HomeMy WebLinkAboutContract 40328ciTr SECRETARY
CONTRACT NO. 4b 3ak
MEMORANDUM OF UNDERSTANDING
This Memorandum of Understanding ("Agreement") is between the City of FOR
Worth, a home -rule municipal corporation, and, AIL Investment, L.P., a Texas limited
partnership, to be effective June, 2010.
RECITALS
WHEREAS, the City for the improvements to Golden Triangle Boulevard must
take from AIL the three parcels of land —Parcels No. 2, No. 42, and No. 54—described
by metes and bounds and survey plat in the attached Exhibit 1; and
WHEREAS, the City and AIL have agreed upon the total compensation to be paid
to AIL for the three parcels to be taken, such compensation to be in cash and in non -cash
considerations and
WHEREAS, the City and AIL desire to detail the non -cash portion of the
consideration to be tendered to All, for the three parcels; and
WHEREAS, in accordance with their agreement, the City and AIL have agreed
upon a portion of the compensation to be a $300,000.00 credit against future
transportation impact fees that will be due when AIL or its assignee seek to develop
property located within the boundaries of I.F. Service Area D as described under
Ordinance No. 18083 and delineated in the attached Exhibit 2; and
WHEREAS, in accordance with their agreement, the City and AIL also have
agreed they will execute the then standard Transportation Impact Fee Credit Agreement
to access and exchange the credits granted herein against future transportation impact
fees when AIL or its assignee seeks to develop property located within the boundaries of
I.F. Service Area D. such credits not to exceed $300,000.00; and
WHEREAS, in accordance with their agreement, the City and AIL also have
agreed upon a portion of the compensation to AIL to be the construction of two median
openings with left -turn lanes to be installed at the City's expense at the locations shown
at approximate center line stations 114 +00 and 121 +50 as shown on on Plans Sheet Nos.
162 and 163 in the attached Exhibit 3; and
WHEREAS, in accordance with their agreement, the City and AIL also have
agreed t e City or its prime contractor to use the property shown on
the atta i60ib m ging area during the construction of the improvements to
CITY SECRETARY
�TVIfGRTM, TX
06-16-10 A11�46 IN
Golden Triangle Boulevard, upon execution of a Temporary Construction Easement
Agreement in the form of the attached Exhibit 8;
NOW, THEREFORE, in consideration of the mutual benefits
contained herein and for other good and valuable consideration, th
sufficiency of which are hereby acknowledged, the parties agree as follows.
AGREEMENT
I. INCORPORATION OF RECITALS.
and promises
e receipt and
The City and AIL hereby find that the recitals set forth above are true and collect
and form the basis upon which the City and AIL have entered into this Agreement.
2. CITY'S OBLIGATIONS.
2.1 City will grant AIL a $300,000.00 credit against future transportation
impact fees that would become due when AIL or its assignee seeks to develop property
located within the boundaries of I.F. Service Area D as described under Ordinance
No. 18083 and delineated in the attached Exhibit 2.
2.2 City will, from tune to time, execute the then standard Transportation
Impact Fee Credit Agreement to access and exchange the credits granted herein against
future transportation impact fees when AIL or its assignee seeks to develop property
located within the boundaries of I.F. Service Area D, such credits under such applicable
Transportation Impact Fee Credit Agreements not to exceed a cumulative total of
$300,000.00 (for the avoidance of doubt, AIL and/or its assignees will receive a total of
$300,000.00 in credits against future transportation impact fees in such Transportation
Impact Fee Credit Agreements, although there may be multiple Transportation Impact
Fee Agreements since AIL and/or its assignees may seek portions of such $300,000.00 in
credits over time as AIL and/or its assignees seek to develop such'property).
2.3 City will construct two median openings with left -turn lanes at the City's
expense at the locations shown at approximate center line stations 114 +00 and 121 +50
as shown on on Plans Sheet Nos. 162 and 163 in the attached Exhibit 3.
3. AIL' S OBLIGATIONS.
31 AIL will accept $300,000.00 in credits against future Transportation Impact
Fees that would become due when AIL or its assignee seeks to develop property located
within the boundaries of I.F. Service Area D as described under Ordinance No. 18083
and delineated in the attached Exhibit 2,
MEMORANDUM OF UNDERSTANDING Page 2
3.2 AIL will, from time to time, execute the then standard Transportation
Impact Fee Credit Agreement to access and exchange the credits granted herein against
future transportation impact fees when AIL or its assignee seeks to develop property
located within the boundaries of I.F. Service Area D, such credits under such applicable
Transportation Impact Fee Credit Agreements not to exceed a cumulative total of
$300,000.00 (for the avoidance of doubt, AIL and/or its assignees will receive a total of
$300,000.00 in credits against future transportation impact fees in such Transportation
Impact Fee Credit Agreements, although there may be multiple Transportation Impact
Fee Agreements since AIL and/or its assignees may seek portions of such $300,000.00 in
credits over time as AIL and/or its assignees seek to develop such property).
3.3 AIL will permit the City or its prime contractor to use the property shown
on the attached Exhibit 4 as staging area during the construction of the improvements to
Golden Triangle Boulevard, upon the City's or its prime contractor's execution of a
Temporary Construction Easement Agreement in the form of the attached Exhibit 8.
3.4 In the form of the attached Exhibits 5, 6, and 7, AIL will execute a
dedication deed for Parcels No. 2, No. 42, and No. 54, save and except oil, gas, sulphur,
and water, but provided that AIL shall have no right of access to the surface of the
property for purposes of exploring, developing, mining, or drilling for them.
Executed this day of glue
2010.
AIL Investment, L.P., a Texas limited
partnership
By: AIL GP, LLC, a Texas limited liability
Company, its general partner
By:
Name: i.Rus J%, LAUCA"k.1N
Title: 5£��ap. \ftcv g5,g*kDr-
Address: 13600 Heritage Parkway, Suite 200
Fort Worth, Texas 76177
Attn: Russell Laughlin
MEMORANDUM OF UNDERSTANDING
i
City of Fort Worth:
Fernando Costa
Assistant City Manager
Reconunended:
William A.'Verkest, .,17irec
Transportation & ublic Works
Approved as to Form and Legality
Theodore P. Gorski, Jr.
Assistant City Attorney
ATTEST:
Marty Hendrix � �o
City Secretary �9
Contract Authorization
11 o
Date - - �- - - - —
0
OFFICIAL RECORD
CITY SECRETARY
FT.IMORTM, TX
MEMORANDUM OF UNDERSTANDING Page 4
1. Parcels No
plat.
