HomeMy WebLinkAboutContract 45788STATE OF TEXAS
COUNT I H,S OF TARRANT
AND DALLAS
CITY SECRETARY
CONTRACT NO.
ESTOPPEL AND CONSENT AGREEMENT
This Estoppel and Consent Agreement (this "Agreement") is entered into by the CITY OF FORT
WORTH, TEXAS on this 23rd day of July, 2014.
RECITALS:
A. On June 5, 1980, CentrePort Joint Venture and the City of Fort Worth ("Fort Worth")
entered into that certain Option to Purchase Land (the "Original Option") pursuant to which Fort Worth
granted to CentrePort Joint Venture an option for the purchase of certain real property then owned by Fort
Worth and located in Tarrant and Dallas Countries, Texas, commonly known as the "Greater Southwest
International Airport." The Original Option is recorded in Volume 6943, Page 893, of the Deed Records
of Tarrant County, Texas, and in Volume 80126, Page 0777, of the Deed Records, Dallas County, Texas,
to which reference is hereby made for all purposes.
B. On April 23, 1983, the Original Option was modified as part of an unrecorded Lease
Termination Agreement (herein so called) executed among Fort Worth, CentrePort Joint Venture and
American Airlines, Inc., to which reference is hereby made for all purposes.
C. Effective as of June 5, 1988, CentrePort Joint Venture and Fort Worth further amended
the Original Option pursuant to that certain Amendment to Option to Purchase Land (the "First
Amendment") to extend the Option Period through June 5, 1998; to modify the schedule of Option
Payments; to increase the interest factor in the Original Option from seven and one-half percent (7.5%) to
eight percent (8%); and to provide for Fort Worth's use of the proceeds of one of the Option Payments for
needed repairs to a portion of Trinity Boulevard. The First Amendment is recorded in Volume 9468,
Page 1451, of the Tarrant County Records, Tarrant County, Texas, and in Volume 89013, Page 1713, of
the Deed Records, Dallas County, Texas, to which reference is hereby made for all purposes.
D. By that certain Assignment of Option to Purchase Land (herein the "Original
Assignment") dated December 15, 1989, CentrePort Joint Venture transferred, assigned and conveyed to
Centre Consolidated Properties, Ltd. ("CCP") all of its rights, interests and benefits under the Original
Option, the Lease Termination Agreement and the Amendment; and the same are now owned and held by
CCP (for convenience, CentrePort Joint Venture and CCP are hereinafter sometimes called "Centre").
The Original Assignment is recorded in Volume 9796, Page 1974, of the Tarrant County Records, Tarrant
County, Texas, to which reference is hereby made for all purposes.
E. By the terms of the Original Assignment, CCP assumed all of CentrePort Joint Venture's
obligations and liabilities relating to the Option, including that certain Amended and Restated Deed of
Trust Note dated January 27, 1988, in the original principal sum of $82,515,000.00 and a promissory note
in the original principal sum of $71,500,000.00, each payable to the order of First RepublicBank Dallas,
N.A. now held by NCNB Texas National Bank ("NCNB") being partially secured by an Assignment of
Option (the "Bank Assignment") dated November 7, 1986, and recorded in Volume 8777_ Pa
Tarrant County Records, Tarrant County, Texas, and in Volume 87005, Page 1192, eed Records R
County, Texas (the "NCNB Loan"), to which reference is herebymade for all ur o-4FFIC
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CITY SEC .!T
IFT. TH, TX
Estoppel and Consent Agreement (Option) (CentrePort) — Page 1 raft:soil
F. By that certain Assignment of Option to Purchase Land (herein, the "Second
Assignment") dated February 8, 1991, CCP transferred, assigned and conveyed to CentrePort Venture,
Inc. ("Venture, Inc. m
") all of its right, title and interest in and to the Option. The Second Assignment is
recorded in Volume 10169, Page 1096, Tarrant County Records, Tarrant County, Texas, to which
reference is hereby made for all purposes.
G. The Second Assignment was pre-approved by Fort Worth pursuant to an Estoppel and
Consent Agreement ("Venture Consent Agreement") dated as of November 9, 1990. The Venture
Consent Agreement is recorded in Volume 10169, Page 1147, Tarrant County Records, Tarrant County,
Texas,to which reference is hereby made for all purposes.
H. Effective as of February 8, 1991, Ft. Worth and Venture, Inc. further amended the
Original Option pursuant to that certain Amendment to Option to Purchase Land (the "Second
Amendment") to render Paragraph 6 of the Original Option inapplicable to the Excluded Property (as
therein defined) and to indemnify Venture, Inc. during Ft. Worth's investigation and remediation (as
appropriate) of Hazardous Substances (as therein defined) on the Excluded Property. The Second
Amendment is recorded in Volume 10169, Page 1156, Deed Records, Tarrant County, Texas, to which
reference is hereby made for all purposes.
I. CentrePort Investment, Inc. ("Investment, Inc.") purchased the NCNB Loan
contemporaneously with entering into the Second Assignment and the Second Amendment, including all
of NCNB's liens and other interests in and to the Option pursuant to an Assignment of Liens dated of
even date with the Second Amendment and the Second Assignment, including the Bank Assignment,
which transfer and assignment of the NCNB Loan and the rights under the Bank Assignment were
approved by Fort Worth pursuant to the Venture Consent Agreement, to which reference is hereby made
for all purposes.
J. Effective as of December 5, 1995, Venture, Inc., and Fort Worth further amended the
Original Option pursuant to that certain Amendment to Option to Purchase Land (the "Third
Amendment") to extend the Option Period (as therein defined), to reamortize the remaining Option
Payments (as therein defined) due under the Original Option and to make certain other changes as
described therein. The Third Amendment is recorded in Volume 96228, Page 00011 of the Official Real
Property Records of Dallas County, Texas and in Volume 12586, Page 1914 of the Tarrant County
Records,Tarrant County, Texas,to which reference is hereby made for all purposes.
