HomeMy WebLinkAboutContract 42727CITY SECRETARYL�
STATE OF TEXAS § CONTRACT NO, t
COUNTY OF TARRANT §
TAX ABATEMENT AGREEMENT
This TAX ABATEMENT AGREEMENT ("Agreement") is entered into by and
between the CITY OF FORT WORTH, TEXAS (the "City"), a home rule municipality
organized under the laws of the State of Texas, and BELL HELICOPTER TEXTRON,
INC. ("Company"), a Delaware corporation.
RECITALS
A. On June 22, 2010, the City Council of the City of Fort Worth ("City
Council") adopted Resolution No. 3895-06-2010, stating that the City elects to be eligible
to participate in tax abatement and setting forth guidelines and criteria governing tax
abatement agreements entered into between the City and various third parties, entitled
"General Tax Abatement Policy" (the "Policy"), which is incorporated herein by reference
and hereby made a part of this Agreement for all purposes.
B. The Policy contains appropriate guidelines and criteria governing tax
abatement agreements to be entered into by the City as contemplated by Chapter 312 of the
Texas Tax Code, as amended (the "Code").
C. On December 13, 2011, the City Council adopted Ordinance No. 20025-12-
2011 (the "Ordinance") establishing Tax Abatement Reinvestment Zone No. 78, City of
Fort Worth, Texas (the "Zone").
D. Company's owns approximately 157.675 acres of property in the City in
the vicinity of Highway 10 and Trinity Boulevard, which is currently the location of
Company's corporate headquarters, as more specifically described in Exhibit "A".
attached hereto and hereby made a part of this Agreement for all purposes (collectively,
the "Land"). Company wishes to consolidate its various plant and warehouse operations
in the Dallas -Fort Worth Metroplex in phases (the "Project") and would like to focus
such expansion and consolidation at the Land.
_ _ E. In order to encourage Company to undertake the Project on the Land, the
City has offered Company a twenty (20) year economic development incentive consisting
.. of (i) a one (1)-year real and personal property tax abatement, as governed by this
IJJ Agreement, and (ii) an Economic Development Program Grant Agreement that provides
ifor the City to pay nineteen (19) annual economic development grants to Company, as
authorized by Chapter 380 of the Texas Local Government Code and governed by that
certain Economic Development Program Grant Agreement to be by and between the City
i - u.
p tJ Page l
Tax Abatement Agreement between City of Fort Worth and Bell Helicopter Textron, Inc.
and Company, as authorized by the City Council's approval during its regular meeting on
December 13, 2011 of agenda item M&C C-25367 (the "Economic Development
Program Agreement").
F. Following negotiations initiated on or about May 31, 2011, Company
submitted on December 7, 2011 an application for tax abatement to the City concerning
the Project (the "Application"), which Application is attached hereto as Exhibit "B" and
hereby made a part of this Agreement for all purposes.
G. The contemplated Project and the terms of this Agreement are consistent
with encouraging development of the Zone and generating economic development and
employment retention opportunities in the City, in accordance with the purposes for
creation of the Zone, and are in compliance with the Policy, the Ordinance and other
applicable laws, ordinances, rules and regulations.
H. The provisions of this Agreement, and the proposed use of the Land and
nature of the Project, satisfy the eligibility criteria for commercial/industrial business
expansion tax abatement pursuant to Section 6.2 of the Policy.
I. Written notice that the City intends to enter into this Agreement, along with
a copy of this Agreement, has been furnished in the manner prescribed by the Code to the
presiding officers of the governing bodies of each of the taxing units that have jurisdiction
over the Land.
NOW, THEREFORE, in consideration of the mutual benefits and promises
contained herein and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties agree as follows:
AGREEMENT
1. INCORPORATION OF RECITALS.
The City Council has found, and the City and Company hereby agree, that the
recitals set forth above are true and correct and form the basis upon which the parties
have entered into this Agreement.
2. DEFINITIONS.
In addition to terms defined in the body of this Agreement, the following terms
shall have the definitions ascribed to them as follows:
Abatement means the abatement of a percentage (calculated in accordance with
this Agreement, and not to exceed eighty percent (80%) or, if the Additional Employment
Page 2
Tax Abatement Agreement between City of Fort Worth and Bell Helicopter Textron, lnc.
Milestone is met during the 2012 calendar year, eighty-five percent (85%)) of the City's
ad valorem taxes on the value of any improvements on the Land (and not on the Land
itself) over their values for the 2011 tax year, which collectively is Seventeen Million
Five Hundred Sixteen Thousand Eight Hundred Seventy-four Dollars ($17,516,874.00),
and on the value of Taxable Tangible Personal Property over its value for the 2011 tax
year, which is Eighty-four Million Ninety-six Thousand Eight Hundred Eighty-two
Dollars ($84,096,882.00).
Additional Emnlovment Milestone has the meaning ascribed to it in Section
5.2.9.
Affiliate means all entities, incorporated or otherwise, under common control
with, controlled by or controlling Company, including, but not limited to, Textron Inc., a
Delaware corporation. For purposes of this definition, "control" means fifty percent
(50%) or more of the ownership determined by either value or vote.
Application has the meaning ascribed to it in Recital F.
Central City means that area in the corporate limits of the City within Loop 820
(i) consisting of all Community Development Block Grant ("CDBG") eligible census
block groups; (ii) all state -designated enterprise zones; and (iii) all census block groups
that are contiguous by seventy-five percent (75%) or more of their perimeter to CDBG-
eligible block groups or enterprise zones, as well as any CDBG-eligible block in the
corporate limits of the City outside Loop 820, as more specifically depicted in the map of
Exhibit "C". attached hereto and hereby made a part of this Agreement for all purposes.
Central City Employment Commitment has the meaning ascribed to it in
Section 4.5.3.
Central City Emnlovment Percentage has the meaning ascribed to it in Section
5.2.6.
Central City Resident means an individual whose primary residence is at a
location within the Central City.
Certificate of Completion has the meaning ascribed to it in Section 5.1.
Construction Costs means Hard Construction Costs, plus legal and consulting
costs, engineering fees, architectural and other design fees, and permit fees paid by
Company for Phase I of the Project, and specifically excludes property acquisition costs.
Director means the director of the City's Housing and Economic Development
Department.
Economic Development Program Agreement has the meaning ascribed to it in
Recital F.
Page 3
Tax Abatement Agreement between City of Fort Worth and Bell Helicopter Textron, Inc.
Effective Date has the meaning ascribed to it in Section 3.
Fort Worth Certified MJWBE Company means a minority or woman -owned
business that has received certification as either a minority business enterprise (MBE), a
woman business enterprise (WBE) or a disadvantaged business enterprise (DBE) by the
North Central Texas Regional Certification Agency (NCTRCA) and that has a principal
business office located within the corporate limits of the City that performs a
commercially useful function and that provides the services for which Company is
seeking credit under this Agreement.
Fort Worth Comnanv means a business that has a principal office located within
the corporate limits of the City that performs a commercially useful function and that
provides the services for which Company is seeking credit under this Agreement.
Fort Worth Construction Commitment has the meaning ascribed to it in
Section 4.3.
Fort Worth Construction Percentage has the meaning ascribed to it in Section
5.2.2.
Fort Worth Employment Commitment has the meaning ascribed to it in
Section 4.5.2.
Fort Worth Employment Percentage has the meaning ascribed to it in Section
5.2.5.
Fort Worth Resident means an individual whose primary residence is at a
location within the corporate limits of the City.
Fort Worth Supply and Service Percentage has the meaning ascribed to it in
Section 5.2.7.
Fort Worth Supply and Service Spending Commitment has the meaning
ascribed to it in Section 4.6.1.
Full-time Job means a job provided on the Land by Company or an Affiliate to
one (1) individual, whether new or retained, for at least forty (40) hours per week.
Hard Construction Costs means actual site development and construction costs
expended by Company for Phase I of the Project, including directly -related contractor
fees, costs of construction labor and costs of supplies and materials.
Land has the meaning ascribed to it in Recital D.
Page 4
Tax Abatement Agreement between City of Fort Worth and Bell Helicopter Textron, Inc.
M/WBE Construction Commitment has the meaning ascribed to it in Section
4.4.
M/WBE Construction Percentage has the meaning ascribed to it in Section
M/WBE Supply and Service Percentage has the meaning ascribed to it in
Section 5.2.8.
5.2.3.
M/WBE Supply and Service Spending Commitment has the meaning ascribed
to it in Section 4.6.2.
New Taxable Tangible Personal Property means any personal property other
than inventory or supplies that (i) is subject to ad valorem taxation by the City; (ii) is
located on the Land; (iii) is owned or leased by Company; and (iv) was not located in the
City prior to the Effective Date of this Agreement.
4.5.1.
Ordinance has the meaning ascribed to it in Recital C.
Overall Construction Percentage has the meaning ascribed to it in Section 5.2.1.
Overall Employment Commitment has the meaning ascribed to it in Section
Overall Employment Percentage has the meaning ascribed to it in Section 5.2.4.
Phase I means the first phase of the Project, which shall consist of a new
employee center constructed on the Land.
Phase I Completion Date means the date as of which a final certificate of
occupancy has been issued by the City for all of the occupiable improvements comprising
Phase I of the Project.
Phase I Completion Deadline means December 31, 2012.
Policy has the meaning ascribed to it in Recital A.
Proiect has the meaning ascribed to it in Recital D.
Records has the meaning ascribed to it in Section 4.9.
Supply and Service Expenditures means those local discretionary expenditures
made by Company directly for the operation and maintenance of the Land and any
improvements thereon, excluding utility service costs.
Page 5
Tax Abatement Agreement between City of Fort Worth and Bell Helicopter Textron, Inc.
Taxable Tangible Personal Property means any personal property other than
inventory or supplies that (i) is subject to ad valorem taxation by the City; (ii) is located
on the Land; and (iii) is owned or leased by Company.
Term has the meaning ascribed to it in Section 3.
Zone has the meaning ascribed to it in Recital C.
3. TERM.
This Agreement shall take effect on the date as of which both the City and
Company have executed this Agreement (the "Effective Date") and, unless terminated
earlier in accordance with its terms and conditions, shall expire on December 31, 2013
(the "Term").
4. COMPANY'S OBLIGATIONS AND COMMITMENTS.
4.1. Real Property Improvements.
In accordance with the terms and conditions of this Agreement, between
May 31, 2011 and the Phase I Completion Date Company shall have expended at
least Five Million Dollars ($5,000,000.00) in Construction Costs for Phase I of the
Project. The Phase I Completion Date must occur on or before the Phase I
Completion Deadline.
4.2. Installation of Taneible Personal Property.
Company shall cause New Taxable Tangible Personal Property having a
cost of at least Twenty-seven Million Dollars ($27,000,000.00) to be in place on
the Land by the Phase I Completion Deadline.
4.3. Construction Spending Commitment for Fort Worth Companies.
Between May 31, 2011 and the Phase I Completion Date, Company shall
have expended or caused to be expended at least thirty percent (30%) of all Hard
Construction Costs for Phase I of the Project, regardless of the total amount of
such Hard Construction Costs, with Fort Worth Companies (the "Fort Worth
Construction Commitment").
4.4. Construction Suendine Commitment for Fort Worth Certified
M/WBE Companies.
Between May 31, 2011 and the Phase I Completion Date, Company shall
have expended or caused to be expended at least twenty-five percent (25%) of all
Page 6
Tax Abatement Agreement between City of Fort Worth and Bell Helicopter Textron, Inc.
Hard Construction Costs for Phase I of the Project, regardless of the total amount
of such Construction Costs, with Fort Worth Certified M/WBE Companies (the
"M/WBE Construction Commitment"). Dollars spent with Fort Worth
Certified M/WBE Companies shall also count as dollars spent with Fort Worth
Companies for purposes of measuring the Fort Worth Construction Commitment
outlined in Section 4.3.
4.5. Employment Commitments.
4.5.1. Overall Employment.
At least Four Thousand (4,000) Full-time Jobs will be provided
and filled on the Land during the 2012 calendar year (the "Overall
Employment Commitment"). Determination of compliance with the
Overall Employment Commitment shall be based on the employment data
of Company or the Affiliate providing any such Jobs as of December 1,
2012 (or such other date as may mutually be acceptable to both the City
and Company).
4.5.2. Employment Commitment for Fort Worth Residents.
At least twenty percent (20%) of all Full-time Jobs provided on the
Land during the2012 calendar year, regardless of the total number of such
Full-time Jobs, will be filled with Fort Worth Residents (the "Fort Worth
Employment Commitment"). Determination of compliance with the
Fort Worth Employment Commitment shall be based on the employment
data of Company or the Affiliate providing any such Jobs as of December
1, 2012 (or such other date as may mutually be acceptable to both the City
and Company). Full-time Jobs held by Fort Worth Residents shall also
count as Full-time Jobs for purposes of measuring the Overall
Employment Commitment outlined in Section 4.5.1.
4.5.3. Employment Commitment for Central City Residents.
At least five percent (5%) of all Full-time Jobs provided on the
Land during the 2012 calendar year, regardless of the total number of such
Full-time Jobs, will be filled with Central City Residents (the "Central
City Employment Commitment"). Determination of compliance with
the Central City Employment Commitment shall be based on the
employment data of Company or the Affiliate providing any such Jobs as
of December 1, 2012 (or such other date as may mutually be acceptable to
both the City and Company). Full-time Jobs held by Central City
Residents shall also count as Full-time Jobs for purposes of measuring the
Overall Employment Commitment outlined in Section 4.5.1 and the Fort
Worth Employment Commitment outlined in Section 4.5.2.
Page 7
Tax Abatement Agreement between City of Fort Worth and Bell Helicopter Textron, Inc.
4.6. Sunnly and Service Spending Commitments.
4.6.1. For Fort Worth Companies.
Company hereby commits to make during the 2012 calendar year
at least One Million Dollars ($1,000,000.00) in Supply and Service
Expenditures with Fort Worth Companies (the "Fort Worth Supply and
Service Spending Commitment").
4.6.2. For Fort Worth Certified M/WBE Companies.
Company hereby commits to make during the 2012 calendar year
at least Five Hundred Thousand Dollars ($500,000.00) in Supply and
Service Expenditures with Fort Worth Certified M/WBE Companies (the
"M/WBE Supply and Service Spending Commitment"). Dollars spent
with Fort Worth Certified M/WBE Companies shall also count as dollars
spent with Fort Worth Companies for purposes of measuring the Fort
Worth Supply and Service Spending Commitment outlined in Section
4.6.1.
4.7. Reports and Filings.
4.7.1. Plan for Use of Fort Worth Certified M/WBE Companies.
Within forty-five (45) calendar days following the Effective Date,
Company will file a plan with the Director as to how Company intends to
meet the M/WBE Construction Commitment. Company agrees to meet
with the City's M/WBE Office as reasonably necessary for assistance in
implementing such plan and to address any concerns that the City may
have with such plan.
4.7.2. Construction Spending Reports.
4.7.2.1. Monthly Reports.
From the Effective Date until the Phase I
Completion Date, Company will provide the Director with a
monthly report in a form reasonably acceptable to the City that
specifically outlines the then -current aggregate Construction Costs
and Hard Construction Costs expended by and on behalf of
Company for Phase I of the Project as well as the then -current
aggregate Hard Construction Costs expended by and on behalf of
Company for Phase I of the Project with Fort Worth Companies
and with Fort Worth Certified M/WBE Companies. The first
report shall include all such Costs expended from May 31, 2011
until the date of such report. Company agrees to meet with the
Page 8
Tax Abatement Agreement between City of Fort Worth and Bell Helicopter Textron, Inc.
City's M/WBE Office as reasonably necessary for assistance in
meeting or exceeding the M/WBE Construction Commitment and
to address any related concerns that the City may have.
4.7.2.2. Final Construction Report.
Within thirty (30) calendar days following the
Phase I Completion Date, in order for the City to assess whether
Company satisfied the requirements of Section 4.1 and the extent
to which Company met the Fort Worth Construction Commitment
and the M/WBE Construction Commitment, Company will provide
the Director with a report in a form reasonably acceptable to the
City that specifically outlines (i) the total Construction Costs
expended by and on behalf of Company between May 31, 2011
and the Phase I Completion Date for Phase I of the Project, (ii) the
total Hard Construction Costs expended by and on behalf of
Company between May 31, 2011 and the Phase I Completion Date
for Phase I of the Project, (iii) the total Hard Construction Costs
expended with Fort Worth Companies by and on behalf of
Company between May 31, 2011 and the Phase I Completion Date
for Phase I of the Project, and (iv) the total Hard Construction
Costs expended with Fort Worth Certified M/WBE Companies by
and on behalf of Company between May 31, 2011 and the Phase I
Completion Date for Phase I of the Project, together with
supporting invoices and other documents necessary to demonstrate
that such amounts were actually paid by Company, including,
without limitation, final lien waivers signed by Company's general
contractor.
4.7.3. Personal Property Report.
On or before February 1, 2013, in order for the City to assess
whether Company satisfied the requirements of Section 4.2, Company
shall provide the Director with a report in a form reasonably acceptable to
the City that lists the New Taxable Tangible Personal Property that was
installed on the Land between the Effective Date and the Phase I
Completion Deadline and the cost of such New Taxable Tangible Personal
Property, together with reasonable supporting documentation concerning
the identification and cost (including invoices and receipts) of such
Taxable Tangible Personal Property.
4.7.4. Employment Report.
On or before February 1, 2013, in order for the City to assess the
degree to which the Overall Employment Commitment, the Fort Worth
Employment Commitment and the Central City Employment Commitment
Page 9
Tax Abatement Agreement between City of Fort Worth and Bell Helicopter Textron, Inc.
were met in the 2012 calendar year, as well as to determine whether the
Additional Employment Milestone was met in the 2012 calendar year,
Company shall provide the Director with a report in a form reasonably
acceptable to the City that sets forth the total number of individuals, the
total number of Fort Worth Residents, and the total number of Central
City Residents who held Full-time Jobs on the Land, whether provided by
Company or an Affiliate, all as of December 1, 2012 (or such other date
requested by Company and reasonably acceptable to the City).
4.7.5. Sum)ly and Service Spending Report.
On or before February 1, 2013, in order for the City to assess the
degree to which Company met the Fort Worth Supply and Service
Spending Commitment and the MJWBE Supply and Service Spending
Commitment in the 2012 calendar year, Company shall provide the City
with a report in a form reasonably acceptable to the City that sets forth the
aggregate Supply and Service Expenditures made during the 2012
calendar year with Fort Worth Companies and with Fort Worth Certified
MIWBE Companies, together with reasonable supporting documentation.
4.7.6. General.
Company will supply any additional information reasonably
requested by the City that is pertinent to the City's evaluation of
compliance with each of the terms and conditions of this Agreement.
4.8. Inspections.
At any time during Company's normal business hours throughout the
Term and following reasonable notice to Company, the City shall have the right to
inspect and evaluate those parcels of the Land owned by Company, and any
improvements thereon that are part of Phase I, and Company will provide full
access to the same, in order for the City to monitor compliance with the terms and
conditions of this Agreement. Company will cooperate fully with the City during
any such inspection and evaluation. Notwithstanding the foregoing, Company
shall have the right to require that any representative of the City be escorted by a
Company representative or security personnel during any such inspection and
evaluation.
4.9. Audits.
The City will have the right throughout the Term to audit the financial and
business records of Company that relate to Phase I of the Project and any other
documents necessary to evaluate compliance with this Agreement or with the
commitments set forth in this Agreement, including, but not limited to
construction documents and invoices as well as employment records of an
Page 10
Tax Abatement Agreement between City of Fort Worth and Bell Helicopter Textron, Inc.
Affiliate solely to the extent that Full-time Jobs provided by an Affiliate are
included in the employment report submitted pursuant to Section 4.7.4 (and for no
other purpose) (collectively "Records"). Company shall make or cause to be
made all Records available to the City on the Land or at another location in the
City acceptable to both parties following reasonable advance notice by the City
and shall otherwise cooperate fully with the City during any audit.
4.10. Use of Land.
The Land shall be used for Company's corporate headquarters and related
operations and Affiliate operations at all times during the Term of this Agreement
and otherwise in a manner that is consistent with the general purposes of
encouraging development or redevelopment of the Zone.
4.11. Abatement Application Fee.
The City acknowledges receipt from Company of the required Application
fee of Five Thousand Dollars ($5,000.00). Of such amount, Two Thousand
Dollars ($2,000.00) is nonrefundable and shall be used by the City for the
purposes set forth in the Policy. If construction work on Phase I of the Project
begins within one (1) year from the date of the Application, the remaining Three
Thousand Dollars ($3,000.00) of such fee shall be credited to Company's benefit
against any permit, impact, inspection or other lawful fee required by the City in
connection with the Project. If construction work under the Project does not
begin within one (1) year from the date of the Application, Company will not
receive a credit or refund of any portion of the fee.
5. CITY OBLIGATIONS.
5.1. Issuance of Certificate of Completion for Phase I of the Proiect.
Within sixty (60) calendar days following receipt by the City of both the
final construction spending report for Phase I of the Project, as required by
Section 4.7.2.2, and the personal property report, as required by Section 4.7.3, and
assessment by the City of the information contained therein pursuant to Sections
4.8 and 4.9, if the City is able to verify that Company expended at least Five
Million Dollars ($5,000,000.00) in Construction Costs for Phase I of the Project
between May 31, 2011 and the Phase I Completion Date; that the Phase I
Completion Date occurred on or before the Phase I Completion Deadline; and that
New Taxable Tangible Personal Property having a cost of at least Twenty-seven
Million Dollars ($27,000,000.00) was in place on the Land by the Phase I
Completion Deadline, the Director will issue Company a certificate stating the
aggregate amount of Construction Costs expended on Phase I of the Project
between May 31, 2011 and the Phase I Completion Date; the aggregate amount of
Hard Construction Costs expended on Phase 1 of the Project between May 31,
Page 11
Tax Abatement Agreement between City of Fort Worth and Bell Helicopter Textron, Inc.
2011 and the Phase I Completion Date; the aggregate Hard Construction Costs
expended specifically with Fort Worth Companies and Fort Worth Certified
M/WBE Companies between May 31, 2011 and the Phase I Completion Date; and
the aggregate cost of New Taxable Tangible Personal Property installed on the
Land by the Phase I Completion Deadline (the "Certificate of Completion").
The Certificate of Completion will serve as the basis for determining whether
Company has met the requirements of Sections 4.1 and 4.2 and the extent to
which Company has met the Fort Worth Construction Commitment and the
M/WBE Construction Commitment.