EXHIBITS
2, No. 42, and No. 54 as described by metes and bounds and survey
2. Map of Impact Fee Service Area D.
3. Plans Sheet Nos. 162 and 163 of Paving Plan and Profile.
4. Map of staging area.
5. Parcel No. 2 Dedication Deed.
6. Parcel No. 42 Dedication Deed.
7. Parcel No. 54 Dedication Deed.
8. Temporary Construction Easement Agreement
MEMORANDUM OF UNDERSTANDING Page 5
MOU - Exhibit "1"
Goldeu Triangle Boulevard from I-35W to U.S. Highway No. 377
Parcel No. 2
10001 OId Denton Road
Track 7E, William McCowan Survey, Abstract No, 999
Exhibit "A"
Being a 2.559 acre tract of land out of the William McGowan Survey, Abstract No. 999, City of Fort
Worth, Tarrant County, Texas and being portion of a 54.866 acre tract of land (by deed) labeled
Tract 12 being deeded to AIL Investment, LP as recorded in Volume 14315, Page 56 of the Deed
Records of Tarrant County, Texas, said 2.559 acre tract of land being more particularly described by
metes and bounds as follows:
BEGINNING at a 1/2 inch iron rod found for the northeast corner of said 54.866 acre tract of land,
said 1/2 inch iron rod being the intersection of the existing south right-of-way line of Golden
Triangle Boulevard (a 120' right-ofway) with the existing west right-of-wly line of Old Denton
Road (a variable width right -of --way);
THENCE South 00 degrees 18 minutes 43 seconds East, with the east line of said 54.866 acre
tract of land and with the existing west right-of-way line of said Old Denton Road, a
distance of 332.19 feet to a 5/8 inch iron rod set with cap stamped "Gorrondona" set
for the intersection of the existing west right -of --way line of said Old Denton Road
with the proposed west right-of"way-line of said Old Denton Road;
T)iIENCE South 89 degrees 47 minutes 57 seconds West, with the proposed west right-of-�vay
line of said Old Denton Road, a distance of 40.26 feet to a 518 inch iron rod set with
cap stamped "Gorrondona" set for corner;
THENCE North 00 degrees 12 minutes 03 seconds West, with the proposed west right -of --way
line of said Old Denton Road, a distance of 230.48 feet to a 5/8 inch iron rod set with
cap stamped "Gorrondona" set for the intersection of the proposed west right -of --way
line of said Old Denton Road with the proposed south right-of-way line of said
Golden Triangle Boulevard;
THENCE North 40 degrees 53 minutes 46 seconds West, with the proposed south right -of --way
line of said Golden Triangle Boulevard, a distance of 104.85 feet to a 5/8 inch iron
rod set with cap stamped "Gorrondona" set for the beginning of a non -tangent curve
to the left having a radius of 189.07 feet, a central angle of 15 degrees 20 minutes 52
seconds and whose chord bears North 77 degrees 11 minutes 11 seconds West, a
distance of 50.49 feet;
ACF 2887
Page 1
Golden Triangle Boulevard from I-35W to U.S. Highway No. 377
Parcel No. 2
10001 Old Denton Road
Track 7E, WiIliam McCowan Survey, Abstract No
THENCE with the proposed south right -of --way line of said Golden Triangle Boulevard and
with said non -tangent curve to the left, an arc length of 50.65 feet to a 518 inch iron
rod with cap stamped "Gorrondona" set for the beginning of a curve to the right
having a radius of 1126.00 feet, a central angle of 12 degrees 17 minutes 18 seconds
and whose chord bears North 80 degrees 21 minutes 42 seconds West, a distance of
241.04 feet;
THENCE with the proposed south right -of --way line of said Golden Triangle Boulevard and
with said curve to the right, an arc length of 241.50 feet to a 5/8 inch iron rod with
cap stamped "Gorrondona" set for corner;
THENCE North 55 degrees 21 minutes 29 seconds West, with the proposed south right -of --way
line of said Golden Triangle Boulevard, a distance of 39.02 feet to a 5/8 inch iron rod
set with cap stamped "Gorrondona" set for the beginning of a non -tangent curve to
the right having a radius of 1114.00 feet, a central angle of 06 degrees 21 minutes 29
seconds and whose chord bears North 69 degrees 08 ininutes 21 seconds West, a
distance of 123.56 feet;
THENCE with the proposed south right -of --way line of said Golden Triangle Boulevard and
with said non -tangent curve to the right, an are length of 123.62 feet to a 5/8 inch
iron rod with cap stamped "Gorrondona" set for the beginning of a curve to the right
having a radius of 450.00 feet, a central angle of 03 degrees 05 minutes 06 seconds
and whose chord bears North 64 degrees 25 minutes 03 seconds West, a distance of
24.23 feet;
THENCE with the proposed south right -of --way line of said Golden. Triangle Boulevard and
with said curve to the r7ght, an arc length of 24.23 feet to a 5/8 inch iron rod with cap
stamped "Gorrondona" set for corner,
THENCE North 62 degrees 52 minutes 30 seconds West, with the proposed south right -of --way
line of said Golden Triangle Boulevard, a distance of 174.41 feet to a 5/8 inch iron
rod with cap stamped "Gorrondona" set for corner;
THENCE North 64 degrees 02 minutes 09 seconds West, with the proposed south right -of --way
line of said Golden Triangle Boulevard, a distance of 103.79 feet to a 5/8 inch iron
rod set with cap stamped "Gorrondona" set for the beginning of a curve to the left
having a radius of 990.00 feet, a central angle of 26 degrees 07 minutes 20 seconds
and whose chord bears North 77 degrees 05 minutes 49 seconds West, a distance of
447.46 feet;
ACF 2887
Page 2
Golden Triangle Boulevard from 1-35W to U.S. Highway No. 377
Parcel No. 2
10001 Old Denton Road
Tract: 7E, William MCCowan Survey, Abstract No. 999
THENCE with the proposed south right -of --way line of said Golden Triangle Boulevard and
with said curve to the left, an are length of 451.36 feet to a 5/8 inch iron rod with cap
stamped "Gorrondona" set for the intersection of the proposed south right-ofway
line of said Golden Triangle Boulevard with the existing south right-of-way line of
said Golden Triangle Boulevard, said 5/8 inch iron rod with cap also being in the
north line of said 54.866 acre tract of land, from which a 60d nail found for the
northwest corner of said 54.866 acre tract of land bears South 89 degrees 50 minutes
31 seconds West, a distance of 376.02 feet;
THENCE North 89 degrees 50 minutes 31 seconds East, with the north line of said 54.866 acre
tract of land and with the existing south right-of-way line of said Golden Triangle
Boulevard, a distance of 387.88 feet to a point for the beginning of a cunle to the
right having a radius of 656.20 feet, a central angle of 32 degrees 53 minutes 59
seconds and whose chord bears South 73 degrees 42 minutes 32 seconds East, a
distance of 371.64 feet;
THENCE wish the north line of said 54.S66 acre tract of land, with the existing south right-of-
way line of said Golden Triangle Boulevard and with said curve to the right, an are
length of 376.80 feet to a point for corner;
THENCE South 57 degrees 15 minutes 32 seconds East, with the north line of said 54.86G acre
tract of land and with the existing south right -of way line of said Golden Triangle
Boulevard, a distance of 236.30 feet to a point for the beginning of a curve to the left
having a radius of 633.00 feet, a central angle of 29 degrees 24 minutes 21 seconds
and whose chord bears South 71 degrees 57 minutes 43 seconds East, a distance of
321.32 feet;
THENCE with the north Bute of said 54.866 acre tract of land, with the existing south right-of-
way line of said Golden Triangle Boulevard and with said curve to the left, an are
length of 324.87 feet to the POINT OF BEGINNING, and containing 111,475
square feet or 2.559 acres of land, more or less.
ACF 2887
Page 3
Golden Triangle Boulevard from 1-35W to U.S. Highway No. 377
Parcel No. 2
10001 Old Denton Road
Track 7E, William McCowan Survey, Abstract No. 999
Notes:
(1) A plat of even survey date herewith accompanies tivs legal description.
(2) All Bearings are referenced to the Texas Coordinate System, NAD-83, The North
Central Zone, with a surface factor for this project of 1.00012. All bearings
referenced here are grid, distances and areas shown are surface.
Surveyed on the Ground: January 9, 2006
�o��L. Cooper
Re�ister•ed Professional T. id Surveyor
Texas No. 5254
Page 4
ACF 2887
77,053 ACRES (8Y DEEO)
MAURICE SM.ULDERS d
HITEHEAD INVESTMENTS, LTD.
VOLUME 14051, PAGE 524
D.R.T.C.T.
RIGHT—OF—Y/AY EASEl.1ENT
TO TARRA147 COUNTY
VOLUME 5532, PAGE 121
D.R.T.C.T.
S 89'50031'1Y—
r 376.02'
600 NAIL FND ""'
PROPOSED
RIGHT—OF—WAY
N 64402'09W
103.79'
EXHIBIT "B "
PARCEL No. 2
TRACT 12
54.866 ACRES (8Y DEED)
AIL INVESTMENT, L.P.
VOLUME 14315, PAGE 56
D.R.T,C.T.
200 100 0 200
SCALE IN FEET
ORT WORT
.-ur—
NOTE: ALL BEARINGS AND COORDINATES ARE REFERENCED TO THE TEXAS
COORDINATE SYSTEM, NAO-83, THE NORTH CENTRAL ZONE, WITH
A SURFACE FACTOR FOR THIS PROJECT OF 1.00012. ALL BEARINGS
SHOWN ARE GRID. DISTANCES AND AREAS SHOWN ARE SURFACE.
aaaEXISTWG E145TING —
RIGHT—OF—WAY RIGHT—OF—WAY
—EXISTING 526064 ACRES (BY DEED)
RIGHT—OF—WAY METROPORT CRIES
L
C-4
^ FELLOYISHIP, INC.
yO C C. DOC, r02O4205976
tq �O��T D.R.T.C.T, )
s" Na
RIGHT—OF—WAY
ACQUISITION
111,475 SQ.FT, OR
2.559 AC.
N 55'21'29"W
3Zia 02'
WILLIAM McCOWAN SURVEY
ABSTRACT No. 999
NOTE: ROW MARKERS ARE 5/$"
IRON ROD SET H1TH BLUE
CAP STAMPED "GORRONDONA"
PROPOSED —
RICHT— Of — WAY
IRON ROD
N
s, f.
N
40'53'46"W
104.85' t
S 89'47'S
40.26'
F
CURVE DELTA RADIUS ARC BEARING CHORD
C—I
t5'20'S2'
189.07
50.65'
N 7Ttt'it'W
50,49'
C-2
171T18'
1126.OD'
241.50'
N 80'2t
42 W
241.044
C-3
O6'21'29'
1114.00
13.62'
N 69'08 21�Y
123.56'
C-4
03'05'06'
450.00
24.23'
N 64625 03
24.23'
C-5
26 07 20"
990.00
451.3fi'
N 77'05 491U
447.4W
C-6
32'53 59
656.20'
376,80
S 73'42'32"E
371.64
C-7
29'24'21'
633.OD
324,87
aaaa5 71'S7 43'E
321.32
City o � Fort' W o rt'h
1
000 THROCKMOP,TON STREET FORT WORTH, TEXAS 76102
VARIABLE WIDTH RIGIiT-OF-WAY ACQUISITION
OUT OF A Or
54.866 ACRE TRACT OF LAND 'C ..... F
SITUATED IN THE ��P.vp16 7 �9F
WILLIAM McCOWAN SURVEY, ABSTRACT NO. 999 . q.