K. By that certain Partial Assignment of Option to Purchase Land (the "Third __- Field
Assignment") dated September 1, 1998, Venture, Inc., transferred, assigned and conveyed to CentrePort
Properties, Inc. certain of its rights, interests and benefits under the Original Option, the Second
Amendment and the Third Amendment, if applicable, only to certain property more particularly described
therein and the same are now owned and held by CentrePort Properties, Inc. The Third Assignment is
recorded under Instrument Number D198268071, Tarrant County Records, Tarrant County, Texas, to
which reference is hereby made for all purposes.
L. Effective as of June 3, 2005, Venture, Inca and Fort Worth further amended the Original
Option pursuant to that certain Fourth Amendment to Option to Purchase Land (the "Fourth
Amendment") to, among other things, extend the Option Period (as therein defined) and make certain
other changes described therein. The Fourth Amendment is recorded in Volume 2005108, Page 0047, of
the Official Real Properly Records of Dallas County, Texas, and as Instrument Number D205157215 of
the Official Real Property Records of Tarrant County, Tarrant County, Texas, to which reference is
hereby made for all purposes.
Estoppel and Consent Agreement(Option)(CentrePort)—Page 2 D-2275873.4
M. By that certain Partial Assignment of Option to Purchase Land (the "First Partial
Assignment"), dated effective as of August 31, 2006, Venture, Inc. sold, transferred, assigned and
conveyed to Centreport Cuna Corporation, a Delaware corporation, all of the rights, interests, benefits and
privileges, if any, of Venture, Inc. under the Option limited in and to, and as the Option covers the
Property (as defined in the First Partial Assignment). That First Partial Assignment is recorded as
Instrument Number D206290857 of the Official Real Property Records of Tarrant County, Texas, to
which reference is hereby made for all purposes.
N. Effective as of May 23, 2007, Venture, Inc. and Fort Worth further amended the Original
Option pursuant to that certain Fifth Amendment to Option to Purchase Land (the "Fifth Amendment")
to allow Fort Worth to convey a portion of the mineral interest of the Remaining Option Property (as
defined therein) to Venture, Inc. before the property was taken down, in exchange for Venture, Inc.
agreeing to lease all of the mineral interests in the Remaining Option Property under the terms contained
therein. The Fifth Amendment is recorded in Volume 2007020, Page 4767 of the Official Real Property
Records of Dallas County, Texas, and as Instrument Number D207199291 of the Official Real Property
Records of Tarrant County, Tarrant County,Texas,to which reference is hereby made for all purposes.
O. Effective as of June 22, 2012, Venture, Inc. was converted to CentrePort Venture, L.P.
("Venture LP"),which conversion was consented to by Fort Worth.
P. Effective as of September 28, 2012, Venture LP and CRP Oakmont Grand Prairie, LLC
("Oakmont") entered into that Partial Conditional Assignment of Option Contract pursuant to which
Venture LP assigned to Oakmont all of Venture LP's right,title and interest in and to the Option solely as
it related to a 28.55 acre tract of land more particularly described therein (the "Partial Assignment").
The Partial Assignment is recorded as Instrument Number D207309363 of the Official Real Property
Records of Tarrant County, Texas, and as Instrument Number 20070315216, Official Real Property
Records of Dallas County, Texas.
Q. Effective as of April 8, 2014, Venture LP and Fort Worth further amended the Original
Option pursuant to that certain Sixth Amendment to Option to Purchase Land (the "Sixth Amendment")
to, among other things, extend the Option Period and increase the amount of the Possession Fees. The
Sixth Amendment is recorded as Instrument Number 201400185549 of the Official Real Property
Records of Dallas County, Texas, and as Instrument Number D214156630 of the Official Real Property
Records of Tarrant County, Tarrant County,Texas,to which reference is hereby made for all purposes.
R. The documents referenced in Recitals A-Q above are hereinafter referred to collectively
as the"Option."
S. Venture LP intends to sell, assign and transfer to CentrePort DFW Development,LLC,
a Delaware limited liability company ("Development Assignee"), all of Venture LP's right, title and
interest in and to the Option (as it relates to Parcels 1, 2, 3A and 3B), subject to the condition precedent
that the transfer and assignment of the Option to Development Assignee is approved by Fort Worth by
executing this Agreement.
T. Venture LP intends to sell, assign and transfer to CentrePort TRS Venture, Inc., a
Delaware corporation ("Venture Assignee"), all of Venture LP's right, title and interest in and to the
Option(as it relates to Parcels 4C, 5, 17, 24, 25, 33, 36, 41, 42 and 52), subject to the condition precedent
that the transfer and assignment of the Option to Venture Assignee is approved by Fort Worth by
executing this Agreement.
Estoppel and Consent Agreement(Option)(CentrePort)—Page 3 D-2275873.4
NOW, THEREFORE, for good and valuable consideration, the City of Fort Worth does hereby
covenant, represent, warrant and agree with CentrePort Venture LP, Development Assignee and Venture
Assignee as follows:
1. The Option is currently in full force and effect, and is a valid and binding obligation of
Fort Worth, enforceable against Fort Worth in accordance with its terms.
2. The Option has not been amended, modified or revised (except with respect to those
documents described in and constituting a part of the definition of Option).
3. Fort Worth is the sole owner of the portion of the Property that is still covered by the
Option (the "Remaining Property"), approximately 207.301 acres of land, said property being further
identified on Exhibit A attached hereto and made a part hereof for all purposes, and has not assigned its
rights under the Option to any third party and has not transferred, conveyed, assigned or encumbered all
or any portion of the property remaining under the Option.