5.2. Tax Abatement.
Subject to the terms and conditions of this Agreement, provided that (i)
Company expended at least Five Million Dollars ($5,000,000.00) in Construction
Costs for Phase I of the Project between May 31, 2011 and the Phase I
Completion Date; (ii) the Phase I Completion Date occurred on or before the
Phase I Completion Deadline, both as confirmed by the City in the Certificate of
Completion issued by the Director in accordance with Section 5.1; and (iii) New
Taxable Tangible Personal Property having a cost of at least Twenty-seven
Million Dollars ($27,000,000.00) was in place on the Land by the Phase I
Completion Deadline, Company will be entitled to receive an Abatement for the
2013 tax year. The overall percentage of the Abatement shall equal the sum of
the Overall Construction Percentage, the Fort Worth Construction Percentage, the
M/WBE Construction Percentage, the Overall Employment Percentage, the Fort
Worth Employment Percentage, the Central City Employment Percentage, the
Fort Worth Supply and Service Percentage, and the M/WBE Supply and Service
Percentage, as defined in Sections 5.2.1, 5.2.2, 5.2.3, 5.2.4, 5.2.5, 5.2.6, 5.2.7, and
5.2.8, respectively, which percentage may be increased by five percent (5%) if the
Additional Employment Milestone was met, as follows:
5.2.1. Completion of Phase I (30%).
If (i) Company expended at least Five Million Dollars
($5,000,000.00) in Construction Costs for Phase I of the Project between
May 31, 2011 and the Phase I Completion Date, and the Phase I
Completion Date occurred on or before the Phase I Completion Deadline,
as confirmed by the City in the Certificate of Completion issued by the
Director in accordance with Section 5.1, and (ii) New Taxable Tangible
Personal Property having a cost of at least Twenty-seven Million Dollars
($27,000,000.00) was in place on the Land by the Phase I Completion
Deadline, Company shall be entitled to receive a percentage of the
Abatement equal to thirty percent (30%) (the "Overall Construction
Percentage"). Notwithstanding anything to the contrary herein, if (i)
Company failed to expend at least Five Million Dollars ($5,000,000.00) in
Construction Costs for Phase I of the Project between May 31, 2011 and
the Phase I Completion Date; (ii) the Phase I Completion Date did not
Page 12
Tax Abatement Agreement between City of Fort Worth and Bell Helicopter Textron. Inc.
occur on or before the Phase I Completion Deadline; or (iii) New Taxable
Tangible Personal Property having a cost of at least Twenty-seven Million
Dollars ($27,000,000.00) was not in place on the Land by the Phase I
Completion Deadline, the City shall have the right to terminate this
Agreement in accordance with Section 6.1.
5.2.2. Fort Worth Construction Cost Snendins (Un to 10%1.
A percentage of the Abatement will be based on the extent to
which the Fort Worth Construction Commitment, as outlined in Section
4.3, was met (the "Fort Worth Construction Percentage"). The Fort
Worth Construction Percentage shall equal the product of ten percent
(10%) multiplied by the percentage by which the Fort Worth Construction
Commitment was met, which will be calculated by dividing the actual
Construction Costs expended between May 31, 2011 and the Phase I
Completion Date with Fort Worth Companies for Phase I of the Project by
the number of dollars comprising the Fort Worth Construction
Commitment, as determined in accordance with Section 4.3. For example,
if Company expended $3,000,000.00 in Hard Construction Costs for Phase
I of the Project between May 31, 2011 and the Phase I Completion Date,
the Fort Worth Construction Commitment will be $900,000.00 (30% of
$3,000,000.00). In this scenario, if only $720,000.00 in Hard
Construction Costs were expended with Fort Worth Companies between
May 31, 2011 and the Phase I Completion Date, the Fort Worth
Construction Percentage would be 8% instead of 10% (or .10 x
[$720,000/$900,000], or .10 x .80, or .08). If the Fort Worth Construction
Commitment was met or exceeded, the Fort Worth Construction
Percentage will be ten percent (10%).
5.2.3. Fort Worth M/WBE Construction Cost Snendine (Un to 5%).
A percentage of the Abatement will be based on the extent to
which the M/WBE Construction Commitment, as outlined in Section 4.4,
was met (the "M/WBE Construction Percentage"). The M/WBE
Construction Percentage shall equal the product of five percent (5%)
multiplied by the percentage by which the M/WBE Construction
Commitment was met, which will be calculated by dividing the actual
Hard Construction Costs expended between May 31, 2011 and the Phase I
Completion Date with Fort Worth Certified M/WBE Companies for Phase
I of the Project by the number of dollars comprising the M/WBE
Construction Commitment, as determined in accordance with Section 4.4.
If the M/WBE Construction Commitment was met or exceeded, the
M/WBE Construction Commitment will be five percent (5%).
Page 13
Tax Abatement Agreement between City of Fort Worth and Bell Helicopter Textron, Inc.
5.2.4. Overall Employment (Up to 5%).
A percentage of the Abatement will be based on the extent to
which the Overall Employment Commitment, as outlined in Section 4.5.1,
was met (the "Overall Employment Percentage"). The Overall
Employment Percentage shall equal the product of five percent (5%)
multiplied by the percentage by which the Overall Employment
Commitment was met, which will be calculated by dividing the actual
number of Full-time Jobs provided on the Land in the 2012 calendar year
by four thousand (4,000), which is the number of Full-time Jobs
constituting the Overall Employment Commitment. For example, if only
three thousand two hundred (3,200) Full-time Jobs were provided on the
Land in the 2012 calendar year, the Overall Employment Percentage
would be 4% instead of 5% (or .05 x [3,200/4,000]), or .05 x .80, or .04.
If the Overall Employment Commitment was met or exceeded, the Overall
Employment Percentage will be five percent (5%).
5.2.5. Fort Worth Employment (Up to 10%).
A percentage of the Abatement will be based on the extent to
which the Fort Worth Employment Commitment, as outlined in Section
4.5.2, was met (the "Fort Worth Employment Percentage"). The Fort
Worth Employment Percentage shall equal the product of ten percent
(10%) multiplied by the percentage by which the Fort Worth Employment
Commitment was met, which will be calculated by dividing the actual
number of Full-time Jobs provided on the Land and filled with Fort Worth
Residents in the 2012 calendar year by the number of Full-time Jobs
comprising the Fort Worth Employment Commitment, as determined in
accordance with Section 4.5.2. For example, if Company and its Affiliates
provided four thousand (4,000) Full-time Jobs on the Land in the 2012
calendar year, the Fort Worth Employment Commitment would be eight
hundred (800) Full-time Jobs. In this scenario, if only six hundred (600)
Full-time Jobs provided on the Land in the 2012 calendar year were filled
with Fort Worth Residents, the Fort Worth Employment Percentage would
be 7.5% instead of 10% (or .10 x [600/800], or .10 x .75, or .075). If the
Fort Worth Employment Commitment was met or exceeded, the Fort
Worth Employment Percentage will be ten percent (10%).
5.2.6. Central City Employment (Up to 10%).
A percentage of the Abatement will be based on the extent to
which the Central City Employment Commitment, as outlined in Section
4.5.3, was met (the "Central City Employment Percentage"). The
Central City Employment Percentage shall equal the product of ten
percent (10%) multiplied by the percentage by which the Central City
Page 14
Tax Abatement Agreement between City of Fort Worth and Bell Helicopter Textron, Inc.
Employment Commitment was met, which will be calculated by dividing
the actual number of Full-time Jobs provided on the Land and filled with
Central City Residents in the 2012 calendar year by the number of Full-
time Jobs comprising the Central City Employment Commitment, as
determined in accordance with Section 4.5.3. If the Central City
Employment Commitment was met or exceeded, the Central City
Employment Percentage will be ten percent (10%).
5.2.7. Fort Worth Supply and Service Spending (Up to 5%).
A percentage of the Abatement will be based on the extent to
which the Fort Worth Supply and Service Spending Commitment, as
outlined in Section 4.6.1, was met (the "Fort Worth Supply and Service
Percentage"). The Fort Worth Supply and Service Percentage shall equal
the product of five percent (5%) multiplied by the percentage by which the
Fort Worth Supply and Service Spending Commitment was met, which
will be calculated by dividing the amount of Supply and Service
Expenditures made with Fort Worth Companies during the 2012 calendar
year by One Million Dollars ($1,000,000.00), which is the number of
dollars comprising the Fort Worth Supply and Service Spending
Commitment. For example, if Company made only Eight Hundred
Thousand Dollars (800,000.00) in Supply and Service Expenditures during
the 2012 calendar year, the Fort Worth Supply and Service Percentage
would be 4% instead of 5% (or .05 x [$800,000/$1,000,000], or .05 x .80,
or .04). If the Fort Worth Supply and Service Spending Commitment was
met or exceeded, the Fort Worth Supply and Service Percentage will be
five percent (5%).
5.2.8. M/WBE Supply and Service Spending (Up to 5%).
A percentage of the Abatement will be based on the extent to
which the M/WBE Supply and Service Spending Commitment, as outlined
in Section 4.6.2, was met (the "M/WBE Supply and Service
Percentage"). The M/WBE Supply and Service Percentage shall equal
the product of five percent (5%) multiplied by the percentage by which the
M/WBE Supply and Service Spending Commitment was met, which will
be calculated by dividing the amount of Supply and Service Expenditures
made with Fort Worth Certified M/WBE Companies during the 2012
calendar year by Five Hundred Thousand Dollars ($500,000.00), which is
the number of dollars comprising the M/WBE Supply and Service
Spending Commitment. If the M/WBE Supply and Service Spending
Commitment was met or exceeded, the M/WBE Supply and Service
Percentage will be five percent (5%).
Page 15
Tax Abatement Agreement between City of Fort Worth and Bell Helicopter Textron, Inc.
5.2.9. Additional Employment Milestone (Additional 5%
Abatement).
Notwithstanding anything to the contrary herein, if Company and
its Affiliates provide and fill at least Five Thousand (5,000) Full-time Jobs
on the Land during the 2012 calendar year (the "Additional Employment
Milestone"), the percentage of Abatement that Company is eligible to
receive under this Agreement, as calculated in accordance with Sections
5.2.1 through 5.2.8, will be increased by five percent (5%). For example,
if the percentage of Abatement calculated in accordance with Sections
5.2.1 through 5.2.8 equals eighty percent (80%) and the Additional
Employment Milestone was met, the percentage of the Abatement that
Company is eligible to receive hereunder will equal eighty-five percent
(85%). Determination as to whether the Additional Employment
Milestone was met shall be based on the employment data Company or the
Affiliates providing any such Jobs as of December 1, 2012 (or such other
date as may mutually be acceptable to both the City and Company).
5.2.10. No Offsets.
A deficiency in attainment of one commitment may not be offset
by the exceeding attainment in another commitment. For example, if
Company failed to meet the M/WBE Construction Commitment by
$5,000.00, but exceeded the Fort Worth Construction Commitment by
$5,000.00, the percentage of Abatement available hereunder would still be
reduced in accordance with Section 5.2.3 on account of Company's failure
to meet the M/WBE Construction Spending Commitment.
6. DEFAULT. TERMINATION AND FAILURE BY COMPANY TO MEET
VARIOUS DEADLINES AND COMMITMENTS.
6.1. Failure to Complete Phase I.
If (i) Company failed to expend at least Five Million Dollars
($5,000,000.00) in Construction Costs for Phase I of the Project between May 31,
2011 and the Phase I Completion Date; (ii) the Phase I Completion Date did not
occur on or before the Phase I Completion Deadline; or (iii) New Taxable
Tangible Personal Property having a cost of at least Twenty-seven Million Dollars
($27,000,000.00) was not in place on the Land by the Phase I Completion
Deadline, the City shall have the right to terminate this Agreement by providing
written notice to Company without further obligation to Company hereunder.
Page 16
Tax Abatement Agreement between City of Fort Worth and Bell Helicopter 'I extron, Inc.
6.2. Failure to Submit Reports.
If Company fails to submit any report or information to the City pursuant
to and in accordance with the provisions of Section 4.7, the City shall notify
Company in writing. Company shall have thirty (30) calendar days from the date
of such notice to provide the City with any such report or information in full. If
the City has not received the report or information in full within such thirty (30)
calendar days, the City shall have the right to terminate this Agreement by
providing written notice to Company without further obligation to Company
hereunder.
6.3. Failure to Pav City Taxes.
An event of default shall occur under this Agreement if any City taxes
owed by Company or an Affiliate or arising on account of Company's or an
Affiliate's operations on the Land become delinquent and Company or the
Affiliate does not either pay such taxes or properly follow the legal procedures for
protest and/or contest of any such taxes. In this event, the City shall notify
Company in writing and Company shall have thirty (30) calendar days to cure
such default. If the default has not been fully cured by such time, the City shall
have the right to terminate this Agreement immediately by providing written
notice to Company and shall have all other rights and remedies that may be
available to it under the law or in equity.
6.4. Violations of City Code. State or Federal Law.
An event of default shall occur under this Agreement if any written
citation is issued to Company or an Affiliate due to the occurrence of a violation
of a material provision of the City Code on the Land or on or within any
improvements thereon (including, without limitation, any violation of the City's
Building or Fire Codes and any other City Code violations related to the
environmental condition of the Land; the environmental condition of other land or
waters which is attributable to operations on the Land; or to matters concerning
the public health, safety or welfare) and such citation is not paid or the recipient
of such citation does not properly follow the legal procedures for protest and/or
contest of any such citation. An event of default shall occur under this Agreement
if the City is notified by a governmental agency or unit with appropriate
jurisdiction that Company or an Affiliate, or any successor in interest thereto; any
third party with access to the Land pursuant to the express or implied permission
of Company or an Affiliate, or any successor in interest thereto; or the City (on
account of the Project or the act or omission of any party other than the City on or
after the effective date of this Agreement) is declared to be in violation of any
material state or federal law, rule or regulation on account of the Land,
improvements on the Land or any operations thereon (including, without
limitation, any violations related to the environmental condition of the Land; the
Page 17
l ax Abatement Agreement between City of Fort Worth and Bell Helicopter "Textron, Inc.
environmental condition of other land or waters which is attributable to operations
on the Land; or to matters concerning the public health, safety or welfare). Upon
the occurrence of such default, the City shall notify Company in writing, and
Company shall have (i) thirty (30) calendar days to cure such default or (ii) if
Company has diligently pursued cure of the default but such default is not
reasonably curable within thirty (30) calendar days, then such amount of time that
the City reasonably agrees is necessary to cure such default. If the default has not
been fully cured by such time, the City shall have the right to terminate this
Agreement immediately by providing written notice to Company and shall have
all other rights and remedies that may be available it to under the law or in equity.
6.5. Knowing Employment of Undocumented Workers.
Company acknowledges that the City is required to comply with Chapter
2264 of the Texas Government Code, enacted by House Bill 1196 (80th Texas
Legislature), which relates to restrictions on the use of certain public subsidies.
Company hereby certifies that Company, and any branches, divisions, or
departments of Company, does not and will not knowingly employ an
undocumented worker, as that term is defined by Section 2264.001(4) of the
Texas Government Code. In the event that Company, or any branch, division, or
department of Company, is convicted of a violation under 8 U.S.0 Section
1324a(/) (relating to federal criminal penalties and injunctions for a pattern or
practice of employing unauthorized aliens), subject to any appellate rights that
may lawfully be available to and exercised by Company, Company shall repay,
within one hundred twenty (120) calendar days following receipt of written
demand from the City, the amount of Abatement received by Company
hereunder, if any, plus Simple Interest at a rate of four percent (4%) per annum
based on the amount of Abatement received as of December 31 of the tax year
in which the Abatement was granted.
For the purposes of this Section 6.5, "Simple Interest" is defined as a rate
of interest applied only to an original value, in this case the amount of Abatement.
This rate of interest can be applied each year, but will only apply to the amount of
the Abatement received and is not applied to interest calculated. For example, if the
aggregate amount of Abatement received by Company is $10,000 and it is required
to be paid back with four percent (4%) interest five years later, the total amount
would be $10,000 + [5 x ($10,000 x 0.04)], which is $12,000. This Section 6.5
does not apply to convictions of any Affiliate of Company, any franchisees of
Company, or any person or entity with whom Company contracts. Notwithstanding
anything to the contrary herein, this Section 6.5 shall survive the expiration or
termination of this Agreement.
Page 18
Tax Abatement Agreement between City of Fort Worth and Bell Helicopter Textron, Inc.
6.6. Failure to Meet Construction Cost Soendine. Employment, or Supply
and Service Spending Commitments.
A failure to meet the Fort Worth Construction Commitment, the MJWBE
Construction Commitment, the Overall Employment Commitment, the Fort
Worth Employment Commitment, Central City Employment Commitment, the
Fort Worth Supply and Service Spending Commitment, or the M/WBE Supply
and Service Spending Commitment shall not constitute a default hereunder or
provide the City with the right to terminate this Agreement, but, rather, shall only
cause the percentage of Abatement available to Company pursuant to this
Agreement to be reduced in accordance with this Agreement.
6.7. General Breach.
Unless stated elsewhere in this Agreement, Company shall be in default
under this Agreement if Company breaches any term or condition of this
Agreement. In the event that such breach remains uncured after thirty (30)
calendar days following receipt of written notice from the City referencing this
Agreement (or, if Company has diligently and continuously attempted to cure
following receipt of such written notice but reasonably requires more than thirty
(30) calendar days to cure, then such additional amount of time as is reasonably
necessary to effect cure, as determined by both parties mutually and in good
faith), the City shall have the right to terminate this Agreement immediately by
providing written notice to Company.
7. INDEPENDENT CONTRACTOR.
It is expressly understood and agreed that Company and its Affiliates shall operate
as independent contractors in each and every respect hereunder and not as agents,
representatives or employees of the City. Company and its Affiliates shall have the
exclusive right to control all details and day-to-day operations relative to the Land and
any improvements thereon and shall be solely responsible for the acts and omissions of
their officers, agents, servants, employees, contractors, subcontractors, licensees and
invitees. Company acknowledges that the doctrine of respondeat superior will not apply
as between the City and Company and its Affiliates, their officers, agents, servants,
employees, contractors, subcontractors, licensees, and invitees. Company further agrees
that nothing in this Agreement will be construed as the creation of a partnership or joint
enterprise between the City and Company and its Affiliates.
8. INDEMNIFICATION.
COMPANY, AT NO COST TO THE CITY, AGREES TO DEFEND,
INDEMNIFY AND HOLD THE CITY, ITS OFFICERS, AGENTS SERVANTS AND
Page 19
Fax Abatement Agreement between City of Fort Worth and Bell Helicopter Textron, Inc.
EMPLOYEES, HARMLESS AGAINST ANY AND ALL CLAIMS, LAWSUITS,
ACTIONS, COSTS AND EXPENSES OF ANY KIND, INCLUDING, BUT NOT
LIMITED TO, THOSE FOR PROPERTY DAMAGE OR LOSS (INCLUDING
ALLEGED DAMAGE OR LOSS TO COMPANY'S BUSINESS AND ANY
RESULTING LOST PROFITS) AND/OR PERSONAL INJURY, INCLUDING
DEATH, THAT MAY RELATE TO, ARISE OUT OF OR BE OCCASIONED BY (i)
COMPANY'S BREACH OF ANY OF THE TERMS OR PROVISIONS OF THIS
AGREEMENT OR (ii) ANY NEGLIGENT ACT OR OMISSION OR INTENTIONAL
MISCONDUCT OF COMPANY OR ITS AFFILL4TES, THEIR OFFICERS,
AGENTS, ASSOCL4TES, EMPLOYEES, CONTRACTORS (OTHER THAN THE
CITY) OR SUBCONTRACTORS, RELATED TO THE PROJECT; THE LAND AND
ANY OPERATIONS AND ACTIVITIES THEREON; OR THE PERFORMANCE OF
THIS AGREEMENT OTHERWISE.
9. NOTICES.
All written notices called for or required by this Agreement shall be addressed to
the following, or such other party or address as either party designates in writing, by
certified mail, postage prepaid, or by hand delivery:
City:
City of Fort Worth
Attn: City Manager
1000 Throckmorton
Fort Worth, TX 76102
with copies to:
the City Attorney and
Housing/Economic Development Dept.
Director at the same address
10. ASSIGNMENT AND SUCCESSORS.
Company:
Bell Helicopter Textron, Inc.
Attn: Michael A. Honkomp
600 East Hurst Blvd.
Hurst, TX 76053
Company may not assign, transfer or otherwise convey any of its rights or
obligations under this Agreement to any other person or entity without the prior consent of
the City Council, which consent shall not be unreasonably withheld, conditioned on (i) the
prior approval of the assignee or successor and a finding by the City Council that the
proposed assignee or successor is financially capable of meeting the terms and conditions
of this Agreement and (ii) prior execution by the proposed assignee or successor of a
written agreement with the City under which the proposed assignee or successor agrees to
assume and be bound by all covenants and obligations of Company under this Agreement.
Any attempted assignment without the City Council's prior consent shall constitute
Page 20
Tax Abatement Agreement between City of Fort Worth and Bell Helicopter Textron, Inc.
grounds for termination of this Agreement, which shall be effective ten (10) calendar days
following receipt of written notice from the City to Company if such default has not been
cured to the reasonable satisfaction of the City by such time. Any lawful assignee or
successor in interest of Company of all rights under this Agreement shall be deemed
"Company" for all purposes under this Agreement.
11. COMPLIANCE WITH LAWS, ORDINANCES, RULES AND
REGULATIONS.
This Agreement will be subject to all applicable federal, state and local laws,
ordinances, rules and regulations, including, but not limited to, all provisions of the
City's Charter and ordinances, as amended.
12. GOVERNMENTAL POWERS.
It is understood that by execution of this Agreement, the City does not waive or
surrender any of it governmental powers or immunities.
13. SEVERABILITY.
If any provision of this Agreement is held to be invalid, illegal or unenforceable,
the validity, legality and enforceability of the remaining provisions shall not in any way
be affected or impaired.
14. NO WAIVER.
The failure of either party to insist upon the performance of any term or provision
of this Agreement or to exercise any right granted hereunder shall not constitute a waiver
of that party's right to insist upon appropriate performance or to assert any such right on
any future occasion.
15. VENUE AND JURISDICTION.
If any action, whether real or asserted, at law or in equity, arises on the basis of
any provision of this Agreement, venue for such action shall lie in state courts located in
Tarrant County, Texas or the United States District Court for the Northern District of
Texas — Fort Worth Division. This Agreement shall be construed in accordance with the
laws of the State of Texas.
Page 21
Tax Abatement Agreement between City of Fort Worth and Bell Helicopter Textron, Inc.
16. NO THIRD PARTY RIGHTS.
The provisions and conditions of this Agreement are solely for the benefit of the
City and Company, and any lawful assign or successor of Company, and are not intended
to create any rights, contractual or otherwise, to any other person or entity.
17. INTERPRETATION.
In the event of any dispute over the meaning or application of any provision of
this Agreement, this Agreement shall be interpreted fairly and reasonably, and neither
more strongly for or against any party, regardless of the actual drafter of this Agreement.
In the event of any conflict between the body of this Agreement and the Application, the
body of this Agreement shall control.
18. CAPTIONS.
Captions and headings used in this Agreement are for reference purposes only and
shall not be deemed a part of this Agreement.
19. ENTIRETY OF AGREEMENT.
This Agreement, including any exhibits attached hereto and any documents
incorporated herein by reference, contains the entire understanding and agreement
between the City and Company, and any lawful assign and successor of Company, as to
the matters contained herein. Any prior or contemporaneous oral or written agreement is
hereby declared null and void to the extent in conflict with any provision of this
Agreement. Notwithstanding anything to the contrary herein, this Agreement shall not be
amended unless executed in writing by both parties and approved by the City Council of
the City in an open meeting held in accordance with Chapter 551 of the Texas
Government Code.
20. COUNTERPARTS.
This Agreement may be executed in multiple counterparts, each of which shall be
considered an original, but all of which shall constitute one instrument.