CITY OF FORT WORTH, TARRANT COUNTY, TEXAS
AS RECORDEO IN JON COO
0008080 • • •..•
VOLUME 14315, PAGE 56 C.;y 2
DEED RECORDS OF TARRANT COUNTY, TEXAS 9
Aa 10
ilAMr.1 F RI VFI FRFAA IW...449 Tfl I IC UwV ta7� • �• .••_ice
J08 N0. Vatu-loco urcAivry n7: JLt. CADD FILE: t693-ROW.OV/C RE (STEREO PROw1pNAt. D SURVEYOR'
DOTE: SEPTEMBER 27, 2007 PACE 8 OF 8 SCALE: I' = 200' N 5254
GORRONDDNA L. ASSOCIATES, INC. 6707 BRENTW000 STAIR ROAD, SUITE 50 FORT WORTH, TX. 76i17. 817-496-1424 fAX 817-496-176R
ACF 2887
MOU - Exhibit "1"
Golden Triangle Boulevard from I-35W to U.S. HIghway No. 377
Parcel No. 42
Golden Triangle Boulevard
Tract 1A, Tract 3, Jesse Billingsley Survey, Abstract No. 70
Exhibit'�A"
Being a 0.117 acre tract of land out of the Jesse Billingsley Survey, Abstract No. 70, City of Fort
Worth, Tarrant County, Texas and being out of a 305.340 acre tract of land (by deed) deeded to AIL
Investment, LP as recorded in Volume 13588, Page 188 of the Deed Records of Tarrant County,
Texas, said 0.117 acre tract of land being more particularly described by metes and bounds as
follows:
COMMENCING at a 5/8 inch iron rod found for the intersection of the existing south right-ofway
line of Golden Triangle Boulevard (a 120' right-of-way) with the west line of said 305,340 acre tract
of land, said 5/8 inch iron rod found being the northeast corner of a 37.452 acre tract of land (by
deed) deeded to Rex Glendenning as recorded in Volume 15931, Page 362 of said Deed Records of
Tarrant County, Texas; THENCE North 89 degrees 46 minutes 46 seconds East with the existing
south right -of --way line of said Golden Triangle Boulevard, a distance of 423.42 feet to a 5/8 inch
iron rod with cap stamped "Gorrondona" set for the POINT OF BEGINNING of the herein
described 0.1 17 acre tract of land, said 5/8 inch iron rod with cap stamped "Gorrondona" set being
the intersection of the existing south right -of --way line of said Golden Triangle Boulevard with the
proposed south right-of-way line of said Golden Triangle Boulevard;
THENCE North 89 degrees 46 minutes 46 seconds East, with tl�e existing south right -of --way
line of said Golden Triangle Boulevard, a distance of 281.20 feet to a 1/2 inch iron
rod found for the beginning of a curve to the left having a radius of 1492.30 feet, a
central angle of 27 degrees 49 minutes 54 seconds and whose chord bears North 75
degrees 52 minutes 00 seconds East, a distance of 717.79 feet;
THENCE with the existing southeasterly right -of --way line of said Golden Triangle'Boulevard
and with said curve to the left, an arc length of 724.89 feet to a I/2 inch iron rod
found for corner;
THENCE North 61 degrees 57 minutes 21 seconds East, with the existing southeasterly right-
of-way line of said Golden Triangle Boulevard, a distance of 434.76 feet to a 5/8 incl3
iron rod with cap stamped "Gorrondona" set for the intersection of the existing
southeasterly right -of --way line of said Golden Triangle Boulevard with the proposed
southeasterly right -of --way line of said Golden Triangle Boulevard;
THENCE South 60 degrees 49 minutes OS seconds West, with the proposed southeasterly right-
of-way line of said Golden Triangle Boulevard, a distance of 205.32 feet to a 5/8 inch
iron rod with cap stamped "Gorrondona" set for corner;
Page 1 of 2
ACF 2888
Golden Triangle Boulevard from I-35W to U.S. Highway No. 377
Parcel No. 42
Golden Triangle Boulevard
Tract 1A, Tract 3, Jesse Billingsley Survey, Abstract No. 70
THENCE SOutll 61 degrees 57 minutes 53 seconds West, with the proposed southeasterly right-
of-way line of said Golden Triangle Boulevard, a distance of 230.70 feet to a 5/8 inch
iron rod with cap stamped "Gorrondona" set for the beginning of a curve to the right
having a radius of 1494.00 feet, a central angle of 27 degrees 49 minutes 18 seconds
and whose chord bears South 75 degrees 52 minutes 32 seconds West, a distance of
718.35 feet,
THENCE with the proposed southeasterly right -of --way line of said Golden Triangle Boulevard
and with said curve to the right, an arc length of 725.46 feet to a 5/8 inch iron rod
with cap stamped "Gorrondona" set for corner;
THENCE South 89 degrees 47 minutes I 1 seconds West, with the proposed south right -of --way
line of said Golden Triangle Boulevard, a distance of 79.40 feet to a 5/8 inch iron rod
with cap stamped "Gorrondona" set for corner;
THENCE North 89 degrees 02 minutes 27 seconds West, with the proposed south right -of --way
line of said Golden Triangle Boulevard, a distance of 202.08 feet to the POINT OF
BEGINNING, and containing 5,113 square feet or 0.117 acres of land, more or less.
Notes:
(1) A plat of even survey date herewith accompanies this legal description.
(2) All Bearings are referenced to the Texas Coordinate System, NAD-83, Tlie North
Central Zone, with a surface factor for this project of 1.00012. All bearings
referenced here are grid, distances and areas shown are surface,
Surveyed on the Ground: January 9, 2006
o L. Cooper
gistered Professional Land Surveyor
Texas No. 5254
Page 2 of 2
:06 �WFRfo 61%r
JON L. COOPER
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ACF 2888
mUU - Exhibit "1"
Golden Triangle Boulevard from I-35W to U.S. Highway No. 377
Parcel No. 54
Golden Triangle Boulevard
Tract 1A, Jesse Billingsley Survey, Abstract No. 70
Exhibit
Being a 0.108 acre tract of land out of the Jesse Billingsley Survey, Abstract No. 70, City of Fort
Worth, Tarrant County, Texas and being out of a 305.340 acre tract of land (by deed) deeded to AIL
Investment, LP as recorded in Volume 13588, Page 188 of the Deed Records of Tarrant County,
Texas, said 0.108 acre tract of land being more particularly described by metes and bounds as
follows:
BEGINNING at a 5/8 inch iron rod with cap stamped "C&B" found in the existing north right -of.
may line of Golden Triangle Boulevard (a 120' right-of-way), said 5/8 inch iron rod with cap being
the southeast corner of Lot 1, Block I of The Enclave on Golden Triangle, an addition to the City of
Fort Worth, Tarrant County, Texas, as recorded in Cabinet A, Slide 10632 of the Plat Records of
Tarrant County, Texas;
THENCE North 00 degrees 14 minutes 36 seconds West, with the east line of said Lot I, a
distance of 0.21 feet to a 5/8 inch iron rod with cap stamped "Gorrondona" set for
corner in the proposed north right -of --way line of said Golden Triangle Boulevard;
THENCE North $8 degrees 3$ minutes 26 seconds East, with the proposed north right -of --way
line of said Golden Triangle Boulevard, a distance of 200.04 feet to a 5/8 inch iron
rod with cap stamped "Gorrondona" set for corner;
THENCE North 89 degrees 47 minutes I 1 seconds East, with the proposed north right -of --way
line of said Golden Triangle Boulevard, a distance of 74.90 feet to a 5/8 inch iron rod
with cap stamped "Gorrondona" set for the beginning of a curve to the left having a
radius of 1366.00 feet, a central angle of 27 degrees 49 minutes 17 seconds and
whose chord bears North 75 degrees 52 minutes 33 seconds East, a distance of
656.80 feet;
THENCE with the proposed north right -of --way line of said Golden Triangle Boulevard and
with said curve to the left, an arc length of 663.29 feet to a 5/8 inch iron rod with cap
stamped "Gorrondona" set for corner;
THENCE North 61 degrees 57 minutes 53 seconds East, with the proposed northwesterly right-
of-way line of said Golden Triangle Boulevazd, a distance of 230.81 feet to a 5/8 inch
iron rod with cap stamped "Gorrondona" set for corner;
Page 1 of 2
ACF 2889
Golden Triangle Boulevard from I-35W to U.S. Highway No. 377
Parcel No. 54
Golden Triangle Boulevard
Tract 1A, Jesse Billingsley Survey, Abstract No, 70
THENCE North 63 degrees 06 minutes 40 seconds East, with the proposed northwesterly right-
of-way line of said Golden Triangle Boulevard, a distance of 205.21 feet to a 5/8 inch
iron rod with cap stamped "Gorrondona" set for the intersection of the proposed
northwesterly right -of --way line of said Golden Triangle Boulevard with the existing
northwesterly right -of --way line of said Golden Triangle Boulevard;
THENCE South 61 degrees 58 minutes 25 seconds West, with the existing northwesterly right-
of-way line of said Golden Triangle Boulevard, a distance of 434.78 feet to a 1/2 inch
iron rod found for the beginning of a curve to the right having a radius of 1372.30
feet, a central angle of 27 degrees 50 minutes 07 seconds and whose chord bears
South 75 degrees 51 minutes 57 seconds West, a distance of 660.15 feet,$
THENCE with the existing northwesterly right -of= -way line of said Golden Triangle Boulevard
and with said curve to the right, an are length of 666.69 feet to a 1/2 inch iron rod
found for corner;
THENCE South 89 degrees 43 minutes 38 seconds West, with the existing north right -of --way
line of said Golden Triangle Boulevard, a distance of 274.62 feet to the POINT OF
BEGINNING, and containing 4,688 square feet or 0.108 acres of land, more or less.
