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Home My WebLink About025478 - Construction-Related - Contract - Dallas Area Rapid Transit (DART)ClTY SECRETARY CONTRACT NO. � � INTERLOCAL AGREEMENT Between THE CITY OF DALLAS, THE CITY OF FORT WORTH, DALLAS AREA RAPID TRANSIT and THE FORT WORTH TRANSPORTATION AUTHORITY WHEREAS, pursuant to the Interlocal Cooperation Act, Chapter 791, Texas Government Code, the CITY OF FORT WORTH and the CITY OF DALLAS (individually the "City," and together the "Cities") acting by and through D/FW Railtran ("Railtran"), a common administrative agency established and organized by the Cities pursuant to Section 791.013 of the Texas Government Code, DALLAS AREA RAPID TRANSIT ("DART") and the FORT WORTH TRANSPORTATION AUTHORITY (the "T"), both regional transportation authorities created and existing pursuant to Chapter 452 of the Texas Transportation Code (together, the "Transit Authorities"), may jointly exercise the power to provide governmental services for the public health, safety and general welfare; and, WHEREAS, pursuant to Article 1182k , Texas Revised Civil Statutes, all railroad related activities carried out by public entities jointly or severally, are public and governmental functions; and, WHEREAS, on or about January 23, 1984, the Cities, assisted by the United States Government through a Federal Transit Administration Grant No. TX-03-0082 (herein the "FTA Grant"), acquired certain railroad right-of-way, previously owned by the Chicago Rock Island Railroad, connecting the Cities (the "Corridor"); and, WHEREAS, on or about June 10, 1994, DART and the T' entered into an Interlocal Cooperative Agreement for the Development and Operation of Commutsr Rail Service (the "Transit Authorities ILA"); and, WHEREAS, on or about May 26, 1994, the Transit Authorities and the Cities entered into an Interlocal Agreement for the Initiation and Operation of Commuter Rail Service Along the Railtran Corridor (the "Railtran II.A"); and, WHEREAS, on December 30, 1996, the Transit Authorities, under the assumed name of Trinity Railway Express ("TRE"), initiated the iirst phase of commuter rail service on the Corridor between the City of Irving and the City of Dallas; and, WHEREAS, ridership on the first phase of the TRE commuter rail service has exceeded ridership forecasts and has proven extremely successful; and, WHEREAS, the T has received full funding for the construction of the second phase of commuter rail service on the Corridor between Irving and downtown Fort WoRh; and, WHEREAS, the Transit Authorities have demonstrated both a commitment to commuter rail service and the ability to manage it; and, WHEREAS, the transfer of the Cities' interest in the Corridor to the Transit Authorities would facilitate more efficient operation and administration of the Corridor and commuter rail service within the Corridor; and, ��8�81�� G'��G�D CB� ��G��G;1Q� f�o ��►�e �(�. �' WHEREAS, the parties desire to enter into this Interlocal Agreement (this "Agreement"), to effect the transfer of all of the Cities' rights, title, interests, obligations and responsibilities in and to the Corridor to the Transit Authorities subject to the terms hereof; NOW THEREFORE, WITNESSETH: For and in consideration of the performance of the mutual covenants and agreements contained herein, and other good and valuable consideration, the parties agree as follows: 1. Conveyance of the Corridor. The Cities shall convey to the Transit Authorities a full undivided ownership in and to all of the Cities' right, title and interest in the real property constituting the Corridor by a deed without warranty in the form attached hereto as Exhibit I, and incorporated herein for all pertinent purposes. Such conveyance shall be on an "as is" basis, subject to the provisions of this Agreement, which shall survive closing. This conveyance is subject to the approval of the Federal Transit Administration. 2. Assignment of Non-Real Property Assets, Obligations and Responsibilities. By their execution of this Agreement, the Cities hereby TRANSFER and ASSIGN all of their beneficial right, title and interest in and to any and all assets, agreements and accounts related to the Corridor as set forth in Exhibit II attached hereto and incorporated herein for all pertinent purposes (the "Assignment"), subject, however, to the Transit Authorities accepting and perfornung all of the Cities' obligations and responsibilities in connection therewith, including but not limited to, the obligations and responsibilities imposed upon the Cities pursuant to the FTA Grant. The cash balance (except for an amount, if any, which must be retained in accordance with the Cities standard accounting procedures) shall be transferred to the Transit Authorities the same day the Transit Authorities transfer the property declared surplus as described in Section 4.06(b) by Deed without Warranty as shown in Exhibit III attached hereto. This transfer of funds and the execution of the two deeds in substantially the form as attached hereto shall occur no later than Thursday, December 30, 1999. The retained funds shall continue to earn interest until such time that the funds are transferred. The retained amount plus accrued interest shall be transferred to the Transit Authorities no later than January 31, 2000. 3. Acceptance of Obligations and Responsibilities. By their execution of this Agreement, the Transit Authorities jointly accept the Assignment and COVENANT and AGREE to comply in all respects with the terms and 'conditions contained in the assigned agreements, and further agree to assume all of the Cities' obligations and responsibilities in connection with the assigned assets, agreements and accounts. 4. Additional Consideration for the Conveyance, Assignment and Transfer. As further consideration for the conveyance described in Section 1 and the Transfer and Assignment described in Section 2, DART and the T, jointly and severally agree as follows: 4.01. Existing Corridor Uses. Each City's use of portions of the Corridor existing as of the date of the transfer ("Existing Facilities") is ACCEPTED and APPROVED. 4.02. Future Use of Existing Fiber Optic Capacity. Existing fiber optic agreements negotiated by the Cities prior to the conveyance provide for future use by each City of fiber optic capacity at no further cost to the Cities. Each City shall have the continuing right to use such fiber optic capacity for its municipal purposes at no additional cost for such access rights, 2 upon notice from the City's manager to the Transit Authorities; provided, however, that each City must bear the full costs of activation and connection to the existing fiber optic conduit. 4.03. Corridor Use and Crossing Rights; Procedures. Each City shall have the right to use portions of the Corridor and to cross the Corridor with streets, utilities and other governmental infrastructure (the "New Facilities"), at no cost to the City, other than those costs specified in this Agreement; provided, however, that such use and crossing rights shall not unreasonably interfere with current or future Transit Authorities' rights and uses of the Corridor for their purposes. The exercise of such usage and crossing rights shall be carried out pursuant to the authority of this Agreement, and to the following procedures; and no other document, such as a license or easement, shall be necessary or required of either City. (a) At such time as either City desires to use or cross the Corridor with its New Facilities, it shall submit its proposal, including plan and profile sheets, to the official(s) designated by the Transit Authorities (the "Reviewing Officer"). Each proposal shall contain sufficient information and detail to enable the Reviewing Ofiicer to determine the extent and location of the City's proposed use. The Reviewing Officer shall provide comments to the City's proposal within a reasonable time. Upon approval of the proposal by the Reviewing Officer of the Transit Authorities, the City may begin work on the proposed project. Such approval shall not be unreasonably withheld or delayed, and shall be given without the necessity of the City executing any additional