21. BONDHOLDER RIGHTS.
The Project will not be financed by tax increment bonds. This Agreement is
subject to the rights of holders of outstanding bonds of the City.
Page 22
Tax Abatement Agreement between City of Fort Worth and Bell Helicopter Textron, Inc.
22. CONFLICTS OF INTEREST.
Neither the Land nor any improvements thereon are owned or leased by any
member of the City Council, any member of the City Plan or Zoning Commission or any
member of the governing body of any taxing unit with jurisdiction in the Zone.
EXECUTED as of the last date indicated below:
[SIGNATURES IMMEDIATELY FOLLOW ON NEXT TWO (2) PAGES]
Page 23
Tax Abatement Agreement between City of Fort Worth and Bell Helicopter Textron, Inc.
CITY OF FORT WORTH:
By: .4.44
Fernando Costa
Assistant City Manager
Date: /z/ZOX,
APPROVED AS TO FORM AND LEGALITY:
By: 71
Peter Vaky
Deputy City Attorney
M&C: C-25367 12-13-11
STATE OF TEXAS §
ATTEST:
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, on this day personally appeared
Fernando Costa, Assistant City Manager of the CITY OF FORT WORTH, a
municipality organized under the laws of the State of Texas, known to me to be the person
and officer whose name is subscribed to the foregoing instrument, and acknowledged to me
that the same was the act of the CITY OF FORT WORTH, that he was duly authorized to
perform the and that he executed the same as the act of the CITY OF FORT WORTH for
the purposes and consideration therein expressed and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this (D.,day of
December, 2011.
ublic in and for i
the State of Texas
Notary's Printed Name
Aq
i OFFICIAL RFC r D
Crrta�-,,'4Iw4j\i
I ,
ii1'c
Page 24
Tax Abatement Agreement between City of Fort Worth and Bell Helicopter Textron, Inc.
BELL HELICOPTER TEXTRON,
INC., a Delaware corporation:
By:
Name:' Anthony A. Viotto
Title: Executive Vice President & CFO
Date: /2122 i/
STATE OF TEXAS
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, on this day personally appeared
I I f 14c vi\I % . NI t 'T U , of BELL HELICOPTER
TEXTRON, INC., known to me to be the person whose name is subscribed to the
foregoing instrument, and acknowledged to me that s/he executed the same for the
purposes and consideration therein expressed, in the capacity therein stated and as the act
and deed of BELL HELICOPTER TEXTRON, INC.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of
De ember, 2011.
Notary Public in and for
the State of `TE.))c At 5
—Vb4,, M ,
Notary's Printed Name
THERESA M GALLAGHER
My Commission Expires
September 30, 2014
I i
OFFAL RECORD!
CITY
I"! `r
Page 25
Tax Abatement Agreement between City of Fort Worth and Bell Helicopter Textron, Inc.
Exhibit "A"
Description and Map Depicting the Land
FORT WORTr�
Bell Helicopter
Hwy 10 and Trinity
Fort Worth, TX 76053
EXHIBIT "A"
BOUNDARY DESCRIPTION OF ZONE
BELL HELICOPTER
LEGAL DESCRIPTION OF
76.27 ACRES OF LAND
DESCRIPTION OF A 76.27 ACRE TRACT OF LAND IN THE SIMON COTRAIL SURVEY,
ABSTRACT NO.330 AND THE R.P. BARTON SURVEY, ABSTRACT NO.176, LOCATED
WITHIN THE CITY LIMITS OF FORT WORTH, TARRANT COUNTY, TEXAS. BEING
ALL OF THE FOLLOWING PARCELS AS DESCRIBED IN DEED VOLUME 7231, PAGE
1786 AT THE COUNTY RECORDS BUILDING, TARRANT COUNTY, TEXAS. SAID
76.27 ACRE TRACT BEING COMPRISED OF THE FOLLOWING SIX (6) PARCELS OF
LAND OUT OF SAID DEED.
(1) PARCEL 'A' -1ST TRACT, 41.711 ACRE TRACT WHICH WAS FORMERLY A
PARTITION DEED OF LOTS 'B', 'C', 'D', 'E' AND 'F' OF THE HEIRS OF J.H. HURST
ESTATE AND RECORDED IN VOLUME 1701, PAGE 419 WITH A CORRECTED DEED
RECORDED IN VOLUME 2285, PAGE 476 (2) PARCEL 'A'-2ND TRACT, 13.2 ACRES (3)
PARCEL 'B'-1ST TRACT, 0-.569 ACRES (4) PARCEL 'B'-2ND TRACT, 0.182 ACRES (5)
PARCEL 'D', 18.55 ACRES AND (6) PARCEL 'E', 2.0 ACRES. SAID 76.27 ACRE TRACT
OF LAND ALSO BEING PORTIONS OF LOTS 2, 3 AND 4 OF THE W.S. HURST ESTATE,
A SUB -DIVISION AS RECORDED IN THE 17TH DISTRICT COURT MINUTES, VOLUME
A-17, PAGE 169 (CAUSE NO. 63210) CIVIL COURTS BUILDING, TARRANT COUNTY,
TEXAS. SAID 76.27 ACRE TRACT OF LAND BEING MORE PARTICULARLY
DESCRIBED BY METES AND BOUNDS AS FOLLOWS:
BEGINNING AT A 5/8 INCH IRON PIN (SET) (SEE NOTE NO. 4) IN THE MOST
EASTERLY LINE OF SAID LOT 4, BEING THE INTERSECTION OF THE SOUTHERLY
RIGHT-OF-WAY LINE OF E.HURST BOULEVARD (ALSO KNOWN AS STATE
HIGHWAY SPUR-NO.10) A 160 FOOT WIDE DEDICATED PUBLIC RIGHT-OF-WAY
WITH THE WESTERLY RIGHT-OF-WAY LINE OF BELL SPUR, A 80 FOOT WIDE
PUBLIC RIGHT-OF-WAY AT THIS POINT. SAID -POINT BEING THE NORTHWEST
CORNER OF THAT CERTAIN 2.787 ACRE TRACT TO THE CITY OF FORT WORTH
OBTAINED BY JUDGMENT FOR STREET RIGHT-OF-WAY PURPOSES AND
RECORDED IN VOLUME 78, PAGE 400, PARCEL 2, COUNTY COURT AT LAW,
MINUTE RECORDS, TARRANT COUNTY, TEXAS.
THENCE S 00°00'18" E, LEAVING THE SOUTHERLY RIGHT-OF-WAY LINE OF SAID
E.HURST BOULEVARD AND ALONG THE WESTERLY RIGHT-OF-WAY LINE OF BELL
SPUR, AND SAID 2.787 ACRE TRACT AND THE EASTERLY LINE OF SAID LOT 4, W.S.
HURST ESTATE A DISTANCE OF 455.70 FEET TO A 5/8 INCH IRON PIN (SET), SAID
POINT ALSO BEING THE SOUTHEAST CORNER OF THAT CERTAIN 2.0 ACRE TRACT
OF LAND KNOWN AS PARCEL "E" AS DESCRIBED BY DEED TO BELL HELICOPTER
AND RECORDED IN VOLUME 7231. PAGE 1786. SAID COUNTY RECORDS:
THENCE S 00°11'42" W, CONTINUING ALONG THE WESTERLY RIGHT-OF-WAY LINE
OF SAID BELL SPUR AT A DISTANCE OF 437.28 FEET PASS A POINT FROM WHICH
THE MOST NORTHERLY CORNER OF THAT CERTAIN 0.192 ACRE TRACT OF LAND
BEARS EASTERLY 5.45 FEET AND DESCRIBED IN DEEDS TO THE CITY OF FORT
WORTH FOR ADDITIONAL STREET RIGHT-OF-WAY PURPOSES AND RECORDED IN
VOLUME 4203, PAGE 289 AND VOLUME 4215, PAGE 430, SAID COUNTY RECORDS,
AND THEN CONTINUING WITH SAME BEARING A DISTANCE OF 179.34 FEET (IN
ALL A TOTAL DISTANCE OF 616.62 FEET) TO A 5/8 INCH IRON (SET) ON THE
WESTERLY LINE OF SAID 0.192 ACRE TRACT 179.42 FEET SOUTHERLY FROM SAID
MOST NORTHERLY CORNER.
THENCE LEAVING THE EASTERLY LINE OF SAID LOT 4 AND THE WESTERLY LINE
OF SAID 2.787 ACRE TRACT FOR STREET RIGHT-OF-WAY AND ALONG THE
WESTERLY LIMITS LINE OF SAID 0.192 ACRE TRACT, SAME ALSO BEING THE
WESTERLY RIGHT-OF-WAY LINE OF BELL SPUR THE FOLLOWING COURSES AND
DISTANCES:
S 01°56'06" W, A DISTANCE OF 20.67 FEET TO A 5/8 INCH IRON PIN (SET);
S 05°21'34" W, A DISTANCE OF 100.40 FEET TO A 5/8 INCH IRON PIN (SET);
S 10°25'14" W, A DISTANCE OF 101.60 FEET TO A 5/8 INCH IRON PIN (SET);
S 12°46'38" W, A DISTANCE OF 99.71 FEET TO A 5/8 INCH IRON PIN (SET);
THE SOUTHWEST CORNER OF SAID 0.192 ACRE TRACT, SAID POINT BEING N
85°23'00" W, 54.95 FEET FROM THE SOUTHEAST CORNER OF
AFOREMENTIONED LOT 4, AND ALSO BEING IN THE NORTHERLY RIGHT-
OF-WAY LINE OF A 200 FOOT WIDE RAILROAD RIGHT-OF-WAY AS
ORIGINALLY WAS DEEDED TO CHICAGO, ROCK ISLAND AND GULF
RAILROAD CO. PRESENT RIGHT-OF-WAY LIMITS NOW BEING DESCRIBED
BY DEED TO THE CITIES OF DALLAS AND FORT WORTH AND RECORDED IN
VOLUME 7580, PAGE 920, SAID COUNTY RECORDS;
THENCE N 85°23'00" W, LEAVING THE WESTERLY RIGHT-OF-WAY LINE OF SAID
BELL SPUR AND ALONG THE NORTHERLY LINE OF SAID RAILROAD RIGHT-OF-
WAY AND THE SOUTHERLY LINES OF AFOREMENTIONED LOTS 4, 3 AND 2
RESPECTIVELY OF SAID W.S. HURST ESTATES, A DISTANCE OF 2,665.47 FEET TO A
5/8 INCH IRON PIN (SET), SAID POINT BEING THE SOUTHWEST CORNER OF LOT "B"
AND THE SOUTHEAST CORNER OF LOT "A" OUT OF THE AFOREMENTIONED
PARTITION DEED TO THE HEIRS OF J.H. HURST ESTATE. SAID POINT ALSO BEING
THE SOUTHEAST CORNER OF LOT 1, SPRING LAKE MOBILE HOME PARK, AN
ADDITION TO THE CITY OF FORT WORTH AS RECORDED IN PLAT VOLUME 388/52,
PAGE 10;
THENCE N 00°07'16" E, LEAVING SAID RAILROAD RIGHT-OF-WAY, ALONG THE
COMMON LINE BETWEEN SAID LOTS "A" AND "B", AND ALONG THE EASTERLY
LINE OF SAID LOT 1, SPRING LAKE MOBILE HOME PARK, A DISTANCE OF 1, 126.33
FEET TO ITS NORTHEAST CORNER, AND THE NORTHEAST AND NORTHWEST
CORNERS RESPECTIVELY OF SAID LOTS "A" AND "B" TO A 5/8 INCH IRON PIN
(SET), SAID POINT ALSO BEING ONCE AGAIN IN THE SOUTHERLY RIGHT-OF-WAY
LINE OF AFOREMENTIONED E. HURST BOULEVARD:
THENCE S 89°29'16" E, ALONG THE SOUTHERLY RIGHT-OF-WAY LINE OF SAID E.
HURST BOULEVARD AT A DISTANCE OF 644.62 FEET PASS A POINT FROM WHICH
A TEXAS HIGHWAY DEPT. CONCRETE MONUMENT (FOUND) BEARS NORTHERLY
0.42 FEET, AND THEN CONTINUING WITH SAME BEARING A DISTANCE OF 1,406.09
FEET (IN ALL A TOTAL DISTANCE OF 2,050.71 FEET) TO A 5/8 INCH IRON PIN, (SET)
FROM WHICH A TEXAS HIGHWAY DEPT. CONCRETE MONUMENT (FOUND) BEARS
NORTHERLY 1.05 FEET. SAID 5/8 INCH IRON BEING THE POINT OF CURVATURE OF
A CURVE TO THE LEFT HAVING A RADIUS OF 2,964.93 FEET, A CENTRAL ANGLE
OF 12°46'39" AND A LONG CHORD WHICH BEARS N 84°07'24" E, 659.85 FEET;
THENCE AROUND SAID CURVE, THE SOUTHERLY RIGHT-OF-WAY LINE OF E.
HURST BOULEVARD, A DISTANCE OF 661.22 FEET TO THE PLACE OF BEGINNING.
CONTAINING 3.322,257 SQUARE FEET (76.27 ACRES) OF LAND, MORE OR LESS, TO
BE KNOWN AS: LOT 1, BLOCK 1, BELL HELICOPTER INDUSTRIAL PARK
BELL HELICOPTER
LEGAL DESCRIPTION OF
22.904 ACRES OF LAND
BEING A TRACT OF LAND SITUATED IN THE S. COTRAIL SURVEY, ABSTRACT NUMBER
330, CITY OF FORT WORTH, TARRANT COUNTY, TEXAS, BEING A PORTION OF LOT 1, BELL
HELICOPTER INDUSTRIAL PARK, AN ADDITION TO THE CITY OF FORT WORTH
RECORDED IN VOLUME 388-128, PAGE 11, PLAT RECORDS, TARRANT COUNTY, TEXAS
AND BEING A PORTION OF THAT TRACT OF LAND DESCRIBED BY DEED TO BELL
HELICOPTER TEXTRON, INC. AS RECORDED IN VOLUME 7231, PAGE 1786, COUNTY
RECORD, TARRANT COUNTY, TEXAS AND BEING DESCRIBED AS FOLLOWS:
COMMENCING AT A FOUND 5/8 INCH IRON ROD WITH CAP STAMPED "CARTER &
BURGESS" AT THE SOUTHEAST CORNER OF SAID LOT 1, BEING ON THE NORTHERLY
RIGHT-OF-WAY LINE OF TRINITY BOULEVARD (A 120 FOOT RIGHT-OF-WAY), AND BEING
THE SOUTHEAST CORNER OF THAT TRACT OF LAND DESCRIBED BY DEED TO AAE
PACIFIC PARK ASSOCIATES AS RECORDED IN INSTRUMENT NUMBER D211155065,
COUNTY RECORDS, TARRANT COUNTY, TEXAS;
THENCE SOUTH 88°39'31 "WEST, ALONG THE COMMON SOUTH LINE OF SAID LOT 1 AND
SAID NORTHERLY RIGHT-OF-WAY LINE A DISTANCE OF 426.13 FEET TO THE POINT OF
BEGINNING;
THENCE CONTINUING SOUTH 88°39'31"WEST, ALONG SAID COMMON LINE A DISTANCE
OF 771.70 FEET TO THE EASTERLY LINE OF NORWOOD DRIVE (A 80 FOOT RIGHT-OF-WAY)
AND THE SOUTHWEST CORNER OF SAID LOT 1;
THENCE DEPARTING SAID COMMON LINE, NORTH 00°29'29"WEST, ALONG SAID
EASTERLY RIGHT-OF-WAY LINE AND THE WESTERLY LINE OF SAID LOT 1 A DISTANCE
OF 1108.50 FEET TO THE SOUTHERLY RIGHT-OF-WAY LINE OF C.R.I.&G. RAILROAD ( A 200
FOOT RIGHT-OF-WAY) AND THE NORTHWEST CORNER OF SAID LOT 1;
THENCE DEPARTING SAID EASTERLY RIGHT-OF-WAY LINE, SOUTH 85°52'40"EAST,
ALONG SAID SOUTHERLY RIGHT-OF-WAY LINE A DISTANCE OF 973.32 FEET TO THE
NORTHEAST CORNER OF SAID LOT 1;
THENCE DEPARTING SAID SOUTHERLY LINE, SOUTH 30°22'29"EAST, ALONG THE
EASTERLY LINE OF SAID LOT 1 A DISTANCE OF 90.82 FEET TO THE NORTHERY LINE OF
AFOREMENTIONED AAE PACIFIC PARK ASSOCIATES TRACT;
THENCE DEPARTING SAID EASTERLY LINE, NORTH 85°54' 10"WEST, ALONG THE SAID
NORTHERLY LINE A DISTANCE OF 50.90 FEET TO A FOUND X-CUT IN CONCRETE, SAME
BEING THE NORTHWEST CORNER OF SAID AAE PACIFIC PARK ASSOCIATES TRACT;
THENCE ALONG THE WESTERLY LINE OF SAID AAE PACIFIC PARK ASSOCIATES TRACT,
THE FOLLOWING FOUR COURSES:
1) SOUTH 00°39'39"EAST, A DISTANCE OF 605.47 FEET TO A FOUND 5/8 INCH IRON
ROD WITH CAP STAMPED "CARTER & BURGESS"
Jacobs Job No. WFXGS800
D643E November 15, 2011
J:\JOB\WFXL2601\600 DISCIPLINE\613 Survey\613.7 Legal Descriptions\L2601_EX3.doc Page 1 of 2
2) THENCE SOUTH 12°52'41"WEST, A DISTANCE OF 211.95 FEET TO A FOUND 5/8 INCH
IRON ROD WITH CAP STAMPED "CARTER & BURGESS";
3) THENCE SOUTH 89°31'13"WEST, A DISTANCE OF 146.82 FEET TO A FOUND 5/8 INCH
IRON ROD WITH CAP STAMPED "CARTER & BURGESS";
4) THENCE SOUTH 00°54'45"EAST, A DISTANCE OF 132.46 FEET TO THE POINT OF
BEGINNING.
CONTAINING 22.904 ACRES OR 997,698 SQUARE FEET OF LAND, MORE OR LESS.
BASIS OF BEARING IS THE TEXAS COORDINATE SYSTEM OF 1983, NORTH CENTRAL ZONE
WITH A GRID TO GROUND SCALE FACTOR OF 1.00012.
THIS LEGAL DESCRIPTION IS FOR CONVENIENCE PURPOSES ONLY AND NOT FOR THE
CONVEYANCE OR SUBDIVISION OF REAL PROPERTY.
JACOBS ENGINEERING
777 MAIN STREET
FORT WORTH, TX 76102
Jacobs Job No. WFXG5800
D643E November 15, 2011
J:\JOB\WFXL2601\600 DISCIPLINE\613 Survey\613.7 Legal Descriptions\L2601_EX3.doc Page 2 of 2
LEGAL DESCRIPTION OF
3.655 ACRES OF LAND
BEING A TRACT OF LAND SITUATED IN THE S. COTRAIL SURVEY, ABSTRACT NUMBER
330, CITY OF FORT WORTH, TARRANT COUNTY, TEXAS, BEING ALL OF THAT TRACT OF
LAND DESCRIBED BY DEED TO AAE PACIFIC PARK ASSOCIATES, AS RECORDED IN
INSTRUMENT NUMBER D211155065, COUNTY RECORDS, TARRANT COUNTY, TEXAS, AND
BEING A PORTION OF LOTS 1 AND 2, BELL HELICOPTER INDUSTRIAL PARK, AN ADDITION
TO THE CITY OF FORT WORTH RECORDED IN VOLUME 388-128, PAGE 11, PLAT RECORDS,
TARRANT COUNTY, TEXAS AND DESCRIBED AS FOLLOWS:
BEGINNING AT A FOUND 5/8 INCH IRON ROD WITH CAP STAMPED "CARTER & BURGESS"
AT THE SOUTHEAST CORNER OF SAID AAE PACIFIC PARK ASSOCIATES TRACT, BEING
THE SOUTHWEST CORNER OF SAID LOT 2, AND BEING IN THE NORTHERLY RIGHT-OF-
WAY LINE OF TRINITY BOULEVARD (A 120 FOOT RIGHT-OF-WAY);
THENCE ALONG THE COMMON SOUTH LINE OF SAID AAE PACIFIC PARK ASSOCIATES
TRACT AND SAID NORTHERLY RIGHT-OF-WAY LINE SOUTH 88°39'31"WEST, 426.13 FEET;
THENCE DEPARTING SAID COMMON LINE ALONG THE WESTERLY LINE OF SAID AAE
PACIFIC PARK ASSOCIATES TRACT THE FOLLOWING BEARINGS AND DISTANCES:
NORTH 00°54'45"WEST, 132.46 FEET TO A FOUND 5/8 INCH IRON ROD WITH CAP
STAMPED "CARTER & BURGESS";
NORTH 89°31' 13"EAST, 146.82 FEET TO A FOUND 5/8 INCH IRON ROD WITH CAP
STAMPED "CARTER & BURGESS";
NORTH 12°52'41"EAST, 211.95 FEET TO A FOUND 5/8 INCH IRON ROD WITH CAP
STAMPED "CARTER & BURGESS";
THENCE NORTH 00°39'39"WEST, 605.47 FEET TO A FOUND X-CUT IN AT THE NORTHWEST
CORNER OF SAID AAE PACIFIC PARK ASSOCIATES TRACT;
THENCE ALONG THE NORTH LINE OF SAID AAE PACIFIC PARK ASSOCIATES TRACT
SOUTH 85°54' 10"EAST, 115.80 FEET TO THE NORTHEAST CORNER OF SAID AAE PACIFIC
PARK ASSOCIATES TRACT;
THENCE ALONG THE EAST LINE OF SAID AAE PACIFIC PARK ASSOCIATES TRACT THE
FOLLOWING COURSES AND DISTANCES:
SOUTH 01°20'08"EAST, 570.97 FEET TO A FOUND 5/8 INCH IRON ROD WITH CAP
STAMPED "CARTER & BURGESS", THE BEGINNING OF A CURVE TO THE LEFT;
ALONG SAID CURVE TO THE LEFT AN ARC DISTANCE OF 137.80 FEET, THROUGH A
CENTRAL ANGLE OF 19°44'18", HAVING A RADIUS OF 400.00 FEET, THE LONG
CHORD OF WHICH BEARS SOUTH 11 ° 12' 16"EAST, 137.12 FEET TO A FOUND 5/8 INCH
IRON ROD WITH CAP STAMPED "CARTER & BURGESS"
Jacobs Job No. WFXG5800
D643E November 08, 2011
J:\JOB\WFXL26011600 DISCIPLINE\613 Survey\613.7 Legal Descriptions\L2601_EXl.doc Page 1 of 2
SOUTH 21°04'24"EAST, 238.07 FEET TO THE POINT OF BEGINNING.
CONTAINING 3.655 ACRES OR 15,212 SQUARE FEET OF LAND, MORE OR LESS.
THIS LEGAL DESCRIPTION IS FOR CONVENIENCE PURPOSES ONLY AND NOT FOR THE
CONVEYANCE OR SUBDIVISION OF REAL PROPERTY.
