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Contract 21840-A3
City Secretary Contract No: CRY SECRETAW AMENDMENT NO. 3 TO CONTRACT 010. CITY OF FORT WORTH AND TARRANT REGIONAL WATER DISTRIC AGREEMENT TO PARTICIPATE IN TAX INCREMENT REINVESTMENT ZONE NUMBER THREE, CITY OF FORT WORTH, TEXAS (DOWNTOWN TIF) This AMENDMENT NO. 3 TO CITY OF FORT WORTH AND TARRANT REGIONAL WATER DISTRICT AGREEMENT TO PARTICIPATE IN TAX INCREMENT REINVESTMENT ZONE NUMBER THREE, CITY OF FORT WORTH, TEXAS ("Amendment") is entered into by and between the CITY OF FORT WORTH, TEXAS (the "City") and TARRANT REGIONAL WATER DISTRICT ( "Taxing Unit"). The City and Taxing Unit hereby agree that the following statements are true and correct and constitute a basis upon which the City and Taxing Unit have entered into this Amendment: A. On December 19, 1995, the City Council of the City ("City Council") adopted City Ordinance No. 12324 designating certain real property in the downtown area of the City as Tax Increment Reinvestment Zone Number Three, City of Fort Worth, Texas (the "Original TIF"). Ordinance No. 12324 is attached hereto as Exhibit "A-3". The TIF District is informally known as the "Downtown TIF." B. On or about May 10, 1996, the City and Taxing Unit entered into an agreement under which Taxing Unit agreed to deposit one hundred percent (100%) of Taxing Unit's Tax Increment into the TIF District's Tax Increment Fund ("Participation Agreement"), as specifically provided in that Participation Agreement. The Participation Agreement is a public document on file in the City Secretary's Office as City Secretary Contract No. 21840. C. On September 26, 2006, the City Council of the City adopted Ordinance No. 17209-09-2006 (the "Ordinance") changing the boundaries of Tax Increment Reinvestment Zone Number Three (which includes the Original TIF and the amended boundaries as set forth in Ordinance Nos. 14795, 14839, 15317, 15442 and 16243) and providing for the amended TIF Zone (the "Amended TIF"), said Ordinance attached hereto as Exhibit "B-3". D. The Participation Agreement incorporates the TIF District's project plan for development and/or redevelopment, as adopted by the TIF's Board of Directors (the "Board") on September 17, 1998 and approved by the City Council on October 6, 1998 pursuant to Ordinance No. 13603, as amended by the TIF's Board of Directors on February 17, 2003 and approved by the City Council on February 25, 2003 pursuant to Ordinance No. 15464, and as amended by the TIF's Board of Directors on March 22, 2012 and approved by the City Council on April 17, 2012 pursuant to Ordinance No. 20169-04-2012, respectively (the "Plan"). E. Exhibit C, Section II.B. of the Participation Agreement, as amended by Amendment 1 to the Participation Agreement, specifies that the maximum amount of"project costs" (as defined in Section 311.002 of the Tax Increment Financing A.44 that luay be, Paid IFFICIAL RECORD 'ATY SECRETARY RECEIVED JUL 2 8 �4 WORTH,TX a through Tax Increment deposits directly and/or through development agreements or other obligations of the City secured by Tax Increment deposits is $72,000,000.00. F. On September 16, 2013, the Plan was amended by the Board, as approved by the City Council on September 24, 2013, pursuant to Ordinance No. 20975-09-2013. The Project Plan, as so amended, is referred to hereinafter as the "Amended Project Plan." G. The governing body of Taxing Unit has approved the Amended Project Plan. Accordingly, the City and the governing body of Taxing Unit wish to amend the Participation Agreement to incorporate the Amended Project Plan. NOW, THEREFORE, for and in consideration of the conditions set forth herein, the sufficiency of which is hereby acknowledged, the City and Taxing Unit do hereby contract, covenant and agree as follows: 1. Article I (Definitions) of the Participation Agreement is hereby amended to provide a new definition for the term "Project Plan and Reinvestment Zone Financing Plan," and incorporate the Amended and Restated Project and Financing Plan as approved by the City Council on September 24, 2013 as follows: "Project Plan and Reinvestment Zone Financing Plan" shall mean the project plan and financing plan for the development and/or redevelopment of the TIF District, which has been adopted by the TIF Board and approved by the City Council of the City, which is attached hereto as Exhibit"C-3". Exhibit C-3 is hereby made part of this Amendment and the Agreement for all purposes. 2. Exhibit C, Section I. (Taxing Units' Tax Increment Percentages) of the Participation Agreement is hereby amended, as follows: Pursuant to a Resolution, duly adopted by its governing body, a copy of which is attached hereto as Exhibit "D-3," the Taxing Unit agrees to participate in funding of the TIF District and annually, beginning with the 2013 tax year, shall deposit into the Tax Increment Fund forty percent (40%) of its Tax Increment, as set forth in Section I, not to exceed the Deposit Limitation nor the Project Cost Limitation, as set forth in Exhibit C, Section I1, or until the Term of this Agreement is reached, except the following: a. Any funds which were levied by Taxing Unit but were not collected; b. Any funds equal to tax refunds repaid by Taxing Unit to taxpayers owning real property in the TIF District; c. Any funds which represent penalty, interest, or attorney's fees on any delinquent tax payments made to the Taxing Unit by taxpayers owning real property in the TIF District; d. Any taxes uncollected by the Taxing Unit due to agricultural or other ad valorem tax exemptions. Exhibit D-3 is hereby made part of this Amendment and the Agreement for all purposes. 3. Exhibit C, Section II.B. (Project Cost Limitation) of the Participation Agreement is hereby amended, as follows: The maximum amount of"project costs" (as defined in Section 311.002 of the Act) that may be paid through Tax Increment deposits directly and/or through development agreements or other obligations of the City secured by Tax Increment deposits is $100,000,000.00. .. 4. All other provisions and conditions of the Participation Agreement shall remain in full force and effect. 5. Capitalized terms used but not identified in this Amendment shall have the same meanings assigned to them in the Participation Agreement. 6. This Amendment contains the final written expression of the City and Taxing Unit with respect to the subject matter hereof. This Amendment may be executed in multiple counterparts, each of which shall be considered an original, but all of which shall constitute one instrument. EXECUTED as of the later date below: ` CITY OF FORT WORTH, TEXAS: TARRANT REGIONAL WATER DISTRICT: Fernando Costa Victor W. H nderson Assistant City Manager President Board of Directors Date: 6- /4 Date: A j ' A— Of? ATTEST: A.0 TTEST: 0 O By: $o �a d 1,�, P, a yZa�rly r °�,�a�000�o Marty Leonard Cityt ��'f(�$ Secretary Board of Directors APPROVED AS TO FORM/LEGALITY: Maleshia Farmer Senior Assistant City Attorney M&C: G — ► 'Sv�..s Approved: OFFICIAL RECORD CITY SECRETARY FT.WORTH, TX Exhibit A-3—Ordinance No. 12324 Please see following page. ORDINANCE NO. AN ORDINANCE DESIGNATING A CERTAIN AREA AS TAX INCREMENT REINVESTMENT ZONE NUMBER THREE, CITY OF FORT WORTH, TEXAS, ESTABLISHING A BOARD OF DIRECTORS FOR SUCH REINVESTMENT ZONE, AND OTHER MATTERS RENTED THERETO. WHEREAS, the City Council of the City of Fort Worth, Texas (the ®City° ) was presented a petition submitted by the owners constituting at least fifty percent (50%) of the appraised value of the property hereinafter described requesting that said property be designated as a "reinvestment zone," as authorized by the Tax Increment Financing Act, Chapter 311 of the Texas Tax Code, Vernon's Texas Cedes Annotated- (the "Act" ) ; and WHEREAS, the City Council of the City desires to promote the development and/or redevelopment of the property described in such petition and within the City's jurisdiction, by the creation of a reinvestment zone as authorized by the Act; and WHEREAS, in compliance with the Act, the City called a public hearing to hear public comments on the creation of the proposed reinvestment zone and its benefits to the City and to the property in the proposed reinvestment zone; and WHEREAS, in compliance with the Act, notice of such public hearing was published in the Fort Worth Star-Telegram, a daily paper of general circulation in the City, such publication date being December 11, 1995, a date not later than seven (7) days prior to the date of the public hearing; and WHEREAS, notice of such public hearing, in required fora and substance, was provided .in writing to the governing body of each taxing unit that levies real property taxes in the proposed reinvestment zone, and each such taxing unit has adopted a P,r},4J,i r "All resolution wherein they have agreed, pursuant to Section 311.003(e) of the .Act, to waive the requirement for sixty days notice prior to such public hearing; and WMEREA-S, in compliance with the Act, the City made a formal presentation, in required substance and form, to the governing body of each county or school district that levies real property taxes in the proposed reinvestment zone; and AREAS, in compli a-uce with the .Act, the City prepared a preliminary reinvestment zone financing plan and sent a copy of the plate to the governing body- of each taxing unit that levies taxes on real property in the proposed reinvestment zone; and WHEREAS, the public hearing was convened at the time and glace mentioned in the published notice, to wit, on the 19th day of December, 1995 , at 10:00 a.m. , at the Council Chambers in the City Hall of the City of Fort North, Texas, which hearing was then a closed.; and WHEREAS, the City, at such Bearing, invited all owners of property located within the proposed reinvestment zone, representatives of all other taxing units, and any ether interested persons aced/or their attorneys to appear and contend for or against (1) the creation of the reinvestment zone, (2) the boundaries of the proposed reinvestment zone as described in the boundary description and depicted in the map, both of which together are attached hereto as Exhibit "A", (3) the concept of tax increment financing, and (4) the appointment of a board of directors for the proposed reinvestment zone; and WHEREAS, the proponents of the reinvestment zone offered evidence, bath oral and documentary, in favor of all of the 2 foregoing utters relating to the creation of the reinvestment zone, and opponents, if any, of the reinvestment zone appeared to contest matters relating to the creation of the reinvestment zone; NOW THEREFORE, BE IT ORDAINED BY THE CITY COUVCIL OF THE CITY OF FORT WORTS, TEXAS.- SECTION 1: That the facts and recitations contained in the preamble of this ordinance are hereby found and declared to be true and correct. SECTION 2': That the City Council, after conducting such hearing and having heard such evidence and testimony, has made the following findings and determinations based on the evidence and testimony presented to it: (a) That the public hearing on adoption of the reinvestment zone has been properly called, held, and conducted and that notice of such wearing has been published as required by law. (b) That all taxing units levying real property taxes within the reinvestment zone received notice of the City's intention to create the reinvestment zone and of the public hearing and that all such taxing units, pursuant to Section 311.003(e) of the Act, have agreed by resolution to waive the requirement for sixty days notice prior to such public ,hearing. (c) That all taxing units levying real property taxes within the reinvestment zone received a preliminary reinvestment zone financing plan from the City. (d) That the City timely made formal' presentations to all counties and school districts that levy real property a taxes within the reinvestment zone as requ=' ed by the Act, and that each taxing unit which levies real property taxes within the reinvestment zone was notified of each such presentation. (e) That creation of the proposed reinvestment zone and improvements made therein will significantly enhance the v-alue of all the taxable real property in the reinvestment zone and will be of general benefit for the city. (f) That the reinvestment zone, as described in Exl-abit OAO ' hereof, meets the criteria for the creation of a reinvestment zone as set forth in the Act, including Section 311.005 thereof, in that: (1) It is a contiguous geographic area located wholly within the corporate limits of the City; and (2) The boundaries of the reinvestment zone contain the same area as the area described in a petition submitted to the City Council by the owners of property constituting at least fifty percent (50%) of the appraised value of the property in the area according to the most recent certified appraisal roll for Tarrant County, Texas. (g) That the total appraised value of all taxable real property in the reinvestment zone according to the most recent appraisal roll of the City, together with the total appraised value of taxable real property in all other existing reinvestment zones within the City, according to the most recent appraisal roll of the Cityr 4 does not exceed fifteen percent (15%) of the current total appraised value of taxable real property LZ the City and in the industrial districts created by the City, if any. (h) That the reinvestment zone does not contain more than fifteen percent (15%) of the total appraised value of real property taxable by Tarrant County or any school district. (i) That the development or redevelopment of the property in the reinvestment zone will not occur solely through private investment in the reasonably foreseeable future. SECTION 3: That the City hereby creates a reinvestment zone containing the area described in- the boundary description and as depicted in the map, both of which are together attached hereto as Exhibit "A", and such reinvestment zone shall hereafter be identified as Tax increment Reinvestment Zone Number Three, City of Fort Worth, Texas (the "Zone" or ffReinvestment Zonen) . ,SECTION 4: That there is hereby established a board of directors for the Zone which shall consist of nine (9) members. The board of directors of the Reinvestment Zone shall be appointed and shall serve as follows: (a) Each of the Fort Worth Indep endent School District, Tarrant County Junior College District and Tarrant County may appoint one member of the board if such school district or county has approved the payment of all or part of the tax increment produced by the unit. The member of the state senate in whose district the Zone is located (currently Mike Moncrief) is a member of the 5 board (the ffState Senate Member") , and the member of the state house of representatives im whose district the Zone is located (currently Doyle Willis) is a member of the board, except that either may designate another individual to serve in the member"s place at the pleasure of the member If the Zone is or shall become located in more than one senate or house district then the foregoing shall apply only to the senator or representative in whose district a larger portion of the Zone is located. The remaining members of the board shall be appointed by the City Council. . A vacancy on the board shall be filled as set forth in the Act. If a tax±ng unit waives its right to appoint a member of the board, the City may then appojint such board member. The initial board of directors shall be appointed by resolution of the governing bodies of the City and the taxing units as provided herein within sixty (60) days of the passage of this ordinance or within a reasonable time thereafter. All members appointed to the board shall meet eligibility requirements as set forth in the Act. (b) The board members shall serve two year terms; provided, however, such terms shall be staggered as provided herein. The initial directors appointed by the City and the State Senate Member or the designee thereof shall -serve initial terms commencing on the date of appointment and expiring on December 31, 1997, and all other directors shall serve initial terms commencing on the date of appointment and expiring on December 31, 1996. 