4. The map attached hereto as Exhibit B shows, by highlighting, the acreage remaining
under the Option(the"Proper
5. Venture LP is the present owner of the Option and all rights thereunder insofar as the
same is reflected in the books, records and minutes of Fort Worth. Except for the consent evidenced
hereby and the consent to the Original Assignment, the Bank Assignment, the Venture Consent
Agreement and the Partial Assignment, Fort Worth has not consented to the transfer or assignment of any
interest in the Option.
6. To the best of Fort Worth's knowledge, no event of default has occurred and is
continuing under the Option either by Venture LP or Fort Worth and no event has occurred which with
the giving of notice or the passage of time, or both, would constitute a default under the Option.
7. Payments owed by optionee or payments required to maintain the Option in effect,
including all Option Payments (as defined in the Option), Possession Fees (as defined in the Option) and
payments due under the Lease Termination Agreement, have been timely made as and when the same
have become due. There are no payments, fees, charges, assessments, taxes or obligations that must be
paid or performed to keep in force the option contained in the Option other than Possession Fees not yet
due or payable and the continued performance of all other obligations under the Option. In particular and
without limitation:
(a) All Option Payments required to be paid under the Option have been paid,
credited and applied in accordance with the terms and provisions of the Option.
(b) All of the Possession Fees required to be paid through the date hereof have been
paid including the timely payment due on the most recent Option Anniversary
Date of June 5,2014.
8. The net amount required to purchase all of the remaining Property under the Option is
$0.00 (except for timely payment of Possession Fees).
Estoppel and Consent Agreement(Option)(CentrePort)—Page 4 D-2275873.4
9. Fort Worth agrees with Venture LP, Development Assignee and Venture Assignee as
follows:
(a) The "property improvement expenditures requirement" as provided in
Paragraph 5 of the Original Option has been satisfied, and Take Down Plan"B",
as defined in the Original Option, is now effective;
(b) The "approved development plan" as that term is used in the Option means that
certain document prepared by Carter & Burgess, Inc. dated January 1980 and
entitled "Master Plan for Greater Southwest International Airport Site Dal-Mac
Development Co." and such approved development plan is in full force and
effect and to the knowledge of Fort Worth there is no default of the obligations
thereunder required to be performed through the date hereof;
(c) All obligations of Venture LP under the Lease Tennination Agreement have been
satisfied.
10. Those certain Declarations dated August 31, 1983, recorded in Volume 7609, Page 30,
Tarrant County Records, Tarrant County, Texas, cover a portion of the Property and those certain
Declarations dated February 25, 1983, recorded in Volume 7463, Page 1641, of the Tat-rant County
Records, Tarrant County, Texas, cover a portion of the Property (as supplemented, assigned and
amended, the "Declarations"). Each of the Declarations provides for the creation of an Architectural
Control Committee. Although authorized by Paragraph 10 of the Original Option,Fort Worth has elected
at this point in time not to have a member on either of such committees. Provided, however,that nothing
herein shall be construed as a waiver of the right of Fort Worth to appoint a member of such committees.
11. Fort Worth expressly acknowledges and understands that all oil, gas and other minerals
together with all rights and obligations relating thereto, are not being conveyed to Development Assignee
or to Venture Assignee as part of Venture LP's assignment of the Option, but such assignment is subject
to the Oil and Gas Lease dated August 24, 2007, between Centreport Barnett, L.P., on behalf of itself and
Fort Worth, and Chesapeake Exploration L.L.C. and all other agreements, instruments and documents
relating thereto. The assignment of the Option shall expressly save and except therefrom all rights to oil,
gas and other minerals.
12. Fort Worth expressly consents to and approves the transfer and assignment of the Option
by Venture LP to Development Assignee (with respect to Parcels 1, 2, 3A and 3B) and Venture Assignee
(with respect to Parcels 4C, 5, 17, 24, 25, 33, 36, 41, 42 and 52) and covenants and agrees that from and
after the effective date of such assignment, as evidenced by that certain Assignment of Option Contract of
even date herewith, Development Assignee and Venture Assignee shall have and be vested with all of the
rights, interests, titles, privileges, benefits, powers, immunities, representations, covenants, credits and
claims of Venture LP under or pursuant to the Option, with respect to the applicable parcels assigned to
such assignees, with the same force and effect as if Development Assignee and Venture Assignee were
the original party to such Option in the place and substitution for Venture LP; and from and after the date
of such assignment each and every reference in the Option to Venture LP shall mean Development
Assignee and Venture Assignee with respect to the applicable parcels assigned to such assignees.
Estoppel and Consent Agreement(Option)(Centreport)—Page 5 D-2275873.4
All notices required or permitted to be delivered to Venture LP under the Option shall henceforth
be sent to Development Assignee and Venture Assignee in accordance with the other applicable
provisions of Paragraph 15 of the Original Option as follows:
To Development Assignee
and to
Venture Assignee: c/o Hillwood Enterprises, LP
3090 Olive Street, Suite 300
Dallas, TX 75219
Attn.: Toby Rogers
Telephone: (972)201-2810
Fax: (972) 201-2989
Email: toby.rogers @hillwood.com
with a copy to: Haynes and Boone,LLP
2323 Victory Ave., Suite 700
Dallas,TX 75219
Attn.: Brack Bryant
Telephone: (214) 651-5335
Fax: (214)200-0723
Email: brack.biyant @haynesboone.com
Notwithstanding the foregoing,Fort Worth further expressly agrees that all indemnities under the Option
shall survive such assignment and shall run to the benefit of Venture LP.
13. Fort Worth acknowledges that Venture LP, Development Assignee and Venture Assignee
and any lender of Development Assignee and/or Venture Assignee will rely upon the matters set forth
herein in deciding whether to acquire the Option.