Notes:
(1) A plat of even survey date herewith accompanies this legal description.
(2) All Bearings are referenced to the Texas Coordinate System, NAD-83, The North
Central Zone, with a surface factor for this project of 1.00012. All bearings
referenced here are grid, distances and areas shown are surface.
Surveyed on the Ground: January 9, 2006
J
Professional
Texas No. 5254
Surveyor
Page 2 of 2
JON L. COOPER
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MOU -Exhibit "4" � � ���
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EXHIBIT 5
Project: Golden Triangle Boulevard
Parcel #: 2
Doe #: 5773
Address: 10001 Old Denton Rd.
Lot: Block: Addition: AHTG — Heritage
DEDICATION DEED
THE STATE OF TEXAS
KNOW ALL MEN BY THESE PRESENTS:
COUNTY OF TARRANT
That AIL Investment, L.P., a Texas limited partnership ("Grantor"), for and in
consideration of the acceptance of the terms, conditions and reservations contained herein by
The City of Fort Worth, Texas, a municipal corporation of Tarrant County, Texas ("Grantee"),
and other good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged,
Has GRANTED and CONVEYED, and by these presents does GRANT and CONVEY,
into Grantee, as a dedication for the uses set forth herein, all of that certain tract of real property
situated in Tarrant County, Texas described in Exhibit "A" attached hereto and made a part
hereof by reference (the "Property").
This conveyance of the Property is made and accepted subject to the following (the
"Permitted Exceptions"): (i) the restrictions hereinafter set forth, ku) the easements reserved as
set forth in Exhibit "C" attached hereto and made a part hereof by reference, and (iii) all other
matters of record affecting the Property that may exist as of the recordation of this instrument.
Grantor shall pay all 2009 ad valorem taxes against the Property.
The Property is conveyed to Grantee to be used only for the following purposes (the
"Permitted Purposes"): the construction, use, maintenance, repair and reconstruction of a public
roadway and for any other legal purpose, including without limitation, drainage facilities,
utilities, franchises, pipelines and conduits of whatever kind or description, both publicly owned
and privately owned, where permitted by Grantee. All facilities constructed on the Property,
other than the public roadway, must be buried beneath the surface of the Property (the
"Underground Facilities"). Appurtenances to the roadway or the Underground Facilities that
cannot be installed underground but can only be installed on the surface of the Property may be
installed on the surface of the Property. Temporary Facilities may be constructed on the surface
of the Property or above the surface of the Property. For purposes of this agreement,
"Temporary Facilities" shall mean only those surface -mounted or above -ground facilities
required to service projects under construction. In no event shall Temporary Facilities be
installed for more than two years. Temporary Facilities shall be removed at the expense of the
party that installs the Temporary Facilities. Nothing herein shall be construed as requiring
Grantee or a permittee of Grantee to bear the increased cost of the underground facilities
required by this agreement (as compared to the cost of overhead facilities).
There is excepted from this conveyance and reserved unto Grantor all of the water, oil,
gas and other minerals in, on or under the Property; PROVIDED, HOWEVER, THAT
GRANTOR SHALL NOT EXPLORE FOR, PRODUCE OR MINE SUCH MINERALS IN
Page 1
Dedication Deed
2887-deddeed-ail-fw
ANY MANNER THAT WOULD INTERFERE WITH GRANTEE'S USE OF THE
PROPERTY.
The rights, options and easements retained or reserved by Grantor in this Dedication Deed shall
be the property of and shall inure to the benefit of Grantor, its successors and assigns, and are not
appurtenant to any tract of property (other than the Property). All provisions of this Dedication
Deed applicable to Grantor and Grantee shall be applicable to their respective successors and
assigns.
Grantor hereby disclaims any warranty, guaranty or representation, oral or written, past,
present or future, of, as, to or concerning (i) the nature and condition of the Property, including,
but not limited to, the suitability thereof for any activity or use; (ii) the condition of any
improvements located thereon; (iii) the compliance of the Property with any laws, rules,
ordinances or regulations of any government or other body. The conveyance of the Property as
provided for herein is made on an "AS IS" basis, and by its acceptance of this Deed and in
consideration of the conveyances by Grantor herein, Grantee acknowledges that, except as
otherwise specifically stated in this Dedication Deed, GRANTOR MAKES NO
REPRESENTATION, EXPRESS OR IMPLIED, OR ARISING BY OPERATION OF
LAW, INCLUDING, BUT IN NO WAY LIMITED TO, ANY WARRANTY OF
CONDITION, HABITABILITY, MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE, ALL OF WHICH WARRANTIES, TO THE FULLEST
EXTENT PERMITTED BY LAW, ARE EXPRESSLY DISCLAIMED.
TO HAVE AND TO HOLD the Property, subject to the Permitted Exceptions, together
with all and singular the rights and appurtenances thereto in anywise belonging, unto Grantee, its
successors and assigns forever; and Grantor does hereby bind itself, its successors and assigns, to
IVARRANT AND FOREVER DEFEND all and singular the Property, subject to the Permitted
Exceptions, unto Grantee, its successors and assigns, against every person whomsoever lawfully
claiming or to claim the same or any part thereof by, through or under Grantor, but not
otherwise.
EXECUTED this day
2010.
AIL Investment, L.P.,
a Texas limited partnership
By: AIL GP, LLC,
a Texas limited liability company,
its general partner
By:
L. Russell Laughlin, Senior Vice President
Page 2
Dedication Deed
2887-deddeed-ail-fiw
ACCEPTED ON THE TERMS AND
CONDITIONS CONTAINED HEREIN.
The City of Fort Worth, Texas
By:
Fernando Costa, Assistant City Manager
Approved as to Form and Legality:
Assistant City Attorney
THE STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me on this day of 2010
by L. Russell Laughlin, Senior Vice President of AIL GP, LLC, general partner of AIL
Investment, L.P., a Texas limited partnership, on behalf of said limited partnership.
Notary Public, State of Texas
THE STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me this day of ,
by Fernando Costa, Assistant City Manager of the City of Fort Worth, Texas, and by
Assistant City Attorney of the City of Fort Worth,
a municipal corporation, on behalf of the City of Fort Worth, Texas.
Notary Public, State of Texas
2010,
Texas,
Page 3
Dedication Deed
2887-deddeed-ail-fw
GRANTEE'S ADDRESS:
The City of Fort Worth
1000 Throckmorton
Fort Worth, TX 76102
Attention: City Manager
AFTER RECORDING, RETURN TO:
The City of Fort Worth
1000 Throckmorton
Fort Worth, TX 76102
Attention: City Manager
WITH COPY TO:
AIL Investment, L.P.
13600 Heritage Parkway Suite 200
Fort Worth, TX 76177
Attention: L. Russell Laughlin
Page 4
Dedication Deed
2887-deddeed-ail-fw
EXHIBIT
EASEMENTS RESERVED
1. Grantor hereby reserves anon -exclusive, assignable, flee easement:
(a) across and through all portions of the Property lying beneath the surface of
the Property, to use such subterranean areas for any use that does not interfere with
Grantee's use of the Property;
(b) across and through all air space 17.5 feet above the surface of the paved
roadway installed on the Property, to use such air space for any use that does not interfere
with Grantee's use of the Property; and
(c) over and across the surface of any portion of the Property not covered by
pavement for the installation and maintenance of landscaping and an underground
landscape irrigation system. Grantor or Grantor's assignee, whichever entity installs any
such landscaping or underground irrigation system, shall have the right and responsibility
to keep such landscaping and irrigation system in good condition and repair. Grantee
shall have no responsibility for any such maintenance. Grantee, at Grantor's expense,
shall have the right to take such action as necessary to stop water from running on the
Property from any leaks in the irrigation system that are not promptly repaired by Grantor
or its assignee.