6 Each year on or before December 31 the City Council shall designate a member of the board to serve as chairman of the board of directors for the next succeeding calendar year, and the board shall elect from its members a vice chairman and other ,officers as it deems appropriate. The term of the chairman shall begin on January I of the year immediately following the year the City Council so designates the Chairman. (c) The bo&rd of directors shall make recommendations to the City Council concerning the administration of the zone. It shall prepare and adopt a project plan and reinvestment zone financing plan for the Zone and must submit such plans to the City Council for its approval. The board of directors shall possess all powers necessary to preparer implement and monitor such project plan for the Zone as the City Council considers advisable. The board of directors shall prepare an annual report on the status of the Zone and shall submit such report to the City as required in the Act. (d) The board of directors shall adopt goals for the participation of disadvantaged business enterprises with respect to the purchase of supplies, materials, services and equipment in accordance with and subject to the provisions of the Act. SECTION 5: That the Zone shall take effect on January 1, 1996, and that the termination of the Zone shall occur on December 31, 2025, or at an earlier time designated by subsequent ordinance of the City Council in the event the City determines that the Zone 7 should be terminated due to insufficient private i.nvestmamt, accelerated private investment or other good cause, or at such time as all project costs and tax increment obligations, if any, and the interest thereon, have been paid in full. SECTION 6; That the Tax Increment Ease for the Zone, which is the total appraised value of all taxable real property located in the Zone, is to be determined as of January I, 1995, the year in which the Zone was designated a reinvestment zone. SECTION 7: That there is hereby created and established a. Tax Increment Fund for the Zone which may be divided into such accounts and subaccounts as may be authorized by subsequent resolution or ordinance, into which all Tape Increments, less any of the amounts not required to be paid into the Tax Increment Fund pursuant to the Act, are to be deposited. The Tax Increment Fund and any accounts and subaccoun-s are to be maintained in an account at the depository- bank of the City and shall be secured in the manner prescribed by law for Texas cities. In addition, all revenues from the sale of any obligations hereafter issued by the City secured in whole or in part from the Tax Increments, revenues from the sale of any property acquired as part of the tax increment financing plan, and other revenues to be dedicated to and used in the Zone shall be deposited into such fund., account or subaccount from which money will be disbursed to pay project costs for the Zone or to satisfy the claims of holders of such obligations issued for the Zone SECTION S : That the Zone is designated under Section 311.005(a) (5) of the Act. SEC'1°IOV 9 That the City Manager and City Attorney are hereby authorized to execute a-nd deliver for and on behalf of the City tax increment agreements with the Fort Worth Independent School District, Tarrant County, Tarrant County Hospital District,, Tarrant County Junior College District and Tarrant County Water Control and Improvement District Number One pursuant to the provisions of Sections 311.008 and 311.013(g) of the Act. SECTION 10: That if any section, paragraph, clause or provision of this Ordinance shall for any reason be held to be invalid or unenforceable, the .invalidity or unenforceability of such section, paragraph, clause or provision shall not affect any of the remaining provisions of this Ordinance. SECTION 11: That this Ordinance shall take effect immediately from and after its passage in accordance with the provisions of the Charter of the City of Fort Worth and it is accordingly so ordained. AGv er Mayor ATTEST: Alice church City Secretary [SEAL] APPROVED AS TO FORM A14kLEGALITY: � ! 27; . . Wade a City Attorney` Adopted: Effective: . 10 Exhibit S-3—Ordinance No. 17209-09-2006 Please see following page. ORDINANCE NO. 17209-09-2006 AN ORDINANCE ENLARGING THE BOUNDARIES OF TAX INCREMENT REINVESTMENT ZONE NUMBER THREE, CITY OF FORT WORTH, TEXAS; AND CONTAINING OTHER MATTERS RELATED TO THE ZONE. WHEREAS, pursuant to Ordinance No. 12324, adopted by the City Council of the City of Fort Worth, Texas (the "City") on December 19, 1995, the City created Tax Increment Reinvestment Zone Number Three, City of Fort Worth, Texas, as previously enlarged pursuant to Ordinance No. 14795, adopted by the City Council on October 2, 2001, and Ordinance No. 14839, adopted on October 30, 2001, and as previously reduced by Ordinance No. 15317, adopted on November 5, 2002, and Ordinance No. 15442, adopted on February 18, 2003 (the "Zone"); and WHEREAS, Section 311.007(b) of the Texas Tax Code (the "Code"), subject to certain provisions of Section 311.006 of the Code, allows the City Council to enlarge the boundaries of an existing reinvestment zone to include an area described in a petition requesting that the area be included in the reinvestment zone if the petition is submitted to the City Council by the owners of property constituting at least fifty percent (50%) of the appraised value of the property in the area according to the most recent certified appraisal roll for the county in which the area is located; and WHEREAS, on September 26, 2006 the City Council was presented with a petition, dated August 18, 2006, to enlarge the Zone by adding the real property specifically described in Exhibit"A" of this Ordinance (the "Property"), which petition was signed by the owner of the Property in its entirety; and Page 1 Ordinance Enlarging Tax Increment Reinvestment Zone Number Three, City of Fort Worth,Texas WHEREAS, Section 311.006 of the Code allows a municipality to enlarge the boundaries of an existing reinvestment zone pursuant to Section 311.007(b) of the Code so long as(i)the amended boundaries of the reinvestment zone will not contain more than fifteen percent (15%) of the total appraised value of taxable real property in the municipality and in the industrial districts created by the municipality, and (ii) the amended boundaries of the reinvestment zone will not contain more than fifteen percent (15%) of the total appraised value of the real property taxable by a county or school district; and WHEREAS, on September 26, 2006 the City Council held a public hearing regarding the enlargement of the Zone and its benefits to the City and to property in the Zone and afforded a reasonable opportunity for all interested persons to speak for or against the addition of the Property into the Zone; and WHEREAS, notice of the public hearing was published in a newspaper of general circulation in the City on September 18, 2006, a date not later than seven (7) days prior to the date of the public hearing; and WHEREAS, prior to the public hearing the City provided wTitten notice to all taxing units levying real property taxes within the Zone of the City's intention to add the Property into the Zone and of the public hearing. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF FORT WORTH, TEXAS: Page 2 Ordinance Enlarging Tax Increment Reinvestment Zone Number Three, City of Fort Worth,Texas Section 1. FINDINGS. That after reviewing all information before it regarding the enlargement of the Zone and after conducting a public hearing regarding the enlargement of the Zone and its benefits to the City and to property in the Zone and affording a reasonable opportunity for all interested persons to speak for or against the enlargement of the Zone,the City Council hereby makes the following findings of fact: 1.1. The statements and facts set forth in the recitals of this Ordinance are true and correct. 1.2. The Property is generally underdeveloped and blighted and substantially impairs the sound growth of the City because of the presence of (i) the faulty usefulness of lots within the area and(ii)unsanitary and unsafe conditions. 1.3. The Property lies within Tax Abatement Reinvestment Zone No. 49, City of Fort Worth, Texas. The Property was originally designated as part of Tax Increment Reinvestment Zone Number Nine, City of Fort Worth, Texas (the Trinity River Vision TIF) and is part of a larger parcel, the remainder of which is located within Tax Increment Reinvestment Zone Number Three, City of Fort Worth, Texas (the Downtown TIF). Pursuant to Ordinance No. 16808-2-2006, adopted on February 7, 2006, the Property was removed from the Trinity River Vision TIF so that all portions of the parcel in question could be located within one tax increment reinvestment zone, the Downtown TIF. But for designation as a reinvestment zone, development of the Property would not occur solely through private investment in the reasonably foreseeable future. Page 3 Ordinance Enlarging Tax Increment Reinvestment Zone Number Three, City of Fort Worth,Texas 1.4. Improvements in the Zone, including the Property, as specifically outlined in the project plan adopted by the Zone's board of directors, will significantly enhance the value of all the taxable real property in the Zone, including the Property, and will be of general benefit to the City 1.5. With the addition of the Property, the Zone will not contain more than fifteen percent (15%) of the total appraised value of taxable real property in the municipality and in the industrial districts created by the municipality. 1.6. With the addition of the Property, the Zone will not contain more than fifteen percent (15%) of the total appraised value of real property taxable by any county or school district. Section 2. DESIGNATION OF PROPERTY FOR INCLUSION IN ZONE. That the City Council hereby enlarges the boundaries of the Zone by adding the Property, specifically described in Exhibit "A", which is attached hereto and hereby made a part of this Ordinance for all purposes. The Zone, as enlarged, has been designated under Section 311.005(a)(5) of the Code and will continue to be known as "Tax Increment Reinvestment Zone Number Three, City of Fort Worth, Texas." Section 3. ZONE BOARD OF DIRECTORS. That the board of directors for the Zone will remain unchanged and shall continue to conform to the requirements of Section 311.009 of the Code. Page 4 Ordinance Enlarging Tax Increment Reinvestment Zone Number Three, City of Port Worth,Texas Section 4. TERM OF ZONE. That the addition of the Property into Zone shall take effect upon the adoption of this Ordinance. The Zone, as enlarged, shall terminate in accordance with Section 5 of Ordinance No. 12324. Section 5. DETERMINATION OF TAX INCREMENT BASE. That the tax increment base, as defined by Section 311.012(c) of the Code, for the Property added to the Zone shall be the total appraised value of the Property taxable by a taxing unit for the year 2006, which is the year in which the Property was added to the Zone. The tax increment base for the property located within the boundaries of the Zone prior to the adoption of this Ordinance shall remain unchanged. Section 6. TAX INCREMENT FUND. That the Tax Increment Fund created and established for the Zone pursuant to Section 7 of Ordinance No. 12324 (the "TIF Fund") shall include the percentage of any tax increment (as defined by Section 311.012(a) of the Code) produced by the Property that (i) the City dedicates to the TIF Fund and (ii) each taxing unit which levies real property taxes on the Property elects to dedicate to the TIF Fund under a participation agreement with the City, as authorized by Section 311.013(t) of the Code. Page 5 Ordinance Enlarging Tax Increment Reinvestment Zone Number Three, City of Port Worth,Texas Section 7. TAX INCREMENT AGREEMENTS. That, pursuant to Sections 311.008 and 311.013 of the Code, the City Manager and City Attorney are hereby authorized to execute and deliver, for and on behalf of the City, tax increment agreements relating to the Property with taxing units that levy real property taxes on the Property. Section 8. SEVERABILITY. That if any portion, section or part of a section of this Ordinance is subsequently declared invalid, inoperative or void for any reason by a court of competent jurisdiction, the remaining portions, sections or parts of sections of this Ordinance shall be and remain in full force and effect and shall not in any way be impaired or affected by such decision, opinion or judgment. Section 9. EFFECTIVENESS. That this Ordinance shall take effect and be in full force and effect from and after its adoption. AND IT IS SO ORDAINED. Page 6 Ordinance Enlarging Tax Increment Reinvestment Zone Number Three, City of Fort Worth,Texas ADOPTED AND EFFECTIVE: September 26, 2006 APPROVED AS TO FORM AND LEGALITY: y: / B .�� Peter Vaky Assistant City Attomey Date: September 26, 2006 M&c: 6--1Sq2S Page 7 Ordinance Enlarging Tax Increment Reinvestment Zone Number Three, City of Port Worth,Texas EXHIBIT"A" LEGAL DESCRIPTION AND MAP OF THE PROPERTY BEING ADDED TO THE ZONE Beginning at a point of the intersection of a the east ROW line of Cummings St.and south ROW line of Peach St, thence Easterly along the south ROW Iine of Peach St to a point where said line intersects with the east property line of Block 124,Lot 9A of the Fort Worth Original Addition,thence Northerly from the east property line of Block 124,9A of the Fort worth Original Addition to a point where said line intersects the north ROW line of Peach St and the east ROW line of Samules Ave,thence Westerly from the east ROW line of Samuels Avenue to a point where said line intersects the southeast property line of Block 1,Lot 5R of the Cummings-Boaz Addition,thence Westerly along the south property line of Block 1,Lot 5R of the Cummings-Boaz Addition to a point where said line intersects the east property line of Lot 18B of the Cummings Addition,thence Northerly along the east property line of Lot 18B of the Cummings Addition to a point where said line intersects the north property line of Lot 18B of the Cummings Addition,thence Westerly along the north property line of Lot 18B to a point where said line intersects the east property line of Lot 4A of the Cummings Addition,thence Northerly along the east property line of Lot 4A of the Cummings Addition to a point where said line intersects the north property line of Lot 4A of the Cummings Addition,thence Westerly along the north property line of Lot 4A to a point where said line intersects the east ROW line of Cummings Ave,thence Southerly along the east ROW line of Cummings Ave to a point where said line intersects with south ROW line of Peach St,which is the point of beginning. -.J of MW Itaikoad l tcsl rl Vjrty lsnp'of . liiferscoion of tix Akoi'th r 1�f74r1'lhtu n#j'fi,iG3t�ncl 1 the F asl RO'T of$rtmu4lsAve r t BauOi of ROW titiu of Naeh Sc u = lnter_:ucttor3 iif the FUst su►aih:Prope�rtv:3me of ' 1'rgpatE lulu of 3 FAasl ROW line + � �Block f W4 T q[9A of i uuuningS IG ink i La 5R: North pr9aw lim"Hots L''att?miagsAddi4icm � •` '`�-� Exhibit C-3—Project Plan and Reinvestment Zone Financing Plan Please see following page. Tax Increment Reinvestment Zone Number Three City of Fort Worth, Texas (Downtown TIF) Amended Project and Financing Plans September 16, 2013 I. Background and Introduction Tax increment financing (TIF) is an economic development tool authorized by Chapter 311 of the Texas Tax Code by which local governments can publicly finance needed structural and infrastructure improvements in order to promote new development or redevelopment within a defined area called a reinvestment zone. TIF districts may be established by municipalities or counties as long as an area meets certain conditions, as set forth in Exhibit "A." A TIF district allows for the tax increment generated from appreciating property values within the area to be dedicated to public improvements within the same area. At the time an area is designated as a reinvestment zone, the existing total taxable value of real property in the zone is identified and designated as the "base value". As the total assessed value of property within a TIF district increases over time, an increase in the taxes collected from the additional value is captured and placed into a special fund, which is used to finance public improvements; only taxes collected from the increased taxable value within the TIF district are placed into the special fund. All other taxes collected from the base value continue to flow to the local taxing entities within the district. The difference between total property value and base value is the property value increment. Taxes collected on that difference in value is the "tax increment." Participating taxing entities may deposit all, a predetermined portion, or none of the incremental taxes in a designated TIF district fund for the purpose of financing the planning, design, construction, or acquisition of public improvements within the TIF district. All taxing units that levy taxes within the zone will continue to receive tax revenues derived from the base value, whether or not the taxing jurisdiction chooses to participate in the TIF. TIF districts have a set term. The TIF district will end on the earlier of (1) the termination date included in the ordinance that established the zone; or (2) the date on which all project costs have been paid in full. Any revenues remaining in the TIF district fund after the dissolution of the TIF will be returned to each participating taxing unit in a pro rata fashion. Each TIF district is overseen by a Board of Directors