Jacobs Job No. WFXG5800
D643E November 08, 2011
J:\JOB\WFXL2601\600 DISCIPLINE\613 Survey\613.7 Legal Descriptions\L2601_EXl.doc Page 2 of 2
BELL HELICOPTER
LEGAL DESCRIPTION OF
19.904 ACRES OF LAND
BEING A TRACT OF LAND SITUATED IN THE S. COTRAIL SURVEY, ABSTRACT
NUMBER 330, BEING ALL OF THAT TRACT OF LAND DESCRIBED TO AAE PACIFIC
PARK ASSOCIATES AS RECORDED IN INSTRUMENT NUMBER D211155065, COUNTY
RECORDS, TARRANT COUNTY, TEXAS, BEING A PORTION OF LOT 1, BLOCK 4,
BELL HELICOPTER INDUSTRIAL PARK, AN ADDITION TO THE CITY OF FORT
WORTH AS RECORDED IN VOLUME 388-128, PAGE 11, PLAT RECORDS, TARRANT
COUNTY, TEXAS, AND BEING A PORTION OF LOT 2, BLOCK 4, BELL HELICOPTER
INDUSTRIAL PARK, AN ADDITION TO THE CITY OF FORT WORTH AS RECORDED
IN VOLUME 388-133, PAGE 37, SAID PLAT RECORDS, AND BEING DESCRIBED AS
FOLLOWS:
BEGINNING AT A FOUND 5/8 INCH IRON ROD WITH CAP STAMPED "CARTER &
BURGESS" AT THE SOUTHWEST CORNER OF SAID AAE PACIFIC PARK
ASSOCIATES TRACT, BEING THE SOUTHWEST CORNER OF SAID LOT 2, AND BEING
ON THE NORTHERLY RIGHT-OF-WAY LINE OF TRINITY BOULEVARD (A 120 FOOT
RIGHT-OF-WAY);
THENCE DEPARTING SAID NORTHERLY RIGHT-OF-WAY LINE, ALONG THE
WESTERLY LINE OF SAID AAE PACIFIC PARK ASSOCIATES TRACT THE
FOLLOWING THREE COURSES:
1) NORTH 21°04'24"WEST, A DISTANCE OF 238.07 FEET TO A FOUND 5/8 INCH
IRON ROD WITH CAP STAMPED "CARTER & BURGESS", THE BEGINNING OF
A CURVE TO THE RIGHT;
2) THENCE ALONG SAID CURVE TO THE RIGHT, AN ARC DISTANCE OF 137.80
FEET, THROUGH A CENTRAL ANGLE OF 19°44' 18", HAVING A RADIUS OF
400.00 FEET, THE LONG CHORD OF WHICH BEARS NORTH 11°12'16"WEST, A
DISTANCE OF 137.12 FEET TO A FOUND 5/8 INCH IRON ROD WITH CAP
STAMPED "CARTER & BURGESS";
3) THENCE NORTH 01°20'08"WEST, A DISTANCE OF 570.97 FEET TO THE
NORTHWEST CORNER OF SAID AAE PACIFIC PARK ASSOCIATES TRACT;
THENCE DEPARTING SAID WESTERLY LINE, SOUTH 85°54' 10"EAST, ALONG THE
NORTHERLY LINE OF SAID AAE PACIFIC PARK ASSOCIATES TRACT A DISTANCE
OF 1004.24 FEET;
THENCE DEPARTING SAID NORTHERLY LINE, SOUTH 01°20'08"EAST, ALONG THE
EASTERLY LINE OF SAID AAE PACIFIC PARK ASSOCIATES TRACT A DISTANCE OF
834.98 FEET TO A FOUND 5/8 INCH IRON ROD WITH CAP STAMPED "CARTER &
BURGESS" IN THE COMMON SOUTH LINE OF SAID AAE PACIFIC PARK
JACOBS Job No. WFXL2601 November 15, 2011
J:\JOB\WFXL2601\600 DISCIPLINE\613 Survey1613.7 Legal Descriptions\L2601_EX2.doc Page 1 of 2
ASSOCIATES TRACT AND THE AFOREMENTIONED NORTHERLY RIGHT-OF-WAY
LINE OF TRINITY BOULEVARD;
THENCE SOUTH 88°39'31"WEST, ALONG SAID COMMON LINE A DISTANCE OF
895.83 FEET TO THE POINT OF BEGINNING.
CONTAINING 19.904 ACRES OR 867,018 SQUARE FEET OF LAND, MORE OR LESS.
BASIS OF BEARING IS THE TEXAS COORDINATE SYSTEM OF 1983, NORTH CENTRAL ZONE
WITH A GRID TO GROUND SCALE FACTOR OF 1.00012.
THIS LEGAL DESCRIPTION IS FOR CONVENIENCE PURPOSES ONLY AND NOT FOR THE
CONVEYANCE OR SUBDIVISION OF REAL PROPERTY.
JACOBS ENGINEERING
777 MAIN STREET
FORT WORTH, TX 76102
JACOBS Job No. WFXL2601 November 15, 2011
J:UOB\WFXL260I \600 DISCIPLINE\613 Survey\613.7 Legal Descriptions1L2601_EX2.doc Page 2 of 2
BELL HELICOPTER
LEGAL DESCRIPTION OF
34.942 ACRES OF LAND
BEING A TRACT OF LAND SITUATED IN THE S. COTRAIL SURVEY, ABSTRACT
NUMBER 330, AND THE R.T. BARTON SURVEY, ABSTRACT NUMBER 176, BEING A
PORTION OF LOT 2, BLOCK 4, BELL HELICOPTER INDUSTRIAL PARK, AN
ADDITION TO THE CITY OF FORT WORTH AS RECORDED IN VOLUME 388-133,
PAGE 37, PLAT RECORDS, TARRANT COUNTY, TEXAS, AND BEING A PORTION OF
THAT TRACT OF LAND DESCRIBED BY DEED TO BELL HELICOPTER TEXTRON,
INC. AS RECORDED IN VOLUME 7231, PAGE 1786, COUNTY RECORD, TARRANT
COUNTY, TEXAS, SAID PLAT RECORDS, AND BEING DESCRIBED AS FOLLOWS:
BEGINNING AT A FOUND 5/8 INCH IRON ROD WITH CAP STAMPED "CARTER &
BURGESS" AT THE SOUTHEAST CORNER OF THAT TRACT OF LAND DESCRIBED
BY DEED TO AAE PACIFIC PARK ASSOCIATES, AS RECORDED IN INSTRUMENT
NUMBER D211155065, COUNTY RECORDS, TARRANT COUNTY, TEXAS, AND BEING
ON THE NORTHERLY RIGHT-OF-WAY LINE OF TRINITY BOULEVARD (A 120 FOOT
RIGHT-OF-WAY);
THENCE DEPARTING SAID NORTHERLY RIGHT-OF-WAY LINE, NORTH
01°20'08"WEST, ALONG THE EASTERLY LINE OF SAID AAE PACIFIC PARK
ASSOCIATES TRACT A DISTANCE OF 834.98 FEET TO THE NORTHEAST CORNER OF
SAID AAE PACIFIC PARK ASSOCIATES TRACT;
THENCE DEPARTING SAID EASTERLY LINE, NORTH 85°54' 10"WEST, ALONG THE
NORTHERLY LINE OF SAID AAE PACIFIC PARK ASSOCIATES TRACT A DISTANCE
OF 1069.13 FEET TO THE WESTERLY LINE OF SAID LOT 2;
THENCE DEPARTING SAID NORTHERLY LINE, NORTH 30°22'29"WEST, ALONG SAID
WESTERLY LINE A DISTANCE OF 90.82 FEET TO THE NORTHWEST CORNER OF
SAID LOT 2, BEING IN THE SOUTHERLY RIGHT-OF-WAY LINE OF C.R.I.&G.
RAILROAD (A 200 FOOT RIGHT-OF-WAY);
THENCE SOUTH 85°54'29"EAST, ALONG THE COMMON NORTHERLY LINE OF SAID
LOT 2 AND SAID SOUTHERLY RIGHT-OF-WAY LINE A DISTANCE OF 2864.82 FEET
TO THE WESTERLY RIGHT-OF-WAY LINE OF BELL SPUR (A 120' RIGHT-OF-WAY)
SAME BEING THE NORTHEAST CORNER OF SAID LOT 2;
THENCE DEPARTING SAID COMMON LINE, SOUTH 00 °51'39" EAST, ALONG THE
COMMON EASTERLY LINE OF SAID LOT 2 AND SAID WESTERLY RIGHT-OF-WAY
LINE A DISTANCE OF 745.68 FEET TO THE AFOREMENTIONED NORTHERLY RIGHT-
OF-WAY LINE OF TRINITY BOULEVARD AND THE SOUTEAST CORNER OF SAID
LOT 2, SAME BEING THE BEGINNING OF A NON -TANGENT CURVE TO THE LEFT;
JACOBS Job No. WFXL2601 November 15, 2011
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THENCE ALONG SAID NORTHERLY RIGHT-OF-WAY LINE AND SAID NON -
TANGENT CURVE TO THE LEFT AN ARC DISTANCE OF 95.50 FEET, THROUGH A
CENTRAL ANGLE OF 01°25'53", HAVING A RADIUS OF 3822.39 FEET, THE LONG
CHORD OF WHICH BEARS SOUTH 89°22'46"WEST, A DISTANCE OF 95.50 FEET;
THENCE SOUTH 88°39'31"WEST, CONTINUING ALONG SAID NORTHERLY RIGHT-
OF-WAY A DISTANCE OF 1641.90 FEET TO THE POINT OF BEGINNING.
CONTAINING 34.942 ACRES OR 1,522,074 SQUARE FEET OF LAND, MORE OR LESS.
BASIS OF BEARING IS THE TEXAS COORDINATE SYSTEM OF 1983, NORTH CENTRAL ZONE
WITH A GRID TO GROUND SCALE FACTOR OF 1.00012.
THIS LEGAL DESCRIPTION IS FOR CONVENIENCE PURPOSES ONLY AND NOT FOR THE
CONVEYANCE OR SUBDIVISION OF REAL PROPERTY.
JACOBS ENGINEERING
777 MAIN STREET
FORT WORTH, TX 76102
JACOBS Job No. WFXL2601 November 15, 2011
J:UOB\WFXL26011600 DISCIPLINE1613 Survey1613.7 Legal Descriptions\L2601_EX4.doc Page 2 of 2
Exhibit "B"
Company's Tax Abatement Application
FORT WORT
Economic Development
Incentive Application
Housing and Economic Development
1000 Throckmorton Street
Fort Worth, Texas 76102
(817) 392-7540
Incentive Application
General Information
1. Application Information:
Company Name Bell Helicopter Textron Inc.
Company Address PO BOX 482
City Fort Worth
Contact Person Michael A. Honkomp
Telephone Number 817-280-5327
Mobile Telephone Number N/A
E-Mail Address mhonkomp@bellhelicopter.textron.com
2. Proiect Site Information (if different from above):
Date Dec 7, 2011
State TX Zip 76101
Title/Position Director - Tax
Ext. N/A
Fax Number 817-278-5327
Address/Location 600 East Hurst Blvd (Blk 1, Lot 1A), 9601 Trinity Blvd (Blk 4 Lots 1A, 2A, 1 B and 2B); all in Fort Worth, TX
3. Development rep uests that will be soup ht for the Proiect (select all that apply):
Replat Areas currently zoned as R-2,
Current Zoning F and AG will need to be
IS] Rezoning R-2, F, AG Requested Zoning rezoned to K.
❑ Variances If yes, please describe
❑ Downtown Design Review Board
❑ Landmark Commission
4. Incentive(s) Requested:
Chapter 380 Economic Development Program Grant
5. Specify elements of the oroiect that make it eliaible for the requested incentive(s):
Capital spend = $235 million
Employees relocated and retained = 4,500
6. Do you intend to pursue abatement of:
County Taxes?
❑✓ Yes ❑ No
7. What level of abatement will you request:
Years? 20 Percentage? 80
Page 2 of 5
Proiect Information
For real estate projects, please include below the project concept, project benefits and how the project relates to
existing community plans. A real estate project is one that involves the construction or renovation of real property
that will be either for lease or for sale. Any incentives given by the City should be considered only "gap" financing
and should not be considered a substitute for debt and equity.
However, the City is under no obligation to provide gap financing just because a gap exists. In order for a
property owner/developer to be eligible to receive incentives and/or tax abatement for a project, the property
owner/developer:
A. Must complete and submit this application and the application fee to the City:
B. Owner/developer or owner/developer's principals must not be delinquent in paying property taxes
for any property owned in Fort Worth;
C. Owner/developer or owner/developer's principals must not have ever been subject to the City of
Fort Worth's Building Standards Commission's Review;
D. Owner/developer or owner/developer's principals must not have any City of Fort Worth liens files
against any other property owned by the applicant property owner/developer. "Liens" including, but not
limited to, weed liens, demolition liens, board-up/open structure liens and paving liens.
For business expansions projects, please include below services provided or products manufactured, major
customers and locations, etc. For business expansion project involving the purchase and/or construction of real
estate, please answer all that apply.
8. Tvoe of Proiect: Commercial/Industrial
9. Will this be a relocation?: ❑✓ Yes ❑ No
If yes, where is the company currently located? Partial Relocation from Roanoke to Ft. Worth
10. Proiect Description:
A. Please provide a brief description of the project
See Attached Statements
A business expansion project involves assistance to a business entity that seeks to expand operations within Fort Worth. The Business is in
a growth mode seeking working capital, personal property or fixed asset financing.
B. Real Estate Development
1. Current Assessed Valuation of:
2. Development Type Employee Center - 28,700 SF
Expansion Size Headquarters (HQ) - 210,000 SF
Training Academy - 55,000 SF
Page 3 of 5
3. For mixed -use projects, please list square footage for each use:
4. Site Development (parking, fencing, landscaping, etc.):
Type of Work to be done HQ - grading. new parking lots. fencing. landscaping. site lighting
Flight Training Academy - grading. new parking lots. fencing. landscaping, site lighting
Cost of Site Development HQ - $1,400.000
Flight Training Academy - $750.000
Land $5,980,060 Improvements $17,516,874
Cost of Construction $ 75 million
N/A
C. Personal Property and Inventory
1. Personal Property:
Cost of equipment, machinery, furnishing, etc.: $ 160,000,000
Purchase or lease?: Purchase
2. Inventory and Supplies:
Value of: Inventory $ Unknown Supplies $ Unknown
Percent of inventory eligible for Freeport Exemption (inventory, exported from Texas within 175 days)
11. Employment and Job Creation:
A. During Construction
1. Anticipated date when construction will start? 2011- 4th Quarter
2. How many construction jobs will be created? 300
3. What is the estimated payroll for these jobs? $ 30 million
B. From Development
1. How many persons are currently employed? 4,500
2. what percent of current employees above are Fort Worth residents? Unknown
3. What percent of current employees above are Central City residents? Unknown
4. Please complete the following table for new jobs to be created from direct hire by applicant.
7Retained I First Year
Total lobs to be4,500
Less Transfers*
Net Jobs
% of Net Jobs to be filled by
Fort Worth Residents
96 of Net Jobs to be filled by
Central City residents
* If any employees will be transferring, please describe from where they will be transferring.
By Fifth Year By Tenth Year
4,500 4,100
4,500 4,500 4,100
20
20
20
Roanoke
5
5
5
Unknown
5. Please attach a description of the jobs to be created, tasks to be performed for each and wage rate for each classification.
Engineering, Corporate Office Professionals & Production Personnel, Average Salary of $77,000
6. Does the applicant provide the following benefits:
❑X Retirement
Health
❑X Dental
O Domestic Partner
7. Please describe any ancillary (not direct hire by applicant) job creation that will occur as a result of completing this
project.
The ancillary jobs created by the Project will be those typically associated with the construction of new buildings and
expansion of commercial activities.
Page 4 of 5
12. Local Commitments:
A. During Construction
1. What percent of the construction costs described in question 11 above will be committed to:
Fort Worth businesses? 30
Fort Worth Certified Minority and Women Business Enterprises? 25
0/0
B. For Annual Supply and Service Needs
Regarding discretionary supply and service expenses (i.e landscaping, office or manufacturing supplies, janitorial services, etc.):
1. What is the annual amount of discretionary supply and service expenses? $1,500,000
2. What percentage will be committed to Fort Worth businesses? 67 „.ye . $1,000,000/$1,500,000
3. What percentage will be committed to Fort Worth Certified Minority and Women Business Enterprises? 33
DISCLOSURES
$500,000/$1,500,000
13. Is any person or firm receiving any form of compensation, commission or other monetary benefit based on the level
of incentive obtained by the applicant from the City of Fort Worth? If yes, please explain and/or attach details.
Yes; Jones Lang LaSalle Americas, Inc. will receive a fee based on the amount of incentive obtained. The percentage fee will be a sliding
percentage (up to 15%) depending on the amount of incentive received.
14. These documents must be submitted prior to City Staff review of the application: Please See Attached Statements
a.) Attach a site plan of the project. Regarding Line 14 Inquiries
b.) Explain why incentives are necessary for the success of this project. Include a business pro -forma or other
documentation to substantiate your request.
c.) Describe any environmental impacts associated with this project.
d.) Describe the infrastructure improvements (water, sewer, streets, etc.) that will be constructed as part of this
project.
e.) Describe any direct benefits to the City of Fort Worth as a result of this project.
f.) Attach a legal description or surveyor's certified metes and bounds description.
g.) Attach a copy of the most recent property tax statement from the appropriate appraisal district for all parcels
involved in the project.
h.) Attach a description of the jobs to be created (technician, engineer, manager, etc.), tasks to be performed for
each, and wage rate for each classification.
i.) Attach a brief description of the employee benefit package(s) offered (i.e. health insurance, retirement, public
transportation assistance, day care provisions, etc) including portion paid by employee and employer
respectively.
j.) Attach a plan for the utilization of Fort Worth Certified M/WBE companies.
k.) Attach a listing of the applicant's Board of Director's, if applicable.
L) Attach a copy of Incorporation Papers noting all principals, partners, and agents and all Fort Worth properties
owned by each.
The company is responsible for paying $5,000 as an application fee. If the application is withdrawn before the project is presented to City
Council in Executive Session, the fee is refunded. Upon presentation to City Council in Open Session, $2,000 is non-refundable and is
applied to offset costs incurred by the Housing and Economic Development Department. Upon approval by City Council, the balance of
$3,000 can be credited towards required building permits, inspections fees, replatting fees, and other costs of doing business with the
City related to the development. Any unused credit balance upon completion of the project will be refunded upon request from the
company.
On behalf of the applicant, I certify the information contained in this application, including all attachments to be true and correct. I further
certify that, on behalf of the applicant, I have read the current Incentive Policy and all other pertinent City of Fort Worth policies and I
agree with the guidelines and criteria state therein.
Printed Name
Signature
Page 5 of 5
Michael A. Honkomp
_ J � vl tally uM lnarl by �rhael
M' .. L..4 Honkomp
F" �'�"` Date 201, 208', 5'.53 0600
Title Director - Tax
Date Dec 08 20I I
Bell Helicopter Textron Inc.
Economic Development Incentive Application — Attached Statements
Line 10
Expend $75 million in real property improvements and $160 million in non -inventory
personal property improvements by December 31, 2015, force majeure excepted, for the
construction/expansion/renovation of a new Headquarters and Administration building,
Employee Center and Training Academy in the vicinity of Hwy 10 and Trinity Blvd in
multiple phases.
Phase I of the project consists of construction of a new Employee Center that will be
completed by December 31, 2012 and will have a minimum investment of $5 million.
Phase II consists of the relocation, consolidation and renovation for the Repair and
Overhaul activities, as well as the relocation of inventory to the Central Distribution
Center, that will have a minimum investment of $5 million and will be completed by
December 31, 2013.
Phase III consists of the construction of a new main Headquarters and Administration
Building and associated infrastructure at Hwy 10 and Bell Spur that will have a
minimum investment of $50 million and will be completed by December 31, 2014.
Phase IV consists of the construction of a new Training Academy at Norwood Drive and
Trinity Blvd that will have a minimum investment of $15 million and will be completed
by December 31, 2015.
Line 14a
Site Plan of the Project; See Exhibit A
Line 14b
Explain why incentives are necessary for the success of this Project
Previously provided in presentations to Fort Worth Housing and Economic Development
Line 14c
Environmental Impacts Associated with the Project
Environmental impacts associated with the Project will include those applicable to
construction of new buildings. However, Bell Helicopter in addition to specific air and
water quality processes performed as part of its manufacturing processes, has a number
initiative to improve air and water quality.
Regional Air Quality:
BHTI is committed to continuously improving regional air quality. BHTI has won the
North Texas Clean Air Coalitions, Clean Air Award for the past several years.
Non -Attainment Status (use of alternative fuels, employee trip reduction, etc.):
BHTI has implemented a myriad of policies ranging from using Bio Diesel alternative
Bell Helicopter Textron Inc.
Economic Development Incentive Application — Attached Statements
fuel in our fleet trucks to offering subsidies to employees who use public transportation.
Regional Ozone Action Program:
BHTI implements programs to reduce our ozone/CO2 footprint on an annual basis.
More specific policy information is available upon request.
Line 14d
Describe the infrastructure improvements (water, sewer, streets, etc.) that will be
constructed as part of this project
Headquarters — new domestic water, fire water, sanitary and storm sewer, street lighting
Flight Training Academy — new domestic water, fire water, sanitary and storm sewer
Line 14e
Direct benefits to the City of Fort Worth as a result of this Project
• Retention of 4500 jobs and associated economic impact
• Expenditures for $160 million in personal property additions
• Expenditures for $75 million in real property additions
Line 14f
Legal description of Property
See Exhibit B
Line 14g
Copy of the most recent property tax statement from the appropriate appraisal district for
all parcels involved in the Project
See Exhibit C
Line 14h
Description of the jobs to be created (technician, engineer, manager, etc.)
Engineering, Corporate Office Professionals & Production Personnel, Average Salary of
$77,000
Bell Helicopter Textron Inc.
Economic Development Incentive Application — Attached Statements
Line 14i
Brief description of the employee benefit package(s) offered:
Health insurance (Medical, Dental, Vision) (Employee contribution = $100 Individual /
$370 Family
Disability insurance
Life insurance
Pension Plan
401(k) Plan
Public transportation assistance
Education subsidies
Line 14j
Plan for the utilization of Fort Worth Certified M/WBE companies
Owner's Policy Regarding DBE:
Bell Helicopter Textron Inc. (BHTI) is committed to a policy of nondiscrimination in the
conduct of its business, including the procurement of goods and services. BHTI
recognizes its responsibilities to the communities in which it operates and to the society it
serves and reaffirms that commitment through nondiscrimination in the use of
Disadvantaged Business Enterprises ("DBE"). BHTI's policy is to encourage
disadvantaged business enterprises, including both minority -owned and women -owned
businesses, to fully participate in BHTI's procurement process.
Line 14k
Listing of the applicant's Board of Directors
John Garrison
Felipe Gumucio
Martha May
Anthony Viotto
Line 141
Copy of Incorporation Papers; See Exhibit E
Fort Worth properties owned; See Exhibit D
EXHIBIT A
_________._J L__-1____J _J__ _ L
Efnw NOMAYN Rwnwa.wr.