2. The easements reserved in this Exhibit "C" are easements in gross for the benefit
A Grantor and its successors and assigns.
3. Grantor or its assignee shall make no use of the Property without Grantee's
consent, which shall not be unreasonably withheld or delayed. Grantor or its assignee shall
restore or repair any damage to the Property resulting from such use by Grantor or its assignee.
4. The person or entity (whether Grantor or an assignee of Grantor) exercising any
right to install any landscaping or facilities pursuant to the easement reserved herein shall
indemnify and hold Grantee harmless from and against any claims or damages (including court
costs and reasonable attorneys' fees) resulting from the construction, installation, maintenance,
use or existence of such landscaping or facilities except such claims or damages that result from
the negligence of Grantee or its employees, agents or contractors. Notwithstanding the foregoing,
Grantor shall not have any liability under this indemnity with respect to any landscaping or
facilities installed by an assignee of Grantor or with respect to any landscaping or facilities
assigned or conveyed by Grantor to an assignee after installation, provided that Grantor has
given Grantee written notice of such assignment, by certified mail return receipt requested, at
Grantee's address set forth below. Any such assignee (of whom Grantee has been notified as
provided above) shall be automatically deemed to have assumed this indemnity upon such
assignment and Grantor shall be deemed released therefrom. As a condition to the obligations
under this indemnity, Grantee must give the indemnifying party prompt notice of any claim that
may be covered by this indemnity, shall cooperate in the defense thereof, and shall not take any
action, including, but not limited to, a settlement of the claim, that would adversely affect the
defense of such claim without the prior written consent of the indemnifying party. The above
provisions do not restrict in any way the right of Grantee to bring suit under or otherwise enforce
this indemnity in accordance with its terms.
Page 1
Exhibit C to Dedication Deed
5. By its acceptance of this Dedication Deed, Grantee agrees to execute such further
instruments confirming or evidencing the easements reserved in this Exhibit "C" as Grantor from
time to time may reasonably request, including, but not limited to, any utility easement
documents used by any utility company, although such execution is not necessary for the
exercise of any rights under this easement.
Page 2
Exhibit C to Dedication Deed
Project: Golden Triangle Boulevard
Parcel #: 42
Doe #:
Address•
Lot: IA Block: 3 Addition: AHTG — Heritage
DEDICATION DEED
THE STATE OF TEXAS §
COUNTY OF TARRANT §
EXHIBIT 6
KNOW ALL MEN BY THESE PRESENTS:
That AIL Investment, L.P., a Texas limited partnership ("Grantor"), for and in
consideration of the acceptance of the terms, conditions and reservations contained herein by
The City of Fort Worth, Texas, a municipal corporation of Tarrant County, Texas ("Grantee"),
and other good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged,
Has GRANTED and CONVEYED, and by these presents does GRANT and CONVEY,
into Grantee, as a dedication for the uses set forth herein, all of that certain tract of real property
situated in Tarrant County, Texas described in Exhibit "A" attached hereto and made a part
hereof by reference (the "Property").
This conveyance of the Property is made and accepted subject to the following (the
"Permitted Exceptions"): (i) the restrictions hereinafter set forth, (ii) the easements reserved as
set forth in Exhibit "C" attached hereto and made a part hereof by reference, and (iii) all other
matters of record affecting the Property that may exist as of the recordation of this instrument.
Grantor shall pay all 2009 ad valorem taxes against the Property.
The Property is conveyed to Grantee to be used only for the following purposes (the
"Permitted Purposes"): the construction, use, maintenance, repair and reconstruction of a public
roadway and for any other legal purpose, including without limitation, drainage facilities,
utilities, fianchises, pipelines and conduits of whatever kind or description, both publicly owned
and privately owned, where permitted by Grantee. All facilities constructed on the Property,
other than the public roadway, must be buried beneath the surface of the Property (the
'Underground Facilities"). Appurtenances to the roadway or the Underground Facilities that
cannot be installed underground but can only be installed on the surface of the Property may be
installed on the surface of the Property. Temporary Facilities may be constructed on the surface
of the Property or above the surface of the Property. For purposes of this agreement,
"Temporary Facilities" shall mean only those surface -mounted or above -ground facilities
required to service projects under construction. In no event shall Temporary Facilities be
installed for more than two years. Temporary Facilities shall be removed at the expense of the
party that installs the Temporary Facilities. Nothing herein shall be construed as requiring
Grantee or a permittee of Grantee to bear the increased cost of the underground facilities
required by this agreement (as compared to the cost of overhead facilities).
There is excepted from this conveyance and reserved unto Grantor all of the water, oil,
gas and other minerals in, on or under the Property; PROVIDED, HOWEVER, THAT
GRANTOR SHALL NOT EXPLORE FOR, PRODUCE OR MINE SUCH IV-1 IN
Page 1
Dedication Deed
2888-deddeed-ail-fw
ANY MANNER THAT WOULD INTERFERE WITH GRANTEE'S USE OF THE
PROPERTY.
The rights, options and easements retained or reserved by Grantor m this Dedication
Deed shall be the property of and shall inure to the benefit of Grantor, its successors and assigns,
and are not appurtenant to any tract of property (other than the Property). All provisions of this
Dedication Deed applicable to Grantor and Grantee shall be applicable to their respective
successors and assigns.
Grantor hereby disclaims any warranty, guaranty or representation, oral or written, past,
present or future, of, as, to or concerning (i) the nature and condition of the Property, including,
but not limited to, the suitability thereof for any activity or use; (ii) the condition of any
improvements located thereon; (iii) the compliance of the Property with any laws, rules,
ordinances or regulations of any government or other body. The conveyance of the Property as
provided for herein. is made on an "AS IS" basis, and by its acceptance of this Deed and in
consideration of the conveyances by Grantor herein, Grantee acknowledges that, except as
otherwise specifically stated in this Dedication Deed, GRANTOR MAKES NO
REPRESENTATION, EXPRESS OR IMPLIED, OR ARISING BY OPERATION OF
LAW, INCLUDING, BUT IN NO WAY LIMITED TO, ANY WARRANTY OF
CONDITION, HABITABILITY, MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE, ALL OF WHICH WARRANTIES, TO THE FULLEST
EXTENT PERMITTED BY LAW, ARE EXPRESSLY DISCLAIMED.
TO HAVE AND TO HOLD the Property, subject to the Permitted Exceptions, together
with all and singular the rights and appurtenances thereto in anywise belonging, unto Grantee, its
successors and assigns forever; and Grantor does hereby bind itself, its successors and assigns, to
WARRANT AND FOREVER DEFEND all and singular the Property, subject to the Permitted
Exceptions, unto Grantee, its successors and assigns, against every person whomsoever lawfully
claiming or to claim the same or any part thereof by, through or under Grantor, but not
otherwise.
EXECUTED this day , 2010.
AT
ACCEPTED ON THE TERMS AND
CONDITIONS CONTAINED HEREIN:
The City of Fort Worth, Texas
By:
Fernando Costa, Assistant City Manager
Investment, L.P.,
a Texas limited partnership
By: AIL GP, LLC,
a Texas limited liability company,
its general partner
By:
L. Russell Laughlin, Senior Vice President
Page 2
Dedication Deed
2888-deddeed-ail-fw
Approved as to Form and Legality.
Assistant City Attorney
THE STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me on this day of 2010
by L. Russell Laughlin, Senior Vice President of AIL GP, LLC, general partner of AIL
Investment, L.P., a Texas limited partnership, on behalf of said limited partnership.
Notary Public, State of Texas
THE STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me this day of
by Fernando Costa, Assistant City Manager of the City of Fort Worth, Texas, and by _
, Assistant City Attorney of the City of Fort Worth,
a municipal corporation, on behalf of the City of Fort Worth, Texas.
GRANTEE'S ADDRESS:
The City of Fort Worth
1000 Throckmorton
Fort Worth, TX 76102
Attention: City Manager
Notary Public, State of Texas
AFTER RECORDING, RETURN TO:
The City of Fort Worth
1000 Throckmorton
Fort Worth, TX 76102
Attention: City Manager
WITH COPY TO:
AIL Investment, L.P.
13600 Heritage Parkway Suite 200
Fort Worth, TX 76177
Attention: L. Russell Laughlin
2010,
Texas
,
Page 3
Dedication Deed
2888-deddeed-ail-fw
Exr1IBII
EASEMENTS RESERVED
1. Grantor hereby reserves anon -exclusive, assignable, free easement:
(a) across and through all portions %J the Property lying beneath the surface of
the Property, to use such subterranean areas for any use that does not interfere with
Grantee's use of the Property;
(b) across and through all air space 17.5 feet above the surface of the paved
roadway installed on the Property, to use such air space for any use that does not interfere
with Grantee's use of the Property; and
(c) over and across the surface of any portion of the Property not covered by
pavement for the installation and maintenance of landscaping and an underground
landscape irrigation system. Grantor or Grantor's assignee, whichever entity installs any
such landscaping or underground irrigation system, shall have the right and responsibility
to keep such landscaping and irrigation system in good condition and repair. Grantee
shall have no responsibility for any such maintenance. Grantee, at Grantor's expense,
shall have the right to take such action as necessary to stop water from running on the
Property from any leaks in the irrigation system that are not promptly repaired by Grantor
or its assignee.