composed of five to 15 members appointed by the local taxing jurisdictions. Since Tax Increment Reinvestment Zone Number Three (the Downtown TIF) was created due to a petition submitted to the City of Fort Worth by the owners of property constituting at least 50 percent of the appraised value of the property in the area, the TIF Board's composition is mandated by state law. The state representative and state senator representing the area may each make an appointment to the Board. Each participating taxing jurisdiction may appoint one member, and any remaining seats up to nine are filled by appointments made by the Fort Worth City Council. The TIF board of directors oversees improvements to the area and may choose to dedicate TIF district funds to reimburse developers for public improvements. At the time of publication, the City of Fort Worth has eleven active TIF districts: Speedway, Downtown, Southside, Riverfront, North Tarrant Parkway, Lancaster, Trinity River Vision, Lone Star, East Berry Renaissance, Woodhaven, and Trinity Lakes. Downtown TIF Amended Project and Financing Plan Page 1 of 7 II. Project Plan Boundary Description, Existing Uses, and Proposed Uses The Zone was created on December 15, 1995 by the Fort Worth City Council in order to attract investment and redevelopment of property in downtown Fort Worth. The area covers just over 400 acres and is generally bounded to the north by the Trinity River, east by the Burlington Northern Santa Fe Railroad (BNSF), south by Lancaster Avenue, Calhoun Street 7fh Street, Burnett Street, and 3,d Street, and west by Henderson Street and Weatherford Street. A map of the TIF district and a legal description of the property can be found in Exhibits "B" and "C," respectively. The Zone is composed of a variety of uses, including office space (public and private), residential (rental apartments and owner-occupied and tenant-occupied condominiums and townhomes), retail, educational, and religious. The Downtown has developed into the City's premier mixed-use district, where thousands of employees, residents, tourists and other visitors spend their time, energy and money. The TIF District is enhanced by proximity to several recently renovated public parks, including the Fort Worth Water Gardens, Burnett Park and General Worth Square. The TIF district also benefits from its inclusion in Fort Worth Public Improvement District Number One, a $2 million annual effort that provides maintenance, security, marketing and research services to Downtown. A map of the existing uses of the Zone can be found in Exhibit "D." Downtown is the oldest neighborhood in Fort Worth, encompassing the site of the original Army outpost and Pioneer's Rest Cemetery. The area sits atop the bluffs of the Trinity River and extends southward towards Lancaster Avenue. Although much of the topography is favorable to development, much of the underground infrastructure is outdated and undersized for modern development requirements. Public right-of-way improvements vary in quality and are particularly poor in part of the core and several outlying areas. Additionally, surface parking still occupies a large part of the area within the Zone. While development standards and design guidelines have improved the public spaces around newer developments, including parking facilities, many corridors and parking lots still have challenging streetscapes that detract from the pedestrian experience. Creation of the TIF district was a recommendation of the 1993 Downtown Strategic Action Plan, a document sponsored and adopted by Downtown Fort Worth, Inc., the City of Fort Worth, and the Fort Worth Transportation Authority. The plan resulted from a two-year process that involved substantial input and review from citizens, government officials, and Downtown stakeholders. The plan guides center city growth and development and helps ensure that Downtown reflects Fort Worth's unique culture, warmth, character and values. Community leaders realized that Downtown is critical to the overall economic health and image of greater Fort Worth. The Downtown Plan envisioned that a TIF district would be needed to finance several major Downtown projects including public parking and connecting systems, streetscape improvements, and historic preservation. The Plan recognized that these public infrastructure investments would be needed in order for Downtown to succeed in attracting private investment. The costs of the required infrastructure exceeded the City's normal funding amounts and the improvements were needed in advance of the City's normal funding cycle. While private financing was available for creation of the Tandy Outlet Mall, expansion of the Sundance Square retail area, and construction of the new Bass Downtown TIF Amended Project and Financing Plan Page 2 of 7 Performance Hall, infrastructure in the form of parking facilities, pedestrian connections, and subway system upgrades was seen as crucial to the success of these private investments. Over time, some of the original TIF projects were completed and others were made moot by changing development patterns and priorities in downtown. For example, the Tandy subway system was decommissioned when RadioShack Corporation moved its headquarters to a new location and sold the Tandy Center complex. The Fort Worth Transportation Authority with funding assistance from Public Improvement District Number One, implemented a trolley circulator that provides the north-south connecting system envisioned in the original TIF plan. The Santa Fe Freight House was leased in order to build a public market, but has since been repurposed as classrooms and offices of the UTA Fort Worth Center. Various streetscape and infrastructure improvements have been made through the TIF District, but this work is ongoing and infrastructure needs still exist throughout Downtown. The 2003 update of the Downtown Strategic Action Plan recognized the major investments that had taken place over the preceding decade, much of it owing to projects undertaken with TIF support. The Downtown TIF has been instrumental in historic preservation (the Ashton Hotel); streetscape improvements (Cassidy Corner, Pecan Place, Chase Bank, Trinity Bluff); creation of a public market, then a higher education center (Santa Fe Freight House—UTA Fort Worth Center); environmental remediation (The Tower); and garage leases for free public parking supporting Bass Hall, the Central Library and Downtown's retail establishments, restaurants, and arts and entertainment venues. The TIF Board of Directors appointed an Advisory Committee to receive a consulting study executed by the Leland Group in 2006 and make recommendations on updating the Downtown TIF Project and Financing Plan. The Advisory Committee's recommendations built on the TIF's successes and reflect the priorities contained in the 2003 Downtown Strategic Action Plan. The inclusion of affordable housing in the TIF Project Plan was recommended by the TIF Board and adopted by City Council in April 2012. This change resulted in the TIF's participation in the redevelopment of Hunter Plaza, a planned mixed-income project operated by the Fort Worth Housing Authority. Plan 2023, the new Downtown Strategic Action Plan, also contained recommendations relevant to the objectives of the Downtown TIF. Beyond ongoing infrastructure and transportation needs, the Plan also identifies needed park improvements, greater residential density and new primary and secondary schools that will result in greater vitality in Downtown. Purpose and Results of the Downtown TIF The Downtown TIF's successes thus far can be evaluated against the original TIF Project Plan's stated purposes. The goal of attracting investment and redevelopment that would not occur without TIF-financed infrastructure is exemplified by The Tower and numerous subsequent for-sale residential developments; revitalization of the Tandy Center, now City Place; the Chase Bank office building, parking garage and retail; the historic renovated Ashton Hotel; the UTA Fort Worth Center; and enhanced streetscape throughout the Trinity Bluff area of Downtown. Use of tax increment to fund required public infrastructure is represented by the 2,826 free evening and weekend parking spaces available to the general public, in addition to daytime, Downtown TIF Amended Project and Financing Plan Page 3 of 7 Bass Hall patron and Central Library patron parking; streetscape improvements in the Downtown core, Pecan Place and Trinity Bluff areas; utility relocation in Trinity Bluff; and environmental remediation at the Tower. The goal of generating new anchors for Downtown to create redevelopment momentum and tax base that survives the TIF is exemplified by the strong office and residential markets, and specifically by City Place, the Tower, Trinity Bluff, and the strengthened retail core. The TIF District has created net financial gain to local governments since the first years of its existence, and substantial financial gains after 2006. Each year since then, TIF District substantially exceeded its $5 million annual cap and has returned more than $47 million of tax increment to the participating local governments. Although cessation of the Fort Worth Independent School District's participation in the TIF reduced the overall tax increment by more than $4 million per year after 2013, the TIF is still expected to generate more than $8.5 million in tax increment in 2014 and beyond. To capture the "metropolitan visitor," more tourists and conventions, the TIF has been used to support free evening and weekend parking, making Downtown a regional destination. In addition, the clear success of Bass Hall and the Ashton Hotel were made possible in part by TIF participation. By 2010, the TIF had helped Downtown exceed the goal of having 1% of Fort Worth's residential inventory (3,172 of the city's total 295,283 housing units) and had created a quality urban environment capable of attracting a competitive share of corporate office, government office and other commercial developments. The impressive growth of restaurant and retail sales in Sundance Square, aided by TIF parking leases, is a testament to Downtown's vitality and its enhanced role in our city's quality of life. Proposed Zoning Changes The majority of the Zone is located within the City's Central Business District Zoning classification as depicted in Exhibit "E." Development within this area is subject to review by the City's Downtown Design Review Board. Future zoning changes are anticipated for property within the Zone currently zoned Medium Industrial. Over time, many of these properties are likely to be rezoned Central Business District as industrial uses are phased out and property owners realize the benefits of high-density mixed- use zoning. Relocation Method for Displaced Persons It is anticipated that no persons shall be displaced as a result of implementing these Project and Financing Plans. Downtown TIF Amended Project and Financing Plan Page 4 of 7 III. Financing Plan Project Descriptions, Estimated Project Costs, and Administration This amended and restated Downtown TIF project plan retains projects from the current plan and adds several new projects as described below. Tax increment deposits from local governments shall be subject to a $5 million annual cap and a lifetime cap of $100 million. 1. Historic preservation through fagade leases in order to preserve and rehabilitate historic buildings and spur new development such as the Ashton Hotel* ($850,000) and the Jett and Land Title Buildings ($1,276,000); 2. Environmental remediation to remove asbestos and support new construction, such as the redevelopment of The Tower* into condominiums and office space ($2,887,520); 3. Utility relocation and removal for public infrastructure improvements at the site of the Marriott Hotel' ($206,864); 4. Streetscape improvements to create a pedestrian friendly environment, such as: a. Cassidy Corner' ($57,292) b. Chase Bank' ($285,242) c. Pecan Place' ($207,000) d. Trinity Bluff° ($1,255,792) e. Oliver's Grocery Store' ($97,486) f. Third Street', also includes wayfinding planning ($1 13,01 1) g. Hunter Plaza ($400,000 — proposed); 5. Santa Fe Freight House lease, operations, and improvements ($5,104,096); 6. Sundance Square Streetscape, traffic improvements, and the construction of three new mixed-use buildings and a plaza ($9,724,000); 7. Parking garage leases to accommodate parking needs for downtown visitors during evenings and weekends, such as: a. Bass Hall ($6,858,896) b. City Center ($2,164,469) c. City Place ($1 1,058,387) d. Chase Bank ($9,148,798) e. Tarrant County Family Law Center ($3,71 2,425) f. The Tower ($9,685,925) g. Insurance of garages and marketing for free-parking options ($527,996) 8. Affordable housing incentives to encourage the development of quality, affordable, and accessible housing units, including the redevelopment of Hunter Plaza ($8,000,000); 9. Residential density and parking* incentives to generate significant new tax increment from high rise development in the downtown core ($9,000,000); 10.Infrastructure and transportation improvements* to address the critical infrastructure needs and ease transit accessibility on downtown corridors and sites such as Main Street, Commerce Street, Trinity Bluff, Heritage Plaza, and Paddock Park ($12,150,000); 11.Retail fagade improvement matching grants* to help improve historic buildings' facades that would encourage a more appealing Streetscape and shopping experience ($300,000); and 12.School for Science, Technology, Engineering, and Math (STEM)* to support the development of a public school to enhance downtown's educational offerings as well as residential appeal ($1,000,000); Downtown TIF Amended Project and Financing Plan Page 5 of 7 13.Signage* to support and direct vehicular and pedestrian traffic ($150,000); and 14.TIF District Administration for management and planning ($4,81 1,767). ° Denotes completed projects; * Denotes new projects The Zone is administered by Downtown Fort Worth, Inc., a 501(c) (6) nonprofit corporation, with assistance from the City of Fort Worth Housing and Economic Development Department. Development is guided by the objectives in the Downtown Fort Worth Strategic Action Plan as revised every 10 years and adopted by the Fort Worth City Council as part of the City's Comprehensive Plan. Economic Feasibility Statement, Projections, and Methods of Financing City staff has determined that the Project and Financing Plan is economically feasible per the tax increment financing projections included in Exhibit "F". It is anticipated the City of Fort Worth, Tarrant County, Tarrant County College District, Tarrant County Hospital District, and the Tarrant Regional Water District will continue to participate in the TIF district in order to have TIF funds available for TIF Project reimbursement. These financial projections also show the TIF Project Costs are reimbursable over the course of the term as the total increment generated exceeds the total TIF Project Costs. The TIF district Board of Directors will approve eligible TIF Project Costs on a case-by-case basis. Approved TIF Project Costs will be reimbursable to the developer upon completion, as set forth in each Development Agreement. Bond Indebtedness No bond indebtedness is expected to be incurred with respect to any of the project improvements. Estimated Timeframe TIF projects are expected to be completed during the lifetime of the Zone. It is not anticipated the Zone's term will be extended. Current Taxable Values The base value (1995) of property in the Zone is $217,893,395 (TIF 3) and $104,547,242 (TIF 3A) for a total base value of $322,440,637. The current value of property in the zone is $687,404,750 (TIF 3) and $209,877,987 (TIF 3A) for a total current value of $897,282,737. The Zone has grown by 178 percent since its creation in 1995. Term The term of the Zone began on January 1, 1995 and will expire on December 31, 2025, beginning with the tax increment calculated by the 1995 tax appraisal and ending with the tax increment calculated by the 2025 tax appraisal. Downtown TIF Amended Project and Financing Plan Page 6 of 7 IV. Exhibits [To Immediately Follow] A. Criteria for Reinvestment Zone B. Boundary Map C. Legal Description D. Map of Existing Uses E. Map of Current Zoning F. TIF District Financial Projections Downtown TIF Amended Project and Financing Plan Page 7 of 7 Exhibit "A" [Information on following page] Downtown TIF Amended Project and Financing Plan Exhibits Sec. 311.005. CRITERIA FOR REINVESTMENT ZONE. a) To be designated as a reinvestment zone, and area must: 1) Substantially arrest or impair the sound growth of the municipality or county designating the zone, retard the provision of housing accommodations, or constitute an economic or social liability and be a menace to the public health, safety, morals, or welfare in its present condition and use because of the presence of: A) A substantial number of substandard, slum, deteriorated, or deteriorating structures; B) The predominance of defective or inadequate sidewalk or street layout; C) Faulty lot layout in relation to size, adequacy, accessibility, or usefulness; D) Unsanitary or unsafe conditions; E) The deterioration of site or other improvements; F) Tax or special assessment delinquency exceeding the fair value of the land; G) Defective or unusual conditions of title; H) Conditions that endanger fife or property by fire or other cause; or 1) Structures, other than single-family residential structures, less than 10 percent of the square footage of which has been used for commercial, industrial, or residential purposes during the preceding 12 years, if the municipality has a population of 100,000 or more; 2) Be predominantly open or undeveloped and, because of obsolete platting, deterioration of structures or site improvements, or other factors substantially impair or arrest the sound growth of the municipality or county; 3) Be in a federally assisted new community located in the municipality or county or in an area immediately adjacent to a federally assisted new community; or 4) Be an area described in a petition requesting that the area be designated as a reinvestment zone, if the petition is submitted to the governing body of the municipality or county by the owners of property constituting at least 50 percent of the appraised value of the property in the area according to the most recent certified appraisal roll for the county in which the area is located. a-1) Notwithstanding Subsection (a), if the proposed project plan for a potential zone includes the use of land in the zone in connection with the operation of an existing or proposed regional commuter or mass transit rail system, or for a structure or facility that is necessary, useful, or beneficial to such a regional rail system, the governing body of a municipality may designate an area as a reinvestment zone. In this Section, "federally assisted new community" means a federally assisted area that has received or will receive assistance in the form of Joan guarantees under Title X of the National Housing Act, if a portion of the federally assisted area has received grants under Section 1 07(a)(1) of the Housing and Community Development Act of 1974. Downtown TIF Amended Project and Financing Plans Exhibit A- Page 1 of 1 -zi . t �o GOUNAHNAL ICU- y } .e op CALVERT F' Q ✓r' '` $ ���� <O� h N e? 4 yet%' LL 7THt t 80�, f MOTH TEXAS 4 ., 11TH 1Y Q !