PAW WM
belt. Helicopter
A Textron Company
U Enerriman assoclatas architects. Inc. 2011
NOTE: SCHEDULE AND BUDGET ARE ESTIMATES
merrIman
EXHIBIT B
BOUNDARY DESCRIPTION OF ZONE
BELL HELICOPTER
LEGAL DESCRIPTION OF
76.27 ACRES OF LAND
DESCRIPTION OF A 76.27 ACRE TRACT OF LAND IN THE SIMON COTRAIL SURVEY,
ABSTRACT NO.330 AND THE R.P. BARTON SURVEY, ABSTRACT NO.176, LOCATED
WITHIN THE CITY LIMITS OF FORT WORTH, TARRANT COUNTY, TEXAS. BEING
ALL OF THE FOLLOWING PARCELS AS DESCRIBED IN DEED VOLUME 7231, PAGE
1786 AT THE COUNTY RECORDS BUILDING, TARRANT COUNTY, TEXAS. SAID
76.27 ACRE TRACT BEING COMPRISED OF THE FOLLOWING SIX (6) PARCELS OF
LAND OUT OF SAID DEED.
(1) PARCEL 'A' -1ST TRACT, 41.711 ACRE TRACT WHICH WAS FORMERLY A
PARTITION DEED OF LOTS 'B', 'C', 'D', 'E' AND 'F' OF THE HEIRS OF J.H. HURST
ESTATE AND RECORDED IN VOLUME 1701, PAGE 419 WITH A CORRECTED DEED
RECORDED IN VOLUME 2285, PAGE 476 (2) PARCEL 'A'-2ND TRACT, 13.2 ACRES (3)
PARCEL 'B'-1ST TRACT, 0-.569 ACRES (4) PARCEL 'B'-2ND TRACT, 0.182 ACRES (5)
PARCEL 'D', 18.55 ACRES AND (6) PARCEL 'E', 2.0 ACRES. SAID 76.27 ACRE TRACT
OF LAND ALSO BEING PORTIONS OF LOTS 2, 3 AND 4 OF THE W.S. HURST ESTATE,
A SUB -DIVISION AS RECORDED IN THE 17TH DISTRICT COURT MINUTES, VOLUME
A-17, PAGE 169 (CAUSE NO. 63210) CIVIL COURTS BUILDING, TARRANT COUNTY,
TEXAS. SAID 76.27 ACRE TRACT OF LAND BEING MORE PARTICULARLY
DESCRIBED BY METES AND BOUNDS AS FOLLOWS:
BEGINNING AT A 5/8 INCH IRON PIN (SET) (SEE NOTE NO. 4) IN THE MOST
EASTERLY LINE OF SAID LOT 4, BEING THE INTERSECTION OF THE SOUTHERLY
RIGHT-OF-WAY LINE OF E.HURST BOULEVARD (ALSO KNOWN AS STATE
HIGHWAY SPUR-NO.10) A 160 FOOT WIDE DEDICATED PUBLIC RIGHT-OF-WAY
WITH THE WESTERLY RIGHT-OF-WAY LINE OF BELL SPUR, A 80 FOOT WIDE
PUBLIC RIGHT-OF-WAY AT THIS POINT. SAID -POINT BEING THE NORTHWEST
CORNER OF THAT CERTAIN 2.787 ACRE TRACT TO THE CITY OF FORT WORTH
OBTAINED BY JUDGMENT FOR STREET RIGHT-OF-WAY PURPOSES AND
RECORDED IN VOLUME 78, PAGE 400, PARCEL 2, COUNTY COURT AT LAW,
MINUTE RECORDS, TARRANT COUNTY, TEXAS.
THENCE S 00°00'18" E, LEAVING THE SOUTHERLY RIGHT-OF-WAY LINE OF SAID
E.HURST BOULEVARD AND ALONG THE WESTERLY RIGHT-OF-WAY LINE OF BELL
SPUR, AND SAID 2.787 ACRE TRACT AND THE EASTERLY LINE OF SAID LOT 4, W.S.
HURST ESTATE A DISTANCE OF 455.70 FEET TO A 5/8 INCH IRON PIN (SET), SAID
POINT ALSO BEING THE SOUTHEAST CORNER OF THAT CERTAIN 2.0 ACRE TRACT
OF LAND KNOWN AS PARCEL "E" AS DESCRIBED BY DEED TO BELL HELICOPTER
AND RECORDED IN VOLUME 7231, PAGE 1786, SAID COUNTY RECORDS;
EXHIBIT B Continued
THENCE S 00° 11'42" W, CONTINUING ALONG THE WESTERLY RIGHT-OF-WAY LINE
OF SAID BELL SPUR AT A DISTANCE OF 437.28 FEET PASS A POINT FROM WHICH
THE MOST NORTHERLY CORNER OF THAT CERTAIN 0.192 ACRE TRACT OF LAND
BEARS EASTERLY 5.45 FEET AND DESCRIBED IN DEEDS TO THE CITY OF FORT
WORTH FOR ADDITIONAL STREET RIGHT-OF-WAY PURPOSES AND RECORDED IN
VOLUME 4203, PAGE 289 AND VOLUME 4215, PAGE 430, SAID COUNTY RECORDS,
AND THEN CONTINUING WITH SAME BEARING A DISTANCE OF 179.34 FEET (IN
ALL A TOTAL DISTANCE OF 616.62 FEET) TO A 5/8 INCH IRON (SET) ON THE
WESTERLY LINE OF SAID 0.192 ACRE TRACT 179.42 FEET SOUTHERLY FROM SAID
MOST NORTHERLY CORNER.
THENCE LEAVING THE EASTERLY LINE OF SAID LOT 4 AND THE WESTERLY LINE
OF SAID 2.787 ACRE TRACT FOR STREET RIGHT-OF-WAY AND ALONG THE
WESTERLY LIMITS LINE OF SAID 0.192 ACRE TRACT, SAME ALSO BEING THE
WESTERLY RIGHT-OF-WAY LINE OF BELL SPUR THE FOLLOWING COURSES AND
DISTANCES:
S O 1 °56'06" W, A DISTANCE OF 20.67 FEET TO A 5/8 INCH IRON PIN (SET);
S 05°21'34" W, A DISTANCE OF 100.40 FEET TO A 5/8 INCH IRON PIN (SET);
S 10°25'14" W, A DISTANCE OF 101.60 FEET TO A 5/8 INCH IRON PIN (SET);
S 12°46'38" W, A DISTANCE OF 99.71 FEET TO A 5/8 INCH IRON PIN (SET);
THE SOUTHWEST CORNER OF SAID 0.192 ACRE TRACT, SAID POINT BEING N
85°23'00" W, 54.95 FEET FROM THE SOUTHEAST CORNER OF
AFOREMENTIONED LOT 4, AND ALSO BEING IN THE NORTHERLY RIGHT-
OF-WAY LINE OF A 200 FOOT WIDE RAILROAD RIGHT-OF-WAY AS
ORIGINALLY WAS DEEDED TO CHICAGO, ROCK ISLAND AND GULF
RAILROAD CO. PRESENT RIGHT-OF-WAY LIMITS NOW BEING DESCRIBED
BY DEED TO THE CITIES OF DALLAS AND FORT WORTH AND RECORDED IN
VOLUME 7580, PAGE 920, SAID COUNTY RECORDS;
THENCE N 85°23'00" W, LEAVING THE WESTERLY RIGHT-OF-WAY LINE OF SAID
BELL SPUR AND ALONG THE NORTHERLY LINE OF SAID RAILROAD RIGHT-OF-
WAY AND THE SOUTHERLY LINES OF AFOREMENTIONED LOTS 4, 3 AND 2
RESPECTIVELY OF SAID W.S. HURST ESTATES, A DISTANCE OF 2,665.47 FEET TO A
5/8 INCH IRON PIN (SET), SAID POINT BEING THE SOUTHWEST CORNER OF LOT "B"
AND THE SOUTHEAST CORNER OF LOT "A" OUT OF THE AFOREMENTIONED
PARTITION DEED TO THE HEIRS OF J.H. HURST ESTATE. SAID POINT ALSO BEING
THE SOUTHEAST CORNER OF LOT 1, SPRING LAKE MOBILE HOME PARK, AN
ADDITION TO THE CITY OF FORT WORTH AS RECORDED IN PLAT VOLUME 388/52,
PAGE 10;
THENCE N 00°07'16" E, LEAVING SAID RAILROAD RIGHT-OF-WAY, ALONG THE
COMMON LINE BETWEEN SAID LOTS "A" AND "B", AND ALONG THE EASTERLY
LINE OF SAID LOT 1, SPRING LAKE MOBILE HOME PARK, A DISTANCE OF 1, 126.33
FEET TO ITS NORTHEAST CORNER, AND THE NORTHEAST AND NORTHWEST
CORNERS RESPECTIVELY OF SAID LOTS "A" AND "B" TO A 5/8 INCH IRON PIN
(SET), SAID POINT ALSO BEING ONCE AGAIN IN THE SOUTHERLY RIGHT-OF-WAY
LINE OF AFOREMENTIONED E. HURST BOULEVARD;
EXHIBIT B Continued
THENCE S 89°29'16" E, ALONG THE SOUTHERLY RIGHT-OF-WAY LINE OF SAID E.
HURST BOULEVARD AT A DISTANCE OF 644.62 FEET PASS A POINT FROM WHICH
A TEXAS HIGHWAY DEPT. CONCRETE MONUMENT (FOUND) BEARS NORTHERLY
0.42 FEET, AND THEN CONTINUING WITH SAME BEARING A DISTANCE OF 1,406.09
FEET (IN ALL A TOTAL DISTANCE OF 2,050.71 FEET) TO A 5/8 INCH IRON PIN, (SET)
FROM WHICH A TEXAS HIGHWAY DEPT. CONCRETE MONUMENT (FOUND) BEARS
NORTHERLY 1.05 FEET. SAID 5/8 INCH IRON BEING THE POINT OF CURVATURE OF
A CURVE TO THE LEFT HAVING A RADIUS OF 2,964.93 FEET, A CENTRAL ANGLE
OF 12°46'39" AND A LONG CHORD WHICH BEARS N 84°07'24" E, 659.85 FEET;
THENCE AROUND SAID CURVE, THE SOUTHERLY RIGHT-OF-WAY LINE OF E.
HURST BOULEVARD, A DISTANCE OF 661.22 FEET TO THE PLACE OF BEGINNING.
CONTAINING 3.322,257 SQUARE FEET (76.27 ACRES) OF LAND, MORE OR LESS, TO
BE KNOWN AS: LOT 1. BLOCK 1. BELL HELICOPTER INDUSTRIAL PARK
EXHIBIT B Continued
BELL HELICOPTER
LEGAL DESCRIPTION OF
22.904 ACRES OF LAND
BEING A TRACT OF LAND SITUATED IN THE S. COTRAIL SURVEY, ABSTRACT NUMBER
330, CITY OF FORT WORTH, TARRANT COUNTY, TEXAS, BEING A PORTION OF LOT 1, BELL
HELICOPTER INDUSTRIAL PARK, AN ADDITION TO THE CITY OF FORT WORTH
RECORDED IN VOLUME 388-128, PAGE 11, PLAT RECORDS, TARRANT COUNTY, TEXAS
AND BEING A PORTION OF THAT TRACT OF LAND DESCRIBED BY DEED TO BELL
HELICOPTER TEXTRON, INC. AS RECORDED IN VOLUME 7231, PAGE 1786, COUNTY
RECORD, TARRANT COUNTY, TEXAS AND BEING DESCRIBED AS FOLLOWS:
COMMENCING AT A FOUND 5/8 INCH IRON ROD WITH CAP STAMPED "CARTER &
BURGESS" AT THE SOUTHEAST CORNER OF SAID LOT 1, BEING ON THE NORTHERLY
RIGHT-OF-WAY LINE OF TRINITY BOULEVARD (A 120 FOOT RIGHT-OF-WAY), AND BEING
THE SOUTHEAST CORNER OF THAT TRACT OF LAND DESCRIBED BY DEED TO AAE
PACIFIC PARK ASSOCIATES AS RECORDED IN INSTRUMENT NUMBER D211155065,
COUNTY RECORDS, TARRANT COUNTY, TEXAS;
THENCE SOUTH 88°39'31"WEST, ALONG THE COMMON SOUTH LINE OF SAID LOT 1 AND
SAID NORTHERLY RIGHT-OF-WAY LINE A DISTANCE OF 426.13 FEET TO THE POINT OF
BEGINNING;
THENCE CONTINUING SOUTH 88°39'31"WEST, ALONG SAID COMMON LINE A DISTANCE
OF 771.70 FEET TO THE EASTERLY LINE OF NORWOOD DRIVE (A 80 FOOT RIGHT-OF-WAY)
AND THE SOUTHWEST CORNER OF SAID LOT 1;
THENCE DEPARTING SAID COMMON LINE, NORTH 00°29'29"WEST, ALONG SAID
EASTERLY RIGHT-OF-WAY LINE AND THE WESTERLY LINE OF SAID LOT 1 A DISTANCE
OF 1108.50 FEET TO THE SOUTHERLY RIGHT-OF-WAY LINE OF C.R.I.&G. RAILROAD ( A 200
FOOT RIGHT-OF-WAY) AND THE NORTHWEST CORNER OF SAID LOT 1;
THENCE DEPARTING SAID EASTERLY RIGHT-OF-WAY LINE, SOUTH 85°52'40"EAST,
ALONG SAID SOUTHERLY RIGHT-OF-WAY LINE A DISTANCE OF 973.32 FEET TO THE
NORTHEAST CORNER OF SAID LOT 1;
THENCE DEPARTING SAID SOUTHERLY LINE, SOUTH 30°22'29"EAST, ALONG THE
EASTERLY LINE OF SAID LOT 1 A DISTANCE OF 90.82 FEET TO THE NORTHERY LINE OF
AFOREMENTIONED AAE PACIFIC PARK ASSOCIATES TRACT;
THENCE DEPARTING SAID EASTERLY LINE, NORTH 85°54' 10"WEST, ALONG THE SAID
NORTHERLY LINE A DISTANCE OF 50.90 FEET TO A FOUND X-CUT IN CONCRETE, SAME
BEING THE NORTHWEST CORNER OF SAID AAE PACIFIC PARK ASSOCIATES TRACT;
THENCE ALONG THE WESTERLY LINE OF SAID AAE PACIFIC PARK ASSOCIATES TRACT,
THE FOLLOWING FOUR COURSES:
1) SOUTH 00°39'39"EAST, A DISTANCE OF 605.47 FEET TO A FOUND 5/8 INCH IRON
ROD WITH CAP STAMPED "CARTER & BURGESS"
Jacobs Job No. WFXG5800
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EXHIBIT B Continued
2) THENCE SOUTH 12°52'41 "WEST, A DISTANCE OF 211.95 FEET TO A FOUND 5/8 INCH
IRON ROD WITH CAP STAMPED "CARTER & BURGESS";
3) THENCE SOUTH 89°31' 13"WEST, A DISTANCE OF 146.82 FEET TO A FOUND 5/8 INCH
IRON ROD WITH CAP STAMPED "CARTER & BURGESS";
4) THENCE SOUTH 00°54'45"EAST, A DISTANCE OF 132.46 FEET TO THE POINT OF
BEGINNING.
CONTAINING 22.904 ACRES OR 997,698 SQUARE FEET OF LAND, MORE OR LESS.
BASIS OF BEARING IS THE TEXAS COORDINATE SYSTEM OF 1983, NORTH CENTRAL ZONE
WITH A GRID TO GROUND SCALE FACTOR OF 1.00012.
THIS LEGAL DESCRIPTION IS FOR CONVENIENCE PURPOSES ONLY AND NOT FOR THE
CONVEYANCE OR SUBDIVISION OF REAL PROPERTY.
JACOBS ENGINEERING
777 MAIN STREET
FORT WORTH, TX 76102
Jacobs Job No. WFXG5800
D643E November 15, 2011
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EXHIBIT B Continued
LEGAL DESCRIPTION OF
3.655 ACRES OF LAND
BEING A TRACT OF LAND SITUATED IN THE S. COTRAIL SURVEY, ABSTRACT NUMBER
330, CITY OF FORT WORTH, TARRANT COUNTY, TEXAS, BEING ALL OF THAT TRACT OF
LAND DESCRIBED BY DEED TO AAE PACIFIC PARK ASSOCIATES, AS RECORDED IN
INSTRUMENT NUMBER D211155065, COUNTY RECORDS, TARRANT COUNTY, TEXAS, AND
BEING A PORTION OF LOTS 1 AND 2, BELL HELICOPTER INDUSTRIAL PARK, AN ADDITION
TO THE CITY OF FORT WORTH RECORDED IN VOLUME 388-128, PAGE 11, PLAT RECORDS,
TARRANT COUNTY, TEXAS AND DESCRIBED AS FOLLOWS:
BEGINNING AT A FOUND 5/8 INCH IRON ROD WITH CAP STAMPED "CARTER & BURGESS"
AT THE SOUTHEAST CORNER OF SAID AAE PACIFIC PARK ASSOCIATES TRACT, BEING
THE SOUTHWEST CORNER OF SAID LOT 2, AND BEING IN THE NORTHERLY RIGHT-OF-
WAY LINE OF TRINITY BOULEVARD (A 120 FOOT RIGHT-OF-WAY);
THENCE ALONG THE COMMON SOUTH LINE OF SAID AAE PACIFIC PARK ASSOCIATES
TRACT AND SAID NORTHERLY RIGHT-OF-WAY LINE SOUTH 88°39'31"WEST, 426.13 FEET;
THENCE DEPARTING SAID COMMON LINE ALONG THE WESTERLY LINE OF SAID AAE
PACIFIC PARK ASSOCIATES TRACT THE FOLLOWING BEARINGS AND DISTANCES:
NORTH 00°54'45"WEST, 132.46 FEET TO A FOUND 5/8 INCH IRON ROD WITH CAP
STAMPED "CARTER & BURGESS";
NORTH 89°31' 13"EAST, 146.82 FEET TO A FOUND 5/8 INCH IRON ROD WITH CAP
STAMPED "CARTER & BURGESS";
NORTH 12°52'41"EAST, 211.95 FEET TO A FOUND 5/8 INCH IRON ROD WITH CAP
STAMPED "CARTER & BURGESS";
THENCE NORTH 00°39'39"WEST, 605.47 FEET TO A FOUND X-CUT IN AT THE NORTHWEST
CORNER OF SAID AAE PACIFIC PARK ASSOCIATES TRACT;
THENCE ALONG THE NORTH LINE OF SAID AAE PACIFIC PARK ASSOCIATES TRACT
SOUTH 85°54' 10"EAST, 115.80 FEET TO THE NORTHEAST CORNER OF SAID AAE PACIFIC
PARK ASSOCIATES TRACT;
THENCE ALONG THE EAST LINE OF SAID AAE PACIFIC PARK ASSOCIATES TRACT THE
FOLLOWING COURSES AND DISTANCES:
SOUTH 01°20'08"EAST, 570.97 FEET TO A FOUND 5/8 INCH IRON ROD WITH CAP
STAMPED "CARTER & BURGESS", THE BEGINNING OF A CURVE TO THE LEFT;
ALONG SAID CURVE TO THE LEFT AN ARC DISTANCE OF 137.80 FEET, THROUGH A
CENTRAL ANGLE OF 19°44'18", HAVING A RADIUS OF 400.00 FEET, THE LONG
CHORD OF WHICH BEARS SOUTH 11 ° 12' 16"EAST, 137.12 FEET TO A FOUND 5/8 INCH
IRON ROD WITH CAP STAMPED "CARTER & BURGESS"
Jacobs Job No. WFXG5S00
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EXHIBIT B Continued
SOUTH 21°04'24"EAST, 238.07 FEET TO THE POINT OF BEGINNING.
CONTAINING 3.655 ACRES OR 15,212 SQUARE FEET OF LAND, MORE OR LESS.
THIS LEGAL DESCRIPTION IS FOR CONVENIENCE PURPOSES ONLY AND NOT FOR THE
CONVEYANCE OR SUBDIVISION OF REAL PROPERTY.
Jacobs Job No. WFXG5800
D643E November 08, 2011
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EXHIBIT B Continued
BELL HELICOPTER
LEGAL DESCRIPTION OF
19.904 ACRES OF LAND
BEING A TRACT OF LAND SITUATED IN THE S. COTRAIL SURVEY, ABSTRACT
NUMBER 330, BEING ALL OF THAT TRACT OF LAND DESCRIBED TO AAE PACIFIC
PARK ASSOCIATES AS RECORDED IN INSTRUMENT NUMBER D211155065, COUNTY
RECORDS, TARRANT COUNTY, TEXAS, BEING A PORTION OF LOT 1, BLOCK 4,
BELL HELICOPTER INDUSTRIAL PARK, AN ADDITION TO THE CITY OF FORT
WORTH AS RECORDED IN VOLUME 388-128, PAGE 11, PLAT RECORDS, TARRANT
COUNTY, TEXAS, AND BEING A PORTION OF LOT 2, BLOCK 4, BELL HELICOPTER
INDUSTRIAL PARK, AN ADDITION TO THE CITY OF FORT WORTH AS RECORDED
IN VOLUME 388-133, PAGE 37, SAID PLAT RECORDS, AND BEING DESCRIBED AS
FOLLOWS:
BEGINNING AT A FOUND 5/8 INCH IRON ROD WITH CAP STAMPED "CARTER &
BURGESS" AT THE SOUTHWEST CORNER OF SAID AAE PACIFIC PARK
ASSOCIATES TRACT, BEING THE SOUTHWEST CORNER OF SAID LOT 2, AND BEING
ON THE NORTHERLY RIGHT-OF-WAY LINE OF TRINITY BOULEVARD (A 120 FOOT
RIGHT-OF-WAY);
THENCE DEPARTING SAID NORTHERLY RIGHT-OF-WAY LINE, ALONG THE
WESTERLY LINE OF SAID AAE PACIFIC PARK ASSOCIATES TRACT THE
FOLLOWING THREE COURSES:
1) NORTH 21°04'24"WEST, A DISTANCE OF 238.07 FEET TO A FOUND 5/8 INCH
IRON ROD WITH CAP STAMPED "CARTER & BURGESS", THE BEGINNING OF
A CURVE TO THE RIGHT;
2) THENCE ALONG SAID CURVE TO THE RIGHT, AN ARC DISTANCE OF 137.80
FEET, THROUGH A CENTRAL ANGLE OF 19°44'18", HAVING A RADIUS OF
400.00 FEET, THE LONG CHORD OF WHICH BEARS NORTH 11°12' 16"WEST, A
DISTANCE OF 137.12 FEET TO A FOUND 5/8 INCH IRON ROD WITH CAP
STAMPED "CARTER & BURGESS";
3) THENCE NORTH 01°20'08"WEST, A DISTANCE OF 570.97 FEET TO THE
NORTHWEST CORNER OF SAID AAE PACIFIC PARK ASSOCIATES TRACT;
THENCE DEPARTING SAID WESTERLY LINE, SOUTH 85°54' 10"EAST, ALONG THE
NORTHERLY LINE OF SAID AAE PACIFIC PARK ASSOCIATES TRACT A DISTANCE
OF 1004.24 FEET;
THENCE DEPARTING SAID NORTHERLY LINE, SOUTH 01°20'08"EAST, ALONG THE
EASTERLY LINE OF SAID AAE PACIFIC PARK ASSOCIATES TRACT A DISTANCE OF
834.98 FEET TO A FOUND 5/8 1NCH IRON ROD WITH CAP STAMPED "CARTER &
BURGESS" IN THE COMMON SOUTH LINE OF SAID AAE PACIFIC PARK
JACOBS Job No. WFXL2601 November 15, 2011
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EXHIBIT B Continued
ASSOCIATES TRACT AND THE AFOREMENTIONED NORTHERLY RIGHT-OF-WAY
LINE OF TRINITY BOULEVARD;
THENCE SOUTH 88°39'31"WEST, ALONG SAID COMMON LINE A DISTANCE OF
895.83 FEET TO THE POINT OF BEGINNING.
CONTAINING 19.904 ACRES OR 867,018 SQUARE FEET OF LAND, MORE OR LESS.