document or the payment of additional consideration. (b) Except with regard to existing at-grade crossings, the requesting City shall bear the entire cost and expense of designing, installing, constructing, reconstructing, repairing, operating, removing, replacing and maintaining its New Facilities within the Corridor as well as all reasonable costs associated with the necessary relocation of and damage to the Transit Authorities' and others' facilities caused by such City construction and use. All construction work and maintenance within the Corridor shall be done in a good and workmanlike manner and at such time and in such manner so as to minimize interference with the Transit Authorities' operations and facilities. � (c) Costs associated with reconstruction of existing at-grade crossings shall be shared equally by the requesting City and the Transit Authorities. (d) In all instances where a contractor is utilized, the contract shall provide that both the City and the Transit Authorities, their officers and employees, shall be named as indemnities of the contractor and as additional named insureds on the contractor's required liability insurance policies. (e) In the event the City's New Facilities must be relocated at a future date to accommodate the Transit Authorities' transit facilities, such relocation shall be accomplished at no cost to the Transit Authorities; however, the Transit Authorities shall take reasonable design and construction steps to minimize the relocation expense for the City. ( fl The provisions of Section 4.03 and its subsections (a) through (e) are only applicable to a City's request for Conidor use or crossing for City New Facilities, not already in existence on the date this Agreement is executed, or not speciiically reserved by the City of Dallas in Sections 4.06(b) and 4.06(c) of this Agreement. Any required modification, adjustment or relocation of (1) Existing Facilities in effect at the time this Agreement is executed or (2) the City of Dallas' reserved facilities described in Sections 4.06(b) and 4.06(c) that have been subsequently installed, shall be done at the Transit Authorities' expense. 3 4.04. Surplus Corridor Property. Portions of the Corridor, including linear sections not necessary for transit use and declared surplus by the Transit Authorities, may be used by either City for municipal purposes without cost, subject, however, to any approvals required from the Federal Transit Administration ("FTA") or the State of Texas. Any such use by either City shall be without cost to the Transit Authorities. 4.05. Abandonment of Corridor. In the event transit rail passenger service is discontinued upon the Corridor for a period of twenty four (24) consecutive months, the Cities, together, may request the Transit Authorities to re-transfer the Corridor at no cost to the Cities, and upon receipt of such request, a re-transfer will be effected, subject to the approval of the FTA. 4. 0 6. Specific Restrictions, Reservations and Easements. In addition to the general restrictions, conditions and reservations to which the transfer of the Railtran Corridor is subject, the following speciiic provisions shall apply: � (a) Restrictions on Billboards. As a condition of the transfer of the Railtran Corridor property provided for herein, the parties agree as follows: (i) In addition to any pernut or pernuts required by the Dallas or Fort Worth City Codes, DART and the T shall not allow new billboards to be placed on or relocated to the Railtran Corridor without the express written concurrence of the Property Management Director of the City of Dallas (for the portion of the Railtran Corridor in the Dallas city limits) or the Fort Worth Ciry Manager (for the portion of the Railtran Corridor in the Fort Worth city limits); and in any event, the term for any new or relocated billboard shall be on a month-to-month basis. Relocation of an existing billboard shall be deemed a new billboard, requiring the aforementioned express written concurrence. Any new billboard agreement for an existing board, or any renewal or relocation, will be on a month-to-month basis. (ii) DART and the T acknowledge that the licenses for the billboards located in the Railtran Corridor south of the Dallas North Tollway, in Dallas, will not be assigned to DART or the T. (b) Dallas Convention Center Expansion. This transfer of the Railtran Corridor is specifically subject to the City of Dallas' rights, hereby reserved, to use portions of the Corridor right-of-way adjacent to the Dallas Convention Center, identified in Exhibits III and IV, needed for the expansion of the Dallas Convention Center. Immediately following the conveyance of the Railtran Corridor to the Transit Authorities by the Cities under Section 1 above, the Transit Authorities shall convey by deed(s) without warranty to the City of Dallas all of their respective interests in that certain property more particularly described in Exhibit III, attached hereto, as contemplated in DART Resolution No. 990162 and the T's Resolution passed on December 16, 1999 concerning the Declaration of Surplus TRE Property in downtown Dallas for City of Dallas Arena and Convention Projects.The Transit Authorities have reviewed the City of Da11as' current plans for the Dallas Convention Center expansion in the area of the right-of- way shown in Exhibit IV, and agree in concept with the plans. The City of Dallas' final plans for the improvements at this right-of-way location (plus any necessary temporary working space during construction) shall be approved by the Transit Authorities' Reviewing Ofiicer; provided that ii � such approval shall not be unreasonably withheld or delayed, and shall be given without the necessity of the City of Dallas executing any additional document or the payment of additional consideration. (c) Dallas Street, Bridge and Drainage Facilities Related to Houston, Lamar, and Continental Streets, and the American Airlines Center and Surrounding Area Development. This transfer of the Railtran Corridor is specifically subject to the City of Dallas' rights, hereby reserved, to use portions of the Railtran Corridor right-of-way from Continental Avenue to Hi Line Drive,. as described in Exhibit V(including Exhibit VI), attached hereto, for (i) temporary improvements to the Continental Avenue Bridge and the Lamar Street/Continental Street intersection, and (ii) drainage facilities, including detention structure(s) and drainage lines, adjacent to and within (and across) the Railtran Corridor right-of-way; provided that the design and construction of the facilities will be at no cost to the Transit Authorities and to the Transit Authorities' standards, such standards to be reasonable and in accordance with accepted industry standards. DART and the City of Dallas have worked together on the City of Dallas' plans and agree in concept with the plans. The City of Dallas' final plans for each improvement (plus any necessary temporary working space during construction) shall be approved by the Transit Authorities' Reviewing Officer; provided that such approval shall not be unreasonably withheld or delayed, and shall be given without the necessity of the City of Dallas executing any additional document or the payment of additional consideration. 5. Miscellaneous. 5.01. Notice. Any notice required or permitted to be given by any party to any other party shall be in writing and shall be deemed to have been duly given when delivered personally, or three (3) business days after being sent by certified mail, return receipt requested in a postage paid envelope,,addressed to the parties as set out below: DART: DALLAS AREA RAPID TRANSIT P.O. BOX 660163 Dallas, Texas 75266-7202 Attention: PresidentlExecutive Director with a copy to: Office of the General Counsel P.O. Box 660163 - Dallas, Texas 75266-7255 The T: FORT WORTH TRANSPORTATION AUTHORITY 1600 E. Lancaster Fort Worth, Texas 76102 Attention: General Manager with a copy to: The General Counsel 1600 E. Lancaster Fort Worth, Texas 76102 with a copy to: Trinity Railway Express 4801 Rock Island Bivd. Irving, Texas 75061 Attention: Director � CITY OF FORT WORTH with a copy to: CITY OF DALLAS with a copy to: CITY OF FORT WORTH ] 000 Throckmorton Fort Worth, Texas 76102-631 1 Attention: City Manager City Attorney City of Fort Worth 1000 Throckmorton Fort Worth, Texas 76102-631 I CITY OF DALLAS 1500 Marilla Street, Room 4EN Dallas, Texas 75201 Attention: City Manager City Attorney City of Dallas I500 Marilla Street, Room 7CN Dallas, Texas 75201 or to such other address as the parties may direct by notice to each of the other parties. 