` 19TH-- r LANCASTER� �' 11TH -m dt _ i �• DAG � .„ 1 x G 1 .' BROADWAY. eA PETERSMITH TUCKER Feet 0 410 820 1,640 2,460 3,280 Exhibit "C" [Information on following page] Downtown TIF Amended Project and Financing Plan Exhibits Legal Description, Part 1 Beginning at a point of the intersection of a projection of the south ROW line of 3rd Street and the west ROW line of Henderson Street, thence Northwesterly along the west ROW line of Henderson Street to a point where said line intersects with the south ROW line of Weatherford Street, thence Southwesterly along the south ROW line of Weatherford Street and what would be a projection of the said south line to a point where the projection of said line intersects with the west ROW line of Penn Street, thence Northwesterly along the west ROW line of Penn Street which transitions to the south ROW line of Forest Park Boulevard (where Forest Park Boulevard curves into Weatherford Street and Belknap Street), thence Following the same Forest Park Boulevard ROW line as it curves to westerly, then to southwesterly to a point where said line intersects with the north ROW line of 51h Street, thence Due west along a due west projection of the north ROW line of 51h Street to a point where this due west line intersects with the centerline of the Clear Fork of the Trinity River, thence Following the centerline of the Clear Fork of the Trinity River northeasterly to a point of intersection with centerline of the west ROW line of Henderson Street, thence Southeasterly along the west ROW line of Henderson Street to a point where said line intersects with the south ROW line of Belknap Street, thence Northeasterly along the south ROW line of Belknap Street to a point where said line intersects with the east ROW line of Cherry Street, thence Southeasterly along the east ROW line of Cherry Street to a point where said line intersects with the south ROW line of Weatherford Street, thence Northeasterly along the south ROW line of Weatherford Street to a point where said line intersects with the east ROW line of Taylor Street, thence Southeasterly along the east ROW of Taylor Street to a point where said line intersects with the north ROW line of 3,d Street, thence Northeasterly along the north ROW line of 3rd Street to a point where said line intersects with the west ROW line of Throckmorton Street, thence Northwesterly along the west ROW line of Throckmorton Street to a point where said line intersects with the south ROW line of Belknap Street,thence Northeasterly along the south ROW line of Belknap Street to a point where said line intersects with the west ROW line of Houston Street, thence Downtown TIF Amended Project and Financing Plan Exhibit C- Page 1 of 5 Southeasterly along the west ROW line of Houston Street to a point where said line intersects with the south ROW line of Weatherford Street, thence Northeasterly along the south ROW line of Weatherford Street to a point where said line intersects with the west ROW line of Commerce Street, thence Northwesterly along the west ROW line of Commerce Street to a point where said line intersects with the north ROW line of Belknap Street, thence Southwesterly along the north ROW line of Belknap Street to a point where said line intersects with the west ROW line of Houston Street, thence Northwesterly along the west ROW line of Houston Street to a point where said line intersects with the south ROW line of Franklin Street, thence Westerly along the south ROW line of Franklin Street to a point where said line intersects with the east ROW line of Taylor Street, thence Northwesterly along the east ROW line of Taylor Street to a point where said line intersects with the centerline of the West Fork of the Trinity River at the projection of the east ROW line of Taylor St., thence Southeasterly, then easterly, and then northeasterly along the centerline of the West Fork of the Trinity River to a point of intersection with the projection of the north ROW line of Cummings Street (Cummings Street turns westward as depicted on the TAD tax maps), thence Easterly along the said projection and north ROW line of Cummings Street to a point where said line turns southeasterly along the east ROW line of Cummings Street, thence Southeasterly along the east ROW line of Cummings Street to a point where said line intersects with what would be the projection of the north ROW line of Peach Street, thence Northeasterly along the north ROW line of Peach Street to a point where said line intersects with the east ROW line of the Burlington Northern Santa Fe Railroad, thence South-southeasterly along the east ROW line of the Burlington Northern Santa Fe Railroad to a point of intersects with the north ROW line of Lancaster Avenue, thence West along the north ROW line of Lancaster Avenue to a point where said line intersects with the east ROW line of Calhoun Street, thence Northwesterly along the east ROW line of Calhoun Street to a point where said line intersects with the north ROW line of 71h Street, thence Southwesterly along the north ROW line of 71h Street to a point where said line intersects with the west ROW line of Burnett Street, thence Northwesterly along the west ROW line of Burnett Street to a point where said line intersects with the south ROW line of 3rd Street, thence Downtown TIF Amended Project and Financing Plan Exhibit C- Page 2 of 5 Southwesterly along the south ROW line of 3,d Street to a point where said line intersects with the west ROW line of Henderson Street which is the point of beginning. Legal Description, Part 2 The boundaries of the Zone cut out the following land descriptions: Tarrant County College Acquisition Area Beginning at a point which is the intersection of the north ROW line of Weatherford Street and the east ROW line of Commerce Street in Downtown Fort Worth, Tarrant County Texas, thence Easterly along the north ROW line of Weatherford Street where said line intersects with the west ROW of Jones Street, thence Northerly along the west ROW line of Jones Street where said line intersects with the north ROW of Belknap Street,thence Easterly along the north ROW line of Belknap Street where said line intersects with the west ROW of Pecan Street, thence Northerly along the west ROW line of Pecan Street where said line intersects with the south ROW of Bluff Street, thence Easterly along the south ROW line of Bluff Street where said line intersects with the east Lot Line of Lot #1320-5-10, thence Northerly along the east Lot Line of Lot #1320-5-10 where said line intersects with the south lot line of Land 600 Block Lot #15A, thence Westerly along the south lot line of Land 600 Block Lot #1 5A where said line intersects with west lot line of Land 600 Addition Block Lot 15A, thence Northerly along the west lot line of Land 600 Addition Block Lot 15A where said line intersects with the center line of the Trinity River, thence Westerly along the center line of the Trinity River where said line intersects with the east ROW line of Main Street, thence Southerly along the east ROW line of Main Street where said line intersects with the north ROW line of Franklin Street, thence Easterly along the north ROW line of Franklin Street where said line intersects with the east ROW line of Commerce Street, thence Southerly along the east ROW line of Commerce Street where said line intersects with the north ROW line of Weatherford Street, which is the point of beginning. Downtown TIF Amended Project and Financing Plan Exhibit C - Page 3 of 5 Tandy Tech Center Beginning at a point which is the intersection of the south ROW line of Weatherford Street and the east ROW line of Cherry Street in Downtown Fort Worth, Tarrant County Texas, thence Southerly along the east ROW line of Cherry Street where said line intersects with the north ROW of 111 Street, thence Easterly along the north ROW line of 111 Street where said line intersects with the east ROW of Burnett Street, thence Southerly along the east ROW line of Burnett Street where said line intersects with the north ROW of 2nd Street, thence Easterly along the north ROW line of 2"d Street where said line intersects with the west ROW of Taylor Street, thence Northerly along the west ROW line Taylor Street where said line intersects with the south ROW of Weatherford Street, thence Westerly along the south ROW line of Weatherford Street where said line intersects with the east ROW of Cherry Street, which is the point of beginning. Transport Life Building (714 N. Main Street) The entirety of Lots 9, 10, 1 1, and 12 of Block 108 in Downtown Fort Worth, Tarrant County, Texas. Legal Description, Part 3 The boundaries of the Zone added the following land descriptions: Beginning at a point of the intersection of the east ROW line of Cummings Street and south ROW line of Peach Street, thence Easterly along the south ROW line of Peach Street to a point where said line intersects with the east property line of Block 124, Lot 9A of the Fort Worth Original Addition, thence Northerly from the east property line of Block 124, 9A of the Fort Worth Original Addition to a point where said line intersects with the north ROW line of Peach Street and the east ROW line of Samuels Avenue, thence Westerly from the east ROW line of Samuels Avenue to a point where said line intersects the southeast Property Line of Block 1, Lot 5R of the Cummings-Boaz Addition, thence Westerly along the south property line of Block 1, Lot 5R of the Cummings-Boaz Addition to a point where said line intersects the east property line of Lot 1 8B of the Cummings Addition, thence Northerly along the east property line of Lot 1 8B of the Cummings Addition to a point where said line intersects the north property line of Lot 1 8B of the Cummings Addition, thence Downtown TIF Amended Project and Financing Plan Exhibit C- Page 4 of 5 Westerly along the north property line of Lot 18B to a point where said line intersects the east property line of Lot 4A of the Cummings Addition, thence Northerly along the east property line of Lot 4A of the Cummings Addition to a point where said line intersects the north property line of Lot 4A of the Cummings Addition, thence Westerly along the north property line of Lot 4A to a point where said line intersects the east ROW line of Cummings Avenue, thence Southerly along the east ROW line of Cummings Avenue to a point where said line intersects with south ROW line of Peach Street, which is the point of beginning. Downtown TIF Amended Project and Financing Plan Exhibit C- Page 5 of 5 Exhibit "D" [Information on following page] Downtown TIF Amended Project and Financing Plan Exhibits Current Land Use -n GREER TFi V G ` ' Single Family . Condominiums ' Multifamily Duplex °2 GARVEY NT Residential (Vacant) s`s °2� Commercial (Vacant) Commercial GOUNAH vFF` Electric Companies s Q ytt j• CAL`ER�T <KANSAS. F �` i s ! .`t ` FzFO � '� � 1+4 alb •� � t •N `/ ' S�� LLJ l. E 5TH: 10TH r IF = ++ , •�� i4R�, ,r�Y 1 %• t j TEXAS 4 Z h `tki ff"I few � --'a 13TH � �� •. '' 70 _ VICKECO RY Feet 0 405 810 1,620 2,430 3,240 Exhibit "E" [Information on following page] Downtown TIF Amended Project and Financing Plan Exhibits .. Zoning , r; 'Single Family Two Family , t High Density Multifamily " n. - Intensive Commercial 02 Central Business Medium Industrial �' 2 •' Planned Development Trinity Uptown ti - ;' 6 f • .Q<e�P , ti`�,< Trinity Uptown -TCCD IL Ak 4.; w 5TH g N e aj H f i��Fn1C.- 4xX, = � _.�� TEXAS Is 1`Z�� � . •' ;Oe- 11 TH �x 13TH` � y"e + LANCASTER' • •i W jute _ �,, _ •r^ __, + � �. ."a.• -r - . J �,. `l qua E_L'PAS Olu VICKERY /�� �,}•' r hw v� `DAGGETTell 0 17 Q Feet 0 385 770 1,540 2,310 3,080 Exhibit ' ' [Information on following page] Downtown TIF Amended Project and Financing Plan Exhibits TIE INCREMENT PROJECTIONS Projected Annual Properly Tax Growth Role I.0% TaFoble Volae Tax Yeor Acluals Base Year 1 Yeor 2 Yeor 3 Year 4 Year 5 Year 6 Yeor 7 Yeor 8 Yeor 9 Yeor 10 Year I 1 Yeor 12 Year 13 Year 14 Yeor 15 Year 16 TIF k 3 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 20Ii 2012 City 297,834,061 304,077,343 111,211,799 106,911,117 121,129,174 356,762,871 146,695,071 366,837,961 332,211,453 753,177,161 768,460,116 686,199,375 680,749,I27 768,179,774 710,165,121 670,2B6,3B7 678,658,869 Hospital Dlstrin 29 B,806,225 J05,049,507 320,19a 965 307,873,320 331,958,B39 358,296,715 34840B,388 369,795,477 355,422,045 355,962,457 J9B,770,621 617,102,J 39 611,419,511 704,671,542 667,633.813 597,082,929 611,82J,2E0 College 310,E B9,712 J17,172,990 772,274,458 719,956,811 344,765,077 770,702,9SJ 361,051,173 381,801,641 33B,J46,429 735,962,457 J98,777,627 696,298,946 6B9,OB7,976 7BJ,21 B,6d1 786,787,I00 684,707,727 692,728,722 W aler Divtrin 310,BB2:712 317,181,759 332,267,917 319,949,B06 344,3 5,077 J70,702,95J 348,381,768 369,512,633 35B,339,421 755,967457 398,770:621 696,291,946 689,074,976 783,21 B,641 766,787,100 6B4,700,227 692,725,222 C. 29B,806,225 705,049,508 720,190,961 707,B73,319 3J1,958,879 758,296,715 148:401,388 369,795,477 755,422,045 355,962,457 79B,770,621 617,102,069 611,419,571 704,671,542 667,557,069 597,OB2,929 611,8 J7,BI1 Schaal District 298,806,980 305,050,262 320,191,718 307,874,076 JJ1904,919 3511,257,795 367051,17J 3B1,B01,611 355,1 AA,7B5 355,689,067 39B,280,721 695,157,OB1 6B7,B15,347 782,020,B36 765,515,515 683,451,227 691468,922 Percent Chonge from Prior Year(City) 2.10% 4.98% .3.86% 7.24% 8,40% -2.82% 5.82% -3.99% 0,26% 4.3A% 86.23% .0.85% I3,03% -4,96% -8,29% 1.25% TIF 4 3A 8ose City 104,547,242 124,349,787 118,437,29E 127,160,798 173,B79,386 191,16B4O29 211,6JJ,063 2JS,OSO,OB7 226,570,]51 199,416,182 207,152,A72 Hospital District 104,547:242 121,319,1:7 118,437,298 121,160,398 174,014:386 195,170,029 211,6J4,063 235,320,OB3 227,555,774 200,567,446 20B'363,786 College 117,601,388 124,349,187 127,491,44d 170,214,541 I4J,584,947 20%76B,49B 231,334.013 249,152,375 240,535,774 209,205,243 218,740,986 W ater District 113,601,388 124,349,187 12],491,444 170,214,544 14J,584,947 208,768,498 230,334,063 249,152,375 240,555,774 209,205,243 218,740,986 County I04,Sd7,242 I24,3A9,1117 118,437,298 121,160,39B 134,014,386 195,170,029 211,634,063 235,320,083 227,355,774 200,567,446 208,363,786 ,".'r Chonge lrom Prior Yeor(Ciry) 18.94% .4.75% 2.30°/a Iris R/ 45.78% 8,44% 11.06% 3.61% -11.99% 3.38% TIF Revenues(Perticipatian Rotes in 2014) City - 59,311 116,740 81,377 276:914 115,119 J97,33B 699,359 1,047:001 1,078,504 1,556,125 1,916,914 1,942,637 1,949,127 1,941,102 1,936,101 1,933,021 Hospital Distrin(40%) - 14,614 50,055 21,223 77,600 139,124 IOB,175 192,520 290,787 297,870 464,139 524,712 523,487 519,532 519,259 516,141 515,2 J9 C ollege(20%) - 3,6D4 12,337 9,648 35,621 693590 49,776 113,335 139,056 759,528 Z75,153 J70,6B5 J16,684 J14,505 313:679 311,727 336,79E Woler Di",1"(40%) - 1,249 4,239 1,797 6,637 11,953 9,356 16,554 22,823 22,B93 39,4B2 44,581 45,412 45,594 45570 45,296 4,217 Ceunty(40%) - 16,574 56,634 24,017 87,B00 163,324 116,991 225,739 335,926 344,B79 416,379 605,188 605,512 601,834 6051519 597,90E 596,863 Fort Worth ISD 10% 90,B40 311,148 174,646 501,434 9]4,770 ]57,9 J3 1,191,956 1,809,004 94B,4B9 1,551,935 1,597,850 1,566,243 1,569,407 1,571,871 1,592,523 11572,B62 TOTAL INCREMENT TO TIE DISTRICT 186,751 631,153 272706 986,057 1 B67 921 1445 564 2,441,482 3,664,004 2 B52 102 4 707,213 5,000,000 5,000000 5,000,000 5,000,000 5,000,000 5,000,000 merest Generated 24,150 32,329 32,196 51,85E 114,065 3,789 55,355 16,999 33,656 B1,801 173,699 126,7138 88494 76,785 77,244 TOTAL REVENUE TO TIF DISTRICT 186,151 655,303 305,034 1,01 B,257 1,919,779 1,559,629 2,445,271 3,719,359 2,869,101 4,336,868 5,081,801 5,173,699 5,126,7138 5,088,494 5,076,785 5,077,244 Ton Increment Refoined by LocoI Governments City - - - - - - - - - - 2,8139,786 2,926,944 3,B78,457 J,481,109 2,742,684 2,B 83,798 Havpital Distdct - - - - - - - - - - 626,049 627,675 BB5,6J2 7BJ,803 564:632 616,894 470,563 484,564 634,413 59B,788 444,410 507,742 Woler Distrin - - - - - - - - - - 67,522 69.531 91,972 B6,990 64,576 68,16E 722,065 726,071 1,025,932 907,769 654,080 714,660 44 FW ISD 2,498,251 2,443, 2 3,245,565 3,101,980 2,379,678 2A 67,B91 TOTAL TAX INCREMENT RETAINED BY GOVTS. 