BASIS OF BEARING IS THE TEXAS COORDINATE SYSTEM OF 1983, NORTH CENTRAL ZONE
WITH A GRID TO GROUND SCALE FACTOR OF 1.00012.
THIS LEGAL DESCRIPTION IS FOR CONVENIENCE PURPOSES ONLY AND NOT FOR THE
CONVEYANCE OR SUBDIVISION OF REAL PROPERTY.
JACOBS ENGINEERING
777 MAIN STREET
FORT WORTH, TX 76102
JACOBS Job No. WFXL2601 November 15, 2011
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EXHIBIT B Continued
BELL HELICOPTER
LEGAL DESCRIPTION OF
34.942 ACRES OF LAND
BEING A FRACT OF LAND SITUATED IN THE S. COTRAIL SURVEY, ABSTRACT
NUMBER 330, AND THE R.T. BARTON SURVEY, ABSTRACT NUMBER 176, BEING A
PORTION OF LOT 2, BLOCK 4, BELL HELICOPTER INDUSTRIAL PARK, AN
ADDITION TO THE CITY OF FORT WORTH AS RECORDED IN VOLUME 388-133,
PAGE 37, PLAT RECORDS, TARRANT COUNTY, TEXAS, AND BEING A PORTION OF
THAT TRACT OF LAND DESCRIBED BY DEED TO BELL HELICOPTER TEXTRON,
INC. AS RECORDED IN VOLUME 7231, PAGE 1786, COUNTY RECORD, TARRANT
COUNTY, TEXAS, SAID PLAT RECORDS, AND BEING DESCRIBED AS FOLLOWS:
BEGINNING AT A FOUND 5/8 INCH IRON ROD WITH CAP STAMPED "CARTER &
BURGESS" AT THE SOUTHEAST CORNER OF THAT TRACT OF LAND DESCRIBED
BY DEED TO AAE PACIFIC PARK ASSOCIATES, AS RECORDED IN INSTRUMENT
NUMBER D211155065, COUNTY RECORDS, TARRANT COUNTY, TEXAS, AND BEING
ON THE NORTHERLY RIGHT-OF-WAY LINE OF TRINITY BOULEVARD (A 120 FOOT
RIGHT-OF-WAY);
THENCE DEPARTING SAID NORTHERLY RIGHT-OF-WAY LINE, NORTH
01°20'08"WEST, ALONG THE EASTERLY LINE OF SAID AAE PACIFIC PARK
ASSOCIATES TRACT A DISTANCE OF 834.98 FEET TO THE NORTHEAST CORNER OF
SAID AAE PACIFIC PARK ASSOCIATES TRACT;
THENCE DEPARTING SAID EASTERLY LINE, NORTH 85°54' 10"WEST, ALONG THE
NORTHERLY LINE OF SAID AAE PACIFIC PARK ASSOCIATES TRACT A DISTANCE
OF 1069.13 FEET TO THE WESTERLY LINE OF SAID LOT 2;
THENCE DEPARTING SAID NORTHERLY LINE, NORTH 30°22'29"WEST, ALONG SAID
WESTERLY LINE A DISTANCE OF 90.82 FEET TO THE NORTHWEST CORNER OF
SAID LOT 2, BEING IN THE SOUTHERLY RIGHT-OF-WAY LINE OF C.R.I.&G.
RAILROAD (A 200 FOOT RIGHT-OF-WAY);
THENCE SOUTH 85°54'29"EAST, ALONG THE COMMON NORTHERLY LINE OF SAID
LOT 2 AND SAID SOUTHERLY RIGHT-OF-WAY LINE A DISTANCE OF 2864.82 FEET
TO THE WESTERLY RIGHT-OF-WAY LINE OF BELL SPUR (A 120' RIGHT-OF-WAY)
SAME BEING THE NORTHEAST CORNER OF SAID LOT 2;
THENCE DEPARTING SAID COMMON LINE, SOUTH 00'51'39" EAST, ALONG THE
COMMON EASTERLY LINE OF SAID LOT 2 AND SAID WESTERLY RIGHT-OF-WAY
LINE A DISTANCE OF 745.68 FEET TO THE AFOREMENTIONED NORTHERLY RIGHT-
OF-WAY LINE OF TRINITY BOULEVARD AND THE SOUTEAST CORNER OF SAID
LOT 2, SAME BEING THE BEGINNING OF A NON -TANGENT CURVE TO THE LEFT;
JACOBS Job No. WFXL2601 November 15, 2011
J:\JOB\WFXL2601\600 DISCIPLINE\613 Survey\613.7 Legal Descriptions\L2601_EX4.doc Page 1 of 2
EXHIBIT B Continued
THENCE ALONG SAID NORTHERLY RIGHT-OF-WAY LINE AND SAID NON -
TANGENT CURVE TO THE LEFT AN ARC DISTANCE OF 95.50 FEET, THROUGH A
CENTRAL ANGLE OF 01°25'53", HAVING A RADIUS OF 3822.39 FEET, THE LONG
CHORD OF WHICH BEARS SOUTH 89°22'46"WEST, A DISTANCE OF 95.50 FEET;
THENCE SOUTH 88°39'31"WEST, CONTINUING ALONG SAID NORTHERLY RIGHT-
OF-WAY A DISTANCE OF 1641.90 FEET TO THE POINT OF BEGINNING.
CONTAINING 34.942 ACRES OR 1,522,074 SQUARE FEET OF LAND, MORE OR LESS.
BASIS OF BEARING IS THE TEXAS COORDINATE SYSTEM OF 1983, NORTH CENTRAL ZONE
WITH A GRID TO GROUND SCALE FACTOR OF 1.00012.
THIS LEGAL DESCRIPTION IS FOR CONVENIENCE PURPOSES ONLY AND NOT FOR THE
CONVEYANCE OR SUBDIVISION OF REAL PROPERTY.
JACOBS ENGINEERING
777 MAIN STREET
FORT WORTH, TX 76102
JACOBS Job No. WFXL260I November 15, 2011
J:\JOB\WFXL2601 \600 DISCIPLINE\613 Survey\613.7 Legal Descriptions \L2601 _EX4.doc Page 2 of 2
TAXING ENTITIES
STATEMENT DATE: 10/05/2011
ACCOUNT: 00005980038
EXHIBIT C
55,162,404-1
TAX STATEMENT 2011
LEGAL: BELL HELICOPTER INDUSTRIAL PK
BLK 1 LOT 1A
OWNER: BELL HELICOPTER INC
PARCEL ADDRESS: 0000600 E HURST BLVD
EXEMPTION CODES: P0001
LAND VALUE IMPROVEMENT VAL I APPRAISED VALUE
11.420.456 13.'381.107
EXEMPTION
AMOUNT
TAXABLE VALUE
PIDN: 2030 1 1A
ACRES: 76.2465
I I
TAX RATE PENALTY &
PER $100 BASE TAX INTEREST
FT WORTH CITY 56,314 13,024,793 0.855000 111361.98 0.00
TARRANT COUNTY 56,314 13,024,793 0.264000 34385.45 0.00
REG WATER DIST 56,314 13,024,793 0.020000 2604.96 0.00
T C HOSPITAL 56,314 13,024,793 0.227897 29683.11 0.00
T C COLLEGE 56,314 13,024,793 0.148970 19403.03 0.00
H-E-B ISD 56,314 13,024,793 1.414000 184170.57 0.00
SUBTOTAL 381.609.10 I 0.00
PRIOR YEARS 0.00 I
This top portion and your canceled check will serve as your receipt.
^ Detach on perforation and return this portion with your check payable to:
RON WRIGHT
PO BOX 961018
FORT WORTH, TX 76161-0018
817/884-1100
DELINQUENT DATE: 02/01/2012
ACCOUNT: 00005980038 2011
BELL HELICOPTER INC
% DIVISION OF TEXTRON INC
PO BOX 482
FORT WORTH, TX 76101-0482
TOTAL AMOUNT DUE 381.609.10
TOTAL AMOUNT DUE
$381,609.10
^^ AMOUNT DUE ON RECEIPT ^^
OWNER BELL HELICOPTER INC
PIDN 2030 1 1A
JF PAID IN
NOV 0%
DEC 0%
JAN 0%
FEB 7%
MAR 9%
APR 11%
AMOUNT DUE
381,609.10
381,609.10
381,609.10
408,321.74
415, 953.92
423,586 11
EXHIBIT C Continued
STATEMENT DATE: 10/05/2011
ACCOUNT: 00004742788
TAX STATEMENT 2011
LEGAL: BELL HELICOPTER INDUSTRIAL PK
BLK 4 LOT 1A
55,162,040-1
OWNER: BELL HELICOPTER INC PIDN: 2030 4 1A
PARCEL ADDRESS: 0009601 TRINITY BLVD ACRES: 24.026
EXEMPTION CODES:
LAND E I IMPROVEMENT VAL ( APP 01SED 50.000 VALUE I I I
3.327.751 1.722.249
EXEMPTION TAX RATE PENALTY &
TAXING ENTITIES AMOUNT TAXABLE VALUE PER $100 BASE TAX INTEREST
FT WORTH CITY 0 5,050,000 0.855000 43177.50 0.00
TARRANT COUNTY 0 5,050,000 0.264000 13332.00 0.00
REG WATER DIST 0 5,050,000 0.020000 1010.00 0.00
T C HOSPITAL 0 5,050,000 0.227897 11508.80 0.00
T C COLLEGE 0 5,050,000 0.148970 7522.98 0.00
H-E-B ISD 0 5,050,000 1.414000 71407.00 0.00
SUBTOTAL 147.958.28 0.00
This top portion and your canceled check will serve as your receipt.
A Detach on perforation and retum this portion with your check payable to:
RON WRIGHT
PO BOX 961018
FORT WORTH, TX 76161-0018
817/884-1100
DELINQUENT DATE: 02/01/2012
ACCOUNT: 00004742788 2011
BELL HELICOPTER INC
% DIVISION OF TEXTRON INC
PO BOX 482
FORT WORTH, TX 76101-0482
PRIOR YEARS 0.00
TOTAL AMOUNT DUE I 147.958.28
TOTAL AMOUNT DUE
$147,958.28
AA AMOUNT DUE ON RECEIPT AA
OWNER BELL HELICOPTER INC
PIDN 2030 4 1A
IF PAID IN AMOUNT DUE
NOV 0% 147,958.28
DEC 0% 147,958.28
JAN 0% 147,958.28
FEB 7% 158,315.37
MAR 9% 161,274.54
APR 11% 164,233.69
EXHIBIT C Continued
TAXING ENTITIES
STATEMENT DATE: 10/05/2011
ACCOUNT: 00004742796
OWNER:
PARCEL ADDRESS:
EXEMPTION CODES:
BELL HELICOPTER INC
0009601 TRINITY BLVD
LAND VALUE I IMPROVEMENT VAL I APPRAISED VALUE
EXEMPTION
AMOUNT
55,162,045-1
TAX STATEMENT 2011
LEGAL: BELL HELICOPTER INDUSTRIAL PK
BLK 4 LOT 2A
TAXABLE VALUE
PIDN: 2030-4-2
ACRES: 33.821
I
TAX RATE PENALTY &
PER $100 BASE TAX INTEREST
FT WORTH CITY 0 4,712,379 0.855000 40290.84 0.00
TARRANT COUNTY 0 4,712,379 0.264000 12440.68 0.00
REG WATER DIST 0 4,712,379 0.020000 942.48 0.00
T C HOSPITAL 0 4,712,379 0.227897 10739.37 0.00
T C COLLEGE 0 4,712,379 0.148970 7020.03 0.00
H-E-B ISD 0 4,712,379 1.414000 66633.04 0.00
SUBTOTAL 138,066.44 0.00
This top portion and your canceled check will serve as your receipt.
^ Detach on perforation and return this portion with your check payable to:
RON WRIGHT
PO BOX 961018
FORT WORTH, TX 76161-0018
817/884-1100
DELINQUENT DATE: 02/01/2012
ACCOUNT: 00004742796 2011
BELL HELICOPTER INC
% DIVISION OF TEXTRON INC
PO BOX 482
FORT WORTH, TX 76101-0482
PRIOR YEARS 0.00
TOTAL AMOUNT DUE I 138,066.44
TOTAL AMOUNT DUE
$138,066.44
AA AMOUNT DUE ON RECEIPT ^^
OWNER: BELL HELICOPTER INC
PIDN 2030-4-2
JF PAID IN AMOUNT DUE
NOV 0% 138,066.44
DEC 0% 138,066.44
JAN 0% 138,066.44
FEB 7% 147,731.08
MAR 9% 150,492 42
APR 11% 153,253 74
EXHIBIT C Continued
TAXING ENTITIES
FT WORTH CITY
TARRANT COUNTY
REG WATER DIST
T C HOSPITAL
T C COLLEGE
H-E-B ISD
STATEMENT DATE: 10/10/2011
ACCOUNT: 00041092376
OWNER: AAE PACIFIC PARK ASSOCIATES
PARCEL ADDRESS: 0000000 TRINITY BLVD
EXEMPTION CODES:
LAND VALUE I APPRAISED VALUE
EXEMPTION
AMOUNT
This top portion and your canceled check will serve as your receipt.
^ Detach on perforation and return this portion with your check payable to:
RON WRIGHT
PO BOX 961018
FORT WORTH, TX 76161-0018
817/884-1100
DELINQUENT DATE: 02/01/2012
ACCOUNT: 00041092376 2011
AAE PACIFIC PARK ASSOCIATES
129 W WILSON ST STE 100
COSTA MESA, CA 92627-1586
55,196,517-1
TAX STATEMENT 2011
LEGAL:
PIDN:
ACRES
BELL HELICOPTER INDUSTRIAL PK
BLK 4 LOT 2B
BLK 4 LOTS 2B & 1C
*41092376*
2030 4 2B 20
19.904
1 I I
TAX RATE PENALTY &
TAXABLE VALUE PER $100 BASE TAX INTEREST
0 650,264 0.855000 5559.76 0.00
0 650,264 0.264000 1716.70 0.00
0 650,264 0.020000 130.05 0.00
0 650,264 0.227897 1481.93 0.00
0 650,264 0.148970 968.70 0.00
0 650,264 1.414000 9194.73 0.00
SUBTOTAL 19.051.87 0.00
PRIOR YEARS 0.00
TOTAL AMOUNT DUE I 19.051.87
TOTAL AMOUNT DUE
$19,051.87
AA AMOUNT DUE ON RECEIPT AA
OWNER AAE PACIFIC PARK ASSOCIATES
PIDN 2030 4 2B 20
JF PAID IN
NOV 0%
DEC 0%
JAN 0%
FEB 7%
MAR 9%
APR 11%
AMOUNT DUE
19, 051.87
19, 051.87
19,051.87
20,385.51
20,766.53
21.147 57
EXHIBIT C Continued
STATEMENT DATE: 10/10/2011
ACCOUNT: 00041092368
TAX STATEMENT 2011
LEGAL: BELL HELICOPTER INDUSTRIAL PK
BLK 4 LOTS 1B & 2C
55,195,955-1
*41092368*
OWNER: AAE PACIFIC PARK ASSOCIATES PIDN: 2030 4 1B 20
PARCEL ADDRESS: 0000000 TRINITY BLVD ACRES: 3.655
EXEMPTION CODES:
LAND VALUE I APPRAISED VALUE I I I
3.184 3.- 84
EXEMPTION TAX RATE PENALTY &
TAXING ENTITIES AMOUNT TAXABLE VALUE PER $100 BASE TAX INTEREST
FT WORTH CITY 0 3,184 0.855000 27.22 0.00
TARRANT COUNTY 0 3,184 0.264000 8.41 0.00
REG WATER DIST 0 3,184 0.020000 0.64 0.00
T C HOSPITAL 0 3,184 0.227897 7.26 0.00
T C COLLEGE 0 3,184 0.148970 4.74 0.00
H-E-B ISD 0 3,184 1.414000 45.02 0.00
SUBTOTAL 93.29 0.00
This top portion and your canceled check will serve as your receipt.
A Detach on perforation and return this portion with your check payable to:
RON WRIGHT
PO BOX 961018
FORT WORTH, TX 76161-0018
817/884-1100
DELINQUENT DATE: 02/01/2012
ACCOUNT: 00041092368 2011
AAE PACIFIC PARK ASSOCIATES
129 W WILSON ST STE 100
COSTA MESA, CA 92627-1586
PRIOR YEARS 0.00
TOTAL AMOUNT DUE I 93.29
TOTAL AMOUNT DUE
$93.29
^^ AMOUNT DUE ON RECEIPT ^^
OWNER: AAE PACIFIC PARK ASSOCIATES
PIDN 2030 4 1B 20
JF PAID IN AMOUNT DUE
NOV 0% 93.29
DEC 0% 93.29
JAN 0% 93.29
FEB 7% 99.81
MAR 9% 101.68
APR 11°% 103 55
STATEMENT DATE: 10/05/2011
ACCOUNT: 00003736210
EXHIBIT D
TAX STATEMENT 2011
LEGAL: ARMENDARIS, JUAN SURVEY
A 57 TR 2
55,161,930-1
OWNER: BELL HELICOPTER INC PIDN: A 57 2
PARCEL ADDRESS: 0000000 GREENBELT RD ACRES: 19.837
EXEMPTION CODES:
LAND VALUE I APPRAISED VALUE I I I I
29.756 29,756
EXEMPTION TAX RATE PENALTY &
TAXING ENTITIES AMOUNT TAXABLE VALUE PER $100 BASE TAX INTEREST
FT WORTH CITY 0 29,756 0.855000 254.41 0.00
TARRANT COUNTY 0 29,756 0.264000 78.56 0.00
REG WATER DIST 0 29,756 0.020000 5.95 0.00
T C HOSPITAL 0 29,756 0.227897 67.81 0.00
T C COLLEGE 0 29,756 0.148970 44.33 0.00
H-E-B ISD 0 29,756 1.414000 420.75 0.00
SUBTOTAL 871.81 I 0.00
PRIOR YEARS 0.00 I
This top portion and your canceled check will serve as your receipt.
A Detach on perforation and retum this portion with your check payable to:
RON WRIGHT
PO BOX 961018
FORT WORTH, TX 76161-0018
817/884-1100
DELINQUENT DATE: 02/01/2012
ACCOUNT: 00003736210 2011
BELL HELICOPTER INC
% DIVISION OF TEXTRON INC
PO BOX 482
FORT WORTH, TX 76101-0482
TOTAL AMOUNT DUE 871.81
TOTAL AMOUNT DUE
$871.81
AA AMOUNT DUE ON RECEIPT AA
OWNER BELL HELICOPTER INC
PIDN A 57 2
JF PAID IN
NOV 0%
DEC 0%
JAN 0%
FEB 7%
MAR 9%
APR 11%
AMOUNT DUE
871.81
871.81
871.81
932.84
950.29
967.70
EXHIBIT D Continued
STATEMENT DATE: 10/05/2011
ACCOUNT: 00003769968
TAX STATEMENT 2011
LEGAL: BARTON, R P SURVEY
A 176 TR 2
55,161,945-1
OWNER: BELL HELICOPTER INC PIDN: A176-2
PARCEL ADDRESS: 0000000 BELL SPUR DR ACRES: 20.453
EXEMPTION CODES:
LAND VALUE I IMPROVEMENT VAL APPRAISEDVALUE I I
204.530
47
EXEMPTION TAX RATE PENALTY &
TAXING ENTITIES AMOUNT TAXABLE VALUE PER $100 BASE TAX INTEREST
FT WORTH CITY 0 248,787 0.855000 2127.13 0.00
TARRANT COUNTY 0 248,787 0.264000 656.80 0.00
REG WATER DIST 0 248,787 0.020000 49.76 0.00
T C HOSPITAL 0 248,787 0.227897 566.98 0.00
T C COLLEGE 0 248,787 0.148970 370.62 0.00
H-E-B ISD 0 248,787 1.414000 3517.85 0.00
SUBTOTAL 7,289.14 0.00
PRIOR YEARS 0.00
This top portion and your canceled check will serve as your receipt.
Detach on perforation and return this portion with your check payable to:
RON WRIGHT
PO BOX 961018
FORT WORTH, TX 76161-0018
817/884-1100
DELINQUENT DATE: 02/01/2012
ACCOUNT: 00003769968 2011
BELL HELICOPTER INC
% DIVISION OF TEXTRON INC
PO BOX 482
FORT WORTH, TX 76101-0482
TOTAL AMOUNT DUE I 7,289.14
TOTAL AMOUNT DUE
$7,289.14
^^ AMOUNT DUE ON RECEIPT AA
OWNER BELL HELICOPTER INC
PIDN A176-2
JF PAID IN
NOV 0%
DEC 0%
JAN 0%
FEB 7%
MAR 9%
APR 11%
AMOUNT DUE
7,289.14
7,289.14
7,289.14
7,799.40
7,945.17
8,090.94
EXHIBIT D Continued
STATEMENT DATE: 10/05/2011
ACCOUNT: 00003769984
OWNER: BELL HELICOPTER INC
PARCEL ADDRESS: 0003151 BELL SPUR DR
EXEMPTION CODES:
LAND VALUE IMPROVEMENT VAL APPRAISED VALUE
180.774 I 128;244 3 )9.018
TAX STATEMENT 2011
LEGAL: BARTON, R P SURVEY
A 176 TR 2B
PIDN: A176-2B
ACRES: 41.5
55,161,955-1
EXEMPTION TAX RATE PENALTY &
TAXING ENTITIES AMOUNT TAXABLE VALUE PER $100 BASE TAX INTEREST
FT WORTH CITY 0 309,018 0.855000 2642.10 0.00
TARRANT COUNTY 0 309,018 0.264000 815.81 0.00
REG WATER DIST 0 309,018 0.020000 61.80 0.00
T C HOSPITAL 0 309,018 0.227897 704.24 0.00
T C COLLEGE 0 309,018 0.148970 460.34 0.00
H-E-B ISD 0 309,018 1.414000 4369.51 0.00
SUBTOTAL 9.053.80 0.00
This top portion and your canceled check will serve as your receipt.