14. Fort Worth acknowledges and agrees that Development Assignee and/or Venture
Assignee may assign any portion of the Option without the necessity of obtaining Fort Worth's consent to
such assignment, provided Development Assignee or Venture Assignee retains operating control of any
such assignee; otherwise, any assignment or transfer shall be subject to Fort Worth's consent, which shall
not be unreasonably withheld.
Reminder of Page Intentionally Left Blank.
Signature Follows.
Estoppel and Consent Agreement(Option) (CentrePort)—Page 6 D-2275873.4
EXECUTED this 2A day of \
ATTEST:
City Secre
,v
7
rt VV,drth, T
APPROVED AS TO FORM AND LEGALITY:
Leann Guzman, City Attorney
0lfain IAA, y
Senior Assistant City Attor,�ey
STATE OF TEXAS §
COUNTY OF TARRANT
, 2014.
THE CITY OF FORT WORTH, TEXAS,
a municipal corporation
J
me: Fee &Ant • Carket
itle: Ass s tc-1-stA t- C MasALt•
The foregoing instrument was acknowledged before e this 024 day of 2014, by
_rinAt,w,,,ap ,the ort Worth, as the act o said city.
v
iY. rl . lu .1
ROSELLA BARNES
MY COMMISSION EXPIRES
March 31, 2017
• 3 / 1, , l {- •.
Please Return to:
Haynes and Boone, LLP
2323 Victory Ave., Suite 700
Dallas, TX 75219
Attn.: Brack Bryant
teat Stiktis..eet
Notary Public in and for
the State of Texas
0pFICIAL RECORD
CITY SECRETARY
FtWoRTH TX
Estoppel and Consent Agreement (Option) (CentrePort) — Page 7 D-2275873.4
EXHIBIT A
TO ESTOPPEL AND CONSENT AGREEMENT
REMAINING PROPERTY LEGAL DESCRIPTIONS
LEGAL DESCRIPTION
PARCEL 1
Being a 29.224 acre tract of land situated in the Vincent J. Hutton Survey, Abstract No. 681, Tarrant
County, Texas and being a portion of a tract of land conveyed to the City of Fort Worth as recorded in
Volume 2008, Page 243, and Volume 2037, Page 567, Deed Records, Tarrant County, Texas, and being
more particularly described as follows:
BEGINNING at a found 5/8 inch iron rod with Pate 5647 cap, said point being the northeast corner of
said City of Fort Worth tract, and in the south right-of-way line of State Highway 183 (Airport
Freeway)(having a variable width R.O.W.), and being the northwest corner of Lot 3, Block 113,
Centreport, as recorded in Cabinet A, Slide 12480,Plat Records,Tarrant County, Texas;
THENCE South 15°28'57" East, leaving said south right-of-way line, and along the west line of said Lot
3, a distance of 525.26 feet to a found 5/8 inch iron rod with Pate cap for corner, for the beginning of a
non-tangent curve to the left, having a radius of 1994.00 feet and a central angle of 14°37'09", and a long
chord which bears South 67°12'29" West, 507.39 feet, said point being the northeast corner of Drill Site
Al, as recorded in Instrument No. D207309359, County Clerk Records, Tarrant County, Texas, being a
common line;
THENCE leaving said west line, along said common line and along said non-tangent curve to the left an
arc distance of 508.77 feet to a found 5/8 inch iron rod with Pate cap for corner;
THENCE South 30 006106" East, along said common line, a distance of 489.00 feet to a found 5/8 inch
iron rod with Pate cap for corner, for the beginning of a non-tangent curve to the right, having a radius of
1505.00 feet and a central angle of 14°37'09", and a long chord which bears North 67 012'29" East, 382.96
feet;
THENCE continuing along said common line, and along said non-tangent curve to the right an are
distance of 384.00 feet to a set 1/2 inch iron rod with GAI cap for corner for corner;
THENCE South 15°28'58" East, leaving said common line, a distance of 17.48 feet to a point for corner,
for the beginning of a non-tangent curve to the left having a radius of 1498.00 feet and a central angle of
1°46'42" and a long chord which bears South 72 013'58" West, 46.49 feet, said point being in the existing
north right-of-way line of F.A.A. Boulevard(variable width R.O.W.);
THENCE along said existing north right-of-way line, and along said non-tangent curve to the left an are
distance of 46.49 feet to a point for corner, for the beginning of a compound curve to the left having a
radius of 50.00 feet, a central angle of 88°41'47", and a long chord which bears South 26°59'27" West,
69.90 feet;
THENCE continuing along said existing north right-of-way line, and along said compound curve to the
left, an are distance of 77.40 feet to a point for corner, for the beginning of a non-tangent curve to the left
Estoppel and Consent Agreement(Option)(Centreport)—Exhibit A—Page 1 D-2275873.4
having a radius of 1450.00 feet, a central angle of 11°14'24", and a long chord which bears South
63°44'33" West, 284.00 feet, said point being in the proposed centerline of said F.A.A. Boulevard;
THENCE leaving said existing north right-of-way line, along said proposed centerline, and along said
non-tangent curve to the left, an arc distance of 284.45 feet to a point for corner;
THENCE South 58°07'21" West, continuing along said proposed centerline, a distance of 577.34 feet to a
point for corner,for the beginning of a tangent curve to the right having a radius of 1050.00 feet, a central
angle of 31°10'47", and a long chord which bears South 73°42'45" West, 5 64.3 8 feet;
THENCE continuing along said proposed centerline, and along said tangent curve to the right, an arc
distance of 571.40 feet to a point for corner, said point being in the existing east right-of-way line of State
Highway 360 (a variable width R.O.W.);
THENCE North 32°22'49" East, leaving said proposed centerline, and along said existing east right-of-
way line, a distance of 41.37 feet to a set 1/2 inch iron rod with GAI cap for corner for corner;
THENCE North 53°37'11" West, continuing along said existing east right-of way line, a distance of
252.32 feet to a found Txdot monument for corner;
THENCE North 00°40'55" East, continuing along said existing east right-of-way line, a distance of
149.47 feet to a found 3/4 inch iron rod for corner, for the beginning of a non-tangent curve to the right
having a radius of 1880.05 feet and a central angle of 58°21'43" and a long chord which bears North
43°41'40" East, 1833.31 feet;
THENCE continuing along said existing east right-of-way line, and along said non-tangent curve to the
right an are distance of 1915.03 feet to the POINT OF BEGINNING and CONTAINING 1,273,010
square feet, 29.224 acres of land,more or less.