7,274,237 7,278 187 9,761,971 8,960,439 6,850,060 7,259,152 TOTAL TAX INCREMENT OVER LIFE OF THE TIF 186,151 631,153 272,706 986,057 1,B67,921 1,445,564 2,447 482 3,664,004 2,852,102 4,303,213 12,274,237 12,278,1 B7 14,761,971 13,960,439 1 1,1350,060 12,259,152 Prnjeds I.HI-ic Preverva$lon - - - - - 85,000 85,000 B5,000 85,000 85,000 85,000 85,000 85,000 85,000 85,000 - - 2.Environmental remedi0tlan - - - - - - - - 2,B87,520 - - - - - - - J.Wil11y Relocation and Removal - - - - - - - - - - - 206,864 4.Sireelaope Improvements - - - - 4,442 57,292 7,555 136,254 154,822 - 59,426 147,575 1,125,828 166,730 SB,415 - 97,486 S.Sonto Fe Freight - - 1,578,265 B86,56B 581,597 48B,3A6 BB6,042 216,430 56,612 164,660 220,815 24,480 (31,511) 6.Sundonce Squora Plaza Improvements - - - - - - - - - - - - - - 7.ParkingGarageLeases - - - 153,243 A16,266 A13,062 d07,053 ),449,677 1,372,542 1,221,500 2,318,300 2,381,065 3,047,248 3,207,427 3,397,59d 3,664,183 3,745551 8.Affordable Housing - - - - - - - - - - - - - - - - 9.Residential Density end Porkin9 Incentive - - - - - - - - - - - - - - 10.Infrastrudure and iromportaeon Improvements - - - - - - - - - - - - - - 11.Retail FoSode ol Improvement Mding Grants - - - - - - - - - - - - - - 12.Science,Technology,Engineering&Math Schaal - - - - - - - - - - - - - - - I J.Signage 14 TIF Distrin AdmW,lra han,Mona a ant,PI 501,823 145,070 145,640 175406 176,JB2 171,B02 193,117 140,535 156,559 15B4O56 174971 180,099 172,172 1691003 TOTAL PROJECT COSTS 655,067 565,778 700,994 2,253,278 2,773,878 2,365,763 4,875,484 3,489,302 2,986,629 4,472,744 3,798,788 3,941,922 3,860,835 4,187,393 NO TIF Cash Flow - 186,151 655,303 (350,032) 412,475 1,218,785 (693,6A9) (288,607) 1,353,596 (2,006,383) 847,566 2,095,172 700,956 1,327,999 1,146,572 1,215,950 889,851 FUND BALANCE - 186,151 841,455 491,422 943,898 2,162,683 1,469,033 1,180,426 2,534,022 527,639 1,375,206 3,470,37E 4,171,334 5,499,333 6,645,905 7,861,855 8,751,706 Lece Counly 3 Hovpit4l Divtfld Receivables J 180,846 Curren)Yeor(2013) TIF INCREMENT PROJECTIONS Projected Annual Property T..Growth Rote T...ble Value C....0 Year Projected Yeer.17 Year 18 Year 19 Year 20 Year 21 Yevr 22 Year 23 Year 24 Yevr 25 Yeor 26 Yeor 27 TIF p 3 2013 2014 2015 2016 2017 2018 2079 2020 2027 2022 2023 TOTALS Cily 687,404,750 694,278,798 705,221,595 732,273,801 739,596,539 746,992,505 754,462,430 762,007,054 769,627,125 777,323,396 785,096,630 Hospital Di,lricl 624,998.195 631,249,177 647,560,659 667,976,265 72B,656,028 735,942,588 743,302,014 750,735,034 758,242,385 765,824,808 773,483,057 College 701,073,676 708,084,413 719,165,257 746,356,909 753,820,479 761,358,683 768,972,270 776,661,993 784,42B,613 792,272,899 800,195,62E Water DiI1,1cl 701,070,176 708,080,878 719,161,687 746,353,303 753,816,936 767,355,005 768,968,555 776,658,240 784,424,B23 792,269,071 800,191,762 County 625,013,072 631,263,203 641,575,835 667,991,593 72B,671,509 735,958,224 743,317,806 750,750,984 758,258,494 765,84),079 773,499,490 Schoo1-I'wl 699,700,232 7D6,705,314 717,772,367 744,950,091 752,399,592 759,923,588 767,522,824 775,1913,052 782,950,033 790,779,533 798,697,328 Permnl Chon9e from Prior Yeor(City) 1.29% 1.00% 1.58% 3.84% 1.Do% 1.00% I.O% I.Do% 1.00% ),Do% 1.00% TIF#3A City 209,877,987 211,976,767 214,096,535 216,237,500 218,399,875 220,593,974 222,789,712 225,017,609 227,267,786 229,540,463 231,835,868 H-pitol Dolricl 211,133,260 213,2-,593 215,377,039 217,530,809 219,706,117 221,903,178 224,122,210 226,36 3,4 32 228,627,066 230,913,337 23 3,222,470 College 223,235,260 225,467,613 227,722,299 229,999,512 232,299,507 234,622,502 236,968,727 239,339,414 241,731,798 244,149,)16 246,590,607 Water Didricl 223,235,260 225467,613 227,722,289 229,999,512 232,299,507 234,622,502 236,968,727 239,338,414 241,731,798 244,149,116 246,590,607 County 211,133,260 213,244,593 215,377,039 217,530,1309 2)9,706,117 221,903,178 224,122,210 226,363,432 228,627,066 230,913,337 233,222,470 P.-H Chong.from Prior Year(City) 1.32% 1.00% 1,00% 1.00% 1.00% 1.00eio 1.00% 1.00% 1.00% 1.Do% 1.00% TIF Revenue,(Pedkipetion Rates in 2014) City(60%) 2,777,343 2,994,971 3,061,981 3,211,743 3,260,401 3,309,546 3,359,183 3,409,316 3,444,118 3,443,988 2,647,145 52,449,895 He,pitv1 Di,trkt(40-A) 667,649 475,010 486,355 512,39E 569,696 578,341 587,073 595,892 602,032 602,065 464,887 10,915,273 Ce11ege(201/6) 289,562 175,487 179,460 188,240 191,149 194,087 197,055 200,052 202,150 202,197 )56,154 4,963,335 Water Didrid(40%) 65,472 47,120 48,187 50,545 51,326 52,115 52,912 53,716 54,290 54,292 41,929 980,577 County(40%) 773,437 550,276 563,418 593,588 659,963 669,979 690,093 690,309 697,421 697,459 538,547 12,521,474 Fed Wedh ISD 0% 426,537 18 169 446 TOTAL INCREMENT TO TIF DISTRICT 5 5,000,000 4,242,865 4,339,402 4 556,514 4,732,535 4,804,068 4,976,315 4,949,285 5,000,000 5,000,000 3,948,663 100,000,000 Intered Generated 43,759 1,032,966 TOTAL REVENUE TO TIF DISTRICT 5,043,759 4,242,865 4,339,402 4,556,514 4,732,535 4,804,068 4,876,315 4,949,285 5,000,000 5,000,000 3,84B,663 101,032,966 Tea 1--f It l imcl by Lenl t3ov -ol. - City 2,137,557 1,996,647 2,041,321 2,1 A 1,162 2,173,601 2,206,364 2,239,455 2,272,877 2,322,466 2,407,831 3,290,760 44,032,821 Ho,pitol Di,tdd 500,821 712,515 729,532 768,598 B54,544 B67,512 880,610 893,838 909,966 932,424 1,092,316 13,247,362 College 574,104 701,949 7)7,841 752,961 764,597 776,349 788,219 800,207 813,245 828,485 889,966 11,548,402 Water Dblrie 50,480 70,681 72,291 75,817 76,989 78,172 79,367 80,574 82,043 84,083 98,519 1,297,766 County 580,179 825,414 845,127 890,382 989,944 1,004,967 1,020,139 1,035,463 1,054,147 1,080,163 1,265,389 15,341,852 FW ISD 3,684,661 19821 468 TOTAL TAX INCREMENT RETAINED BY GOVTS. 7,527,804 4,307,206 4,406,103 4,6213,919 4,859,675 4,933,364 5,007,790 5,082,960 5,181,867 5,332,985 6,636,951 105,289,670 TOTAL TAIL INCREMENT OVER LIFE OF THE TIF 12,527,804 8,550,071 8,745,505 9,1 B5,433 9,592,213 9,737,432 9,994,105 10,032,245 10,181,867 10,332,985 10,485,614 205,289,670 PrejM. I.Wdorlc Pre,ervotion - 1,276,000 - - - - - - - - - 2,126,000 2.Environmemol r...diell- - - - - - - - - - - - 2,887,520 3.Utlllty R,I...11 n and Removal - - - - - - - - - - - 206,864 A.Streetrzape Imp....menu - 400,000 - - - - - - - - - 2,415,824 5.Santa Fe Frelghl H.- (39,082) (45,567) (39,800) (43,093) 199,333 - - - - - 5,104,096 6.Sundance Square Plaza Improvement, - 5,974,000 2,000,000 1,750,000 - - - - - - - 9,724,000 7.Parking Garage Lea,e, 3,507,597 3,591,554 2,777,259 2,412,607 1,847,879 1,825,292 - - - - - 43,156,895 8.Affordable Housing - 1,000,000 - - 1,000,000 1,000,000 1,000,000 2,000,000 1,000,000 1,000,000 8,000,000 9.Re,Idenllal D-Ily and Parking Incentive - - - - 3,000,000 3,000,000 3,000,000 - - 9,000,000 10.10-trudure and Tran,podalion Improvement, - - - 100,000 1,000,000 - 400,000 750,000 2,800,000 3,900,000 3,200,000 12,150,000 I I.Retall FaSade Imprevemenl Makhing Grant, - - 300,000 - - - - - - - 300,000 12.Sd-,Technology,Engineering 8.Math School - - 500,000 500,000 - - - - - - 1,000,000 13.Signage 150,000 150,000 14.TIF District Adminittrotion,Menagem..I,Planning 170,316 197,715 192,729 198,510 204,466 210,600 216,918 223,425 230,128 237,032 69,895 4,811,767 TOTAL PROJECT COSTS 3,638,832 12,543,102 5,230,187 4,918,024 4,751,677 5,035,892 4,616,918 4,973,425 5,030,128 5,137,032 4,269,895 101,032,966 Net TIF Ce.h Flew 1,404,927 (8,300,238) (890,785) (361,510) (19,142) (231,824) 259,397 (24,140) (30,128) (137,032) (421,232) FUND BALANCE 10,156,633 1,856,395 965,610 604,100 584,958 353,134 612,531 588,391 558,263 421,232 0 Less County 6 Mo,pilvl Dirlrf<I Receivoblet Current Year(2013) Exhibit D-3—Tarrant Regional Water District Minutes of the Board of Directors May 20, 2014 In Lieu of Resolution Please see following pages. MINUTES OF A MEETING OF THE BOARD OF DIRECTORS OF TARRANT REGIONAL WATER DISTRICT HELD ON THE 20th DAY OF MAY 2014 AT 9:30 A.M. -------------------------------------------------------------------------------------------------------------------- The call of the roll disclosed the presence of the Directors as follows: Present Absent Victor W. Henderson Mary Kelleher Jack R. Stevens Marty V. Leonard Jim Lane Also present were Jim Oliver, Alan Thomas, Dan Buhman, Darrell Beason, Kathy Berek, Steve Christian, Linda Christie, Wesley Cleveland, Woody Frossard, David Geary, Rachel Ickert, Chad Lorance, Dave Marshall, Mark Olson, David Owen, Josh Stark, Paula Stewart, Kirk Thomas, Louie Verreault, and Ed Weaver. Also in attendance were George Christie, General Counsel for Tarrant Regional Water District (Water District); Lee Christie, Jeremy Harmon, and Ethel Steele of Pope, Hardwicke, Christie, Schell, Kelly, & Ray LLP; Denis Qualls of Dallas Water Utilities; Chris Skupien of Texans for Government Transparency; Dick Fish of Lake Country HOA; Tom McDonald; Ross Fischer and Scott Tschirhart of Denton, Navarro, Rocha, Bernal, Hyde & Zech, P.C.; Bill Paxton of Trinity River Communication Joint Venture; Justin C. Reeves of Lockwood, Andrews & Newnam, Inc.; Robert Brashear of CDM Smith; Christine Jacoby of CB&I; Jim Johnson of Downtown Fort Worth, Inc.; William James Wynne; Tina E. Hanson of Hazen and Sawyer; Alan Raynor of McCall, Parkhurst & Horton LLP; Mike Dillow of Lai�b-Star Engi�peering; Bill Hanna of Fort Worth Star- Telegram; Robbie Thompson of Foster CM Group; B.G. Docktor and Doug Smith of Jacobs Engineering Group; Marice Richter of Fort Worth Business Press; and Aaron Harris. President Henderson convened the meeting with the assurance from management that all requirements of the `open meetings" laws had been met. 1. All present were given the opportunity to join in reciting the Pledge of Allegiance. 2. On a motion made by Director Leonard and seconded by Director Stevens, the Directors unanimously voted to approve the minutes from the meetings held on April 15 and April 29, 2014. It was accordingly ordered that these minutes be placed in the permanent files of the Tarrant Regional Water District. 3. With the recommendation of management, Director Stevens moved to approve operations and maintenance expenditures as noted below. Project Vendor Amount Funding Committee Approved Review ITB No. 14-049 Annual Contract Brenntag (Liquid $795,798 Revenue Construction and to Furnish and Deliver Water Chlorine - CC Operations Treatment Lake Pump Station and Richland Chambers Lake Pump Station ITB No. 14-049 Annual Contract Southern Ionics $125,273 Revenue Construction and to Furnish and Deliver Water (Aqua Ammonia - Operations Treatment CC Lake Pump Station and Richland Chambers Lake Pump Station ITB No. 14-049 Annual Contract Brenntag (Sodium $844,318 Revenue Construction and to Furnish and Deliver Water Hydroxide- CC Operations Treatment Lake Pump Station ITB No. 14-079 Purchase of Farwest Corrosion $77,946 Revenue Construction and Magnesium Zinc Anodes Control Company Operations Director Lane seconded the motion and the vote in favor was unanimous. 4. With the recommendation of management, Director Leonard moved to approve an amendment of the Participation Agreement for TIF 3 (Downtown) to provide that the District will participate in funding the TIF 3 at 40 percent instead of 100 percent beginning with the 2013 tax year. The maximum amount of project cost was raised from $72,000,000 to $100,000,000. All other terms of the participation agreement will remain the same. Director Stevens seconded the motion and the vote in favor was unanimous. 5. With the recommendation of management, Director Leonard moved to approve the adoption of a revised Water Conservation and Drought Contingency Plan. Director Lane seconded the motion and the vote in favor was unanimous. 6. With the recommendation of management, Director Stevens moved to approve an amendment to the Implementation Agreement with AgriLife for the development and implementation of watershed protection planning efforts for District watersheds to include Richland-Chambers Reservoir, and to approve an addendum to this Agreement for development of a water quality model for the Richland-Chambers watershed. This addendum provides for funding to AgriLife in the amount of $100,000 over a 24-month period, beginning June 1, 2014, in addition to the original funding of $50,000 annually for a two-year period for the original agreement, which began December 1, 2013. Funding for the agreement and the addendum are included in the FY 2014 Revenue Fund Budget. Director Lane seconded the motion and the vote in favor was unanimous. 7. With the recommendation of management, Director Lane, moved to approve a change in the calculation of the retainage being held for Hayward Baker, Inc., to 5% of the total contract price, following the recent 50% completion milestone of their respective contract. All remaining contract payments are to be made in' full. However, any changes to the contract price by change order or alternate base bid work for the project will require adjustment to the retainage schedule. Funding for this contract is included in the Bond Fund. Director Stevens seconded the motion and the vote in favor was unanimous. 8. With the recommendation of management, Director Leonard moved to approve an amendment with Freese and Nichols, Inc. for additional structural evaluations of appurtenant structures at Eagle Mountain Dam in the amount of $83,780. With the addition of this amendment the total contract amount is $177,368. Funding for this amendment is included in the FY 2014 Revenue Fund Budget. Director Stevens seconded the motion and the vote in favor was unanimous. 9. With the recommendation of management, Director Leonard moved to approve a membership in the University of Texas at Arlington Center for Sustainable Utilization of Composites in Infrastructure Systems at an annual cost of $50,000 to participate in research that will improve the District's earthen structures. This is an unbudgeted expense. Director Stevens seconded the motion and the vote in favor was unanimous. 10. With the recommendation of management, Director Leonard moved to approve a contract with ASI Constructors Inc. for the construction of IPL Joint Booster Station 3 Suction Reservoir in the amount of $11,387,600. Funding for this contract is included in the Bond Fund. Director Lane seconded the motion and the vote in favor was unanimous. 11. With the recommendation of management, Director Lane moved to approve a contract with Blackhall Engineering Limited for the purchase of five 108-inch gate valves for IPL Section 15-2, Midlothian Balancing Reservoir and the Joint Booster Pump Station 3 Site in the amount of $5,829,630. Funding for this contract is included in the Bond Fund. Director Stevens seconded the motion and the vote in favor was unanimous. 12. With the recommendation of management, Director Lane moved to approve a contract with Crispin Valve, LLC for the purchase of four 60-inch and six 108-inch butterfly valves for the Midlothian Balancing Reservoir and IPL Sections 12 and 13 in the amount of $1,996,060. Funding for this contract is included in the Bond Fund. Director Stevens seconded the motion and the vote in favor was unanimous. 