5. 0 2. Governing Law. This Agreement shall be construed and enforced in accordance with the laws of the State of Texas. 5.03. Entirety and Amendments. This Agreement embodies the entire agreement among the parties with respect to the within subject matter, supersedes all prior agreements and understandings, if any, relating to such matters, and may be amended or supplemented only by a written instrument executed by all parties. 5. 0 4. Parties Bound. This Agreement shall be binding upon and inure to the benefit of the executing parties and their respective successors and assigns. 5. 0 5. Number and Gender. Words of gender used in this Agreement shall be held and construed to include any other gender; and words in the singular shall include the plural and vice versa unless the text clearly requires otherwise. 5.06. Agreement Survives Closing. The terms and provisions of this Agreement shall survive the closing of the real property transfer described in Section 1 hereinabove. This Agreement is executed and shall be effective as of the ;��day of December. 1999. APPROVED AS TO FORM: � Office of the eneral Counsel DALLAS AREA RAPID TRANSIT By: G _._,_ ROGER OBLE President/Executive Director � FORT WORTH TRANSPORTATION AUTHORITY � ��Ri+� JOHN P. BARTOSI ICZ General Manager APPROVED AS TO FORM: MADELEINE B. JOHNSON City Attorney , i% . y: �� `� s� ' $ /,�2-''6c.� {.� 4''' � �y' " Assistant City Attorn�y� APPROVED AS TO FORM AND LEGALITY WADE DKINS, City Attorney � / /� � �� By: � /,ZGC��,`� L�� Z�% Assistant City Atto ey � CITY OF DALLAS TEODORO J. BENAVIDES C' ager By: , iL�-/�`—' City er ATTEST: CITY OF DALLAS By: ,/.� �� City Secretary CITY OF FORT WORTH ROBERT TERRELL, City Manager By:�� Assistant City Mar..��er ATTEST� CxTY OF F01�- WURT.k� � By: �C✓�U�. � � �G�'l�" City :ecrei�y Cr � l� � f � Contract Authorization .� - �.�3 � � 9 Date 7 Exhibit I DEED WITHOUT WARRANTY THE STA'�'E OF TEXAS COUNTY OF DALLAS COUNTY OF TARRANT KNOW ALL MEN BY THESE PRESENTS: THAT the CITY OF DALLAS, a Texas municipal corporation, in accordance with Resolution No. 99-1847, approved by the Dallas City Council on June 9, 1999, and the CITY OF FORT WORTH, a Texas municipal corporation, in accordance with Resolution No. 2512, approved by the Fort Worth City Council on March 23, 1999, (together, "GRANTORS"), for and in consideration of the sum of Ten and No / 100 Dollars ($10.00), and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by GRANTORS, and subject to the terms, conditions, and reservations set forth hereinbelow, have GRANTED, SOLD AND CONVEYED, and by these presents do hereby GRANT,� SELL AND CONVEY jointly unto DALLAS AREA RAPID TRANSIT, a regional transportation authority, whose address is P.O. Box 660163, Dallas, Texas 75266, and FORT WORTH TRANSPORTATION AUTHORITY, a regional transportation authority, whose address is 1600 E. Lancaster, Fort Worth, Texas 76102 (together, "GRANTEES"), all of GRANTORS' right, title, and interest in and to that certain real property situated in Dallas County, Texas and Tarrant County, Texas, and described in Exhibit A, attached hereto and made a part hereof for all purposes (the "Property"). The Property is conveyed by GRANTORS, and accepted by GRANTEES, subject to the following: 1. all the terms, conditions, restrictions, and reservations set forth in that certain Interlocal Agreement between the City of Dallas, the City of Fort Worth, Dallas Area Rapid Transit and the Fort Worth Transportation Authority, effective as of the day of December, 1999, authorizing the transfer of the Property hereunder, all of which terms, conditions, restrictions, and reservations shall survive closing and the delivery of this deed; 2. all outstanding easements and municipal uses, whether of record or not, including those in favor of GRANTORS; 3. all instruments of record affecting the Property; and 4. all laws, ordinances and other police power and governmental regulations affecting the Property. THE PROPERTY IS CONVEYED BY THE GRANTORS, AND THE GRANTEES ACCEPT THE PROPERTY CONVEYED BY THIS DEED, "AS-IS, WITH ALL FAULTS," AND WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AND EXPRESSLY E�CCLi�DING ALL W�ARRANTIES THAT MIGHT ARISE AT COMMON LAW OR BY STATUTE, INCLUDING WITHOUT LIMITATION, THE WARRANTIES ENUMEItATED IN SECTION 5.023 OF THE TEXAS PROPERTY CODE AS THE SAME MAY FROM TIME TO TIME BE AMENDED. GRANTEES ARE NOT RELYING ON ANY REPRES�NTATIONS, DISCLOSURES OR NON-ASSERTIONS BY GRANTORS IN CONNECTION WITH THE ACQUISITION OF THE PROPERTY, AND GRANTEES EXPRESSLY ASSUME ALL RESPONSIBILITY FOR THE CONDITION OF THE PROPERTY AND ANY ENVIRONMENTAL PROBLEMS ON OR WITHIN, OR EMANATING FROM, THE PROPERTY. BY ACCEPTANCE OF THIS DEED, GRANTEES RELEASE ANY CLAIM OR CAUSE OF ACTION GRANTEES MAY HAVE AGAINST THE GRANTORS, THEIR OFFICERS AND EMPLOYEES, BASED UPON THE CONDITION OF THE PROPERTY, ITS SUITABILITY (OR LACK THEREOF) FOR ANY SPECIFIC PURPOSE, OR ARISING IN CONNECTION WITH THE TERMS OF THE TRANSFER OF THE PROPERTY. THIS RELEASE, AND THE TERMS OF THIS DEED, ARE SINDING UPON GRANTEES, AND THEIR SUCCESSORS AND ASSIGNS. TO HAVE AND TO HOLD the above described Property, subject aforesaid, together with all and singular the rights, privileges, hereditaments and appurtenances thereto in any manner belonging, unto the said GRANTEES and their successors and assigns forever, without warranty of title. EXECUTED and effective as of the APPROVED AS TO FORM: MADELEINE B. JOHNSON City Attorney By: Assistant City Attorney day of December,1999. CTTY OF DALLAS TEODORO 7. BENAVIDES City Manager By: Assistant City Manager ATT�ST: CITY OF DALLAS By: City Secretary 2 APPROVED AS TO FORM AND LEGALITY: WADE ADKINS, City Attorney : Assistant City Attorney CITY OF FORT WORTH ROBERT TERRELL, City Manager : Assistant City Manager ATTEST: CITY OF FORT WORTH I: Acknowledgment THE STATE OF TEXAS COUNTY OF DALLAS ) ) ) City Secretary This instrument was acknowledged before me on the _ day of December, 1999, by , Assistant City Manager of the City of Dallas, a Texas municipal corporation, on behalf of said municipal corporation. Notary Public, State of Texas (SEAL) Notary's name (printed): My commission expires: THE STATE OF TEXAS ) � COUNTY OF TARRANT ) This instrument was acknowledged before me on the day of December, 1999, by , Assistant City Manager of the City of Fort Worth, a Texas municipal corporation, on behalf of said municipal corporation. Notary Public, State of Texas (SEAL) Notary's name (printed): My commission expires: AFTER RECORDING, RETURN TO: 3 Exhibit A to the Deed Without Warranty from the City of Dallas and City of Fort Worth (Grantors) to Dallas Area Rapid Transit and the Fort Worth Transportation Authority (Grantees) Description of Real Property Constituting the RAILTRAN Corridor Page 1 of 2 All of the Property in Tarrant County, Texas conveyed to the CITY OF DALLAS and the CITY OF FORT WORTH by WILLIAM M. GIBBONS, Trustee of the Property of the CHICAGO, ROCK ISLAND AND PACIFIC RAILROAD COMPANY, in the DEED dated January 23, 1984, recorded in Volume 7726, Page 1848 through 1861 of the Deed Records of Tarrant County, Texas, save and except: the property conveyed to Old Mill Joint Venture in the Quitclaim Deed dated November 11,1995, recorded in Volume 12234, Pages 2040 of the Deed Records of Tarrant County, Texas. and All of the Property in Dallas County, Texas conveyed to the CITY OF DALLAS and the CITY OF FORT WORTH, by WILLIAM M. GIBBONS, Trustee of the Property of the CHICAGO, ROCK ISLAND AND PACIFIC RAILROAD COMPANY, in the DEED dated January 23, 1984, recorded in Volume 84017, Page 4116 through 4166 of the Deed Records of Dallas County, Texas, and the properties conveyed to said CITY OF DALLAS and CITY OF FORT WORTH by the following listed Grantors in the Instruments described below, on the dates listed below, and recorded in the Volumes and Pages of the Deed Records of Dallas County, Texas as shown below: Grantor Jim Sowell Construction Company Industrial Properties Instrument Special Warranty Deed Special Warranty Deed Date Volume 3/21 /91 93251 3/7/94 93156 12/9/98 99001 Paqe 318 3443 1221 Steve Millwee and Melvin Jackson Agreed Judgement save and except the properties conveyed by said CITY OF DALLAS and CITY OF FORT WORTH to the following listed Grantees in the Instruments described below, on the dates listed below, and recorded in the Volumes and Pages of the Deed Records of Dallas County, Texas as shown below: Grantee Morris Steinberg City of Irving Industrial Properties Industrial Properties City of Irving Instrument Easement Release Quitclaim Deed Deed Without Warranty Quitclaim Deed Quitclaim Deed Date Volume Paqe 3/20/90 90057 3258 11 /29/90 90233 79 3/21 /90 91057 3/7/94 94048 8/8/94 94248 616 �•:. 