Estoppel and Consent Agreement(Option) (CentrePort)—Exhibit A—Page 2 D-2275873.4
LEGAL DESCRIPTION
PARCEL 2
Being a 48.934 acre tract of land situated in the Vincent J. Hutton Survey, Abstract No. 681, Tarrant
County, Texas and being a portion a tract of land conveyed to the City of Fort Worth as recorded in
Volume 2008, Page 243, and Volume 2037, Page 567, Deed Records, Tarrant County, Texas, and being
more particularly described as follows:
BEGINNING at a found 1/2 inch iron rod, said point being in the southwest corner of said City of Fort
Worth tract, and being in the existing north right-of-way line of Sovereign Road (a variable width
R.O.W.), and also being in the existing east right-of-way line of State Highway 360 (a variable width
R.O.W.);
THENCE North 00°14'00" West, leaving said existing north right-of-way line, and along said existing
east right-of-way line, a distance of 170.77 feet to a found Txdot Monument for corner;
THENCE North 05°39'01" East, continuing along said existing east right-of-way line, a distance of
131.40 feet to a found Txdot Monument for corner, for the beginning of a non-tangent curve to the right
having a radius of 2834.79 feet and a central angle of 6°48'53" and a long chord which bears North
06°00'35"East,336.97 feet;
THENCE continuing along said existing east right-of-way line, and along said non-tangent curve to the
right an are distance of 337.17 feet to a set 1/2 inch iron rod with GAI cap for corner;
THENCE North 09°33'45" East, continuing along said existing east right-of-way line, a distance of
610.69 feet to a set 1/2 inch iron rod with GAI cap for corner;
THENCE North 31°13'49" East, continuing along said existing east right-of-way line, a distance of 53.85
feet to a set 1/2 inch iron rod with GAI cap for corner;
THENCE North 77°40'49" East, continuing along said existing east right-of-way line, a distance of
175.48 feet to a set 1/2 inch iron rod with GAI cap for corner;
THENCE North 32°22'49" East, continuing along said existing east right-of-way line, a distance of
143.24 feet to a point for corner, for the beginning of a non-tangent curve to the left having a radius of
1050.00 feet and a central angle of 31°10'50" and a long chord which bears North 73°42'45" East, 564.39
feet, said point being in the proposed centerline of F.A.A.Boulevard (having a variable width R.O.W.);
THENCE, leaving said existing east right-of-way line, along said proposed centerline, and along said
non-tangent curve to the left an are distance of 571.41 feet to a point for corner;
THENCE North 58°07'21" East, continuing along said proposed centerline, a distance of 324.93 feet to a
point for corner, said point being the intersection of the centerline of said proposed F.A.A.Boulevard, and
the centerline of proposed Centreport Drive(a variable width R.O.W.);
THENCE South 31°52'39" East, leaving said proposed centerline of said F.A.A., and along said proposed
centerline of Centreport Drive, a distance of 165.38 feet to a point for corner, for the beginning of a
tangent curve to the right having a radius of 1153.00 feet, a central angle of 42°49'50", and a long chord
which bears South 10°27'43" East, 841.98 feet;
Estoppel and Consent Agreement(Option)(CentrePort)—Exhibit A—Page 3 D-2275873.4
THENCE continuing along said proposed centerline, and along said tangent curve to the right, an arc
distance of 861.91 feet to a point for corner, for the beginning of a reverse curve to the left having a
radius of 1153.00 feet, a central angle of 26°46'32", and a long chord which bears South 02°26'03" East,
533.93 feet;
THENCE continuing along said proposed centerline, and along said reverse curve to the left an arc
distance of 53 8.82 feet to a point for corner;
THENCE South 15°49'18" East, continuing along said proposed centerline, a distance of 81.22 feet to a
point for corner, said point being in the existing centerline of said Sovereign Road;
THENCE South 74°10'42" West, leaving said proposed centerline of said Centreport Drive, and along
said existing centerline of said Sovereign Road, a distance of 306.28 feet to a point for corner, for the
beginning of a tangent curve to the left having a radius of 1550.00 feet, a central angle of 6°55'37", and a
long chord which bears South 70°42'53" West, 187.28 feet;
THENCE continuing along said existing centerline, and along said tangent curve to the left, an arc
distance of 187.39 feet to a point for corner, for the beginning of a reverse curve to the right having a
radius of 1450.00 feet, a central angle of 22'44'43", and a long chord which bears South 78°37'26" West,
571.85 feet;
THENCE continuing along said existing centerline, and along said reverse curve to the right, an are
distance of 575.62 feet to a point for corner;
THENCE South 89°59'47" West, continuing along said existing centerline, a distance of 495.43 feet to a
point for corner, said point being in the existing east right-of-way line of said State Highway 360;
THENCE North 00°14'00" West, leaving said existing centerline, and along said existing east right-of-
way line, a distance of 65.00 feet to the POINT OF BEGINNING and CONTAINING 2,131,599 square
feet, 48.934 acres of land,more or less.