13. With the recommendation of management, Director Leonard moved to approve a contract with Crispin Valve, LLC for the purchase of seven 54-inch and three 108-inch butterfly valves for Joint Booster 3 Pump Station in the amount of $1,224,944. Funding r ' 3 for this contract is included in the Bond Fund. Director Lane seconded the motion and the vote in favor was unanimous. 14. With the recommendation of management, Director Stevens moved to approve a contract with Ross Valve Manufacturing Co. for the purchase of two 60-inch Multiple Orifice Valves for !PL Section 12 and the existing Richland-Chambers and Cedar Creek lines interconnect in the amount of$526,340. Funding for this contract is included in the Bond Fund. Director Lane seconded the motion and the vote in favor was unanimous. 15. With the recommendation of management, Director Stevens moved to approve the unit price reconciliation Change Order Number 2 in the amount of$145,915.50 for a reduction to the contract amount, and the release of $162,423.02 remaining on the contract with Gamey Construction for the Richland-Chambers 90-inch pipeline lowering project. Funding for this contract is included in the Bond Fund. Director Lane seconded the motion and the vote in favor was unanimous. 16. With the recommendation of management, Director Stevens moved to approve an amendment to the contract with Lemley Consulting, Inc. for consulting services related to IPL Project land acquisition in the amount of $700,000. With the addition of this amendment the total contract amount is $1,676,129. Funding for this amendment is included in the Bond Fund. Director Lane seconded the motion and the vote in favor was unanimous. 17. With the recommendation of management, Director Henderson moved to approve the retention of Denton, Navarro, Rocha, Bernal, Hyde & Zech, P.C. to advise the District regarding election issues. Director Lane seconded the motion and the vote in favor was unanimous. 18. Ross Fischer of Denton, Navarro, Rocha, Bernal, Hyde & Zech, P.C. gave an update on candidate and ethics filings. The final report will be presented at the June 17 board meeting. 19. David Marshall gave a report on dam safety and the effect of oil and gas wells located within 3,000 feet of District dams. Alan Thomas gave a report on the United States Army Corps of Engineers March 2011 directive regarding the 3,000 foot lateral exclusion zone. 20. STAFF UPDATES Update on System Status 21. A request to speak form was submitted by and public comments received from Tom McDonald. The Board of Directors recessed for a break from 11:12 a.m. to 11:28 a.m. 22. The presiding officer next called an executive session at 11:28 a.m. under V.T.C.A., Government Code, Section 551.071 to consult with legal counsel on a matter s 9 in which the duty of counsel under the Texas disciplinary rules of professional conduct clearly conflicts with Chapter 551, Texas Government Code, and to conduct a private consultation with attorneys regarding pending or contemplated litigation (Monty Bennett v. Tarrant Regional Water District, Cause No. 153-264899-13, in the 153`d District Court of Tarrant County, Texas); and under Section 551.072 to deliberate the purchase, exchange, lease or value of real property. Upon completion of the executive session at 11:42 a.m., the President reopened the meeting. 23. The agenda item on the contract close-out and release of retainage to W.G. Yates & Sons Construction was tabled. 24. With the recommendation of management, Director Stevens moved to grant authority to acquire permanent easement interests in, over, under, and across, the following described properties for the public use and purpose of construction and operation of the IPL Project. Funding for these acquisitions is included in the Bond Fund. IPL Parcel 328 A permanent easement interest across a 1.408-acre tract of (Rivera) land situated in the J. Roberts Survey, Abstract Number 909, Ellis County, Texas, and being more particularly described as a portion of that certain 11.137-acre tract conveyed to Jose H. and Celia Rivera by instrument recorded in Volume 2179, Page 1975, Official Public Records, Ellis County, Texas, and being further described in the survey plat for Parcel 328 attached hereto for the negotiated purchase price of$32,100. IPL Parcel 654 A permanent easement interest across a 4.095-acre tract of (Perez) land situated in the John Albright Sr. Survey, Abstract Number 16, Henderson County, Texas, and being more particularly described as a portion of that certain 54.569- acre tract conveyed to Martin and Rosaura Perez deed recorded in Volume 2073, Page 630, Deed Records, Henderson County, Texas, and being further described in the survey plat for Parcel 654 attached hereto for the negotiated purchase price of$80,500. IPL Parcel 777 A permanent easement interest across a 0.019-acre tract of (Irvin) land situated in the Jose Mora Survey, Abstract Number 497, Henderson County, Texas, and being more particularly described as a portion of that certain 3.611-acre tract conveyed to Danny L. Irvin by deed recorded under Instrument Number 2012-00009633, Real Property Records of Henderson County, Texas, and being further described in the survey plat for Parcel 777 attached hereto for the negotiated purchase price of$200. IPL Parcel 810 A permanent easement interest across a 0.498-acre tract of (Blair) land situated in the Jose Chirino Survey, Abstract Number 168, Anderson County, Texas, and and being more particularly described as a portion of that certain 4.22-acre tract of land conveyed to B. C. Blair III and Tawana Sue Blair, as described by deed recorded in Volume 897, Page 371, Deed Records of Anderson County, Texas, and being further described in the survey plat for Parcel 810 attached hereto for the appraised value of$2,913. IPL Parcel 1119 Permanent easement interests across a 6.408-acre tract of (Stevens) land and a 4.055-acre tract of land, both situated in the Alexander Parks Survey, Abstract Number 607, Henderson County, Texas, and being more particularly described as portions of that certain 102.557-acre tract conveyed to Jasper J. and Evelyn H. Stevens by instrument recorded in Volume 725, Page 49, Deed Records, Henderson, County, Texas, and being further described in the survey plats for Parcels 1119.1 and 1119.2 attached hereto for the negotiated purchase price of$105,000. r Parcel 328 Integrated Pipeline Project Page I of4 EXHIBIT"A" Property Description Being 1.408-acres (61,350 square feet) of land situated in the J. Roberts Survey. Ah�ct Number 909, Ellis County,Texas,and more particularly that certain 11.137 acre tract conveyed to Jose H. Rivera and wifq Celia Rivera, by instrument rt=rdcd in Volume 2179, Page 1975, Official Public Records, Ellis County, Texas, (O.P.R.E.C.T.), and being further described as follows: COMMENCING at a 1/2 inch iron rod with cap stamped"RPLS 4773"found for the northeast comer of said Rivera tract, said 1/2 inch iron rod with cap stamped "RPLS 4773"being the northwest corner of that certain tract conveyed to Jose G. Burciaga and Prances Burciaga, by instrument recorded in Volume 1831, Page 378,O.P.R.E.C.T., said 1.2 inch iron nod with cap stamped"RPLS 4773"also being in the southerly right-of-way line of F.M. Highway No.66(a 120'right-of-way)(no deed of record found); THENCE South 31 degrees 06 minutes 58 seconds East,along the common line of said Rivera tract and said Burviaga tract, a distance of 406.92 feet to a 5/9 itt&iron rod with cap stamped "GORRONDONA" set for the POINT OF BEGINNING (N:6,814,757.529, E:2,459,418.755 Grids (1) THENCE South 31 degrees 06 minutes 58 seconds East,along the common line of said Rivera tract and said Burciaga tract, a distance of 243.32 fret to a 5'8 inch iron rod with cap stamped "GORRONDONA"set for comer. (2) THENCE North fife degrees 19 minutes 58 seconds West, a distance of 27.59 feet to a 5;8 inch iron rod with cap stamped"GORRONWNA"set for comer, (3) THENCE Nortlt 69 degrees 39 minutes 20 seconds West,a distance of 383.35 feet to a 518 inch iron rod with cap stamped "GORRONDONA"set for comer in the westerly line of said Riven tract, said 5r8 inch iron rod with cap stamped 'GORRONDONA"being in the easterly line of that certain tract conveyed to Robert S. Adams,and wife,Jeri H.Adams,b) instrument recorded in Volume 1549,Page 623,O.P.R.E.C.T.; (4) THENCE North 31 degrees 06 minutes 27 seconds West,along the common line of said Rivera tract and said Adams tract, a distance of 240.70 feet to a 5.18 inch iron rod with cap stamped "GORRON'DONA" set for corner, from which a 5118 inch iron rod found for reference in the westerly line of said Rivera tract bears North 31 degrees 06 minutes 27 seconds West,a distance of 91.75 feet,said 518 inch iron rod being in the easterly line of said Adams tract; (5) THENCE South 69 degrees 39 minutes 20 seconds East,a distance of 408.83 feet to the POINT OF B6: N NNING and containing 1.408 acres(61,350 square fed)of land,more or less. Parcel 328 Integrated Pipeline Project Page 2 of 4 NOTE. Basis of bearing is the Texas State Plane Coordinate System,North Central Zone(4202) North American Datum 1983 (NA1383)(2007) with all distances adjusted to surface by projrct combined scale factor 0.9999460030. NGTE:Plat to accompany this legal description. I do certify- on this 1st day of February; 2013, to Ellis County Abstract and Title Co., Stewart Title Guaranty Company, and Tarrant Regional Water District,that a survey was made on the ground as per the field notes shown on this survey and is true and correct according to the standards of the Texas Society of Professional Surveyors Standards and Specifications for a Category 2. Condition IV Survey, and accurate as to the boundaries and arezzs of the subject property and the size;, location and type of buildings and improvements, if any, and shows the location of all visible easements and rights-of-way and the rights-of-way,easements and other matters of record as listed in Scliedule B of the Commitment for Title issued by Stewart Title Guaranty Company with an effective date of January 11, 20i3, issued date of January 22, 2013. CIF i�.c'1301023 affecting the subject property and listed in Exhibit "A-1" attached hereto. Except as shown on the survey: (i) there are no visible encroachments upon the subject property by visible improvements on adjacent property,(ii)there are no visible encroachments on adjacent property, streets or alleys by any visible improvements on the subiect property, and (iii) there are no visible conflicts or discrepuuicies. This survey substantially complies with the current Texas Society of Professional Surveyors Standards and Specifications for a Category 2,Condition IV Survey. Cooper r tered Profession Land Surveyor J 0N L. _ -- Texas Registration No.5254 5754 = Dated: S P. OL 'VA.R SURVEY EY41BIT "A" -EGEND c AB S RAC T 812 PAIC EL 328 e a IAARKER r;L•1D AS -(TED \ o .L t _1:LE o = 5/8' -is '),I'H ?.t. f 4 _t e39 11 ., c-K E r.r .�' { c +f ,J• POWER POLE iF,Vai d�'t•Ep -sr.ai:�•t _►. s r:r + Smm PLACE `\G.BHIET 1PAGE 331 .y•' I / \ —�^r `\ �`\ P.R. C.T. -AL op '2• )T.. .0 \ J. ROBERTS SURVEY i' ._'r su.o•tr. ABSTRACT 909 IN FAR. lm -�v. •�taxcl\sue+ ,\ ILI -- VA•3" L 6LT:7'JO AAM _ sr� ..J56xY: ,.,_. w" 1141 ir WL P pr �17 SEE •��8�►'• '.O.B.=sis2s pfA ptffi6C:G- E� * FE14CE 4If �• ! A SURVEY FFRGUSON MCI s{�. , \ €I ZQ... FT-AtE ow A::;S- :ACT 350 PARC E_ 328 E •He`s. `� \ I- rAaC^ 37? 1 .408 A.v. MI. ^AKEL #9 '\ ii.3 i- S. a.7aVi C 2 r•+ \ .QSE u a 1aG'.IC:.• AftO a••G 6F=. .[PtH 45WG U1,JJU SC. FT. rRM'--%F,OMWA \ N Ee'\'S�" W '\ J'.:TAIL 'A' �uruu+crJ 1 T -0 SCALE s F'.Rr. ,.• t _OSE H, 91VERA \ iw AND WIFE ELt. RI/ERA , Fi"' LAW , JOL L AE 11-9. RAGE 1975 \ •\ \ 1 AL_ED n 1 1 77 ACRESQL ,\ ` `•\ `\ =tk7 0"4r i r. 4 W. LOC MOOD SURVEY N "S" of ft 1..t f' ABSTRACT 647 '4!,I,lM ION 11,W) -it I 2Do c e `.vTE: NO rrr3.:: uDEF7=OUND X_1_5 '•,,2t'c 12)U - li NOTES +-1tN'?,_j-D I.T LI':c g.�wv ;t ;r• g SP,= 014 1, :PVE- '3 A•1J T, 't'2� •2; .F�_ --A.,_ rF.• HOT' FGAt r.:S La-•I LN' 10 .AL;;�j'i-..'1-+ T!.-i -a- - 'F 1 ` , -X-,1-3IT "A" 1 ASSOCIATES,. INC. i - ;EC I�ErJ' t L, PARCEL 328 7524 JACu %NWf.L 9M- ,.u,l TC1As - 5 r` �s r I JOSE 11. RiVEP'" A\:D 1,41`FE, CELA P.VERA JO GOPER - f--., INTEGRATED PELINE PROJECT �E -•I� -' I •�•• ..... ws,i -r grrs s T+,: -r'.A STarT P��:i -.C• 'a-f ± ! :•:A11 •. J4� >fllIj k:F 1 JF%FL, l:JyE Nil=• •^R tH aAEF:A•. C. H - t ...,«—� •SUn '; rqt .. '1 •111 a.. -SA. i;•,IST0 F� a. PG. -3 4 t CO'a•i Si,,' 'AC104 3-3-ji4E.r3Q I Parcel 654 Integrated Pipeline Project Page 1 of 7 Exhibit"A" Property Description Being 4.095-acres (178,383 square feet) of land situated in the John Albright Sr. Survey, Abstract Number 16,Henderson County,Texas and more particularly that certain 54,569 acre tract conveyed to Martin Perez and Rosaura Perez by Wamanty Deed recorded in Volume 2073,Page 630,Deed Records, Henderson County,Texas(D.R.H.CT.),and being further described as follows: COMMENCING at a 318 inch iron rod found in the Westerly line of said Perez tract;said point being the Southeasterly corner of that tract of land conveyed by deed to Howard Dale Hoskins recorded in Volume 2607,Page 154,D.R.H.C.T.; THENCE N 17138'37" W,along the Easterly line of said Hoskins tract and the Westerly line of said Perez tract,a distance of 200.34 feet to a point; THENCE N I O�10'18" E continuing along the Easterly line of said Hoskins tract and the Westerly line of said Perez tract,a distance of 125.25 feet to a II?-inch iron rod with"PACHECO KOCH"cap set for the POINT OF BEGINNING(v:6,749,860A72,E:2,737,638,669 Grid); (1) THENCE N 10°10'18" E, continuing along the Easterly line of said Hoskins tract and the Westerly line ofsaid Perez tract,a distance of 153.60 feet to a 1/2-inch iron rod with '`PACHECO KOCH"cup set; (2) THENCE N 890 25' 13" E, departing the Easterly line of said Hoskins tract and the Westerly line of said Perez tract,a distance of 109.67 feet to a 1/2-inch iron rod with"PACHECO KOCH"cap set; (3) THENCE S 75- 19'03" E,a distance of 103,88 feet to a 102-inch iron rod with"PACHECO KOCH" cap set; (4) THENCE S 65°35' 52" E, a distance of 101 A0 feet to a 1/2-inch iron rod with"PACHECO KOCH" cap set; (5) THENCE S 50°26'48" E, a dista,ce of 787.70 feet to a 112-inch iron rod with "PACHECO KOCH" cap set; (6) THENCE S 60° 51' 53" E, a distance of 48.51 feet to a 1/2-inch iron rod with "PACHECO KOCH" cap set in the Easterly line of said Perez tract and the Westerly line of a tract of land conveyed by deed to Owen Robertson recorded in Volume 2788,Page 540,D..R.H_C-T.; (7) THENCE S 080 05' 29" W, aicna the Easterly line of said Perez tract and the VWesierl;, !ire of said .03 Robertson tract,a distance of 177 feet to a 1/--inch iron rod%with"PACHECO KOCH"cap set; (8) THENCE N 70° 13' 1 t" W,departing the Easterly line of said Perez tract and the Westerly line of said Robertson tract,a distance of 22.94 feet to a 112-inch iron rod with"PACHECO KOCH"cap set; f Parcel 654 Integrated Pipeline Project Page 2of7 (9) THENCE N 50°26'35" W.a distance of 797.02 feet to a 1124nch iron rod with"PACHECO KOCH" cap set; (10) THENCE N 610 54' 11"W,a distance of 150.71 feet to a 1/2-inch iron rod with"PACHECO KOCH" cap set; (11) THENCE N 780 51'01" W,a distance of 159.25 feet to a 1/2-inch iron rod with"PACHECO KOCH" cap set; (12) THENCE S 88° 3T 45" W, a distance of 29.16 feet to the POINT OF BEGINNING, containing 4.095-acres(178,383 square feet)of land,morc or less. Parcel 654 integrated Pipeline Project Page 3of7 NOTE: Basis of bearing is the Texas State Plane Coordinate System,North Central Zone(4202),North American Datum 1983 (NAD 83)(2007) with all distances adjusted to surface by project combined scale factor of 0.9999804020, NOTE:Plat to accompany this legal description. NOTE:All 1/2-inch iron rods set have a yellow cap stamped"PACHECO KOCITI I do certify on this 19th day of September, 2013, to Fidelity National Titic Insurance Company, Attorney's Title Co of Henderson County and Tarrant Regional Water District, that a survey was made on the ground as per the field notes shown on this survey and is true and correct according to the standards of the Texas Society of Professional Surveyors Standards and Specifications for a Category 2, Condition IV Survey, and accurate as to the boundaries and areas of lie subject property and the size, location and type of buildings and improvements, if any, and shows the location of all visible easements and rights-of--Wray and the rights-of-way, easements and other matters of record as listed in Schedule B of the Commitment for Title issued by Fidelity National Title insurance Company, Alth an effective date of March 1, 2013, issued date of March 7, 2013, GF# 13-150-DD affecting the subject property and listed in Exhibit"A-I"attached hereto. Except as show-n on the survey: (i) there are no visible encroaclur:ents upon the subject property by risible improvements on adjacent property, (ii) there are no visible encroachments on adjacent property. streets or alleys by any visible improvements on the subject property, and (iii) there are no visible conflicts or discrepancies. This survey substantially complies with the current Texas Society of Professional Surveyors Standards and Specifications for a Category 2,Condition IV Survey. NtJAZ KARACIC Nijaz Karacic `µ 552 > Registered istered professional Land Surti 6 y for es:1 �' Texas Registration dumber 5526 Dated: � ,vA il"', t ♦ 3 JOHN ALBRIGHT SR. SURVEY EXHIBIT `A'. H ABSTRACT 16 PARCEL 654 MARTIN PEREZ AND ,,: ROSAURA PEREZ w'n VOL. 2073, PG. 630 D.R.H.C.T CALLED 54.569 ACRES Ylr w So 0 1o0 1 MN-1`uw ci �� �•••••e"�.1 l� GRAPHC SCALE P1 FEET +o ` MOWAPM GALE HMOs VOL. 2607, PG. 134 O.A KC T. Wr■ ar PARCEL4 Q95 AC.4 +� ■ J 178,383 SQ.Ff. � �s P_0.e N. 9,749.Bf0.472 E- 2.7J7.6J6.6EV I�@D1 k N 51 r 1r3 T59.25 �6, ,n ``'• N ,� 578'37'45-N H o N 29.16 6�♦. rMttR•isl• 7 r'S4` z `O>11� y �\ • s f` s . MARTIN ROSAURA R EZ O PEREZ � o VOL. 2073, PC. 630to o O.R.H.C.T CALLED 54.569 ACRES ;n LEGEND __32s.e5, w In • - MARKER FOUND AS NOTED Lil Z 0 - 1/2—MLCH IRON ROO e, _ W/-PACHECO KOCW U CAP SET (UNLESS OTHERWISE NOTED) ` NOTE: utO KNOWN UNDERGROUND UTUJTIES — 02/W/2013 NOTE: LECAL D:SCRIPT14h TO ACCOMPANY THIS PLAT. PRmim m SHEET TITLE Pacheco Koch V'20f] EXHIB IT "A" ---.