A Detach on perforation and return this portion with your check payable to:
RON WRIGHT
PO BOX 961018
FORT WORTH, TX 76161-0018
817/884-1100
DELINQUENT DATE: 02/01/2012
ACCOUNT: 00003769984 2011
BELL HELICOPTER INC
% DIVISION OF TEXTRON INC
PO BOX 482
FORT WORTH, TX 76101-0482
PRIOR YEARS 0.00
TOTAL AMOUNT DUE 9.053.80
TOTAL AMOUNT DUE
$9,053.80
AA AMOUNT DUE ON RECEIPT AA
OWNER: BELL HELICOPTER INC
PIDN. A176-2B
JF PAID IN
NOV 0%
DEC 0%
JAN 0%
FEB 7%
MAR 9%
APR 11"/
AMOUNT DUE
9,053.80
9,053.80
9,053.80
9,687.57
9,868 66
10.049 71
EXHIBIT D Continued
STATEMENT DATE: 10/05/2011
ACCOUNT: 00003827682
OWNER: BELL HELICOPTER TEXTRON INC
PARCEL ADDRESS: 0000000 TRINITY BLVD
EXEMPTION CODES:
75.666
LAND VALUE I APPRAISED VALUE
75. i66
TAXING ENTITIES
EXEMPTION
AMOUNT
55,161,972-1
TAX STATEMENT 2011
LEGAL COTRAIL, SIMON SURVEY
A 330 TR 7A
TAXABLE VALUE
PIDN: A 330 7A
ACRES: 5.109
I I
TAX RATE PENALTY &
PER $100 BASE TAX INTEREST
FT WORTH CITY 0 75,666 0.855000 646.94 0.00
TARRANT COUNTY 0 75,666 0.264000 199.76 0.00
REG WATER DIST 0 75,666 0.020000 15.13 0.00
T C HOSPITAL 0 75,666 0.227897 172.44 0.00
T C COLLEGE 0 75,666 0.148970 112.72 0.00
H-E-B ISD 0 75,666 1.414000 1069.92 0.00
SUBTOTAL 2,216.91 0.00
PRIOR YEARS 0.00
This top portion and your canceled check will serve as your receipt.
A Detach on perforation and retum this portion with your check payable to::
RON WRIGHT
PO BOX 961018
FORT WORTH, TX 76161-0018
817/884-1100
DELINQUENT DATE: 02/01/2012
ACCOUNT: 00003827682 2011
BELL HELICOPTER TEXTRON INC
600 W HURST BLVD
HURST, TX 76053-7604
TOTAL AMOUNT DUE I 2.216.91 [
TOTAL AMOUNT DUE
$2,216.91
AA AMOUNT DUE ON RECEIPT AA
OWNER BELL HELICOPTER TEXTRON INC
PIDN A 330 7A
JF PAID IN
NOV 0%
DEC 0%
JAN 0%
FEB 7%
MAR 9%
APR 11%
AMOUNT DUE
2,216.91
2,216.91
2,216.91
2,372.11
2,416 43
2.460 77
EXHIBIT D Continued
STATEMENT DATE: 10/05/2011
ACCOUNT: 00003827704
OWNER:
PARCEL ADDRESS:
EXEMPTION CODES:
LAND VALUE
164.939
TAXING ENTITIES
BELL HELICOPTER TEXTRON INC
0000000 TRINITY BLVD
I APPRAISED VALUE
164,939
EXEMPTION
AMOUNT
55,161,985-1
TAX STATEMENT 2011
LEGAL: COTRAIL, SIMON SURVEY
A 330 TR 8
TAXABLE VALUE
PIDN: A 330 8
ACRES: 10.518
1 1
TAX RATE PENALTY &
PER $100 BASE TAX INTEREST
FT WORTH CITY 0 164,939 0.855000 1410.23 0.00
TARRANT COUNTY 0 164,939 0.264000 435.44 0.00
REG WATER DIST 0 164,939 0.020000 32.99 0.00
T C HOSPITAL 0 164,939 0.227897 375.89 0.00
T C COLLEGE 0 164,939 0.148970 245.71 0.00
H-E-B ISD 0 164,939 1.414000 2332.24 0.00
SUBTOTAL 4.832.50 0.00
PRIOR YEARS 0.00
This top portion and your canceled check will serve as your receipt.
^ Detach on perforation and retum this portion with your check payable to:
RON WRIGHT
PO BOX 961018
FORT WORTH, TX 76161-0018
817/884-1100
DELINQUENT DATE: 02/01/2012
ACCOUNT: 00003827704 2011
BELL HELICOPTER TEXTRON INC
600 W HURST BLVD
HURST, TX 76053-7604
TOTAL AMOUNT DUE 4,832.50 1.
TOTAL AMOUNT DUE
$4,832.50
"" AMOUNT DUE ON RECEIPT ""
OWNER. BELL HELICOPTER TEXTRON INC
PIDN A 330 8
JF PAID IN AMOUNT DUE
NOV 0% 4,832.50
DEC 0% 4,832.50
JAN 0% 4,832.50
FEB 7% 5,170.76
MAR 9% 5,267.42
APR 11°/ 5.364 09
EXHIBIT D Continued
STATEMENT DATE: 10/05/2011
ACCOUNT: 00003923193
OWNER: BELL HELICOPTER INC
PARCEL ADDRESS: 0000000 TRINITY BLVD
EXEMPTION CODES:
LAND VALUE I APPRAISED VALUE
35.790 35.790 I
TAXING ENTITIES
EXEMPTION
AMOUNT
55,162,010-1
TAX STATEMENT 2011
LEGAL: HOWERTON, A B SURVEY
A 677 TR 1
TAXABLE VALUE
PIDN: A 677 1
ACRES. 23.86
I I
TAX RATE PENALTY &
PER $100 BASE TAX INTEREST
FT WORTH CITY 0 35,790 0.855000 306.00 0.00
TARRANT COUNTY 0 35,790 0.264000 94.49 0.00
REG WATER DIST 0 35,790 0.020000 7.16 0.00
T C HOSPITAL 0 35,790 0.227897 81.56 0.00
T C COLLEGE 0 35,790 0.148970 53.32 0.00
H-E-B ISD 0 35,790 1.414000 506.07 0.00
SUBTOTAL 1.048.60 0.00
PRIOR YEARS 0.00
This top portion and your canceled check will serve as your receipt.
^ Detach on perforation and return this portion with your check payable to:
RON WRIGHT
PO BOX 961018
FORT WORTH, TX 76161-0018
817/884-1100
DELINQUENT DATE: 02/01/2012
ACCOUNT: 00003923193 2011
BELL HELICOPTER INC
% DIVISION OF TEXTRON INC
PO BOX 482
FORT WORTH, TX 76101-0482
TOTAL AMOUNT DUE 1.048.60
TOTAL AMOUNT DUE
$1,048.60
^^ AMOUNT DUE ON RECEIPT AA
OWNER BELL HELICOPTER INC
PIDN. A 677 1
JF PAID IN
NOV 0%
DEC 0%
JAN 0%
FEB 7%
MAR 9%
APR 11%
AMOUNT DUE
1,048.60
1,048.60
1,048.60
1,121.99
1,142.96
1.163 94
EXHIBIT D Continued
STATEMENT DATE: 10/05/2011
ACCOUNT: 00003923207
TAX STATEMENT 2011
LEGAL: HOWERTON, A B SURVEY
A 677 TR 2
55,162,031-1
OWNER: BELL HELICOPTER INC PIDN: A677-2
PARCEL ADDRESS: 0000000 E HURST BLVD ACRES: 38.4731
EXEMPTION CODES:
LAND VALUE I APPRAISED VALUE I I I I
115.419 115419
EXEMPTION TAX RATE PENALTY &
TAXING ENTITIES AMOUNT TAXABLE VALUE PER $100 BASE TAX INTEREST
FT WORTH CITY 0 115,419 0.855000 986.83 0.00
TARRANT COUNTY 0 115,419 0.264000 304.71 0.00
REG WATER DIST 0 115,419 0.020000 23.08 0.00
T C HOSPITAL 0 115,419 0.227897 263.04 0.00
T C COLLEGE 0 115,419 0.148970 171.94 0.00
H-E-B ISD 0 115,419 1.414000 1632.02 0.00
SUBTOTAL 3.381.62 0.00
PRIOR YEARS 0.00
This top portion and your canceled check will serve as your receipt.
A Detach on perforation and retum this portion with your check payable to:
RON WRIGHT
PO BOX 961018
FORT WORTH, TX 76161-0018
817/884-1100
DELINQUENT DATE: 02/01/2012
ACCOUNT: 00003923207 2011
BELL HELICOPTER INC
% DIVISION OF TEXTRON INC
PO BOX 482
FORT WORTH, TX 76101-0482
TOTAL AMOUNT DUE 3.381.62
TOTAL AMOUNT DUE
$3,381.62
AA AMOUNT DUE ON RECEIPT AA
OWNER BELL HELICOPTER INC
PIDN A677-2
JF PAID IN
NOV 0%
DEC 0%
JAN 0%
FEB 7%
MAR 9%
APR 11%
AMOUNT DUE
3,381.62
3,381.62
3,381.62
3,618.33
3,685.97
3.753 60
EXHIBIT D Continued
STATEMENT DATE: 10/05/2011
ACCOUNT: 00004742796
OWNER BELL HELICOPTER INC
PARCEL ADDRESS 0009601 TRINITY BLVD
EXEMPTION CODES:
LAND VALUE I IMPROVEMENT VAL I APPRAISED VALUE
338.210 4.374.169 4.712.379
TAXING ENTITIES
EXEMPTION
AMOUNT
55,162,045-1
TAX STATEMENT 2011
LEGAL: BELL HELICOPTER INDUSTRIAL PK
BLK 4 LOT 2A
TAXABLE VALUE
PION: 2030-4-2
ACRES: 33.821
I 1
TAX RATE PENALTY &
PER $100 BASE TAX INTEREST
FT WORTH CITY 0 4,712,379 0.855000 40290.84 0.00
TARRANT COUNTY 0 4,712,379 0.264000 12440.68 0.00
REG WATER DIST 0 4,712,379 0.020000 942.48 0.00
T C HOSPITAL 0 4,712,379 0.227897 10739.37 0.00
T C COLLEGE 0 4,712,379 0.148970 7020.03 0.00
H-E-B ISD 0 4,712,379 1.414000 66633.04 0.00
SUBTOTAL 138,066.44 0.00
PRIOR YEARS 0.00
This top portion and your canceled check will serve as your receipt.
A Detach on perforation and return this portion with your check payable to:
RON WRIGHT
PO BOX 961018
FORT WORTH, TX 76161-0018
817/884-1100
DELINQUENT DATE: 02/01/2012
ACCOUNT: 00004742796 2011
BELL HELICOPTER INC
% DIVISION OF TEXTRON INC
PO BOX 482
FORT WORTH, TX 76101-0482
TOTAL AMOUNT DUE I 138.066.44
TOTAL AMOUNT DUE
$138,066.44
AA AMOUNT DUE ON RECEIPT AA
OWNER BELL HELICOPTER INC
PIDN 2030-4-2
JF PAID IN
NOV 0%
DEC 0%
JAN 0%
FEB 7%
MAR 9%
APR 11
AMOUNT DUE
138,066.44
138,066.44
138,066.44
147, 731.08
150,492.42
153.253 74
EXHIBIT D Continued
STATEMENT DATE: 10/05/2011
ACCOUNT: 00007742908
OWNER: BELL HELICOPTER INC
PARCEL ADDRESS: 0000000 TRINITY BLVD
EXEMPTION CODES:
1.257
LAND VALUE APPRAISED VALUE I I I 1.257
TAX STATEMENT 2011
LEGAL: ARMENDARIS, JUAN SURVEY
A 57 TR 2B
TAXING ENTITIES
EXEMPTION
AMOUNT
TAXABLE VALUE
PIDN: A 57 26
ACRES: 0.838
TAX RATE
PER $100
BASE TAX
55,162,438-1
PENALTY &
INTEREST
FT WORTH CITY 0 1,257 0.855000 10.75 0.00
TARRANT COUNTY 0 1,257 0.264000 3.32 0.00
REG WATER DIST 0 1,257 0.020000 0.25 0.00
T C HOSPITAL 0 1,257 0.227897 2.86 0.00
T C COLLEGE 0 1,257 0.148970 1.87 0.00
H-E-B ISD 0 1,257 1.414000 17.77 0.00
SUBTOTAL 36.82 0.00
PRIOR YEARS 0.00
This top portion and your canceled check will serve as your receipt.
A Detach on perforation and retum this portion with your check payable to:
RON WRIGHT
PO BOX 961018
FORT WORTH, TX 76161-0018
817/884-1100
DELINQUENT DATE: 02/01/2012
ACCOUNT: 00007742908 2011
BELL HELICOPTER INC
% DIVISION OF TEXTRON INC
PO BOX 482
FORT WORTH, TX 76101-0482
TOTAL AMOUNT DUE I 36.82
TOTAL AMOUNT DUE
$36.82
^^ AMOUNT DUE ON RECEIPT ^^
OWNER: BELL HELICOPTER INC
PIDN A 57 2B
IF PAID IN
NOV 0%
DEC 0%
JAN 0%
FEB 7%
MAR 9%
APR 11°%
AMOUNT DUE
36.82
36.82
36.82
39.41
40.15
40 88
EXHIBIT D Continued
STATEMENT DATE: 10/05/2011
ACCOUNT: 00041092295
OWNER: BELL HELICOPTER TEXTRON INC
PARCEL ADDRESS: 0000000 TRINITY BLVD
EXEMPTION CODES:
LAND VALUE I APPRAISED VALUE
26.523 26.c23
TAX STATEMENT 2011
LEGAL: BARTON, R P SURVEY
A 176 TR 1A
PIDN: A176 1A
ACRES: 8.841
55,162,453-1
EXEMPTION TAX RATE PENALTY &
TAXING ENTITIES AMOUNT TAXABLE VALUE PER $100 BASE TAX INTEREST
FT WORTH CITY 0 26,523 0.855000 226.77 0.00
TARRANT COUNTY 0 26,523 0.264000 70.02 0.00
REG WATER DIST 0 26,523 0.020000 5.30 0.00
T C HOSPITAL 0 26,523 0.227897 60.45 0.00
T C COLLEGE 0 26,523 0.148970 39.51 0.00
H-E-B ISD 0 26,523 1.414000 375.04 0.00
SUBTOTAL 777.09 0.00
PRIOR YEARS 0.00
This top portion and your canceled check will serve as your receipt.
^ Detach on perforation and retum this portion with your check payable to:
RON WRIGHT
PO BOX 961018
FORT WORTH, TX 76161-0018
817/884-1100
DELINQUENT DATE: 02/01/2012
ACCOUNT: 00041092295 2011
BELL HELICOPTER TEXTRON INC
600 W HURST BLVD
HURST, TX 76053-7604
TOTAL AMOUNT DUE 777.09
TOTAL AMOUNT DUE
$777.09
^^ AMOUNT DUE ON RECEIPT ^^
OWNER BELL HELICOPTER TEXTRON INC
PIDN A 176 1A
JF PAID IN
NOV 0%
DEC 0%
JAN 0%
FEB 7%
MAR 9%
APR 11%
AMOUNT DUE
777.09
777.09
777.09
831.49
847 03
862.56
EXHIBIT D Continued
STATEMENT DATE: 10/05/2011
ACCOUNT: 00041198239
OWNER: BELL HELICOPTER INC
PARCEL ADDRESS: 0002301 HORIZON DR
EXEMPTION CODES:
LAND VALUE I IMPROVEMENT VAL APPRAISED VALUE
UE I I I
2.678.764 8.491.206
EXEMPTION TAX RATE PENALTY &
TAXING ENTITIES AMOUNT TAXABLE VALUE PER $100 BASE TAX INTEREST
FT WORTH CITY 0 11,169,970 0.855000 95503.24 0.00
TARRANTCOUNTY 0 11,169,970 0.264000 29488.72 0.00
REG WATER DIST 0 11,169,970 0.020000 2233.99 0.00
T C HOSPITAL 0 11,169,970 0.227897 25456.03 0.00
T C COLLEGE 0 11,169,970 0.148970 16639.90 0.00
TAX STATEMENT 2011
LEGAL: NORTHPORT ADDITION
BLK 4 LOT 3R3
55,162,463-1
*THIS OFFICE DOES NOT COLLECT TAXES FOR NORTHWEST ISD.
This top portion and your canceled check will serve as your receipt.
^ Detach on perforation and return this portion with your check payable to::
RON WRIGHT
PO BOX 961018
FORT WORTH, TX 76161-0018
817/884-1100
DELINQUENT DATE: 02/01/2012
ACCOUNT: 00041198239 2011
BELL HELICOPTER INC
% DIVISION OF TEXTRON INC
PO BOX 482
FORT WORTH, TX 76101-0482
PIDN: 30293H 4 3R3
ACRES: 15.374
SUBTOTAL 169.321.88 0.00
PRIOR YEARS 0.00
TOTAL AMOUNT DUE I 169.321.88
TOTAL AMOUNT DUE
$169,321.88
AA AMOUNT DUE ON RECEIPT AA
OWNER BELL HELICOPTER INC
PIDN 30293H 4 3R3
JF PAID IN AMOUNT DUE
NOV 0% 169,321.88
DEC 0% 169,321.88
JAN 0% 169,321.88
FEB 7% 181,174.40
MAR 9% 184,560.84
APR 11% 187,94729
EXHIBIT D Continued
STATEMENT DATE: 10/12/2011
ACCOUNT: 00041239415
TAX STATEMENT 2011
LEGAL. COTRAIL, SIMON SURVEY
A 330 TR 9A
OWNER: BELL HELICOPTER TEXTRON INC PIDN: A 330 9A
PARCEL ADDRESS: 0000000 TRINITY BLVD ACRES: 2.646
EXEMPTION CODES:
LAND VALUE I APPRAISED VALUE I I 39.188 39 188
TAXING ENTITIES
FT WORTH CITY
TARRANT COUNTY
REG WATER DIST
T C HOSPITAL
T C COLLEGE
H-E-B ISD
EXEMPTION
AMOUNT TAXABLE VALUE
This top portion and your canceled check will serve as your receipt.
^ Detach on perforation and retum this portion with your check payable to:
RON WRIGHT
PO BOX 961018
FORT WORTH, TX 76161-0018
817/884-1100
DELINQUENT DATE: 02/01/2012
ACCOUNT: 00041239415 2011
BELL HELICOPTER TEXTRON INC
600 W HURST BLVD
HURST, TX 76053-7604
55,220,099-1
1 1
TAX RATE PENALTY &
PER $100 BASE TAX INTEREST
0 39,188 0.855000 335.06 0.00
0 39,188 0.264000 103.46 0.00
0 39,188 0.020000 7.84 0.00
0 39,188 0.227897 89.31 0.00
0 39,188 0.148970 58.38 0.00
0 39,188 1.414000 554.12 0.00
SUBTOTAL 1,148.17 0.00
PRIOR YEARS 0.00
TOTAL AMOUNT DUE I 1,148.17 I
TOTAL AMOUNT DUE
$1,148.17
AA AMOUNT DUE ON RECEIPT ^^
OWNER BELL HELICOPTER TEXTRON INC
PIDN A 330 9A
IF PAID IN
NOV O%
DEC 0%
JAN 0%
FEB 7%
MAR 9%
APR 11%
AMOUNT DUE
1,148.17
1,148.17
1,148.17
1,228.53
1,251 51
1,274 46
(EXHIBIT E I
b�!`g hrelicopter
A Textron Company
BELL HELICOPTER TEXTRON INC.
Assistant Secretary's Certificate
KNOW ALL MEN BY THESE PRESENTS:
I, SHERRY HOUCHIN, of legal age do hereby certify that I am the duly qualified and elected Assistant
Secretary of BELL HELICOPTER TEXTRON INC. (hereinafter the "Company"), a corporation duly organized
and existing under the laws of the State of Delaware, United States of America, with principal office located at
600 East Hurst Boulevard, Fort Worth, Texas, United States of America.
1. 1 do hereby further certify that attached hereto as Exhibit A is a true and correct copy of the Certificate
of Incorporation and Certificate of Amendment of Incorporation.
2. The attached documents have been neither modified nor amended, and remain in full force and effect as
of the date hereof.
IN WITNESS WHEREOF, I have hereunto set my hand and caused the Corporate seal to be affixed this
ay of December, 2011.
BELL HELICOPTER TEXTRON IN
By: /
.iSYierry Houc ' G
Assistant S retary
L TATES OF AMERICA §
STATE OF TEXAS §
COUNTY OF TARRANT §
SUBSCRIBED AND SWORN TO before me on this 8t day of December, 2011, by SHERRY
HOUCHIN, Assistant Secretary of Bell Helicopter Textron Inc., a Delaware corporation, on behalf of said
corporation.
4
ANA FLORES
No..ary Public, State of Texas
ht; Ccmmis:.lon Expires
�; ' February 15, 2012
Ana res, Notary Public
in and for the State of Texas
My Commission expires: 15 February 2012
EXHIBIT A
14659
tatt of a clover
ger
®fficr of„Secretary of Atmte
Pliny 403 nr,E 700
'r'AGE 1
1, PIICHAEL HARKINS, SECRETARY OF STATE OF THE STATE OF
LDELAWARE DO HEREBY CERTIFY THE ATTACHED 13 A TRUE AND CORRECT
COPY OF THE CERTIFICATE OF AMENDMENT fl. i' BELL HELICOPTER T EX T RON
INC. FILED IN THIS OFFICE ON THE EIGHTEENTH DAY OF AUGUST/ A.D.
1980, AT 10 O'CLOCK A.M.
726230053
Michael Hkrkins, Secretary of State
AUTHENTICATION:
DATE:
10919147
08/19/1986
moo,602loosz?
Pro 403 mE 701
CERTIFICATE OF AMENDMENT OF
CERTIFICATE OF INCORPORATION
1
BELL HELICOPTER TEXTRON INC., a corporation organized and
existing under and by virtue of the General Corporation Law of
the State of Delaware (hereinafter, the "Corporation"), DOES
HEREBY CERTIFY:
FIRST: That the Board of Directors of said Corporation, by
the unanimous written consent of its members filed with the min-
utes of the Board, adopted a resolution proposing and declaring
advisable the following amendment to the Certificate of
Incorporation of said Corporation:
RESOLVED: That the Corporation's Certificate of
Incorporatior, as filed with the Secretary of
State of the State of Delaware on October 9, 1981,
and subsequently amended on October 14, 1981, and
December 21, 1981, be further amended by adding
Article 10 which shall be and read as follows:
10. To the fullest extent permitted by the Delaware
General Corporation Law as the same exists or may
hereafter be amended, a director of this
Corporation shall not be liable to the Corporation
or its stockholders for monetary damages for
breach of fiduciary duty as director.
SECOND: That in lieu of a meeting and vote of the sole
shareholder, the sole shareholder has given its written consent
to said amendment in accordance with the provisions of Section
228 of the General Corporation Law of the State of Delaware.
THIRD: That the aforesaid amendment was duly adopted in ac-
cordance with the applicable provisions of Sections 228 and 242
of the General Corporation Law of the State of Delaware.
IN WITNESS WHEREOF, BELL HELICOPTER TEXTRON INC. has caused
this Certificate to be signed by its Vice President and attested
by its Assistant Secretary this 3{x day of July, 1986.
SEAL:'
Attest:
Assistant Secretary
BELL HELICOPTER TEXTRON INC.
By:
r
ThN(..