5266 Exhibit A to the Deed Without Warranty from the City of Dallas and City of Fort Worth (Grantors) to Dallas Area Rapid Transit and the Fort Worth Transportation Authority (Grantees) Description of Real Property Constituting the RAILTRAN Corridor Page 2 of 2 Grantee Children's Medical Center City of Irving Ben E. Keith Moore Engineers City of Irving City of Dallas City of Irving Peter Phyrr Margaret Bennett Cullum Ajax Grips � Instrument Deed Without Warranty Irving Yard Plat Quitclaim Deed Quitclaim Deed Water Main Easement Medical Market Center Plat South Irving Station Plat Quitclaim Deed Quitclaim Deed Quitclaim Deed Date 8/10/95 8/23/96 1 /23/96 6/10/96 4/5/96 9/20/96 Volume 96018 96228 96040 96117 96094 96210 10/16/96 96228 2/26/97 97042 3/17/98 98078 9/24/99 99187 Paae 6356 0752 2841 660 0229 14 0809 5728 746 2351 0 Exhibit II to the interlocal agreement between the City of Dallas, the City of Fort Worth, Dallas Area Rapid Transit and the Fort Worth Transportation Authority List of assets, agreements and accounts related to the Corridor: The instrument entitled Assignment and Assumption of Agreements, between the CITY OF DALLAS and the CITY OF FORT WORTH, acting as Purchaser, and WILLIAM M. GIBBONS, Trustee of the Property of the CHICAGO, ROCK ISLAND AND PACIFIC RAILROAD COMPANY, acting as Seller, dated January 23, 1984 and recorded in the Dallas County Deed Records on January 27, 1984 in Volume 84019, Pages 2962 through 2984; and the instrument entitled Partial Assignment and Assumption of Agreements between the CITY OF DALLAS and the CITY OF FORT WORTH, acting as Purchaser, and WILLIAM M. GIBBONS, Trustee of the Property of the CHICAGO, ROCK ISLAND AND PACIFIC RAILROAD COMPANY, acting as Seller, dated January 23, 1984 and recorded in the Dallas County Deed Records on January 27, 1984 in Volume 84019, Pages 2985 through 2.991; and all of the assets, agreements and accounts of the CITY OF DALLAS and the CITY OF FORT WORTH relating to the Corridor, including, but not limited to, the following listed DOCUMENTS: RAILTRAN LOG NUMBER APPLICANT The following items are current agreements: 15041 SOUTHERN PACIFIC 21647 FT WORTH & DALLAS RR 11794 DART 12190 DART & T 15987 DART 11671 UNION PACIFIC 1014 WHITECO 1043 DART 1045 IRVING, CITY OF 1074 WINSTON/PERRY 1075 HEATH & CO 1079 WHITECO METROCOM 1082 3M NATIONAL ADV 1083 3M NATIONAL ADV 1084 3M NATIONAL ADV 1085 1086 1088 1089 1090 1091 3M NATIONAL ADV PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA DOCUMENT CONTRACT CONTRACT INTERLOCAL AGREEMENT INTERLOCAL AGREEMENT INTERLOCAL AGREEMENT JOINT USE AGREEMENT LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE Exhibit II Page 1 of 9 Exhibit II to the interlocal agreement between the City of Dallas, the City of Fort Worth, Dallas Area Rapid Transit and the Fort Worth Transportation Authority RAILTRAN LOG NUMBER 1092 1093 1094 1096 1097 1098 1099 1100 1107 1109 1110 1111 1112 1113 1114 1115 1116 1124 1125 1126 1127 1167 13480 14079 5283 6225 12289 List of assets, agreements and accounts related to the Corridor: APPLICANT PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA MCI STM GRAPHICS PATRICK MEDIA TEXAS INDUSTRIES US COLD STORAGE CITY OF FORT WORTH DOCUMENT LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LETTER OF PERMISSION LETTER OF PERMISSION LETTER OF PERMISSION LETTER OF PERMISSION LETTER OF PERMISSION LETTER OF PERMISSION LETTER OF PERMISSION 12302 GORRONDONA & ASSOC 12442 CITY OF FT WORTH 19823 CITY OF FORT WORTH 20984 CITY OF FORT WORTH 22259 CITY OF FORT WORTH 3697 CITY OF FORT WORTH Exhibit II Page 2 of 9 Exhibit II to the interlocal agreement between the City of Dallas, the City of Fort Worth, Dallas Area Rapid Transit and the Fort Worth Transportation Authority RAI LTRAN LOG NUMBER 3858 6022 8434 8735 List of assets, aqreements and accounts related to the Corridor: APPLICANT CITY OF FORT WORTH CITY OF FORT WORTH FORT WORTH TX CITY OF DALLAS DOCUMENT LETTER OF PERMISSION LETTER OF PERMISSION LETTER OF PERMISSION LETTER OF PERMISSION LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE 1130 EXPLORER PIPELINE 1131 EXPLORER PIPELINE 1132 EXPLORER PIPELINE 1153 EXXO N 11829 SPRINT 1188 KOCH PIPELINE 13678 LENNOX 14049 MCI TELECOMMUNICATIONS 15009 METRO ACCESS NETWORKS 15383 MODERN TIRE SERVICE 16231 UNIVERSAL 16232 UNIVERSAL 16733 MFS GLOBAL NETWORK 18143 METRO ACCESS 18494 METRO ACCESS 20039 BROOKS FIBER 20040 BROOKS FIBER 21044 WOLRDCOM 21050 IXC 21051 IXC 21377 CSDI METROPLEX 21512 OLIVER RUSHING 21897 CAPROCK COMMUNICA 21898 PARAGON CABLE 21899 CAPROCK COMMUNICA 22401 ENRON COMMUNICATIONS 22468 TOUCH AMERICA 22785 MCI WORLDCOM 22851 CSDI METROMEDIA 22852 CSDI METROMEDIA 5329 CHEVRON PIPE LINE CO 5622 CITY OF GRAND PRARIE 7058 KOCH REFINING CO Exhibit II Page 3 of 9 Exhibit II to the interlocal agreement between the City of Dallas, the City of Fort Worth, Dallas Area Rapid Transit and the Fort Worth� Transportation Authority List of assets, agreements and accounts related to the Corridor: RAI LTRAN LOG NUMBER 9783 AT&T APPLICANT DOCUMENT LICENSE MAINTENANCE & DISPATCHING AGREEMENT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT . PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT 13297 BURLINGTON NORTHERN 10800 METRO FIBER SYSTEMS 1140 CITY OF IRVING 11652 SOUTHWESTERN BELL 12178 SW BELL 12304 SWBT 12306 CITY OF IRVING 12397 GTE 12539 PARAGON CABLE-IRVING 12732 MFS NETWORK TECH 12733 MFS NETWORK TECH 12962 CITY OF IRVING 12965 PARAGON CABLE 13014 SWBT 13213 TRINITY RIVER AUTH 13616 TRINITY RIVER AUTH 13727 TRINITY RIVER AUTH 13848 T U ELECTRIC 13849 T U ELECTRIC 13943 LONE STAR GAS 15532 CITY OF IRVING 15569 T U ELECTRIC 15807 T U ELECTRIC 16271 ACSI 16274 T U SERVICES 16416 CITY OF CARROLLTON 16496 ACS I 16542 ACS I 16605 CITY OF IRVING 16800 METRO ACCESS NETWORK 18309 CITY OF IRVING 19277 TCI CABLEVISION 20828 CITY GRAND PRAIRIE 21339 CITY OF IRVING 21495 TRA 22020 CITY OF HALTOM CITY 22143 PARAGON CABLE 22144 PARAGON CABLE Exhibit II Page 4 of 9 Exhibit II to the interlocal agreement between the City of Dallas, the City of Fort Worth, Dallas Area Rapid Transit and the Fort Worth Transportation Authority RAI LTRAN LOG NUMBER 22145 22685 4127 List of assets, aqreements and accounts related to the Corridor: APPLICANT PARAGON CABLE TCI CABLE CITY OF IRVING 4412 CITY OF IRVING 4501 CITY OF IRVING 4502 CITY OF IRVING 4504 CITY OF IRVING 4891 HERITAGE CABLE 5378 CITY OF IRVING 5396 DALLAS CO. FLOOD DST 5614 SOUTHWESTERN BELL CO 5853 CITY OF HURST 5966 GENERAL TELEPHONE CO 6138 DALLAS COUNTY 6161 SOUTHWESTERN BELL CO 6889 CITY OF IRVING 6902 SOUTHWESTERN BELL CO 7112 HALTOM CITY, CITY OF 8313 SOUTHWESTERN BELL 9050 TU ELECTRIC 9492 CITY OF IRVING 9784 SOUTHWESTERN BELL 11670 BURLINGTON NORTHERN DOCUMENT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT PERMIT TRACKAGE RIGHTS AGREEMENT The following items are completed or terminated: 16001 WESTERN RAIL SYSTEMS 10045 ILS TRANSIT SYSTEMS 10195 PEPPER & HAMILTON 10301 MCAULIFFE 1992 10537 PEPPER HAMILTON 10926 NED BURLESON 11052 TRIBAL 11952 WYATT CO 11953 PEPPER HAMILTON 12312 TARANTULA 12455 MERCER MGMT 12586 BRISCOE, ROY 12667 LAND RECORDS OF TX 13042 HARKINS CUNNINGHAM 13043 JOHN DEPOSESTA 13048 