- 12m'°Pw SEGMENT 19-2, PARCEL 654 ww91C0fwFmE pw.swTElow S .0F,rF MARTIN PEREZ AND o==TFx�s 7=e P,•• LOT �T,� ROSAURA PEREZ F'H.v72T95.14St FAX YnZfi95M 5.0O � Tx FIFO,EI MlE■:M FIRM F:40 Ix MM sum1EYNO HUM LS1000*40 ......• .•• 1.�..•.•. N C PP.G�JcCT INTECRATED PIPEIJNE PROJECT PxiJ W'. =7020it1 SQU I.. too' LATE C] 19!tOtJ PAUS OF 9EAR'NO l3 THE TENAS STATE PM.W COOROiMAit OW■tN 6r: Gae SUAV , S(SUM, HORN CENTRAL 2OM 142021 NORTH 0"ERICAU OATUM 4 7 . Cw_C,EO 6"r. vH II oOBJST iG9 u,B ttEp SCALE F�A�FT10a a. 96ic O3oRc►GE Br R.LM26 DAIE_ JOHi'! ALBR[GI i7 SR. SURVEY }:};,H(F�i N ' ABSTRACT 16 PARCEL 654 ! I � 1 MARTIN PEREZ AND ROSAORA PEREZ VOL. 2073, PG. 630 104 50 0 100 D.R.KC.T -----fir r CALLED 54.569 ACRES ' e GRAFHC SCALE IN FEEL e j NO. I °° •�•a` � Gs*� S LLJ y,JV� dV 51 � f i Ld � I z `y X MARTIN PEREZ AND �•`° � � Wl PARCEL. 655 EN � ROSAURA PEREZ w cd 0 R.03ERTSON VOL, 2073, PG. 630 VOL :7"b M 540 J t�. j O.R.H.C.T °e ! 1 00 CALLED 54.y69 ACRES LEGEND N70.13'1 t"W 0 = MARKER FOUND A5 NOTE© 0 = 1/2„INCH IRON ROE) ! W/PACHECO KOCH- i CAP SET (UNLESS 01HERW6E NOTED) `Y i aGic, ;1dQi1N l GF.Giid�hG 1 TkttE" G? Qa,I771' f 'X AL C Srr1rTTON TC A:CCOM ,'N T -:S P!r',T. f ---'� 5HcE"i ttTi= t I Q/-9>2v13 ( EXHIBIT "A" Rac co Koch SEGMENT 19--2, PARCEL EL 654 OWN. MDPW,WM,W1 %oF � �,iART1h! PEREZ ArJp � KW 1, ?: . ROSAURA PEREZ L, MI FE I - PJrZ a C ( PROJECT 1 t GPO P' Pit;2O?-3.Si: !� �i. i INTEGRATED PIPELINE PROJECTSCALE. RA A-, CAR N- 5 n TJ 7X 5 STAM P LIN C0dF0 euif: r y = G LSRi aY GFK 4 ''y ld f< RTH E4 IC. (i3O } PM-q AU R 49 OAh:4! t E3 ,C=7) W" AL a R'4-E N9JUSTD 0 SURMCE BY 'G, S � €i F �E `Mz d 7 -t A TICTOR 0 9995ECAf, 0 Parcel 777 Integrated Pipeline Project Page I of 5 E 17`"A" Property Description Being 0,019 acres (809 square feet) of land situated in the Jose- Mora Survey, Abstract Member 497,Henderson County,Terms,and more particularly in that certain 3.611 acre tahet conveyed to Danny I,. Irvin, in a Sheriff's Tax Resale Deed,as recorded under Instrument Ntunbrr 2012-00009633, heal Property Records of Henderson County, Texas, and being further described as follows: BEGINNING at a set'h inch iron rod with K.L.K.94687 cap at the Southwest corner of said Irvin tract and tract herein described,the Northwest corner of a called 8.24 acre tract of land as described by Quit Claire Deed to Charles L. Smbrough Revocable Living Trust, as accorded in Volume 1641,Page 193,R.P,R.H.C.T.,and on the East eight-of-way line of M. Highway 315, (78.00 feet wide right-of-way),Volume M, Page 470,Conurussiones's Court Books, flcnderson County, Texas, at POINT OF BEGINNING (NI :6,726,36083, E:2,871,062.599 Grid), from which a I,inch iron rod found at the Southeast comer of said Irvin tract bears N 88'46'19"E,a distance of 332.12 feel; (1)TTIFNCE N 08`31'14"E.along the West line of said Irvin tract and said East right-of-way ibis of F,M, Highway 315, a distance of 36.04 feet to a set '/ inch iron rod with K.I,.K. #4687 cap at the Northwest comer of tract herein described; (2)THF,NCE S 49°12'57"F,, along the Norilieast line of said tract herein described,a distance of 53.07 feet to a set%a inch iron rod with K.L.K.#4687 cap on the South line of said Irvin tract, the Nortlt line of said Scarbrough tract, and the Southeast corner of tract herein described, from which a % inch iron rod found at the Southeast comer of said Irsfin tract bears N 88°46'19"R,a distance of 286.59 feet; (3)THENCE 8 88®4G19'W.along the South line of said Irvin tract and the North line of said Scarbrough tract,a distance of 45.53 feet to the POINT OF BE GINNING,containing 0,019 acres(809 square feet)of land,more or leas, NOTE'_ Basis of hearing is the Texas Slate Plane Coordinate System, North C:ential Zone (4202),North American Datum 1983(NAD 83)(2007)with all distances adjusted to surface by project combined scale factor of 0,9999804020. NOTE:Plat to accompany this legal description Parcel 777 lrytegrated Pipclina Project Page 2 of 5 1 do certiiv on Mrs 12't`day of October,2012 to Stewart Title Guaranty Company,Atiornty's Titl,v Company of Henderson County,and Tarrant Regional NVate;r District,that a sur,ey was made: on the ground as per the field notes shown on tans survey and is late and correct according to Cite standards of the Texas Society of Profcssianal Surveyors Standards and Specifications for a Category 2,Condition III survey,and accurate as to the boundaries and areas of the subject property and the size, location and type of buildings and imptovenients, if any, and shows the location of all visible easements and rights-of-way mid thu right-of, way,easements and other matters of record as listed in Schedule D of the Comma went for Title issued by Stewart Title Guaranty Company, wins an effective date of September 12, 2012,i»stted date of September lh,2012,GF# 12-518-DD affecting the subject property and listed in Fxhibit-,A-l"attached heteto, Fxccpt as shown on the survey. (i) there are no visible encroachments upon the subject property by visible finprovernents on adjacent property, (ii) there are no visible encroachments on adjacent property, streets or alleys by any visible improvements on the subject property,and(iii)there are no visible conflicts or discrepancies, This survey substantially complies with the current Texas Society of Profcssionat Surveyors Standards acid Specifications for a Category 2,Condition III Survey, Regi f for.21 Land Sut-a'cyor TexasRcgistradon Number4687 Dptcd: + r s r1::?E t<r:CTrasl oE�.=uuND t1►T1/t1E5 EXHIBIT "A` S)"30r: ARE OJA trf :E%TL 0 i+fE- I !PARCEL 777 ' S V 11517012) 1 • + � I sir NU , + I I - --~-- Goo w I JOSE MORA+SJRVEY I AB S'P,AC T 497 JJ t t ; � j EDIX M tTRrtr I r DANNY L IRVIy xr INSTF+t_'AENT 020-2-00009633 R.W 3 11.0 T HC 0. ✓�VU f 7 r CALIFr) 3E'1 AC. r PC- :N r Lt�t' 'AcJ•�c r t T r t I „ f 1.2 e_ARir10 D STANCE II 4 E 3604, ; � �xeTf 7$1 ; T L2 c 43?i'F7. E 13 C7 i 4:riC CA :49pwv tv +!7 j L3 J 08*46'19' <I a 53' Rom-r. j d t C GAS*TU PARC EL 777 I 809 SO. FT. O V2'* N 3. 1 L. 11 eE'4E'19" E 32.11•._ { C! , v � •. F'�5'.a[25 �u.ES 5:u?40t;f•M Q��� ' _9'hCi 9d9 �`•:F 1;:[ :.YIE;TH�'sC LEGEND 0 - MARKER FOLNO AS NOTED I m SURVEY UNE �� SG 0 foo 0 MARKER SET AS NOTED � I I %JA 1—:l: 'f,I l:LI 9-Q - POWER PULE I 1101: .ciJU :�cSr R u7lOti_ 14 rrf:JIIPAMY TH'S N e. , ir:,r�,yip i IQR EXHIBIT "A" / IP FL 'r;'+ SEGIv1E!�T 19-1, PARCEL 777 is r V: to _ ^ram _�= >ti � ear E DAtItiY RV N i t� _t:. ET€ta tt � KEwr ..t:^$E i--•-- <_ -._._ — - -- i Irv) •L -- ,h` t;, - =+ J INTEGRATED PIPELINE PROJECT TC'•Ai 1SIA 6! i m VFp-1*a rF G+:i'.-�•?.•_� .—_._� �-Ti u, ".l..T, -.Err%l. Y?I.f :+X 7, u�:RTfi AVfi £V ". •' :, .'� D: J /4• 4 illl`'n�'t,t: •'fir lei '.IF41'rS EJi.rit�p t=. fA Parcel 810 Integrated Pipeline Project Page I of 4 EXHIBIT' 7 Property Description Being 0.498 acres(21,701 square feet)of land situated in the Jose Chirino Survey, Abstract Number 168, Anderson County, Texas, and more particularly that certain 4.22 acre:tract of land conveyed to B. C. Blair Iil and wife..Tawana Sue glair, as described by deed recorded in Volume. 897, Page 371, Deed Records of Anderson County, Texas, (D.R.A.C.T.), and being further described as follows: COMMENCING at a Sib inch iron rod found at the Northeast corner of said B. C. Blair. III tract, the Nortl-it;est comer of a calked 25 acre tract conveyed to Sarah Dobbs,as described by deed recorded in Volume 340, Page 100. D.R.A.C.T., on the North line of said Chirino Survey,and the, South line of the.W. R. Holsombaek Survey, Abstract Number 1000 and a called 21.2 acre tract,(Tract One),conveyed to Ray Louis Holsonrback,as described by deed recorded in Volume 1941, Page 229, Official Public Records of Anderson County. Texas. (O.P.R.4.C.T.); THENCE S 08°44'18" W.a distance of 1099 feet along the East line of said 4.22 acre B.C. Blair,III tract and the West line of said 25 acre Sarah Dobbs tract to a set lit inch iron rod with K.L.K. P4687 cap at the Northeast corner of tract herein described and the POUNT OF BEGINNING(N:6,71%744.415,E:2,888,559.778.Grid): (1) THENCE S 080 14'18" W. a distance of 152.83 kc;t continuing along die East line of said 4.22 acre B. C.Blair.III tract and the West line of said 25 acre Sarah Dabbs tract to a set lit inch iron rod with K.L.K.#4687 cap at the Southeast corner of tract herein described, (2) THENCE S 87"42)'16" W. a distance of 144.68 feet to a set t,'2 inch iron rod with K.L.K. #4687 cap in the West line of said 4.22 acre B.C.Blair, III tract and the East line of a called 15.20 acre tract of land described by Contract of Sale and Purchase from the Veterans Land Board of Texas to Mrs. Elizabeth Burris, recorded in Volume 896. Page 495, (D.R.A.C.T.). and at the Southwest comer of tract herein described, (3) THENCE N 08"4448" E, a distance of 15183 feet along the West litre of said 4.22 acre B. C.Blair,III tract and the East line of said 15.20 acre Veterans Land Board of Texas and Mrs. Elizabeth Burris tract, to a set 112 inch iron rod with K.L.K. #4687 cap at the Northwest corner of tract herein described, from which a 1/2 inch iron rod found at the Northwest comer of said 4.22 acre Blair tract and the Northeast corner of said 15.20 acre Veterans Land Board of Texas and firs.Elizabeth Burris tract bears N 08-4448" E.a distance of 11.93 feet: (4)THENCE N 87.4216" E, a distance of 144.66 feet to the POINT OF BEGINNING, containing 0.498 acres(21,701 square feet)of land,more or less. a s Parcel 810 Integrated Pipeline Project Page 2 of 4 NOTE: Basis of bearing is the Texas State Plane Coordinate System, North Central Zone (4202),North American Datum 1983(NAD 83)(2007)with all distances adjusted to surface by project combined scale factor of 0.9999804020. NOTE:Plat to accompany this legal description I do certify on this 2nd day of January, 2013 to WFG National Title Insurance Company, Texas First Title Company, L.L.C.,and Tarrant Regional Water District. that a survey was made on the ground as per the field notes shown on this survey and is true and correct according to the standards of the Texas Society of Professional Surveyors Standards and Specifications for a Category 2,Condition fit survey,and accurate as to the boundaries and areas of the subject property and the size, location and type of buildings and improvements, if any,and shows the location of all-6sible casements and rights-of-way and the rights-of-way, easements and other matters of record as listed in Schedule B of the Commitment for Title issued by WFG National Title Insurance Company, with an effective date of December 3, 2012,issued date of December 11,2012,GF# 10940.TFT affecting the subject property and listed in Exhibit"A-I"attached hereto. Except as shown on the survey: (i) there are no visible encroachments upon the subject property by visible improvements on adjacent property, f ii) there are no visible encroachments on adjacent property, streets or alleys by any visible improvements on the subject property,and(iii)there are no visible conflicts or discrepancies. This survey substantially complies with the current Texas Society of Professional Surveyors Standards and Specifications for a Category 2,Condition III Survey. Kevin Iktilgow RegL-Aem&PzLfidsional Land Surveyor Texas Registration Number 4687 Data: 1 -5 EXI II13IT "A" IPL PARUL 2138 H PARCEL 810 RA IOJIS HOLSOYSA r VOL. 19"' F-C•. 229 O.P-r-tiC.T W,R_ HOLSMvISACK SURVEY. N ssa4ls' E P.O.c. AB STRAC T 1 000 �z "` -- rr>tor '�t�L 1t/2• IR= 1a4.48' � P.Q.S. ,LOSE CHIRIINO SURVEY �ruRrses,sss.na ABSTRACT 168 j PARCEL 810 J ' 0_498 AC. 21,701 SO. FT. f I ¢ t ( m Iw , � cn F: PJJ7C-- 809BL f �+R£_ EUZh9 ETH EfRRS q VE1_RANS UvQ SCAR] OF IEP.;S ( z,� VtV, flat, PG. 455 ( q t @.7-A.C.T J 17N ( C!co IP. FATCE. 511 --r 1 SNF4 H c�8 E 5 r c,-i ( YOL. .140, O. ICJ O C.i C.R F,v.` C IIV- TAnIF f , NO 0 EAR ING DISTANCE i U a L1 S 081f 4'18" 4V 10.99, f G7 L2 S 08•44'18' 'A' 152,83` r IJ L3 S 67'4-2'16" IN 144,68' 14 N 09'44'48" - 152.83' r i 5 N 87.42'16" = 144.66' 1 L5 I N 05.44.48' _ 1 11.93 ( C,A t LEGEND • = MARKFR FOUND AS NOTF❑ 0 = 1/2„ IRON ROC SET WITi K.L,IC. #4687 CAP )spa 00, p 200 t ( NOTE: NO KNOWN L*�IDCRCRCLND JTILITICS- (12/18/2072) NOTE: LEGAL DESCRIPT0N TO ACCOMPANY THIS PLAT. PMTEo OW SH_ET TIT'-E k=re °,"�)IM F; EXHIBIT "A" of I SEGMENT 1 9--1, PARCEL 810 �+ i B.C. BLAlR, III 1_X.• JH:E ~e� Fa9 AND WIFE, TAWANA SUE BLAIR n-tK. rr. _37�51, b 4687 e e PROJECT I 201OUPS,. { �01'r slo`''4a� ( P,TFGRATFD P1FF I�1F PROJECT tZ 1 'ehS15 CT eEni'HZ 15 r"1e 21 H. Sn'_i'L c C00iCC4ATE SYSi:.FA. EHd3Y: I+:17 hlORI- CCPRiP1 ZCLC '1?02�f NJRTII J•)JEP, FMiCrcCKJ b`i: R2 S6RH ILL CIS kCES ICJJ4i TO siP. 3Y IiI'rl�.i RAJ, SCALE FACTCR e Parcel 1119.1 Integrated Pipeline Project Page 1 of 5 EXHIBIT"A" Property Description Being a 6.408 acre(279,151 square feet)tract of land situated in the Alexander Parks Storey, Abstract Number 607,Henderson County,Texas and more particularly that certain 102.557 acre tract conveyed to Jasper J. Stevens and wife, Evelyn H. Stevens by instrument recorded in Volume 725, Page 49, Deed Records, Henderson, County, Texu and being more particularly described as follows: BEGINNING at a 5/8-inch iron rod (N: 6,733,421.518, E: 2,810,422.648 GRID) set in the Northwesterly line of said Stevens tract and the Southeasterly line of a tract of land situated in the David Pilkington Survey, Abstract Number 622 conveyed to Ann Gary and Alton Gary by instrument recorded in Volume 1253, Page 483,said Deed Records from which a 5/8-inch iron rod found for the Northeast corner of a track of land situated in the T.W. Frizzell Survey, Abstract Number 237 conveyed to Alton Gary by instrument recorded in Volume 1056, Page 579, said Deed Records, the Southeast comer of a tract of land situated in the William Sims Survey, Abstract Number 112 conveyed to said Alton Gary by instrument recorded in said Vohune 1056,Page 579,the Southwest comer of a tract of land situated in the David Pr`!ldngton Survey, Abstract 'Dumber 622 conveyed to Howell W. and Cana J. Florence by instrument recorded in Volume 1906. Page 326,Official Public Records,Henderson County,Texas and the Northwest comer of a tract of land situated in said Da-.id Pilkington Survey conveyed to said Alton Gary by instrument recorded in said Volume 1056, Page 579 bears N 17144'29" W, a distance of 1,701.22 feet; (1) THENCE S 79°24'56"E,departing the common fine of said Stevens tract and said Gary tract,a distance of 1,280.77 feet to a 5/8-inch iron rod set; (2) THENCE S 74°32'31" E, continuing over and across said Stevens tact, a distance of 504.78 feet to a 5/8-inch iron rod set; (3) THENCE N 87024'44"E,continuing over and across said Stevens tract,a distance of 14.34 feet to a 5/8-inch iron rod set in the west line of the Farm to Market Rnad 1615 right-of-way(F.M. 1615,an 80 foot public right-of-way,no recording information found)and being in a curve to the left hMne a radius of 2,904.93 feet, from which a't:-inch iron rod found in the east line of said Stevens tract for the Northwest comer of a tract of land situated in the Thomas Hanna Survey, Abstract-Number 304 conveyed to Fast Texas Ranch by instrument recorded in Volume 2899, Page 549, said Official Public Records and the West most Southwest corner of a tract of land situated in said Thomas Hanna Survey conveyed to Beverly Wilson Smith by instrument recorded in Vohrmc 1491, Page 222, said Official Public Records, bears N 45--41'40" E, a distance of 1,764.39 feet; (4) THENCE with the common line of said Stevens tract and said F.M. 1615 and with said curve to the left through a central angle of 03°05'09",an are distance of 156.46(the long chord of which bears S 19`05.05"E,a chord distance of 156A4 feet)to a 5/8-inch iron rod set; (5) THENCE S 87-24.44"W,departing the common line of said Stevens