Estoppel and Consent Agreement(Option) (CentrePort)—Exhibit A—Page 4 D-2275873.4
LEGAL DESCRIPTION
PARCEL 3A
Being a 28.939 acre tract of land situated in the Vincent J. Hutton Survey, Abstract No. 681, Tarrant
County, Texas, and being a portion of a tract of land conveyed to the City of Fort Worth as recorded in
Volume 2008, Page 243, and Volume 2037, Page 567, Deed Records, Tarrant County, Texas, and a
portion of F.A.A.Boulevard(a 110 foot R.O.W.), and being more particularly described as follows:
BEGINNING at a found 5/8 inch iron rod with KHA cap for corner, being the northwest corner of Lot 1,
Block 112, an addition to the City of Fort Worth, as recorded in Instrument No. D211218692, County
Clerk Records, Tarrant County, Texas, and being in the existing south right-of-way line of F.A.A.
Boulevard(having a variable width R.O.W.);
THENCE South 00°13'26" East, leaving said existing south right-of-way line, at a distance of 718.58 feet
passing a found 5/8 inch iron rod with KHA cap for the southwest corner of said Lot 1, Block 112, and
continuing for a total distance 763.58 feet to a point for corner;
THENCE South 89°52'16" West, for a distance of 712.28 feet to a point for corner;
THENCE South 00°07'44" East, for a distance of 44.00 feet to a found 5/8 inch iron rod with Pate cap for
corner, said point being the northeast corner of Drill Site A2, as recorded in Instrument No. D207309359,
County Clerk Records, Tarrant County,Texas;
THENCE South 89°52'16" West, along the north line of said Drill Site A2, for a distance of 639.29 feet to
a found 1/2 inch iron rod with GAI cap for corner, being in the future east right-of-way line of said
Centreport Drive;
THENCE South 79°17'01" West, leaving said future east right-of-way line, for a distance of 128.00 feet
to a point for corner, being in the future approximate centerline of said Centreport Drive, and being the
beginning of a non-tangent curve to the left having a radius of 1153.00 feet, a central angle of 21°08'28"
and a long chord which bears North 21°18'25"West,423.02 feet;
THENCE northwesterly, along said future approximate centerline and said non-tangent curve to the left,
an arc distance of 425.43 feet to a point for corner;
THENCE North 31°52'39" West, along said future approximate centerline of Centreport Drive, for a
distance of 165.39 feet to a point for corner, said point being in the future approximate centerline of said
F.A.A. Boulevard;
THENCE North 58°07'21" East, along said future approximate centerline of F.A.A. Boulevard, for a
distance of 252.40 feet to a point for corner, being the beginning of a tangent curve to the right having a
radius of 1450.00 feet, a central angle of 11°14'24" and a long chord which bears North 63°44'33" East,
284.00 feet;
THENCE along said future approximate centerline, and along said tangent curve to the right, an are
distance of 284.45 feet to a point for corner, for the beginning of a reverse curve to the left having a
radius of 50.00 feet, a central angle of 177°23'27", and a long chord which bears North 71°20'17" East,
99.97 feet, said point being in the existing south right-of-way line of said F.A.A. Boulevard;
Estoppel and Consent Agreement(Option)(CentrePort)—Exhibit A—Page 5 D-2275873.4
THENCE along said existing south right-of-way line, and along said reverse curve to the left, an arc
distance of 154.80 feet to a set 1/2 inch iron rod with GAI cap for corner, for the beginning of a reverse
curve to the right having a radius of 1450.00 feet, a central angle of 16°27'45", and a long chord which
bears North 81°32'42"East,415.19 feet;
THENCE continuing along said existing south right-of-way line, and along said reverse curve to the right,
an are distance of 416.62 feet to a set 1/2 inch iron rod with GAI cap for corner;
THENCE North 89°46'34" East, along said existing south right-of-way line, a distance of 427.28 feet,
passing a found 5/8 inch iron rod, and continuing along for a total distance of 740.68 feet to a point for
comer, said point being in the existing approximate centerline of said F.A.A. Boulevard;
THENCE South 00°13'26" East, leaving said existing approximate centerline, a distance of 55.00 feet to
the POINT OF BEGINNING and CONTAINING 1,260,613 square feet, 28.939 acres of land, more or
less.
Estoppel and Consent Agreement(Option)(CentrePort)—Exhibit A—Page 6 D-2275873.4
LEGAL DESCRIPTION
PARCEL M
Being a 42.937 acre tract of land situated in the Vincent J. Hutton Survey, Abstract No. 681, Tarrant
County, Texas, and being a portion of a tract of land conveyed to the City of Fort Worth as recorded in
Volume 2008, Page 243, and Volume 2037, Page 567, Deed Records, Tarrant County, Texas, and being a
portion of Amon Carter Boulevard(a 150 foot R.O.W.), and being more particularly described as follows:
BEGINNING at a found 5/8 inch iron rod with Pate 5647 cap, said point being the southwest corner of
Drill Site A2, as recorded in Instrument No. D207309359, County Clerks Records, Tarrant County,
Texas, and being in the proposed east right-of-way line of Centreport Drive (having a variable width
R.O.W.);
THENCE North 89'52'16" East, leaving said proposed east right-of-way line, and along the south line of
said Drill Site A2, a distance of 622.51 feet to a set 1/2 inch iron rod with GAI cap for corner, said point
being the southeast corner of said Drill Site A2;
THENCE North 00°07'44" West, leaving said south line, and along the east line of said Drill Site A2, a
distance of 350.00 passing a found 5/8 inch iron rod with Pate cap, continuing for a total distance of
394.00 feet to a point for corner;
THENCE North 89°52'16" East, a distance of 1279.57 feet to a point for corner, said point being in the
approximate existing centerline of said Amon Carter Boulevard(a 150 foot R.O.W.);
THENCE South 00°13'25" East, along said approximate existing centerline, a distance of 1029.81 feet to
a point for corner, said point being the intersection of the approximate existing centerline of said Amon
Carter Boulevard and the approximate existing centerline of Sovereign Road (having a variable width
R.O.W.);
THENCE North 90°00'00" West, leaving said approximate existing centerline of said Amon Carter
Boulevard and along said approximate existing centerline of Sovereign Road, a distance of 808.98 feet to