TRIBAL ENTERPRISES CLAIM CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT Exhibit II Page 5 of 9 Exhibit II to the interlocal agreement between the City of Dallas, the City of Fort Worth, Dallas Area Rapid Transit and the Fort Worth Transportation Authority List of assets, agreements and accounts related to the Corridor: �:_ :_► LOG NUMBER APPLICANT 13615 HIGHLANDS SCHOOL 13916 MISSOURI PACIFIC 13917 TARANTULA 15007 TRIBAL ENTERPRISES 15731 BURLINGTON NORTHERN 15979 CARTER & BURGESS 16014 BURLINGTON NORTHERN 17976 CARTER-BURGESS 21167 TRIBAL ENTERPRISES 3800 RAILTRAN MAINTENANCE 4243 NED BURLESON/CONTACT 4862 NED BURLESON 4970 ASPLUNDH COMPANY 5441 BURLESON CONTRACT 6335 ASPLUNDH TREE CO. 6803 NED BURLESON 6918 MCAULIFFE 7694 NED BURLESON ASSOC 7876 TRIBAL ENTERPRISES 8131 NED BURLESON 8493 NCTCOG 9095 TRIBAL ENTERPRISES 9689 PEPPER & HAMILTON 9724 TARANTULA 9891 MCAULIFFE, KELLY 10300 INTERMODAL SURFACE 11121 GRANT APPLICATION 12981 DEPT OF TRANS - USA 13788 RAILTRAN-CMAQ GRANT 9108 NTCOG 3690 MOBILE PIPELINE 1004 DALLAS CNTY FLD DIST 1008 TRINITY RIVER AUTH 1012 SAMMONS OF FT WORTH 1016 SAMMONS OF FT WORTH 1019 ST DEPT HWY & TRANS 1020 TRINITY RIVER AUTH 1024 TRINITY RIVER AUTH 1033 D P & L 1041 DALLAS, CITY OF 1042 DP&L DOCUMENT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONT�2ACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT CONTRACT GRANT GRANT G RANT GRANT GRANT JUDGEMENT LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE Exhibit II Page 6 of 9 Exhibit II to the interlocal agreement between the City of Dallas, the City of Fort Worth, Dallas Area Rapid Transit and the Fort Worth Transportation Authority RAI LTRAN LOG List of assets, agreements and accounts related to the Corridor: NUMBER APPLICANT 1044 IRVING LUMBER 1053 QUADRANT CLUB 1054 FABRICATOR 1057 BEER, ROBERT 10585 JARVIS PRESS 1062 CORMAN, JACK 1064 COOK, MACK 1068 SOUTHWEST BRICK 1070 LENNOX INDUSTRIES 1076 HARRINGTON 1077 HARRINGTON 1078 HARRINGTON 1080 WHITECO METROCOM 1081 WHITECO METROCOM 1087 PATRICK MEDIA 1095 PATRICK MEDIA 1101 PATRICK MEDIA 1102 PATRICK MEDIA 1103 1104 1105 1106 1108 1117 1118 1119 1121 1122 1123 1128 1129 1133 1141 1144 11620 1192 1194 1197 13305 13486 3744 PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA PATRICK MEDIA WESTERN UNION SAMMONS OF FT WORTH L. G. MOSER STONEBRIDGE MGMT CO DALLAS COUNTY HERITAGE COMM HURST, CITY OF CLASSIC VALET CLASSIC VALET, INC D. S. I. TRANSPORT DOCUMENT LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE LEASE Exhibit II Page 7 of 9 Exhibit II to the interlocal agreement between the City of Dallas, the City of Fort Worth, Dallas Area Rapid Transit and the Fort Worth Transportation Authority RAI LTRAN LOG NUMBER 3866 4126 4874 5439 5483 17995 19596 List of assets, agreements and accounts related to the Corridor: APPLICANT CITY OF HALTOM CITY ED BELL J. HOFERT COMPANY HANNAN CO. NIEHAUS INC INDUSTRIAL PROP CARTER & BURGESS 21147 HUNTINGTON - PACIFIC 7917 CITY OF IRVING 1034 CITY OF IRVING 13097 METRO ACCESS NETWORK 15377 DALTEX EQUITY PARTNERS 15429 ACSI 16175 ELLER MEDIA 16176 ELLER MEDIA 3794 CITY OF HURST 4090 CITY OF IRVING 8149 WESTERN UNION ATS 1138 M K T RAILROAD none MKT RAILROAD The following RAILTRAN billboard sign this agreement: 22950 ELLER MEDIA COMPANY 22951 ELLER MEDIA COMPANY 22952 ELLER MEDIA COMPANY 22953 ELLER MEDIA COMPANY 22954 ELLER MEDIA COMPANY 22955 ELLER MEDIA COMPANY 22956 ELLER MEDIA COMPANY 22957 ELLER MEDIA COMPANY 22958 ELLER MEDIA COMPANY 22959 ELLER MEDIA COMPANY 22960 ELLER MEDIA COMI'ANY 22961 ELLER MEDIA COMPANY . 22962 ELLER MEDIA COMPANY 22963 ELLER MEDIA COMPANY DOCUMENT LEASE LEASE LEASE LEASE LEASE LETTER AGREEMENT LETTER OF PERMISSION LETTER OF PERMISSION LETTER OF PERMISSION LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE OPERATING RIGHTS AGREEMENT RAIL FREIGHT EASEMENT licenses are not assigned by LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE LICENSE Exhibit II Page 8 of 9 Exhibit II to the interlocal agreement between the City of Dallas, the City of Fort Worth, Dallas Area Rapid Transit and the Fort Worth Transportation Authority List of assets, agreements and accounts related to the Corridor: 22964 ELLER MEDIA COMPANY LICENSE 22965 ELLER MEDIA COMPANY LICENSE 22966 ELLER MEDIA COMPANY LICENSE 22967 ELLER MEDIA COMPANY LICENSE The above referenced list of assets, agreements and accounts is, to the Cities best knowledge, a comprehensive list; however, the Cities do not warrant that this is a complete list. Furthermore, some of the listed agreements or accounts are terminated and this list is not intended to in any manner revive those agreements. If other assets, agreements and accounts are discovered by the Cities, the Cities shall notify the Transit Authorities as soon as possible. Exhibit II Page 9 of 9 Exhibit III DEED WITHOUT WARRANTY THE STATE OF TEXAS COUNTY OF DALLAS COUNTY OF TARRANT ) ) KNOW ALL MEN BY THESE PRESENTS: ) ) THAT the DALLAS AREA RAPID TRANSIT, a regional transportation authority, whose address is P.O. Box 660163, Dallas, Texas 75266 and the FORT WORTH TRANSPORTATION AUTHORITY, a regional transportation authority, whose address is 1600 E. Lancaster, Fort Worth, Texas 76102, acting herein by and through their duly authorized officers, (together, "GRANTORS"), for and in consideration of the sum of Ten and No/100 Dollars ($10.00), and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by GRANTORS, and subject to the terms, conditions, and reservations set forth hereinbelow, have GRANTED, SOLD AND CONVEYED, and by these presents do hereby GRANT, SELL AND CONVEY jointly unto the CITY OF DALLAS ("GRANTEE"), a Texas municipal corporation, in accordance with Resolution No. 99-1847, approved by the Dallas City Council on June 9, 1999, whose address is City Hall, 1500 Marilla, Dallas, Texas 75201, all of GRANTORS' right, title, and interest in and to that certain real property situated in Dallas County, Texas and described in Exhibit A, attached hereto and made a part hereof for all purposes (the "Property"). The Property is conveyed by GRANTORS, and accepted by GRANTEES, subject to the following: 1. all the terms, conditions, restrictions, and reservations set forth in that certain Interlocal Agreement between the City of Dallas, the City of Fort Worth, Dallas Area Rapid Transit and the Fort Worth Transportation Authority, effective as of the day of December, 1999, authorizing the transfer of the Property hereunder, all of which terms, conditions, restrictions, and reservations shall survive closing and the delivery of this deed; 2. all outstanding easements and municipal uses, whether of record or not, including those in favor of GRANTORS; 3. all instruments of record affecting the Property; and 4. all laws, ordinances and other police power and governmental regulations affecting the Property. 1 THE PROPERTY IS CONVEYED BY THE GRANTORS, AND THE GRANTEE ACCEPTS THE PROPERTY CONVEYED BY THIS DEED, "AS-IS, WITH ALL FAULTS," AND WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AND EXPRESSLY EXCLUDING ALL WARRANTIES THAT MIGHT ARISE AT COMMON LAW OR BY STATUTE, INCLUDING WITHOUT LIMITATION, THE WARRANTIES ENUMERATED IN SECTION 5.023 OF THE TEXAS PROPERTY CODE AS THE SAME MAY FROM TIME TO TIME BE AMENDED. GRANTEE IS NOT RELYING ON ANY REPRESENTATIONS, DiSCLOSURES OR NON-ASSERTIONS BY GRANTORS IN CONNECTION WITH THE ACQUISITION OF THE PROPERTY, AND GRANTEE EXPRESSLY ASSUMES ALL RESPONSIBILITY FOR THE CONDITION OF THE PROPERTY AND ANY ENVIRONMENTAL PROBLEMS ON OR WITHIN, OR EMANATING FROM, THE PROPERTY. BY ACCEPTANCE OF THIS DEED, GRANTEE RELEASES ANY CLAIM OR CAUSE OF ACTION GRANTEE MAY HAVE AGAINST THE GRANTORS, THEIR OFFICERS AND EMPLOYEES, BASED UPON THE CONDITION OF THE PROPERTY, ITS SUITABILITY (OR LACK THEREOF) FOR ANY SPECIFIC PURPOSE, OR ARISING IN CONNECTION WITH THE TERMS OF THE TRANSFER OF THE PROPERTY. THIS RELEASE, AND THE TERMS OF THIS DEED, ARE BINDING UPON GRANTEE, AND ITS SUCCESSORS AND ASSIGNS. TO HAVE AND TO HOLD the above described Property, subject aforesaid, together with all and singular the rights, privileges, hereditaments and appurtenances thereto in any manner belonging, unto the said GRANTEE and its successors and assigns forever, without warranty of title. EXECUTED and effective as of the APPROVED AS TO FORM: : Office of the General Counsel APPROVED AS TO FORM: day of December,1999. DALLAS AREA RAPID TRANSTT : Roger Snoble President/Executive Director FORT WORTH TRANSPORTATION AUTHORITY By: By: General Counsel 2 John P. Bartosiewicz General Manager THE STATE OF TEXAS ) ) COUNTY OF DALLAS ) This foregoing instrument was acknowledged before me on the day of December, 1999, by ROGER SNOBLE, President/Executive Director of DALLAS AREA RAPID TRANSIT, a regional transportation authority, on behalf of said authority. Notary Public, State of Texas Notar�s name (printed): My commission expires: THE STATE OF TEXAS ) ) COUNTY OF TARRANT ) This foregoing instrument was acknowledged before me on the day of December, 1999, by TOHN P. BARTOSIEWICZ, General Manager of FORT WORTH TRANSPORTATION AUTHORITY, a regional transportation authority, on behalf of said authority. Notary Public, State of Texas Notar�s name (printed): My commission expires: AFTER RECORDING, RETURN TO: 3 � � Exhibit A to the Deed Without Warranty � ,.