. 1 & 2B AGREEMENTS CODE: L TYPE: NON- PUBLIC NO CONSENT HEARING: SUBJECT: Authorize Execution of First Amendment to Development Agreement with SLF IV - 114 Assemblage, L.P. and First Amendment to Agreement Concerning Creation and Operation of Tradition Municipal Utility Districts Nos. 1 and 2B of Denton County (ETJ / Denton County near COUNCIL DISTRICT 7) RECOMMENDATION: It is recommended that the City Council authorize the City Manager or a designee to execute the following agreements and take any actions to carry out such agreements: 1. First Amendment to Development Agreement with SLF - 114 Assemblage, L.P. for Tradition Municipal Utility Districts Nos. 1 and 213; and 2. First Amendment to Agreement Concerning Creation and Operation of Tradition Municipal Districts Nos. 1 and 2B of Denton County. DISCUSSION: Tradition Municipal Utility Districts Nos. 1 and 2B of Denton County (Districts) encompass 1094.24 acres of land in Fort Worth's extraterritorial jurisdiction, north of Highway 114 and west of Texas Motor Speedway. The Districts were created by special act of the Texas Legislature in 2005 and 2007, respectively. The Council approved M&C L-15853 on January 12, 2016, to authorize the execution of a development agreement for the property within the two Districts and amendments of the respective creation agreements for the two Districts. The Agreements presented to the City Council for approval updated and simplified prior agreements for the Districts and created stand-alone Agreements for SLF's property. The Agreements required that the developer comply with the City infrastructure standards and development codes and provided that the City will be the retail service provider for water and sewer. SLF IV - 114 Assemblage, L.P. and the Districts have asked, in order to provide flexibility in ordering phases of development, that the City amend the Development Agreement to revise certain water, sewer and road requirements and to modify the term. The City asked the Districts to amend the Creation and Operation Agreements to address the deadline to issue bonds and to require the Districts to levy a specified ad valorem tax rate and establish a fund to assist the City in absorbing the costs of the Districts upon annexation of the land within the Districts and the dissolution of the Districts. The amendment to the Development Agreement will allow the property owner to submit updated infrastructure studies and exhibits for administrative approval, require the property owner to submit revised exhibits to the development agreement if those exhibits are not consistent with preliminary plat, final plat or concept plan submitted to the City, and revise the definitions for"development plan" and "term." The term for MUD No. 1 is a 20-year period commencing on recording in the Denton County plat records of the first final plat that contains single-family residential lots. The term for MUD No. 2B is a 20-year period commencing on approval by the City of the first preliminary plat that contains single-family residential lots. The Creation and Operation Agreement allows the District to issue bonds for reimbursement of infrastructure costs. The amendment to the Creation and Operation Agreement provide that no Bonds issued by the City shall have an issuance date beyond a certain date unless the City consents in apps.cfwnet.org/cou ncil_packet/mc_review.asp?I D=27037&councildate=6/4/2019 1/2 6/17/2019 M&C Review writing. At the City's request, the agreements have been amended to provide that the Districts have agreed to levy an ad valorem tax rate of not less than $1.00 per$100.00 valuation, which funds will be used to pay Districts expenses and to establish a fund to assist the City in absorbing the costs of the Districts when the City annexes all land in the Districts and dissolves the Districts. The agreement will also include provision for consent to annex by future property owners. The property is located in the City's extraterritorial jurisdiction adjacent to COUNCIL DISTRICT 7. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that approval of the resolution and agreements will have no immediate material effect on City funds. Any effect on expenditures ia,id revenues will be budgeted in future fiscal years. TO Fund Department Account Project Program Activity Budget Reference# Amount ID ID Year (Chartfield 2) FROM Fund Department Account Project Program Activity Budget Reference# Amount ID ID Year (Chartfield 2) Submitted for City Manager's Office by_ Jay Chapa (6122,1 Originating Department Head: Randle Harwood ;6101) Additional Information Contact: Mary Elliott (7844; ATTACHMENTS Development Agreement First Amt 5-12-2019 (w Exhibits).pdf FINAL Amendment to Creation Agt MUD 15.2019.pdf FINAL Amendment to Creation Agt MUD 2B 5.2019.pdf Form 1295 Certificate- First Amendment to DA-Executed Redacted.pdf apps.cfwnet.org/council_packet/mc_review.asp?ID=27037&councildate=6/4/2019 2/2