2. The easements reserved in this Exhibit "C" are easements in gross for the benefit
of Grantor and its successors and assigns.
3. Grantor or its assignee shall make no use of the Property without Grantee's
consent, which shall not be unreasonably withheld or delayed. Grantor or its assignee shall
restore or repair any damage to the Property resulting from such use by Grantor or its assignee.
4. The person or entity (whether Grantor or an assignee of Grantor) exercising any
right to install any landscaping or facilities pursuant to the easement reserved herein shall
indemnify and hold Grantee harmless from and against any claims or damages (including court
costs and reasonable attorneys' fees) resulting from the construction, installation, maintenance,
use or existence of such landscaping or facilities except such claims or damages that result from
the negligence of Grantee or its employees, agents or contractors. Notwithstanding the foregoing,
Grantor shall not have any liability under this indemnity with respect to any landscaping or
facilities installed by an assignee of Grantor or with respect to any landscaping or facilities
assigned or conveyed by Grantor to an assignee after installation, provided that Grantor has
given Grantee written notice of such assignment, by certified mail return receipt requested, at
Grantee's address set forth below. Any such assignee (of whom Grantee has been notified as
provided above) shall be automatically deemed to have assumed this indemnity upon such
assignment and Grantor shall be deemed released therefiom. As a condition to the obligations
under this indemnity, Grantee must give the indemnifying party prompt notice of any claim that
may be covered by this indemnity, shall cooperate in the defense thereof, and shall not take any
action, including, but not limited to, a settlement of the claim, that would adversely affect the
defense of such claim without the prior written consent of the indemnifying party. The above
provisions do not restrict in any way the right of Grantee to bring suit under or otherwise enforce
this indemnity in accordance with its terms.
Page 1
Exhibit C to Dedication Deed
5. By its acceptance of this Dedication Deed, Grantee agrees to execute such further
instruments confirming or evidencing the easements reserved in this Exhibit "C" as Grantor from
time to time may reasonably request, including, but not limited to, any utility easement
documents used by any utility company, although such execution is not necessary for the
exercise of any rights under this easement.
Page 2
Exhibit C to Dedication Deed
Project: Golden Triangle Boulevard
Parcel #• 54
Doe #• _
Address:
Lot: 1A
Block: Addition: AHTG —Heritage
DEDICATION DEED
THE STATE OF TEXAS §
COUNTY OF TARRANT §
EXHIBIT 7
KNOW ALL MEN BY THESE PRESENTS:
That AIL Investment, L.P., a Texas limited partnership ("Grantor"), for and in
consideration of the acceptance of the terms, conditions and reservations contained herein by
The City of Fort Worth, Texas, a municipal corporation of Tarrant County, Texas ("Grantee"),
and other good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged,
Has GRANTED and CONVEYED, and by these presents does GRANT and CONVEY,
into Grantee, as a dedication for the uses set forth herein, all of that certain tract of real property
situated in Tarrant County, Texas described in Exhibit "A" attached hereto and made a part
hereof by reference (the "Property").
This conveyance of the Property is made and accepted subject to the following (the
"Permitted Exceptions"): (1) the restrictions hereinafter set forth, (ii) the easements reserved as
set forth in Exhibit "C" attached hereto and made a part hereof by reference, and (iii) all other
matters of record affecting the Property that may exist as of the recordation of this instrument.
Grantor shall pay all 2009 ad valorem taxes against the Property.
The Property is conveyed to Grantee to be used only for the following purposes (the
"Permitted Purposes"): the construction, use, maintenance, repair and reconstruction of a public
roadway and for any other legal purpose, including without limitation, drainage facilities,
utilities, fianchises, pipelines and conduits of whatever kind or description, both publicly owned
and privately owned, where permitted by Grantee. All facilities constructed on the Property,
other than the public roadway, must be buried beneath the surface of the Property (the
"Underground Facilities"). Appurtenances to the roadway or the Underground Facilities that
cannot be installed underground but can only be installed on the surface of the Property may be
installed on the surface of the Property. Temporary Facilities may be constructed on the surface
A the Property or above the surface of the Property. For purposes of this agreement,
"Temporary Facilities" shall mean only those surface -mounted or above -ground facilities
required to service projects under construction. In no event shall Temporary Facilities be
installed for more than two years. Temporary Facilities shall be removed at the expense of the
party that installs the Temporary Facilities. Nothing herein shall be construed as requiring
Grantee or a permittee of Grantee to bear the increased cost of the underground facilities
required by this agreement (as compared to the cost of overhead facilities).
There is excepted from this conveyance and reserved unto Grantor all of the water, oil,
gas and other minerals in, on or under the Property; PROVIDED, HOWEVER, THAT
GRANTOR SHALL NOT EXPLORE FOR, PRODUCE OR MINE SUCH MINERALS IN
Page 1
Dedication Deed
2889-deddeed-ail-fw
ANY MANNER THAT WOULD INTERFERE WITH GRANTEE'S USE OF THE
PROPERTY.
The rights, options and easements retained or reserved by Grantor in this Dedication
Deed shall be the property of and shall inure to the benefit of Grantor, its successors and assigns,
and are not appurtenant to any tract of property (other than the Property). All provisions of this
Dedication Deed applicable to Grantor and Grantee shall be applicable to their respective
successors and assigns.
Grantor hereby disclaims any warranty, guaranty or representation, oral or written, past,
present or future, of, as, to or concerning (i) the nature and condition of the Property, including,
but not limited to, the suitability thereof for any activity or use; (ii) the condition of any
improvements located thereon; (iii) the compliance of the Property with any laws, rules,
ordinances or regulations of any government or other body. The conveyance of the Property as
provided for herein is made on an "AS IS" basis, and by its acceptance of this Deed and in
consideration of the conveyances by Grantor herein, Grantee acknowledges that, except as
otherwise specifically stated in this Dedication Deed, GRANTOR MAKES NO
REPRESENTATION, EXPRESS OR IMPLIED, OR ARISING BY OPERATION OF
LAW, INCLUDING, BUT IN NO WAY LIMITED TO, ANY WARRANTY OF
CONDITION, HABITABILITY, MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE, ALL OF WHICH WARRANTIES, TO THE FULLEST
EXTENT PERMITTED BY LAW, ARE EXPRESSLY DISCLAIMED.
TO HAVE AND TO HOLD the Property, subject to the Permitted Exceptions, together
with all and singular the rights and appurtenances thereto in anywise belonging, unto Grantee, its
successors and assigns forever; and Grantor does hereby bind itself, its successors and assigns, to
WARRANT AND FOREVER DEFEND all and singular the Property, subject to the Permitted
Exceptions, unto Grantee, its successors and assigns, against every person whomsoever lawfully
claiming or to claim the same or any part thereof by, through or under Grantor, but not
otherwise.
EXECUTED this day
ACCEPTED ON THE TERMS AND
CONDITIONS CONTAINED HEREIN:
The City of Fort Worth, Texas
By:
Fernando Costa, Assistant City Manager
AIL Investment, L.P.,
a Texas limited partnership
By: AIL GP, LLC,
a Texas limited liability company,
its general partner
By:
L. Russell Laughlin, Senior Vice President
Page 2
Dedication Deed
2889-deddeed-ail-fw
Approved as to Form and Legality.
Assistant City Attorney
THE STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me on this day of 2010
by L. Russell Laughlin, Senior Vice President of AIL GP, LLC, general partner of AIL
Investment, L.P., a Texas limited partnership, on behalf of said limited partnership.
Notary Public, State of Texas
THE STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me this day of
by Fernando Costa, Assistant City Manager of the City of Fort Worth, Texas, and by _
Assistant City Attorney of the City of Fort Worth,
a municipal corporation, on behalf of the City of Fort Worth, Texas.
GRANTEE'S ADDRESS:
The City of Fort Worth
1000 Throckmorton
Fort Worth, TX 76102
Attention: City Manager
Notary Public, State of Texas
AFTER RECORDING, RETURN TO:
The City of Fort Worth
1000 Throckmorton
Fort Worth, TX 76102
Attention: City Manager
WITH COPY TO:
AIL Investment, L.P.