� between Dallas Area Rapid Transit and the Fort Worth Transportatibn Authority (Grantors) � and the City of Dallas (Grantee) � • Page 1 of 4 7RACT 7 B�GINNING at the intersection of ttie souttiwest line of ttie rigfit-of-way of t!ie Missouri-Kansas-Texas Railroad Company w,ith the original northwest line of Cadiz Street (50 feet wide), said southwest line being on a curve wt�ose radius is 2789.93 feet; THENCE in a nortt�westerly direction along said curve bearing to ttie left along t!�e souttiwest right-of-way line of tjie M-K-T R. R. Co., a distance of 366.31 feet to a point on a curve wt�ose radius is 765.41 feet; THENCE in a norttiwesterly direction along the last described curve bearing to ttie � left along tt�e souttiwest right-of-way line of the M-K-T R. R. Co., a distance of , 227.27 feet to a point on said curve wtiose radius is 2789.93 feet; THENCE in a northwesterly direction along the last described curve bearing to the left along the souttiwest rigtit-of-way line of the M-K-T R. R. Co., a distance of � 291.82 feet to the end of said curve; � THENCE in a �� M-K-T R. R. �of-way�line; ". � �HENCE in a ' or IeSS, t0 i \ ' THENCE in a \, M-K-T. R. R. 1 i ne of tf�e northwesterly direction along tt�e southwest rigt�t-of-way line of the Co., a distance of 963 feet, more ur less,•to an offset in said rigi�t- nortt�easterly direction along said offset, a distance of 25 feet, more the end of said offset; northwesterly direction along tt�e sout'iwest right-of-way 1 ine of t!�e Co., a distance of 140 feet, more or less, to a point on ttie souttieast former rigfit-of-way for a streetcar viaduct; THENCE in a soutiiwesterly direction along the sout!ieast line of said former right- of-way for a streetcar viaduct, a distance of 107 feet, mure or less, to a point on t!ie soutt�west line of ttie rig�it-of-way �f t'ie Ctiicago, Rock Island and- Pacific Railroad Company, said soutt�west rig�it-of-way line being a nortt�east line of a tract of land acquired by the City of Dallas, a municip�l corporation, from said Railroad Company by deed recorded in Volume 80060, Page 1286, Deed Records of Dallas County, Texas; � THENCE angle left 95°40'05" in a soutt�easterly direction along said southwest right- of-way line of the C. R. I. & P. R. R. Co., a distance of 212.59 feet to an angle point in said rigtit-of-way line; THENCE angle right 11°32'22" in a souttieasterly direction along said soutf�west right- of-way line of ttie C. R. I. & P. R. R. Cv., a distance of 1163.74 feet to ttie beginning of a curve to t!ie right wtiose radius is 765.41 feet; THENCE in a southeasterly direction along said curve bearing to the right along said southwest right-of-way line of ttie C. R. I. & P. R. R. Co., a�distance of 10.34 feet to a point on a curve whose radius is 2789.93 feet; . _, , . _ �k Exhibit A ' to the Deed Without Warranty �. between Dallas Area Rapid Transit and the Fort Worth Transportation Authority (Grantors) '' � and the City of Dallas (Grantee} -� Page 2 �of 4 TRAC7 7 - PAGE TWO THENCE in a southeasterly direction alon.g tt�e last described curve bearing to tt�e � rig!�t along said sout��west rig!►t-of-way 1 ine of t��e C. R. I. & P. R. R. Co. , a � distance of 226'.49 feet to a point on said curve w!►ose radius i s 7 6 5. 41 feet; ►, � THENCE in a souttieasterly direction along the last described curve bearing to t��e '; right along said sout'iwest rig��t-of-way 1 ine of t'ie C. R. I. � P. R. R. Co. , a di stance ' of 94.17 feet to t!�e end of said curve; � �`THENCE in a southeasterly direction along t!ie sout!�west rig��t-of-way 1 ine of �t!�e C. R. I. & P. R. R. Co., a distance of 286.56 feet to a point on t'�e original nort!i- ;� est l�ne of Cadiz Street (50 feet wide); �`•, ,^�HENCE angle left 109°39'14" in a nortt�easterly direction along said original nort'�west .. '�line of Cadiz Street, w!�ich is parallel wit'� and 83 feet perpendicular distance sout�iedst � from the present nort��west line of Cadiz Street, a distance of 57.8 feet to t!ie place �� f beginning and including an easement for street or '�ig��way purposes acquired by tt�e City of Dallas, a municipal corporation, by Judgment recorded in Volun�e 23, Page 105, Minutes of the County Court at Law No. 2, Dallas County, Texas. - r i Exhibit A to the Deed Without Warranty between Dallas�Area Rapid Transit and the Fort Worth Transportation Authority (Grantors) and the City of Dallas (Grantee) - Paqe 3 of 4, FIELD NOTES DESCRlBING A 31,261 SQUARE FOOT TRACT OF LAND LYING BETWEEN BLOCKS 418 8� 419 BEING a 31,261 square foot tract of land situated in the John Neely Bryan Survey, Abstract Number 149, Dalias County, Texas and lying between Blocks 4l 8 and 419, Official City of Dallas Numbers and being a portion of DART PARCEL NO.001-19C as shown on Attachment "A" of the Dallas Right-of Way Agreement, and being more particularly described as follows: I COMMENCING at the intersection of the southwest right-of-way line of S. Lamar Street '( 80' Right-of-Way ) and the northwest right-of-way line of Horton Street ( Variable Width Right-of- WaY); T�-IENCE South 39 degrees a7 minutes 54 seconds West along said northwest right-of-way line of Horton Street and the southerly line of Tract # 1 of the Dallas Convention Center Expansion Plat, a distance of 243.62 feet to a found %Z" Iron Rod w/yellow plastic cap; THENCE South 04 degrees 08 minutes O1 seconds West continuing along said southerly line of Tract #l, a distance of 79.93 feet to a point for corner, same also being on the northwesterly Right-of-Way line of E. R.L. Thornton Freeway (I.H. 20 ); THENCE South 44 degrees 12 minutes 22 seconds West, continuing along said southerly line of Tract #l, and said northwesterly line of (I.H. 20) a distance of 31.$1 feet to its intersection with the northeasterly line of Dart Parcel No. OC1-19C, same being a set 5/8" Iron Rod w/ red plastic cap stamped "DALLAS", same also being the POINT O� BEGINNING ; THEI�iCE South 44 degrees 12 minutes 11 seconds West continuing along said northwesterly line of (I.H. 20) , a distance of 17.20 feet to a set 518" Iron Rod w/red plastic cap stamped "DALLAS"; THENCE North 56 degrees 30 minutes 11 seconds West, along a line which is 30' feet perpendicular distance east from and parallel with the prolongation of the centerline of the Trinity Railway Express line, a distance of 758.94 feet to a set 5i8" Iron Rod wired plastic cap stamped "DALLAS" ; THENCE North 80 degrees 35 minutes SO secorids East, a distance of 83.70 feet to a found %z" Iron Rod wiyellow cap, same also being a point on the southwesterly line of the aforementioned `Tract� # 1 of the Dallas Convention Center Expansion P1aC ; PAGE 1 OF 2 �•'Q'�' �jr��C�;f' . ..• .......t ::......t...� CHAqI.ES R. REDO .`;.........�....�.......