and said F.M. 1615 right- of-way,over and across said Stevens tract,a distance of 82.58 feet to a 5/8-inch iron rod set; Parcel It 19.t Integrated Pipeline Project Page 2 of 5 (6) THENCE N 74°32'31" W. continuing over and across said Stevens tract, a distance of 52221 feet to a 5/8-inch iron rod set; (7) THENCE E N 79"24'56" W,continuing over and across said Stevens tract,a distance of 1,318.80 feet to a 5/8-inch iron rod set in the connnon line of said Stevens tract and said Gary tract; (8) THENCE N 27'04'14" E, v,7th the common line of said Stevens tract and said Gary tract, a distance of 156A4 feet to the POINT OF BEGINNING and containing 6.408 acres (279,151 square feet)of hind,snore or less. NOTE:Basis of bearing is the Texas State Plane Coordinate System,North Central Zone(4202). North American Daturn 1983 (NAD 83)(200 ),Mth all distances adjusted to surface by project combined scale factor of 0.9999904020. NOTE; Plat to accompany this teal description. NOTE:All 5/8-inch iron rods set have a yellove cap stamped"SA.N1 INC." I do certify on this 28th day of August, 2013, to Attorney': Title Company of lienderson County, Fidelity National Title Insurance Company and Tarrant Regional Water District;that a survey was made on the ground as per the field notes shown on this survey and is true and correct according to the standards of the'Texas Society of Professional Surveyors Standards and Specifications for a Category 2, Condition IV Survey,and accurate as to the boundaries and areas of the subject property and the size, location and type of buildings and improvements,if any,and shows the location of all visible easernants and rights-of-way and the rights-of-n•ay, casements and other matters of record as listed in Schedule B of the Commitment for Title issued by fidelity:National Title Insurance Company,with an effective date of February 6, 2013, issued date of February 14, 2013 GF it 13-092-DI) affecting the subject property and listed in Exhibit"A-1"attached hereto. Except as shown on the survey: (i) there are no visible encroachments upon the subject property by visible improvements on adjacent property,(ii)there acre no visible encroachments on adjacent property, streets or alleys by any visible improvements on the subject property. and (iii) there are no visible conflicts or discrepancies, This survey substantially complies with the current Texas Society of Professional Surveyors Standards and Specifications for a Category 2,Condition IV Survey. �U,�ill oil !r Revistered Piofc.islonal Land Surveyor T:: as Registmtic;r,Na nber 5500 Dated: Atigrtst 284201; _ t EXHIBIT "A" 404' 200• 0 4W PARCEL 11 19.i rE aGRAPHIC SCALE IN FEET r} rF{G t •400 (A CN .� L,.I R N Oi SEE D AIL 'S" z u `` rtaa `n 04 P.O.R. V U a l— F.M. 1615 J U S/e' Y / t NO RBECORD FOMM) NcW JN 1 1 03 NI �s f3.d t in o�, O JASPER J. STEVENS AND WIFE, ' EVELYN K STEVENSQ : VOL. 725. PG. 49 u i,.. c._L t T Q H-��:w , 5'�t.t�S AM WffE. 1ST TRACT i i I• zs..Fc.t (SAVE do 49 EXCEPT FIA 1615 ROW) ` 0;�'Cy CALLED 102.557 AC. { D.R.H.C.T. , , SEE DETAIL 'C" i P.p.R, -- 1�--- P.p.a. ALEXANDER PARKS SURVEY t .�, 1/2-M N: 6. U421.'318 ABSTRACT 607 ' •°o, E: 2.810.422.648GRID ( O 7.1 •. ``"?�4--5.6�; 12gp�7• SEE DETAIL u �Njg:11�..`� L 1 , R+=Z90�1.9.li' PARCEL 1119.1 �� r3rg .D~••tea D-16�•6.408 AC. CB-S19'O5'O5'E 1 C CL-156.44'� n"C& 279,151 SQ.FT. �/_ AwMrar LINE TABLE r d'&'"'malt NO BEARING DISTANCE ^,;w; ' ro"'4°*UNIX a LI S74-32.31-E 504.78' •f,r 1 L2 N8724'44'E 14.34 L3 S8724'44�M __ rx•, orgy r.n. N 4' 1 T .f.l 1 ac ,3c L N2T04 44 E 156.44' ` 1 LEC Np L1 L2 { 1 r�. P.O.R. uarr�191.er 1 P.Q.C. POINT OF COMVENCING 0 i' ' P.0.9. POINT OF BEGINNING DETAIL "B" '• _ ,Cr �t •j P.O.R. POINT OF REI ERENCE t+ ', F N.T.S. O.R.H.C.T. DEED RECORDS, • ,` y fi e•' HENDERSON COUNTY, TEXAS o?.R.H.C.T. OFFICIAL PUB41C RECORDS DETAIL "A" DETAIL "C" H=N7ERSON COUNTY, TEXAS N.T.S. N.T.S. • = MARKER FO(:N;. AS NOTED O m 5/8" IRON R03 SET WITH NOTE: LEGAL DESCRIPTION TO ACCOMPANY THIS PLAT. YELLOW CAP STAVPED *SAM INC.- NOTE: KNOWN UkDERGROUND U7ILTTIES SHOWN 1} n POY,'ER PO4E ARE DUAL TY LEVEL (B do C) SUE - (32/C5/2013) q POWED Om• SHLL T I IILE wa °` �" ! EXHIBIT "A" r� w...,...1-. SEGMENT 19-2, PARCEL 1119,1 JASPER J. STEVENS and wife, 7100&Near COURT �•'`C� C� ' EVELYN H. STEVENS DALLM.TEXAS 75PA7 (210 431.7544 ; FAX (ZR.)651.7103 PRO.;E!—'T o11ot b,' F ..aR' INTEGRATED PIPELINE PROJECT SCRE: r.400...__ - AE$$T '•pQ n vATE oeiry2on CI(A1YN 6v CM ,,,i SYSTEM. G<ORT44 x I TIE TEXAS STATE PLANE EWCAN DATUM A PG. 3 OF 8 $V$IEM(20071 CENTRAL ZONE 1420E NORIKJIVE A70 SURFACE ACE ft CK CtED - PROOACT20C0YHNEDMSCALE FACTOR 0.99"NO4D20 SwfACE 9 fiEvSE)»l'E Parcel 1119.2 Integrated Pipeline Project Page I of 5 EXHIBIT"A" Property Description Bear,; a 4.055 acre (176,616 square feet) tract of land situated in the Alexander Parks Survey, Abstract Number 607, Henderson County,Texas and more particularly that certain 102.557 acre tract conveyed to Jasper J. Stevens and wife, Evel,M 14. Stevens by instrument recorded in Volume 725, Page 49, Deed Records, Henderson, County, Texas and being more particularly described as follows: BEGINNLNG at a 518-inch iron rod(N: 6,733,056.117, E: 2,812,265,232 GRID)set in the east line of the Farm to Market Road 1615 right-of-way(F.N1. 1615,an 80 foot public right-of-way, no recording information found) from which a 518-inch iron rod found for the Northeast corner of a tract: of land situated in the T.W. Frizzell Survey,Abstract Number 237 conveyed to Alton Gary by instrument racorded in Volume 1056, Page .579, said Deed Records, the Southeast corner of a tract of land situated in the William Sims Survey,Abstract Number I t2 conveyed to said Alton Gary by instra meat recorded in said Volume 1056,Page 579,the Southwest corner of a tract of land situated in the David Pilkington Survey, Abstract Number 622 conveyed to Howell W. and Carla 1. Florence by instrument recorded in Volume 1906, Page 326, Official Public Records,Henderson County,Texas and the Northwest comer of a tract of land situated in said David Pilkington Survey conveyed to said Alton Gary by instrument recorded in said Volume 1056,Page 379 bears Tad 49'56'05"W,a distance of 3,085.04 feet; {1) THENCE N 87°24'44" E, departing the east line of said PA. 1615 right-of-way, over and across said Stevens tract,a distance of 1,198.58 feet to a 5/8-inch iron rod set; (2) THENCE N 89-03'05"E, continuing over and across said Stevens tract, a distance of 3.07 feet to a 5/8-inch iron rod set in the east line of said Stevens tract and the west line of a tract of land situated in the Thomas Hanna Survey, Abstract Number 304 conveyed to Lazy W District No. 1 by instrument recorded in document number 2013-0000AU21, Official Public Records, said Henderson County,from which a %-inch iron rod found in the east line of said Stevens tract for the Northwest comer of a tract of land situated in the Thomas Hanna Survey, Abstract Number 304 conveyed to East Texas Ranch,LP by instrument recorded in Volume 2899,Page 549, said Official Public Records and the West most Southwest comer of a tract of land situated in said Thomas Hanna Survey conveyed to Beverly Wilson Smith by instrument recorded in Volume 1491,Page 222,said Official Public Records,bears N 01100'16"W,a distance of 1,174.66 feet; (3) THENCE S 01°00'16"E, with the common line of said Stevens tract and said Lazy W District No. I tract,a distance of 150.00 feet to a 5/8-inch iron,rcd set; (4) THENCE S 89°03'05" W, departing the common line of said Stevens tract and said Lazy W District No. 1 tract, over and across said Stevens tract; a distance of 1.07 feet to a 5i8-ir_--cb iron rod sc,, (5) THENCE S 8M4'44" W, continuing over and across said Stevens tract,a distance of 1,150.64 feet to a 5/8-inch iron rod set in the cast line of said F.M. 1615 right-of-way and bcino in a curve to the right having a radius of 2,824.93 feet; a rT- 41 , a Parcel 1119.2 Integrated Pipeline Project Page 2 of 5 (6) THENCE with the east line of said F.M. 1615 right-of-way and with said curve to the right, through a central angle of 03°10'53", an arc distance of 156.86 feet (the long chord of which bears N 19=33'58" W, a chord distance o€ 156.94 feet) to the POINT OF BEGINNING and containing 4.055 acres(17+6,616 square feet)of land,more or less. NOTE:Basis of beating is the Texas State Plane Coordinate System,North Central Zone(4202),North American Datum 1983(NAD 83)(2007)with all distances adjusted to surface by project combined scale factor of 0.9999804020. NOTE: Plat to accompany this legal description. NOTE:All 5/8-inch iron rods set have a yellow cap stamped"SAM INC." I do certify on this 28* day of August, 7013, to AttowLy's Tide Company of Henderson County, Fidelity National Title Insurance Company and Tarrant Regional Water District,that a survey was made on the ground as per the field notes shown on this survey and is true and correct according to the standards of the Texas Society of Professional Surveyors Standards and Specifications for a Category 2, Condition IV Survey, and accurate as to the boundaries and areas of the subject property and the size, location and type of buildings and improvements,if any,and shows the location of ell visible easements and rights-of-way and the rights-of-way,easements and other matters of record as listed in Schedule B of the Commitment for Tide issued by Fidelity National Title Insurance Company,with an effective date of February 6. 2013, issued date of February 14, 2013 GF# 13-092-DD affecting the subject property and listed in Exhibit"A-l"attached hereto; Except as shown on the survey: (i) there are no visible encroachments upon the subject property by visible improvements on adjacent property,(ii)there are no visible encroachments on adjacent property, streets or alleys by any visible improvements on the subject property, and (di) there are no visible conflicts or discrepancies. This survey substantially complies with the current Texas Society of Professional Surveyors Standards and Specifications for a Category Z Condition IV Survey. `? l Kevin Wendell Registered Professional LandSttrveyor a Texas Registration Number 5500 v`•k ') P c%Z7 Dated: Aft28.2013 "'-�J�SU,4 Al f IT u 4037' 20I-0'�— .s0 t 460' PpPCEL 1119.2 N GRA7r-,C SCALE 24 FEET + r n � _ Y'• 40CN F.M. 1615 s P.O.R.1/2- 1 (NO RECORD FOUND) } ALEXANDER PARKS SURVEY ABSTRACT 607 THOMAS HANNA SURVEY JASPER J, S7EV£NS AND WIFE, ABSTRACT 304 Fa EVELY`d H. STEVENS VOL. 725, PG. 49 n IST TRACT ' 1 t (SAVE & EXCEPT FM 1615 ROW) ry CALLED 102.557 AC. ,SEE DETAIL "8" D.R.H.C.T. o P.O,R. ' `� ; i a she•, sass € l PARCEL 1 i i 9.2 z 3�8ss°� t 4.055 AC. - ° ' 1 176,616 SOFT. R-2824.93' ` N: 6.733,D56.117 D=3 t0'53" E:2.5121652327 L=156,86' GRID 4i9B58' aI:F R i i-1_.r ):'. - CL=156.84' SEE DETAIL _- -- _ uvr 1nutlKx�E rrcc CO. RD, 4518 (13' +/-• WIDE) will 5ii:LY r ill W ly rg SEE NOTE 1 Li LINE TABLE �' 1 NO BEARING DISTANCE Li N89.03'05"E 3.07' L2 SOi'DO I6 E 150,06 - L3 SBTO,3'O5"W 1.07' l • ;o f _ — -1 P.O.C. POINT OF COMMENCING P,O.B. POINT OF BEGINNING DETAIL "B" P.O.R• POINT OF REFERENCE DETAIL "A" O.R.H,C DEED RECORDS, N.T.S. N.T.S. HENDERSON COUNTY, TEXAS NOTE: LEGA'_ DESCRIPTION TO ACCOPPANY THIS FIAT. O.".R,H,C.T, OFFICIAL PUBLIC RECORDS NOTE 1: THE POTENTLAL PRESCRIPTIVE R.O.W. SHOWN HENDERSON COUNTY, TEXAS HEREO% WAS OBSERVED TO BE A TRAVELLED WAY tW i _ „T.ARKER FOUND AS ?TOTED USE BY THE PUBLIC, THE SURVEYOR HAS TAD i{NO'NLEDGE 0 = 5/8` IRON ROD SET WITH OF A RECORDED DOCU;,PENT DED. AT flIG :=AJD ROAD. j YELLOW CAP STAMPED "SAM INC.' NOTE, KNOWN UNDERGPOUND UTILITIES SHOWN! POWER POLE ARE QUALITY LEVEL ($ k C) SUE - (02/05/2013) • PRta9� SHEET TITLE unamu EXHIBIT ,:A" OF 7. �' SEGMENT 19 -2, PARCEL i i 19,2 JASPER J. STEVENS and Lie, 7161 ENVDY COURT EVEL Iy/N H. STEVENS DA11AS,TE"S 752W ••f'.. t21LJ GSI-7b06 PDX.QN)O'N-7 L05 y ' .•...�'` F N P 1 70OrN � e".. PROJECT G: INTEGRATED PIPELINE PROJECT ND: - I t 7 TnMQ +tSic 4 j•, - 1 C: 06t1rsl20'3 I I BASIS OF BEARtY' IS M TExAS STATe F3. L00RGa+tATE p �7AMN BT: [U I SYSTElI.F}*).T1f CENTI A ZOIZ t4?027 k08TM A3�fiitAN OAT04 PG, 3 OF 5 1 �N"t�KEQ 9Y: IS3 i (w1;)83rt2007t WfTH kL OtSTAtICES ADA?ST-s0 TO SIRFACE 8. s rt'rG QAIE pRO.PCCT C046NED SCA E FA-'TOR 0-*dW?204020 In addition, R. Steve Christian is granted authority to execute all documents necessary to complete these transactions and to pay all reasonable and necessary closing and related costs incurred with these acquisitions. Director Leonard seconded the motion and the vote in favor was unanimous. 25. There were no future agenda items to discuss. 26. There being no further business before the Board of Directors, the meeting was adjourned. President Secreta M&C Review Page 1 of 2 Official site of the City of Fort Worth,Texas CITY COUNCIL AGENDA FoeOTW- T WORTH COUNCIL ACTION: Approved on 9/24/2013 -Ordinance No. 20976-09-2013 DATE: 9/24/2013 REFERENCE G-18025 LOG NAME: 17TIF3AMENDPLAN NO.. NOW PUBLIC CODE: G TYPE: CONSENT HEARING: YES SUBJECT: Conduct a Public Hearing and Adopt Ordinance Amending the Project and Financing Plan for Tax Increment Reinvestment Zone Number Three, City of Fort Worth, Texas, Downtown TIF (COUNCIL DISTRICT 9) RECOMMENDATION: It is recommended that the City Council: 1. Conduct a public hearing concerning an amendment to the Project and Financing Plan for Tax Increment Reinvestment Zone Number Three, City of Fort Worth, Texas, Downtown TIF, as set forth in Exhibit A of the attached Ordinance, to afford an opportunity for interested persons to speak for or against the proposed Amendment, the boundaries of the Downtown TIF district or the concept of Tax Increment Financing; and 2. Close the public hearing and adopt the attached ordinance approving the amended Project and Financing Plan for the Downtown TIF district. DISCUSSION: The Downtown TIF Project and Financing Plan (Plan)was initially approved by the Downtown TIF board of directors on September 17, 1998 and subsequently approved by City Council on October 6, 1998 (Ordinance No. 13603). The Plan has been amended by the TIF board, as approved by the City Council, on two previous occasions: 1. February 25, 2003, (Ordinance No. 15464) included the addition of environmental remediation projects as an allowable project cost, as approved by the TIF board of directors on February 17, 2003; and 2. April 17, 2012, (Ordinance No. 20169-04-2012) allowed the TIF district to support the development of affordable housing, as approved by the TIF board of directors on March 22, 2012. On September 16, 2013, the TIF board of directors voted to amend the Plan to add projects that would allow the TIF district to continue and expand revitalization efforts in Downtown Fort Worth by raising the total projects funded by the TIF district from the amount of$72 million to $100 million. Tax increment deposits from local governments will also be subject to a $5 million annual cap. Downtown TIF projects can be broken down into fourteen categories: (1) historic preservation, (2) environmental remediation, (3) utility relocation and removal, (4) streetscape improvements, (5) Santa Fe Freight House redevelopment, (6) Sundance Square project, (7) parking garage leases, (8) affordable housing, (9) residential density and parking, (10) infrastructure and transportation improvements, (11) http://apps.cfwnet.org/council_packet/mc—review.asp?ID=1 8992&councildate=9/24/2013 7/9/2014 M&C Review Page 2 of 2 r ram, a w. r9tail'fagade improvement matching grants, (12) School for Science, Technology, Engineering and Math (STEM), (13) signage and (14) administration. Details of specific projects can be found in the amended Plan. As new investments are attracted and revitalization is encouraged, the area will continue to become an economically viable, mixed-use destination for all to enjoy. Before the amended Project and Financing Plans can take effect, state law requires the City Council approve the amended Plan by Ordinance after holding a public hearing at which interested persons may speak for or against the proposed Amendment, the boundaries of the Downtown TIF district or the concept of Tax Increment Financing. In accordance with state law, notice of the public hearing was published in a newspaper having general circulation in the City at least seven days prior to the date of the hearing. The projects contained within the Project and Financing Plan are located in COUNCIL DISTRICT 9. FISCAL INFORMATION/CERTIFICATION: The Financial Management Services Director certifies that this action will have no material effect on City funds. TO Fund/Account/Centers FROM Fund/Account/Centers Submitted for City Manager's Office by: Fernando Costa (6122) Originating Department Head: Cynthia Garcia (8187) Additional Information Contact: Robert Sturns (8003) Marguerite Jones (2235) ATTACHMENTS 130917 TIF3 PFP Amend FINAL.pdf 130924 TIF3 Ord PFP Amend FINAL.doc http://apps.cfwnet.org/council_packet/mc—review.asp?ID=l 8992&councildate=9/24/2013 7/9/2014