Vice President
701-1 7iCCe0
State
of
DELAWARE
Office of SECRETARY Of STATE
-)4, Michael Harkins, Somme gtAzto gidloSfa ge gelat
a(a Ae.B .C& 4 that the above and foregoing is a true and correct copy of
Certificates of Change of Location of Registered Office of the companies represented
by 'The Corporation Trust Company', as it applies to 'SELL HELICOPTER TECTRON INC.',
as received and filed in this office the twenty-seventh day of July, A.D. 19$4, at
4130 o'clock P.M.
In Testimony Whereof,e .� /iaeie %acmrela met nee Aa,td
and # sea' at gasp due. sixth 4.
,L May in, aee. glows.2usd
yes d (t saw itt(td Au/aged and eighty-five.
.
FILED
/:30
JUL 27 L54 Ppr-
CERTIFICATE OF CHANGE OF ADDRESS GE'
ofr
REGISTERED OFFICE AND CF REGISTERED AGENT
PURSUANT TO SECTION 134 OF TITLE 8 OF THE DELAWARE CODE
To: DEPARTMENT OF STATE
Division of Corporations
Townsend Building
Federal Street
Dover, Delaware 19903
Pursuant to the provisions of Section 134 of Title 8 of the Delaware Code,
the undersigned Agent for service of process, in order to change the address of
the registered office of the corporations for which it is registered agent,
hereby certifies that:
1. The name of the agent is: The Corporation Trust Company
2. The address of the old registered office was:
100 West Tenth Street
Wilmington, Delaware 19801
3. The address to which the registered office is to be changed is:
Corporation Trust Center
1209 Orange Street
Wilmington, Delaware 19801
The new address will be effective on July 30, 1984.
4. The names of the corporations represented by said agent are set forth
on the list annexed to this certificate and made a part hereof by
reference.
IN WITNESS WHEREOF, said agent has caused this certifi-
cate to be signed on its behalf by its Vice -President and Assis-
tant Secretary this 25th day of July, 1984.
THE CORPORATION TRUST COMPANY
�(Name of Registered Agent)
vU
By !/`:e G,6.1mt..C.....~
(Vice -President)
ATTEST:
lnsaastant Secretary)
PAGE 870
STATE OF DELAWARE - DIVISION OF CORPORAT1
CHANGE OF ADDRESS FILING FOR
CORPORATION TRUST AS OF JULY 27,1984
DOMESTIC
0924128 BELL HELICOPTER TEXTRON INC.
Certificate of
vol. W138 FArzE 797
mac
State
of
DELAWARE
Office of SECRETARY OF STATE
1, Glenn C. Kenton, Secretary of State of the State of Delaware,
do hereby certify that the attached is a true and correct copy of
Amendment
died In this office on
Form 130
December 21, 1981
BY:
DATE:
/ge-i-4‹
< <,
Glenn C. Kenton. Secretary of State
/
December 21, 1981.
VOL.:W138 ?A. 798 FILED
OP
..C.n.t 1P tvaaAS OF ntild 1R! ►m%ATIQJ
DEC 21 1981 / (1
1 CRITA*T 0/ IrAs=
.....r...4 HOLDINGS INC., a corporation organized and existing
under and by virtue of the General Corporation Law of the State of
Delaware,
DOES HEREBY %.4g4j.1 t:
FIRST: That the Board of Directors of said Corporation, by the
unanimous written consent of its members, filed with the minutes of
the Board, adopted a resolution proposing and declaring advisable
the following .t to the Certificate of Incorporation, as
amended, of said Corporation:
RESOLVED: That the Certificate of L......t...,Latian of
.tr..,t,A.i HOLDINGS INC., as amended, be further amended by
changing the First (1st) Article thereof so that, as
amended, said Article shall be and read as follows:
1. The name of the corporation is
BELL EIEL.1....&Ltd. DC.
LYOL. W138 ?AcE7f.13
2
AID: That in lieu of a meeting and vote of the sole share-
' %c
holder, the sole shareholder has given its written consent to said
amendment in accordance with the provisions of Section 228 of the
General Corporation Law of the State of Delaware.
THIRD: That the aforesaid amendment was duly adopted in ac-
vordanoe with the applicable provisions of Sections 228 and 242 of
the General Oorporaticn Law of the State of Delaware.
TRIMNESS +4a46..g'..alg,
Certificate to be signed
Assistant Secretary this
ATTEST:
said ,g e„r.,.w SINGS INC. has caused this
by its Vice President and attested by its
le, caay of December, 1981.
a.a.L6a.Aus.1 FDL,DIDOS INC.
BY:
RECEIVED FOR RECORD
DEC 211981
LE0 J. DJCAN, Jr., Recorder
t
__ L[J:i
State
of
DELAWARE
Office of SECRETARY OF STATE
I, Glenn C. Kenton, Secretary of State of the State of Delaware,
do hereby certify that the attached is a true and correct copy of
Certificate of Amendment Before Payment of Capital
filed in this office on _ October 141 1981
BY!
DATE:
Fornt 130
Glenn C Kenton, Seeretery of State
October 14, 1981
vu;. L 36 ;.h .410
CERTIFICATE OF AMENDMENT
OF
CERTIFICATE OF INCORPORATION
BEFORE PAYMENT OF CAPITAL
I;
OF
BCF CORPORATION
4:
of BCF CORPORATION, a corporation organized and existing under
i
and by virtue of the General Corporation Law of the State of
11
we, the undersigned, being all of the incorporators
Delaware
DO HEREBY CERTIFY:
FIRST: That Article 1. of the Certificate of
(� Incorporation be and it hereby is amended to read as follows:
i;
l'
{
1. The name of the corporation is
TEXTRON HOLDINGS INC.
SECOND: That the corporation has not received any
payment for any of its stock.
THIRD: That the amendment was duly adopted in
accordance with the provisions of section 241 of the General
Corporation Law of the State of Delaware.
IN WITNESS WHEREOF, we have signed this certificate
this 14th day of October, 1981.
K. L. Husfelt
K. L. Hus€elt
B. A. Schuman
B. A. Schuman
E. L. Kinsler
E. L. Kinsler
tiCE Y D FOR RECORD
OCT 1 4 Nal
1E01 CUGAR L I.cad«
.vc. D1.33 ;C.( !Jv
State
of
DELAWARE
Office of SECRETARY OF STATE
I, Glenn C. Kenton, Secretary of State of the State of Delaware,
do hereby certify that the attached is a true and correct copy of
Certificate of
Tnrnrporetinet
filed in this office on October- 9, ? P9?
BY:
DATE
} rr 130
it< (2
Glenn C Kenton, Secretary of State
277 7J
October 9, 1981.
UI')3
FILED
OCT 9 1981
p rC.f:•i
SECIKTA*T Of SEATS
CF'p'''IFICAT't: OF IrCOPPORATIC.7
OF
BCF CORPORATION
1. The name of the corporation is
BCF CORPORATION
2. The address of its registered office in the
State of Delaware is t'o. 100 West Tenth Street, in the City
of Wilmington, County of T'ew Castle. The name of its
reaistered agent at such address is The Corporation Trust
Comnany.
3. The nature of the business or purposes to be
conducted or promoted is:
To engage in any lawful act or activity for which
corporations may be organized under the General Corporation
Law of Delaware.
Without limiting in any manner the scone and
generality of the Foregoing, the corporation shall have
the following businesses and purposes:
Y U Lin
'ro manufacture, purchase or otherwise acquire,
invest in, own, mortgage, pledge, sell, assign and transfer
or otherwise dispose of, trade, deal in and deal with
goods, wares and merchandise and personal property of every
class and description.
'ro acquire, and pay for in cash, stock or bonds
of this corporation or otherwise, the good will, rights,
assets and property, and to undertake or assume the whole
or any part of the obligations or liabilities of any
person, firm, association or corporation.
To acquire by purchase, subscription or otherwise,
and to receive, hold, own, guarantee, sell, assign, exchange,
transfer, mortgage, pledge or otherwise dispose of or deal
in and with any of the shares of the capital stock, or any
voting trust certificates in respect of the shares of
capital stock, scrip, warrants, rights, bonds, debentures,
notes, trust receipts, and other securities obligations,
choses in action and evidences of indebtedness or interest
issued or created by any corporations, joint stock companies,
syndicates,
or private,
America, or
associations, firms, trusts or persons, public
or by the aovernment of the ignited States of
by any foreign government, or by any state,
territory, province, municipality or other political
subdivision or by any governmental agency, and as owner
thereof to possess and exercise all the rights, powers and
privileges of ownership, including the rioht to execute
2
consents and vote thereon, and to do anv and all acts and
things necessary or advisable for the preservation, pro-
tection, improvement and enhancement in value thereof.
To borrow or raise money for any of the purposes,
of the corporation and, from time to time without limit as
to amount, to draw, make, accept, endorse., execute and
issue promissory notes, drafts, bills of exchange, warrants
bonds, debentures and other negotiable or non-negotiable
instruments and evidences of indebtedness, and to secure
the payment of any thereof and of the interest thereon by
mortgage upon or pledge, conveyance or assignment in trust
of the whole or any part of the property of the corporation,
whether at the time owned or thereafter acquired, and to
sell, pledge or otherwise dispose of such bonds or other
obligations of the corporation for its corporate purposes.
To purchase, receive, take by grant, gift,
devise, bequest or otherwise, lease, or otherwise acouire,
own, hold, improve, employ, use and otherwise deal in and
with real or personal oronerty, or any interest therein,
wherever situated, and to sell, convey, lease, exchange,
transfer or otherwise dispose of, or mortgage or pledge,
all or any of the corporation's property and assets, or any
interest therein, wherever situated.
In general, to possess and exercise all the
powers and privileges granted by the General Corporation
3
V'.. i.. Ul.i Vi3
Law of Delaware or by any other law of Delaware or by this
certificate of incorporation together with any powers
incidental thereto, so far as such powers and privileges
are necessary or convenient to the conduct, promotion or
attainment of the business or purposes of the corporation.
The business and purposes specifies in the
foregoing clauses shall, except where otherwise expressed,
he in nowise limited or restricted by reference to, or
inference from, the terms of any other clause in this
certificate of incorporation, but the business and purposes
specified in each Of the foregoing clauses of this article
shall be regarded as independent business and purposes.
4. The total number of shares of stock which the
corporation shall have authority to issue is one thousand
(1,000) and the par value of each of such shares is One
Dollar ($1.00) amounting in the aggregate to One Thousand
Dollars ($1,000).
5. The name and mailing address of each incorporator
is as follows:
mAMF M.ILING AnnaPSS
K. L. Nusfelt 100 West Tenth Street
Wilmington, Delaware 19801
A. A. Schuman 100 West Tenth Street
Wilmington, Delaware 19801
E. L. Kinsler 100 West Tenth Street
wilmington, Delaware 19801
4
6. The corporation is to have perpetual
existence.
7. In furtherance and not in limitation of the
powers conferred by statute, the board of directors is
expressly authorized:
To make, alter or repeal the by-laws of the
corporation.
To authorize and cause to he executed mortgages
and liens upon the real and personal property of the
corporation.
To set apart out of any•of the funds of the
corporation available for dividends a reserve or reserves
for any proper purpose and to abolish any such reserve in
the manner in which it was created.
By a majority of the whole board, to designate
one or more committees, each committee to consist of one or
more of the directors of the corporation. The hoard may
designate one or more directors as alternate members of any
committee, who may replace any absent or disqualified
member at any meeting of the committee. The by-laws may
provide that in the absence or disauualification of a member
of a committee, the member or members thereof present at
any meeting and not disqualified from voting, whether or
not he or they constitute a quorum, may unanimously appoint
another member of the board of directors to act at the
meeting in the place of any such absent or disqualified
member. Any such committee, to the extent provided in the
5
Ul'3 iKE Vic;
resolution of the board of directors, or in the by-laws of
the corporation, shall have and may exercise all the powers
and authority of the hoard of directors in the management
of the business and affairs of the corporation, and may
authorize the seal of the corporation to be affixed to all'
papers which may require it; but no such committee shall
have the power or authority in reference to amending the
certificate of incorporation, adopting an agreement of
merger or consolidation, recommendina to the stockholders
the sale, lease or exchange of all or substantially all of
the corporation's property and assets, recommending to the
stockholders a dissolution of the corporation or A revo-
cation of a dissolution, or amending the by-laws of the
corporation; and, unless the resolution or by-laws, ex-
pressly so provide, no such committee shall have the power
or authority to declare a dividend or to authorize the
issuance of stock.
When and as authorized by the stockholders in
accordance with statute, to sell, lease or exchange all or
substantially all of the property and assets of the corpo-
ration, including its good will and its corporate franchises,
upon such terms and conditions and for such consideration,
which may consist in whole or in part of money or property
including shares of stock in, and/or other securities of,
any other corporation or corporations, as its board of
directors shall deem expedient and for the best interest of
the corporation.
6
(
Y'JL U1J0 r'± )
8. rteetinas of stockholders may be held within or
without the State of Peleware, as the by-laws may provide.
mhe books of the corporation may be keot (subject to any
provision contained in the statutes) outside the State of .•
Delaware at such place or places as may he designated from
time to time by the board of directors or in the by-laws of
the corporation. Plections of directors need not be by
written ballot unless the by-laws of the corporation shall
so provide.
9. The corporation reserves the right to amend,
alter, change or repeal any provision contained in this
certificate of incorporation, in the manner now or here-
after prescribed by statute, and all rights conferred upon
stockholders herein are granted subject to this reservation.
WE, THE. UNDFaSIGMFD, being each of the incorpo-
rators hereinbefore named, for the purpose of forming a
corporation pursuant to the C,eneral Corporation Law of the
State of Delaware, do make this certificate, hereby de-
claring and certifying that this is our act and deed and
the facts herein stated are true, and accordingly have
hereunto set our hands this 9th day of October, 1981.
K. L. Husfelt
K. L. Husfelt
B. A. Schuman
e. A. Schuman
E. L. Kinsler
F. L. Kinsler
Ply QED FOR RFCC►RI
OCT 9 1981
Fii 1 PI raid M
Exhibit "C"
Map of Central City
9
76126
L76179
Legend
O Zip Codes
O Central City Boundary
CDBG Eligible Area
City Limit
76133
76131 \
34
244
761140
F
FORT WORTH
Housing and Economic Development
76148
76248
76180
76112
76182
76334
6054
76053
76016
76063
CDBG Eligible Areas & Central City
Updated 08/09/2011
20
001
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 12/13/2011
DATE: Tuesday, December 13, 2011 REFERENCE NO.: C-25367
LOG NAME: 17EDPABELLHELICOPTER
SUBJECT:
Authorize Execution of One Year Tax Abatement and a Nineteen Year Chapter 380 Economic Development
Program Agreement with Bell Helicopter Textron, Inc., for the Expansion and Consolidation of the Main
Headquarters Operations and Associated Facilities Including the Central Distribution Center in the Vicinity of
Highway 10 and Trinity Boulevard and the Waiver of Certain Related Development Fees (COUNCIL
DISTRICT 5)
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize the execution of a one—year Tax Abatement
Agreement and a 19—year Economic Development Program
Agreement with Bell Helicopter Textron, Inc., for the expansion
and consolidation of the main headquarters operations in the
vicinity of the intersection of Highway 10 and Trinity Boulevard;
and
2. Approve the waiver of certain related development fees.
DISCUSSION:
The City Council has by separate action adopted an ordinance
designating Tax Abatement Reinvestment Zone No. 78 (the Zone),
which encompasses property in the vicinity of Highway 10 and
Trinity Boulevard in the City, including the headquarters property
of Bell Helicopter Textron, Inc. (Company). The Housing and
Economic Development Department is proposing a one—year Tax
Abatement Agreement and a 19—year Economic Development
Program Agreement (EDPA) with Company that would abate or
grant an amount equal to a maximum of 80 percent (or 85 percent
in any year that Company has more than 5,000 employees at the
site) of all the City's taxes on the incremental value of the real and
personal property for a total period of 20 years, conditioned on
Company's expansion and consolidation of its main headquarters
operations and associated facilities in the Zone.
Project:
Company plans to expend or cause to he expended $75 million in
real property improvements and $160 million in non —inventory
personal property improvements by December 31, 2015 for the
construction, expansion and renovation of improvements at its
headquarters site, which will include a new administration
building, employee center and training academy. These
improvements will be constructed in four phases.
Phase I consists of the construction of a new employee center that
must be completed by December 31, 2012 and have a minimum
real property investment of $5 million and personal property
investment of $27 million. If Company meets these commitments,
it will receive a maximum 80 percent tax abatement for the 2013
tax year, calculated as specified below. The Tax Abatement
Agreement will then expire. Failure to meet the minimum
investment required for Phase I is a condition of default and will
result in the immediate termination of both the Tax Abatement
Agreement and the EDPA.
Phase II consists of the construction of the relocation,
consolidation and renovation for the facility housing repair and
overhaul activities, as well as the relocation of inventory to the
central distribution center. Phase II must be completed by
December 31, 2014 and will have a minimum real property
investment of $5 million and personal property investment of $34
million. Failure to meet the minimum additional new investment
required for Phase II will result in the maximum annual program
grants under the EDPA being reduced to 65 percent for the
remainder of the term.
Phase III consists of the construction of a new main headquarters
and administration building and associated infrastructure that will
have a minimum real property investment of $50 million and a
personal property investment of $32 million. Phase III also must be
completed by December 31, 2014. Failure to meet the minimum
additional new investment required for Phase III will result in the
maximum program grants under the EDPA being reduced to a
maximum of 50 percent for the remainder of the term.
Phase IV consists of the construction of a new training academy at
Norwood Drive and Trinity Boulevard that will have a minimum
real property investment of $15 million and a personal property
investment of $67 million. Phase IV must be completed by
December 31, 2015. Failure to meet the minimum additional new
investment required for Phase IV will result in the program grant
percentage applicable in the previous year (whether 80 percent, 65
percent or 50 percent) being reduced by another 5 percent for the
remainder of the term of the EDPA.
In no event will any percentage of abatement or program grant in a
given year exceed, in the aggregate, a 10 to 1 ratio of private
investment to public incentive under the Agreements. For example,
if Company makes the minimum investment contemplated for each
Phase, its total private investment will be $235 million, meaning
that the combined abatements and program grants over the course
of the 20—year program could not exceed $23.5 million in the
aggregate. However, for purposes of calculating this ratio annually
for the first 10 years of the term, the City will count additional
private investment made by Company after completion of the
phases described above, provided that in order for capital costs to
be included, Company must expend at least 30 percent of such
additional hard construction costs with Fort Worth companies and
at least 25 percent of such additional hard construction costs with
Fort Worth certified M/WBE companies. In other words, based on
the example above, if in the seventh year of the term of the EDPA,
Company also made an additional capital investment of $20
million in real property improvements (and at least 30 percent of
such hard construction costs were made with Fort Worth
companies and at least 25 percent of such hard construction costs
were made with Fort Worth certified M/WBE companies) and
Company made an additional $5 million personal property
investment, Company would receive credit for having made an
aggregate private investment of $260 million, and the cap on the
incentives at that point would be increased from $23.5 million to
$26 million.
Uilization of Fort Worth Companies and Fort Worth M/WBE
Businesses (Real Pronertv Improvements);,
Company will be required to spend a minimum of 30 percent of all
hard construction costs of real property improvements with
contractors that are Fort Worth companies and a minimum of 25
percent of all hard construction costs of real property
improvements with contractors that are Fort Worth certified
Minority/Women Business Enterprise companies (with the
understanding that dollars spent with Fort Worth certified M/WBE
companies will also count as dollars spent with Fort Worth
companies).
Emnlovment Commitments:
As a part of the expansion and consolidation, Company will
employ a minimum of 4,500 Full Time Employees (FTEs) at the
site, including retained and relocated staff, by December 31, 2014
and continuing through December 31, 2020. After this period, the
employment commitments will be as follows:
a. A minimum of 4,100 FTEs by December 31, 2022;
b. A minimum of 3,900 FTEs by December 31, 2028 and for the
remainder of the Agreement.
Company will be required to fill a minimum of 20 percent of the
total FTE's with Fort Worth residents and a minimum of 5 percent
of the total FTE's with Central City residents during all years of the
Agreement.
If Company has more than 5,0001-"I'Es in any given year of the
Agreement, the applicable percentage of abatement or grant
described above (i.e. 80 percent, 65 percent, 50 percent, or 45
percent) shall be increased by 5 percent for the abatement or grant
available in the following year.
Utilization of Fort Worth Companies and Fort Worth M/WBE
Businesses (Supply & Services):
Company has committed to spend a minimum of $1,000,000.00 of
annual discretionary service and supply expenditures with Fort
Worth companies and a minimum of $500,000.00 of annual
discretionary service and supply expenditures with Fort Worth
M/WBE certified M/WBE companies. These commitments apply
to each year of the program.
Discretionary service and supply contracts shall include all
expenditures, whether under written contract or ad hoc purchases,
other than for electric, gas and water utilities, related to the
operation and maintenance of the project, including amounts paid
to eligible companies or contractors for personnel.
Except for cases of default, failure to meet a goal will result in a
reduction of the corresponding component of the grant for that year
proportional to the amount the goal was not met, or for the duration
of the Agreement in the case of construction goals.
City Commitments,
In accordance with the limits specified above, the City will provide
for annual grant payments up to a maximum 80 percent (or 85
percent if Company has more than 5,000 full—time jobs on the site
in any given year) of all of the new ad valorem taxes collected
from Company above the existing net base value of $2,183,040
(current taxes), defined as the Annual Base Grant, which amount is
contingent on both meeting the overall investment criteria and
thereafter having met and/or meeting all additional criteria of the
Agreement. The grant payments will be allocated as shown in the
following chart.
Company Commitment
'Real and Personal Property Investment
Fort Worth Contractors
Fort Worth M/WBE Contractors
'Overall Employment
'Employment of Fort Worth Residents
'Employment of Fort Worth Central City Residents
'Utilization of Fort Worth Companies for Supplies and Services
Utilization of Fort Worth M/WBE Companies for Supplies and
Services
(TOTAL
If a reduction in the grant is required due to the required
investment on one or more of the additional phases not being
realized, the total grant payment will be reduced proportionally in
each of the categories so that the total maximum abatement meets
the Tower maximum as outlined in the agreement commitments.
Fee Waivers
Potential
Grant
30 percent
10 percent
5 percent
5 percent
10 percent
10 percent
5 percent
5 percent
80 percent
The City will waive the following fees related to the project that
would otherwise be charged by the City at any time prior to
December 31, 2015: (i) all building permit, plan review,
inspection, and re —inspection fees; (ii) all zoning fees; (iii) all
temporary encroachment fees; (iv) all platting fees; and (v) all fire,
sprinkler, and alarm permit fees. All other fees charged or assessed
by the City in accordance with applicable federal, state and local
laws, ordinances, rules and regulations, including, but not limited
to, transportation impact fees and water and sewer impact fees, are
not waived and shall be fully payable.
FISCAL INFORMATION:
The Financial Management Services Director certifies that this
action will have no material effect on City funds.
FUND CENTERS:
TO Fund/Account/Centers FROM Fund/Account/Centers
CERTIFICATIONS:
Submitted for City Manager's Offiev by:
Originating Department Head:
Additional Information Contact:
ATTACHMENTS
1. Bell Location Map.pdf
Fernando Costa (6122)
Jay Chapa (5804)
Robert Sturns (8003)