�. . . �°�„ 1859 _.P:�': aur- ., �� / 3',% �% Exhibit A to the Deed Without Warranty between Qallas Area Rapid Transit and the Fort Worth Transportation Authority (Grantors) and the City of Dallas (Grantee) � Paqe 4 of 4 FIELD NOTES DESCRIBING A 31..2�1 SQUARE FOOT TRACT OF !.AND LYtNG BETWEEN BLOCKS 418 & 4'19 � � � � THENCE South 54 degrees 24 minutes 10 seconds East, along said southwesterly line of Tract #1, a distance of 412.81 feet to a set 5/8" Iron Rod w/red plastic cap stamped "DALLAS", same also being the beginning of a curve, bearing to the right, having a radius of 2914.93 feet and a chord which bears South 51 de�rees 33 minutes 35 seconds East, 289.38 feet; THENCE in a southeasterly direction along said curve, through a central angle of 5 degrees 41 minutes 25 seconds, an arc distance of 289.50 feet to the end of said curve, same also being the POINT OF BEGINNING and containing approximately 31,261 square feet of land. � Basis of Bearings: Bearing of South 54 Degrees 24 Minutes 10 Seconds East, taken from the Southwest line of Field Notes in Final Judgement, City of Dallas vs Texas Industries Inc. As Recorded in Volume 92008, Page 6535, Deed Records, Dallas County, Texas. G.K.S./g.k.s. � Convention Center Expansion 11/17/1999 � ;��'�Gi87Eq •.'!'�� ci:Q, Fp• . : . �.� ................ �� CHARI.ES R. RFDO � ................►.•;• �•_ _ •� ...... •n Page 2 of 2 � ,�f, y ��- Exhibit V � to the interlocal agreement between the City of Dallas, the City of Fort Worth, Dalias.. page 1 of 5 Area Rapid Transit and the Fort Worth Transportation Authority FIELD NOTES DESCRIBING TRACT 1 AS SHOWN ON EXHIBIT �1 Being a 6,404 square foot tract of land situated in the J. Grigsby Survey, Abstract No. 495, Dallas County, Texas, and being part of a tract of land conveyed to the City of Dallas, Texas and to the City of Fort Worth, Texas (said tract hereinafter refened to as Railtran) by deed without warranty dated January 1, 1984 and recorded in Volume 84017, Page 4116 of the Deed Records of Dallas County, Texas, and being more particularly described as follows: COMMENCING at a 1/2 inch found iron rod with yellow plastic cap stamped "H.ALFF ASSOC. INC.," (hereinafter referred to as"with cap") at the intersecdon of the northwest line of Continental Avenue (70 feet wide at this point) with the northeast line of Railtran (a variable width right of way), said point being the south corner of a tract of land conveyed to Anland lA/1C, L. P., Anland 1B, L. P., and Anland 2A, L. P., each a Texas limited partnership, by deed dated March 26, 1998 and recorded in Volume 98060, Page 3979 of said Deed Records, said point also being the south corner of Block 9/409; THENCE North 15 degrees 19 minutes 24 seconds West, along the common line of said �Railtran and Anland tracts, a distance of 206.25 feet to 1/2 inch set iron rod for corner; THENCE South 74 degrees 40 minutes 36 seconds West, a distance of 21.24 feet to a point for corner; THENCE North 15 degrees 08 minutes 16 seconds West, a distance of 971.95 feet to a 1/2 inch set iron rod with cap for corner and being THE POINT• OF BEGTNNING of the herein described tract of land; THENCE South 44 degrees 44 minutes O1 seconds West, a distance of 128.08 feet to a 1/2 inch set iron rod with cap for corner in the west line of said Railtran tract; THENCE North 15 degrees 08 minutes 16 seconds West, along said west line, a distance of 57.81 feet to a 1/2 inch set iron rod with cap for corner; THENCE North 44 degrees 44 minutes O1 seconds East, a distance of 128.08 feet to a 1/2 inch set iron rod with cap for corner; THENCE Soutti 15 degrees 08 minutes 16 seconds East, a distance of 57.81 feet to the POINT OF BEGINNING AND CONTAINING 6,404 squaze feet or 0.1470 acres of land more or less. TRA.CT 1 E1-SB38 09/27/99 Exhibit V to the interlocal agreement between the City of Dallas, the City of Fort Worth, Dallas . page 2 of 5 Area Rapid Transit and the Fort Worth Transportation Authority FTELD NOTES DESCRIBING TRACT 2 AS SHOWN ON EXHIBIT A� Being a 17,111 square foot tract of land situated in the J. Grigsby Survey, Abstract No. 495 and the G. Fox Survey, 'Abstract No. 1679 Dallas County, Texas, and being adjacent to Blocks 10/409, 11/409, 12/409 and 18/409, official City of Dallas numbers, and being a part of a tract of land conveyed to the City of Dallas, Texas and to the City of Fort Worth, Texas (said tract hereinafter referred to �as Railtran) by deed without warranty dated January 1, 1984 and recorded in Volume 84017, Page 4116 of the Deed Records of Dallas County, Texas, and being more particularly described as follows: COMMENCING at a 1/2 inch found iron rod with yellow plastic cap stamped�"HALFF ASSOC. INC.," (hereinafter referred to as"with cap") at the intersection of the northwest line of Continental Avenue (70 feet wide at this point) with the northeast line of Railtran (a variable width right of way) said point being the south corner of Block 9/409; THENCE North 15 degrees 19 minutes 24 seconds West, along the northeast line of said Railtran tract, same being the southwest line of a tract of land conveyed to Anland lA/1C, L. P., Anland 1B, L. P., and Anland 2A, L. P., each a Texas limited partnership, by deed dated March 26, 1998 and recorded in Volume 98060, Page 3979 of said Deed Records, a distance of 206.25 feet to a 1/2 inch set iron rod with cap for corner and being THE POINT OF BEG]NNING of the herein described tract of land; THENCE South 74 degrees 40 minutes 36 seconds West, departing the common line of said Railtran and Anland tracts, a distance of 21.24 feet to a point for corner; THENCE North 15 degrees 08 minutes 16 seconds West, a distance of 862.06 feet to a 1/2 inch set iron rod with cap for corner; THENC$ North 74 degrees 51 minutes 06 seconds East, a distance of 18.45 feet to a 1/2 inch set iron rod with cap for corner, in the northeast line of said Railtran same being the southwest line of said Anland tracts; � THENCE South 15 degrees 19 minutes 24 seconds East, along the common line between said Railtran and Anland tracts, a distance of 862.00 feet to the POINT OF BEGINNING AND CONTAINING 17,111 square feet or 0.3928 acres of land, more or less. � TRACT 2 E2-SB38 09/27/99 Exhibit V to the interlocal agreement between the City of Dallas, the City of Fort Worth, Dallas Page 3 of 5 Area Rapid Transit and the Fort Worth Transportation Authority FIELD NOTES DESCRIBING TRACT 3 AS SHOWN ON EXHIBIT A Being a 17,050 square foot tract of land situated in the J. Grigsby Survey, Abstract No. 495, Dallas County, Texas, and being a part of a tract of land conveye� to the City of Dallas, Texas and to the City of Fort Worth, Texas (said tract hereinafter referred to as Railtran) by deed without warranty dated January 1, 1984 and recorded in Volume 84017, Page 4116 of the Deed Records of Dallas County, Texas, and being more particularly described as follows: COMMENCING at a 1/2 inch found iron rod with yellow plastic cap stamped "HALFF ASSOC. INC.," (hereinafter referred to as "with cap") at the intersection of the northwest line of Continental Avenue (70 feet wide at this point) with the northeast line of said Railtran tract, same being the southwest line of a tract of land conveyed to Anland lA/1C, L. P., Anland 1B, L, P., and Anland 2A, L. P., each a Texas limited partnership, by deed dated March 26, 1998 and recorded in Volume 98060, Page 3979, said point being the south corner Block 9l409; THENCE North 15 degrees 19 minutes 24 seconds West, along the common line between said Railtran and Anland tracts, a distance of 1068.25 feet to a 1/2 inch set iron rod with cap for corner and being THE POINT OF BEGINNING of the herein described tract of land; THENCE South 74 degrees 51 minutes 06 seconds West, departing said common line, a distance of 18.45 feet to a 1/2 inch set iron rod with cap for corner; THENCE North 15 degrees 08 minutes 16 seconds West, a distance of 167.70 feet to a 1/2 inch set iron rod with cap for corner; THENCE North 04 degrees 48 minutes 29 seconds West, a distance of 50.85 feet to a 1/2 inch set iron rod with cap for corner; THENCE North 15 degrees 08 minutes 16 seconds West, a distance of 503.23 feet to a 1/2 inch set iron rod with cap for corner; THENCE North 74 degrees 09 minutes 59 seconds East, a distance of 22.00 feet to a 1/2 inch set iron rod with cap for corner on the northeast line of said Railtran tract; THENCE Snuth 15 degrees 19 minutes 24 seconds East, along said northeast line, a distance of 622.59 feet to a 1/2 inch found iron rod with