a point for corner;
THENCE South 00°13'26" East, continuing along said approximate existing centerline of Sovereign
Road, a distance of 4.13 feet to a point for corner;
THENCE North 90°00'00" West, continuing along said approximate existing centerline, a distance of
678.43 feet to a point for corner, for the beginning of a tangent curve to the left having a radius of
1600.11 feet, a central angle of 15°49'18", and a long chord which bears South 82°05'21" West, 440.45
feet;
THENCE continuing along said approximate existing centerline, and along said tangent curve to the left,
an are distance of 441.86 feet to point for corner;
THENCE South 74°10'42" West, continuing along said approximate existing centerline, a distance of
84.11 feet to point for corner, said point being in the approximate centerline of said proposed Centreport
Drive;
THENCE North 15°49'18" West, leaving said approximate existing centerline of Sovereign Road, and
along the approximate centerline of said proposed Centreport Drive, a distance of 81.11 feet to a point for
Estoppel and Consent Agreement(Option)(CentrePort)—Exhibit A—Page 7 D-2275873.4
corner, for the beginning of a tangent curve to the right having a radius of 1153.00 feet, a central angle of
26°46'31", and a long chord which bears North 02°26'03" West, 533.93 feet;
THENCE continuing along said approximate proposed centerline, and along said tangent curve to the
right, an are distance of 538.81 feet to a point for corner, for the beginning of a reverse curve to the left
having a radius of 1153.00 feet, a central angle of 21'43'41", and a long chord which bears North
00°05'22"East,434.63 feet;
THENCE continuing along said proposed approximate centerline, and along said reverse curve to the left
an are distance of 437.25 feet to a point for corner;
THENCE North 79°37'37" East, leaving said proposed approximate centerline, a distance of 128.00 feet
to a found 5/8 inch iron rod for corner, said point being the northwest corner of said Drill Site A2, and
being in the proposed east right-of-way line of said Centreport Drive, and the beginning of a non-tangent
curve to the right having a radius of 1281.00 feet, a central angle of 15°43'19", and a long chord which
bears South 02°52'25"East, 350.40 feet;
THENCE along said proposed east right-of-way line, and along said non-tangent curve to the right an are
distance of 351.50 feet to the POINT OF BEGINNING and CONTAINING 1,870,314 square feet, 42.937
acres of land,more or less.
Estoppel and Consent Ab eement(Option)(CentrePort)—Exhibit A—Page 8 D-2275873.4
LEGAL DESCRIPTION
PARCEL 4C
Being a 15.175 acre tract of land situated in the Vincent J. Hutton Survey, Abstract No. 681, Tarrant
County, Texas and being a portion a tract of land conveyed to the City of Fort Worth as recorded in
Volume 2008, Page 243, and Volume 2037, Page 567, Deed Records, Tarrant County, Texas, and being
portions of Trinity Boulevard(a 120 foot R.O.W.), Centreport Drive (a variable width R.O.W.)and future
Breezewood Drive(a 60 foot R.O.W.), and being more particularly described as follows:
BEGINNING at a found X in concrete said point being the southeast corner of a tract of land conveyed to
Centreport Venture,Inc. as recorded in Volume 13585,Page 484,Deeds Records, Tarrant County, Texas,
and being in the existing north right-of-way line of said Trinity Boulevard;
THENCE North 01°07'11" East, leaving said north right-of-way line, and along the east line of said
Centreport Venture, Inc. tract, a distance of 107.49 feet to set 1/2 inch iron rod with GAI cap for corner,
for the beginning of a tangent curve to the right having a radius of 1400.00 feet and a central angle of
16°21'04" and a long chord which bears North 09°19'55" East, 398.18 feet;
THENCE continuing along said east line, and along said tangent curve to the right an are distance of
399.53 feet to a set 1/2 inch iron rod with GAI cap for corner;
THENCE North 17°28'09" East, continuing along said east line, a distance of 154.67 feet to set 1/2 inch
iron rod with GAI cap for corner, said point being the north east corner of said Centreport Venture, Inc.
tract, and being in the south line of Lot 1, Block 103, Centreport, as recorded in Cabinet A, Slide 11474,
Plat Records, Tarrant County, Texas;
THENCE South 88°52'49" East, leaving said east line, and along said south line, a distance of 41.02 feet
to a found 5/8 inch iron rod with Pate cap for corner;
THENCE South 72 014100" East, continuing along said south line, a distance of 4.39 feet to a found 5/8
inch iron rod with Pate cap for corner, said point being the southeast corner of said Lot 1,Block 103;
THENCE South 66°45'42" East, leaving said south line, a distance of 25.00 feet to a point for corner, said
point being in the approximate centerline of said Centreport Drive;
THENCE North 23°07'27" East, along said centerline of said Centreport Drive, a distance of 263.82 feet
to a point for corner, said point being the approximate centerline intersection of said Centreport Drive,
and said proposed Breezewood Drive;
THENCE South 66°52'33" East, leaving approximate centerline of said Centreport Drive, and along the
approximate centerline of said proposed Breezewood Drive, a distance of 435.19 feet to a point for
corner, for the beginning of a tangent curve to the right having a radius of 300.00 feet, a central angle of
67°59'44", and a long chord which bears South 32°52'41" East, 335.50 feet;
THENCE along said approximate centerline, and along said tangent curve to the right, an arc distance of
356.02 feet to a point for corner;
THENCE South 01°07'11" West, continuing along said proposed approximate centerline, a distance of
501.74 feet to a point for corner, said point being the approximate centerline intersection of said proposed
Breezewood Drive and the approximate centerline of said existing Trinity Boulevard;
Estoppel and Consent Agreement(Option)(CentrePort)—Exhibit A—Page 9 D-2275873.4
THENCE North 88°52'50" West, along said approximate existing centerline, a distance of 858.74 feet to a
point for corner;
THENCE North 01°07'11" East, leaving said existing centerline, a distance of 59.01 feet to the POINT
OF BEGINNING and CONTAINING 661,028 square feet, 15.175 acres of land,more or less.