13600 Heritage Parkway Suite 200
Fort Worth, TX 76177
Attention: L. Russell Laughlin
2010,
Texas
,
Page 3
Dedication Deed
2889-deddeed-aii-fw
EXHIBIT "% "
EASEMENTS RESERVED
1. Grantor hereby reserves a non-exclusive, assignable, free easement:
(a) across and through all portions of the Property lying beneath the surface of
the Property, to use such subterranean areas for any use that does not interfere with
Grantee's use of the Property;
(b) across and through all air space 17.5 feet above the surface of the paved
roadway installed on the Property, to use such air space for any use that does not interfere
with Grantee's use of the Property; and
(c) over and across the surface of any portion of the Property not covered by
pavement for the installation and maintenance of landscaping and an underground
landscape irrigation system. Grantor or Grantor's assignee, whichever entity installs any
such landscaping or underground irrigation system, shall have the right and responsibility
to keep such landscaping and irrigation system in good condition and repair. Grantee
shall have no responsibility for any such maintenance. Grantee, at Grantor's expense,
shall have the right to take such action as necessary to stop water from running on the
Property from any leaks in the irrigation system that are not promptly repaired by Grantor
or its assignee.
2. The easements reserved ur this Exhibit "C" are easements in gross for the benefit
of Grantor and its successors and assigns.
3. Grantor or its assignee shall make no use of the Property without Grantee's
consent, which shall not be unreasonably withheld or delayed. Grantor or its assignee shall
restore or repair any damage to the Property resulting from such use by Grantor or its assignee.
4. The person or entity (whether Grantor or an assignee of Grantor) exercising any
right to install any landscaping or facilities pursuant to the easement reserved herein shall
indemnify and hold Grantee harmless from and against any claims or damages (including court
costs and reasonable attorneys' fees) resulting from the construction, installation, maintenance,
use or existence of such landscaping or facilities except such claims or damages that result from
the negligence of Grantee or its employees, agents or contractors. Notwithstanding the foregoing,
Grantor shall not have any liability under this indemnity with respect to any landscaping or
facilities installed by an assignee of Grantor or with respect to any landscaping or facilities
assigned or conveyed by Grantor to an assignee after installation, provided that Grantor has
given Grantee written notice of such assignment, by certified mail return receipt requested, at
Grantee's address set forth below. Any such assignee (of whom Grantee has been notified as
provided above) shall be automatically deemed to have assumed this indemnity upon such
assignment and Grantor shall be deemed released therefrom. As a condition to the obligations
under this indemnity, Grantee must give the indemnifying party prompt notice of any claim that
may be covered by this indemnity, shall cooperate in the defense thereof, and shall not take any
action, including, but not limited to, a settlement of the claim, that would adversely affect the
defense of such claim without the prior written consent of the indemnifying party. The above
provisions do not restrict in any way the right of Grantee to bring suit under or otherwise enforce
this indemnity in accordance with its terms.
Page 1
Exhibit C to Dedication Deed
5. By its acceptance of this Dedication Deed, Grantee agrees to execute such further
instruments confirming or evidencing the easements reserved in this Exhibit "C" as Grantor from
time to time may reasonably request, including, but not limited to, any utility easement
documents used by any utility company, although such execution is not necessary for the
exercise of any rights under this easement.
Page 2
Exhibit C to Dedication Deed
pp 1
TEMPORARY CONSTRUCTION EASEMENT AGREEMENT
STATE OF TEXAS §
COUNTY OF TARRANT §
This Temporary Construction Easement Agreement (this "Agreement") is entered into as of the
day of , 2010, between AIL Investment, L.P., a Texas limited partnership ("Grantor"),
and 5 ("Grantee").
For and in consideration of $10.00 and other good and valuable consideration, the receipt
and sufficiency of which are hereby acknowledged, and in consideration of the covenants
contained herein, Grantor and Grantee agree as follows:
1. Subject to the terms of this Agreement, Grantor hereby grants and conveys to
Grantee a temporary easement (the "Temporary Easement") across the property described in
Exhibit "A" attached hereto (the "Temporary Easement Property"). This grant is subject to all
matters of record affecting the Temporary Easement Property.
2. The Temporary Easement shall only be used for a temporary construction
yard/staging area, including the storage of construction materials necessary for the construction
of Golden Triangle Boulevard from US 377 to I-35W (the "Work").
3. Grantor reserves and retains the right to grant other rights and easements across,
over or under the Temporary Easement Property to such other persons as Grantor deems proper,
provided such other grants do not unreasonably interfere with the use of the Temporary
Easement Property by Grantee for the purpose set forth herein.
4. The Temporary Easement is not assignable by Grantee without the prior written
consent of Grantor.
5. Grantor may use the Temporary Easement Property for any and all purposes
which do not unreasonably interfere with or prevent the use by Grantee of the Temporary
Easement Property for the purpose set forth herein.
6. The grant of the Temporary Easement shall automatically terminate on the earlier
of the completion of construction or twenty-four (24) months after the date hereof.
7. Grantee shall not make any alterations, additions, or improvements to the
Temporary Easement Property without Grantor's prior written consent, which maybe withheld in
Grantor's sole and absolute discretion. Grantee shall at all times comply with all applicable laws,
rules, and ordinances of any governmental agency or authority. Grantee shall stay within the
limits of the Temporary Easement Property. No trespassing, ingress or egress is allowed on the
adjacent property. Grantee shall enter the Temporary Easement Property only at locations
provided by Grantor. Grantor shall be notified at least 48 hours (two business days) prior to
initially entering the Temporary Easement Property, and Grantor's representative shall be present
when Grantee initially enters the Temporary Easement Property. The Temporary Easement
Property, and the adjacent properties, are currently being used for agricultural operations and
may be in cultivation and/or may have livestock running in the area. Temporary fences and
gates shall be constructed to Grantor's specifications and will be required along the boundaries of
the Temporary Easement Property to prevent livestock from entering upon the Temporary
Easement Property. All gates shall be kept closed at all times. No hunting, fishing or other
recreational activities are allowed at any time. Grantee acknowledges receipt of the attached
Exhibit "B" — Clarification and Understanding of the Terms and Conditions for
Temporary Construction Easements on Hillwood Property.
8. Grantee shall, at no cost or expense to Grantor, promptly repair any damage to
any improvements on the Temporary Easement Property and surrounding property and restore
the surface (including, but not limited to, the removal of rocks, the replacement of topsoil to a
minimum depth of twelve inches (12"), the reseeding and establishment of natural grasses, and
the repair, reconstruction, or replacement of fences) of the Temporary Easement Property and
surrounding property to the same condition as on the date of this Agreement. Upon the
expiration or termination of this Agreement, the Temporary Easement Property shall be left in a
neat, clean and sanitary condition, free of all trash, litter, garbage, refuse and debris.
9. Prior to any activity on the Temporary Easement Property, Grantor shall review
the plans for activities on any portion of the Temporary Easement Property identified by Grantor
and Grantee as a High Use Area (as hereinafter defined). A "High Use Area" includes any area
of the Temporary Easement Property used for equipment storage, batching plants, roads, parking
lots and any other activity that could reasonably be expected to involve the placement or
discharge of foreign materials on the Temporary Easement Property. Upon the abandonment of
any High Use Area, Grantee shall clean such abandoned area to the satisfaction of Grantor
(including such testing as Grantor shall request). When Grantor is satisfied with such clean-up,
the topsoil shall be replaced on the cleaned areas to a uniform depth of at least six inches, and
natural grasses shall be re-established.
10. The Grantee shall not use the Temporary Easement Property, or permit use of the
Temporary Easement Property by any other person, in a manner which violates any law or
regulation, may be dangerous, or constitutes a public or private nuisance. The Grantee shall not,
and shall not permit any of its employees, agents, contractors, subcontractors, suppliers, or
invitees to, locate, generate, manufacture, use or dispose on or about the Temporary Easement
Property any chemical, pollutant, waste or other substance that is the subject of any law or
regulation pertaining to public health, safety, protection, or conservation of the environment or
regulation of Hazardous Substances. "Hazardous Substances" means any and all pollutants,
toxic substances or hazardous materials, substances or waste, including, but not limited to,
petroleum, crude oil, or any fraction thereof. If Grantor in good faith believes that Hazardous
Substances may have been located, generated, manufactured, used, or disposed of on or about the
Temporary Easement Property by the Grantee or any of its employees, agents, contractors,
subcontractors, suppliers, or invitees, Grantor may have environmental studies of the Temporary
Easement Property conducted as it deems appropriate and the Grantee shall be responsible for
the cost thereof.
11. Grantor reserves the right, at any time and from time to time and at Grantor's
expense, to relocate the Temporary Easement provided such relocation does not interfere
unreasonably with the Work.
12. The Grantee shall indemnify and hold Grantor and any of Grantor's employees
agents or representatives, harmless fiom any damage or liability resulting directly or indirectly
from the Grantee's use of the Temporary Easement, including any costs of any removal, remedial
action, response or clean-up of Hazardous Substances made in response to any use, generation,
manufacture, disposal, release, threatened release or spill of a Hazardous Substance by the
Grantee or any of its employees, agents, contractors, subcontractors, suppliers or invitees.