cap for corner; THENCE South 44 degrees 21 minutes 36 seconds West, along said northeast line, a distance of 17.38 feet to a 1/2 inch found iron rod with cap for corner; THENCE South 15 degrees 19 minutes 24 seconds East, along said northeast line, a distance of 89.82 feet to the POINT OF BEGINNING AND CONTAINING 17,050 square feet or 0.3914 acres of land more or less. TRACT 3 E3-SB38 09/28/99 Exhibit V to the interlocal agreement between the City of Dallas, the City of Fort Worth, Dallas page 4 of 5 Area Rapid Transit and the Fort Worth Transportation Authority FIELD NOTES DESCRIBING TRACT 4 AS SHOWN ON EXHTBIT A Being a 43,244 square foot tract of land situated in the G. Fox survey, Abstract No. 1679 Dallas County, Teas, and being adjacent to Block 9/409, official City of Dallas numbers, and being a part of a tract of land conveyed to the City of Dallas, Texas and to the City of Fort Worth, Texas (said tract hereinafter refened to as Railtran) by deed without warranty dated January l, 1984 and recorded in Volume 84017, Page 4116 of the Deed Records of Dallas County, Texas, and being more particularly described as follows: BEGINNING at a 1/2 inch found iron rod with yellow plastic cap stamped "HALFF ASSOC. INC.," (hereinafter refened to as "with cap") at the intersection of the northwest line of Continental Avenue (70 feet wide at this point) with the northeast line of Railtran (a variable width right of way), said point also being the south corner of Block 9/409; THENCE South 15 degrees 19 minutes 24 seconds East, crossing said Continental Avenue and along said northeast line of Railtran, a distance of 120.00 feet to a 1/2 inch set iron rod with cap for corner; THENCE South 74 degrees 40 minutes 36 seconds West, departing said northeast line, a distance of 133.08 feet to a 1/2 inch set iron rod with cap for corner on the southwest line of said Railtran; THENCE North 15 degrees 08 minutes 16 seconds West, along said southwest line, a distance of 326.25 feet to a 1/2 inch set iron rod with cap for corner; THENCE North 74 degrees 40 minutes 36 seconds East, departing said southwest line, a distance of 132.02 feet to a 1!2 inch set iron rod with cap for corner, said point being on the northeast line of said Railtran, same being the southwest line of a tract of land conveyed to Anland lAl1C, L. P., Anland 1B, L. P. and Anland 2A, L. P., each a Texas limited partnership by deed dated March 26, 1998 and recorded in Volume 98060, Page 3979 of said Deed Records; THENCE South 15 degrees 19 minutes 24 seconds East, along the common line of said Railtran and Anland tracts, a distance of 206.25 feet to THE POINT OF BEGINNING AND CONTAINING 43,244 square feet or 0.9927 acres of land more or less. Basis of bearing is based on Texas State Plane Coordinate System, 1983 (1993), North Central Zone 4202, based on GPS measurements from Triangulation Station "Buckner Reset", and "Arlington RRP". Convergence angle at "Buckner Reset" is 00 Degrees 59 Minutes 28.8 Seconds as computed by Corpscon V4.11. 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T�lfAf { ; • ; : �� '� � i . � � � . -i 7 : � 1 � 9�►ARTYfNT 0� �I►OLIC M/OAaf ` ' ' � ' AAD TW}11SP011TATIOM iz•ao »•oo i„oo S:,00 ._ �. �er� �... r. ..... , _ � ... ...,. . ,� � - -- � � ., ,� i � \ �'•�� \' \j ''�� \�' � \ .,%,\'� , 0 10`=00 30`=50 600 ��./� '.\ ,'� j;:�\! ,`� \1 ii� 1 �, SCALE W FEET iy� � � � � `� ��-�__ ��;;��., ;'� �. 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INC: NOTE: BaslS Of Beorinq Is bosad on Texas Stote Ptone Coortlinate System,l983 (1993).North CentralZone 4202, Dased uDon GPS measurements from TrlanOulotlo� Statton 'Buckner RaseY, anG 'Arllnpton RRP'. Canverqance ongle at 'Buckner Resei•Is 00 Oeqrees 59 Mlnutes 28.8 Secon6s as computed Dy Cortpscon V4.11. ihe monuments used for basis of bearina we noted hereon as 'C.IA.'. ).1lVq1fi67/1sE3H�5638E%B1.DGN Sep.�41999 1326:26 �o 00 ._�� 1^- . �� • a t:�,_-'''�•�� . .�'" �" _' � : / �: s �n� i�ui � r-� OF FOUR TRACTS LOCATED IN THE G. FOX SURVEY, ABST. N0. 1679 & J. GRIGSBY SURVEY, ABST. N0. 495 ADJACENT TO • DALLAS BLOCKS 9/409, 10/409, 11/409, 12/409,18/409 & 400 DALLAS COUNTY.TEXAS BY HALFF ASSOCIATES, INC. � 5/5 8616 NORTHWEST PLAZA DRIVE DALLAS.TEXAS 75225 SCALE: 1'=300' AV0.16634 SEP7, 1999 AV0:16634\DGN\5838\SB38EXBI.DCN 0 � m � m m �N N �� m � � � rt � �. � m � � O. � �_ fD � O � � n < � �O �o � � � � � N y � � � O �p � n O `G � O D�' � o �� 0 � o � S v w v ti � � (Q � C37 O � Ul X � � i--h < City of Fort Worth, Texas n✓�Ayar .And �,auncy( �ae»mun�cAt�an DATE , REFERENCE NUMBER LOG NAME PAGE • -'� 3�23�99 � G-12514 I 02TRANSFER 1 of 2 SUBJECT DFW RAlLTRAN SYSTEM: TRANSFER OF PROPERN 1N �REST FROM THE CITIES ' .OF FORT WORTH AND DALLAS TO THE FORT WORTH TRANSPORTATION AUTHORlTY AND DALLAS AREA RAPID TRANSIT � RECOMMENDATION: It is�recommended that the City Council: s, 1. Adopt the attached resolution authorizing the City Manager to execute the appropriate lega{ instruments conveying the property interest of Fort Worth and Dallas (the Cities) in the DFVV RAILTRAN Corridor (the Corridor) to the Fort Worth Transportation Authority, d/b/a The "T", and Dallas Area Rapid Transit (DART), collectively referred to as the Transit Authorities; and 2. Authorize the transfer of accumulated revenue currently in the RAILTRAN accounts in Dallas and Fort Worth to the Transit Authorities to be used solely for provision of commuter rail service. �� DISCUSSION: In 1984, the Cities of Fort Worth and Dallas jointly purchased the DFW RAILTRAN Corridor from the Chicago, Rock Island and Pacific Railroad. The Corridor was purchased with Federal Transit Administration funds.for the implementation of commuter rail service. The Transit Authorities began the provision of Phase f commuter rail service on the line in December, 1996, from Irving to Dallas. Phase fl service to Fort Worth is expected to begin late in the year 2000. Since the provision of service began, the Transit Authorities have demonstrated the ability to operate and manage the service, and utilization of the service has out-paced all projections. The Transit Authorities are totally responsible for the operation and funding of this service. As owners of the Corridor, the Cities, through their respective staffs, ar.e responsible for the day-to-day management of the property. Now that commuter rail service is being provided, the Transit Authorities need greater involvement in the property management of the line. The Transit Authorities have qualified staff to manage the property and to coordinate with the freight railroads for improvements to the line. Therefore, staff recommends that the City Counci! adopt the attached resolution authorizing the transfer of the Cities' interest in the RAILTRAN Corridor to the Transit Authorities. All accumulated revenue cUrrently in the RAILTRAN account in Dallas will also be transferred to the Transit Authorities to be used solely for the provision of the commuter rail service. 1 The Cities-will retain the right to take back their interest in the line should the Transit Authorities prove to be unable to maintain commuter rail service. The reversion of the Corridor to the Cities would be solely at the Cities' mutual discretion. The Cities also will retain the right to cross the line with any publicly owned utilities at any time, and to use the fiber optics conduit currently in the line for public use at no cost. City of Fort Worth, Texas �✓Ij�yar And� �,aunc�l Cam�»un�cAt�an DATE REFERENCE NUMBER LOG NAME PAGE � 3/23/99 G-12514 � 02TRANSFER I 2 of 2 SUBJECT DFW RAILTRAN SYSTEM: NSFER OF PROPERTY INTEREST FROM T.HE CITIES OF FORT WORTH AND DALLAS TO THE FORT WORTH TRANSPORTATION � AUTHORITY AND DALLAS AREA RAPID TRANSIT FISCAL INFORMATION/C�RTIFICATION: The Finance Director certifies that execution of this agreement has no material effect on City funds. BT:k � a Submitted for City Manager's Office by: FUND I ACCOUNT I CENTER I AMOUNT (to) CITY SECRETARY Bob Terrell Originating Department Head: Lisa Pyles Additional Information Contact: Lisa Pyles 6115 5403 � (from) 5403 I � � Y CQU�N�tI. C�T MAR 23 f999 �� Ciry SeczetarY o! t!� Cit� of Fort Worth, Ten� firinntatl Resnliitinn Nn � �/ � .