Grantee shall cause any user of the Temporary Easement to indemnify and hold harmless
Grantor and Grantor's employees, agents and representatives in accordance with the preceding
sentence.
13. Grantee shall cause any user of the Temporary Easement to clean public rights -of -
way used by Grantee in connection with the Work as reasonably necessary based on such user's
activities. Grantee shall remove trash from the Temporary Easement Property and the rights -of -
way described in the preceding sentence on a daily basis.
14. Grantee shall not bmy any trash, construction debris or waste material of any kind
on the Temporary Easement Property.
15. All notices required or permitted hereby shall be in writing and become effective
after being deposited in the U.S. mail, certified or registered with appropriate postage prepaid or,
if delivered by some other manner, when actually received. Notices to the parties shall be
addressed as follows:
To Grantor: AIL Investment, L.P.
13600 Heritage Parkway, Suite 200
Fort Worth, TX 76177
Attn: L. Russell Laughlin
To Grantee:
Attn:
From time to time a party may designate a new address for the purpose of receiving
notices hereunder by giving notice of its new address to the other party in the manner provided
above.
16. The obligations of Grantee set forth herein shall survive any termination of this
Agreement. Grantee agrees that they shall reimburse the Grantor for any costs incurred by
Grantor for remediation or restoration of the easement Property to pre construction (pre-
) condition.
TO HAVE AND TO HOLD the above -described premises, together with all and
singular, the rights and appurtenances thereto in anywise belonging, unto Grantee, its successors
and permitted assigns, forever. Grantor does hereby bind itself, its successors and assigns, to
warrant and forever defend, all and singular, the said premises, subject to all matters now of
record affecting said premises, unto Grantee, its successors and permitted assigns, against every
person whomsoever lawfully claiming or to claim the same or any part thereof, by, through or
under Grantor, but not otherwise.
EXECUTED to be effective as of the date first written above.
AIL INVESTMENT,
a Texas limited partnership
By: AIL GP, LLC,
a Texas limited liability company,
its general partner
By:
ACCEPTED ON THE TERMS AND
CONDITIONS CONTAINED HEREIN.
Name
Title
STATE OF TEXAS §
COUNTY OF TARRANT §
L. Russell Laughlin,
Senior Vice President
This instrument was acknowledged before me on this day of 2010
by L. Russell Laughlin, Senior Vice President of AIL GP, LLC, general partner of AIL
Investment, L.P., a Texas limited partnership, on behalf of said limited partnership.
Notary Public, State of Texas
THE STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me on
of
Notary Public, State of Texas
2010, by
EXHIBIT "B"
Clarification and Understanding of the Terms and Conditions for
Temporary Construction Easements on Hillwood Property
In addition to the terms and conditions contained in the Temporary Construction Easement
Agreement, the following conditions shall apply:
The Grantor must approve all routes used to access the work areas. Any gates accessed
by the contractor shall be kept closed at all times, and locked whenever the contractor is
not on -site.
Contractor shall limit all construction operations (including the storage of any
construction materials) to the Easement Tract.
Erosion control silt fence (or other approved silt control material) is required along the
length and boundary of the construction area, as well as in all channels, swales or other
low areas.
All vegetated and grassed areas damaged or disturbed by construction shall be restored to
pre -construction condition. Grasses must be established immediately upon completion of
construction operations. In areas where the primary grasses are Coastal Bermuda
("Coastal"), the grass must be reestablished by "plugging," and not by broadcast seeding.
If weather conditions warrant, an approved winter rye mix may be planted in lieu of the
Coastal, with the Coastal being properly planted in the following spring (this requires that
the winter rye be killed by use of an approved herbicide, that the ground be stripped and
plowed [no rock is allowed on, or 2' below the surface of, the finished grade], and that the
Coastal be plugged and irrigated until such time that 70% coverage has been established).
In all cases, the grass shall be fertilized and irrigated until the appropriate coverage is
attained.
All fences damaged by construction shall be replaced to Grantor's standards (7-strand
barbed wire on steel posts placedcenters, steel pipe line posts atcenters, steel
pipe "H" Braces at 600' centers, and steel pipe corner braces as required).
Temporary fences in grazing pastures shall be 7-strand barbed wire on steel T-posts
spaced at 8' centers.
Any gates or cattle guards damaged by construction shall be replaced to the Grantor's
satisfaction. This includes replacement of all damaged materials, painting, and any other
work required to return the gate or cattle guard to pre -construction condition.
All trash and debris shall be collected and disposed of on a daily basis.
Grantor can supply a list of approved contractors and vendors regularly used for clean-up,
repair and re -vegetation on Hillwood property.
Contractor shall provide contact information (24 hours a day/7 days a week) for field
supervisors and office personnel who can be contacted should any problems arise on the
construction site.
Hillwood Contact Information:
Joe Schneider
Land Development
817-224-6054 (Office)
817-360-5611 (Cell)
817-224-6061 (Fax)
Russell Laughlin
Land Development
817-224-6017 (Office)
214-505-3481 (Cell)
817-224-6061 (Fax)
Mark Baker
Land and Cattle Operations
817430-2305 (Office)
817454-9398 (Cell)
817430-2395 (Fax)
Page 1 of 2
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 5/11/2010
DATE: Tuesday, May 11, 2010
LOG NAME: 20ROWEAILSETTLEMENT
REFERENCE NO.: L-14976
SUBJECT:
Authorize a Settlement Agreement in the Amount of $1,050,000.00 with AIL Investment, L.P., for the
Acceptance of Approximately Four Acres of Land and Various Easements Located Along Golden Triangle
Boulevard Between Interstate Highway 35 and US Highway 377 in North Fort Worth for the Widening of
Golden Triangle Boulevard and Pay the Estimated Closing Costs of $10,000.00 (COUNCIL DISTRICT 2)
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize a Settlement Agreement with AIL Investment, L.P., for the acceptance of approximately four
acres of land for right-of-way and multiple easements located along Golden Triangle Boulevard in north
Fort Worth for the widening of Golden Triangle Boulevard for $1,050,000.00;
2. Pay the estimated closing costs of $10,000.00; and
3. Authorize the City Manager, or his designee, to accept and record the appropriate instruments to
complete the conveyance.
DISCUSSION:
The 2004 Capital Improvement Program included funds for the reconstruction of arterial streets, including
the widening of Golden Triangle Boulevard from Interstate Highway 35W to US Highway 377. The right-of-
way and easements are required for constructing street infrastructure improvements associated with the
widening of Golden Triangle Boulevard from two lanes to four.
The City of Fort Worth (City) and AIL Investments, L.P., (AIL) have agreed to a settlement in lieu of
condemnation and the exercise of eminent domain powers in order to take the property needed for a
public use. Under the terms of the Settlement Agreement, the City will purchase approximately four acres
of land from AIL along the existing right-of-way to be used for the widening of Golden Triangle Boulevard.
In addition, AIL will dedicate the necessary water facility, drainage facility and temporary construction
easements for the project. The agreed upon compensation is a settlement between appraised values and
adequate compensation claims.
Consideration for the right-of-way will be $1,050,000.00 payable by the City at closing in the form of
$750,000.00 cash and a credit against future Traffic Impact Fees equal to $300,000.00. Additionally, the
City will construct, or cause to be constructed, two median openings in Golden Triangle Boulevard near
Old Denton Road at the location agreed to by the parties. Closing costs are estimated at $10,000.00.
The property to be conveyed is described as follows:
Grantor Address/Legal Description Acreage Amount
AIL Investment, L.P.J. Billingsley Survey Approximately $750,000.00
http://apps. cfwnet.org/ecouncil/printmc. asp?id=13489&print=true&DocType=Print 6/16/2010
Page 2 of 2
Abstract No. 70
William McGowan Survey
Abstract No. 999
Fort Worth, Tarrant County,
Texas
Estimated Closing Costs
This parcel is located in COUNCIL DISTRICT 2, Mapsco 21 L.
4 Acres
$10,000.00
FISCAL INFORMATION /CERTIFICATION:
The Financial Management Services Director certifies that funds are available in the current capital
budget, as appropriated, of the Street Improvements Fund.
FUND CENTERS:
TO Fund/Account/Centers
CERTIFICATIONS:
Submitted for City Manager's Office bv:
Originating Department Head:
Additional Information Contact:
ATTACHMENTS
1. 20ROWEAILSETTLEMENT Map.pdf
2. Accounting Info.pdf (CFW Internal)
3. P_roj 00140.._FAR_ 1__1___MARS_screen.pdf
FROM Fund/Account/Centers
C200 541100 202230014041 $760,000.00
Fernando Costa (6122)
William A. Verkest P.E. (7801)
Deanna Tate -Cody (8379)
(Public)
(CFW Internal)
http://apps.cfwnet.org/ecouncil/printmc.asp?id=13489&print=true&DocType=Print 6/16/2010