Estoppel and Consent Agreement(Option)(CentrePort)—Exhibit A—Page 10 D-2275873.4
LEGAL DESCRIPTION
PARCEL 5
Being a 13.160 acre tract of land situated in the Vincent J. Hutton Survey, Abstract No. 681, Tarrant
County, Texas and being a portion of a tract of land conveyed to the City of Fort Worth as recorded in
Volume 2037, Page 567 and Volume 2008, Page 243, Deed Records, Tarrant County, Texas, and a
portion of Sovereign Road (variable width R.O.W.), a portion of Reggis Court (a 60 foot R.O.W), and a
portion of Centre Station Drive(a 60 foot R.O.W.) and being more particularly described as follows:
BEGINNING at a found 5/8 inch iron rod said point being the northwest corner of Tract 3 as recorded in
Volume 10169, Page 1067, Deed Records, Tarrant County Texas, and being in the east right-of-way line
of State Highway 360 (having a variable width R.O.W.);
THENCE North 00'14'00" West, along said east right-of-way line, a distance of 913.14 feet to a point for
corner, being in the approximate centerline of said Sovereign Road;
THENCE North 89°59'47" East, leaving said east right-of-way line and following along said approximate
centerline of Sovereign Road, for a distance of 495.43 feet to a point for corner, being the beginning of a
tangent curve to the left having a radius of 1450.00 feet, a central angle of 2°57'56" and a long chord
which bears North 88°30'49" East, 75.04 feet;
THENCE northeasterly, along said approximate centerline and said tangent curve to the left, an are
distance of 75.05 feet to a point for corner, being the approximate centerline intersection with said Reggis
Court, and being the beginning of a non-tangent curve to the right having a radius of 750.00 feet, a central
angle of 6°34'50" and a long chord which bears South 02°10'14"East, 86.09 feet;
THENCE southeasterly, along said approximate centerline of Reggis Court and said non-tangent curve to
the right, an are distance of 86.14 feet to a point for corner
THENCE South 0l°07'11" West, continuing along said approximate centerline, for a distance of 980.70
feet to a point for corner, being the approximate centerline intersection with said Centre Station Drive ;
THENCE North 88°52'49" West, along said approximate centerline of Centre Station Drive, for a
distance of 90.00 feet to a point for corner, being the beginning of a tangent curve to the right having a
radius of 460.00 feet, a central angle of 16°40'19" and a long chord which bears North 80°32'40" West,
133.38 feet;
THENCE northwesterly, along said approximate centerline and said tangent curve to the right, an are
distance of 13 3.8 5 feet to a point for corner;
THENCE North 71'38'18" West, continuing along said approximate centerline, for a distance of 128.71
feet to a point for corner, being the beginning of a non-tangent curve to the left having a radius of 460.00
feet, a central angle of 18°21'29" and a long chord which bears North 80°48'26" West, 146.76 feet;
THENCE northwesterly, along said approximate centerline and said non-tangent curve to the left, an are
distance of 147.39 feet to a point for corner,being in the east line of said Tract 3;
THENCE North 12°38'26" West, leaving said approximate centerline and following along said east line,
for a distance of 5.20 feet to a point for corner;
Estoppel and Consent Agreement(Option) (CentrePort)—Exhibit A—Page 11 D-2275873.4
THENCE North 46°08'55" West, at a distance of 84.74 feet to the POINT OF BEGINNING and
CONTAINING 573,259 square feet or 13.160 acres of land, more or less.
Estoppel and Consent Agreement(Option)(CentrePort)—Exhibit A—Page 12 D-2275873.4
LEGAL DESCRIPTION
PARCEL 17
Being a 1.193 acre tract of land situated in the John Burnett Survey, Abstract No.178, Tarrant County,
Texas and being all of Lot 3, Block 201A, Area 2, Section 1, Centreport, an addition to the City of Fort
Worth, Texas, as recorded in Cabinet A, Slide 3449, Plat Records, Tarrant County, Texas, and a portion
of Regis Court(60 foot R.O.W.), and being more particularly described as follows:
BEGINNING at a found 1/2 inch iron rod said point being the southwest corner of said Lot 3, Block
201A, and the southeast corner of Lot 4, Block 201A, as recorded in Cabinet A, Slide 3449, Plat Records,
Tarrant County, Texas, and also being in the north line of Lot 3, Block 201B, as recorded in Volume 388-
170,Page 88,Plat Records,Tarrant County,Texas;
THENCE North 01°07'11" East, leaving said north line of Lot 3, Block 201B, and along the east line of
Lot 4, a distance of 175.00 feet to a set x in concrete, and continuing a total distance of 225.00 to a point
for corner, said point being in the centerline of said Regis Court;
THENCE South 88°52'49" East, leaving said centerline, and along the north line of said Lot 3, Block
201A, a distance of 50.00 feet to a set 1/2 inch iron rod, and continuing for a total distance of 231.00 to a
found 5/8 inch iron rod for corner, said point being in the west line of Lot 1R1, Block 201A, area 2,
Section 1 as recorded in Volume 388-193, Page 28,Plat Records,Tarrant County, Texas;
THENCE South 01'07'11" West, leaving said north line, and along said west line, a distance of 225.00
feet to a found 5/8 inch iron rod with a Pate cap for corner, said point being the southeast corner of said
Lot 3, Block 201A, and being in the north line of Lot IA, Block 201B, Area 2, Section 1, as recorded in
Cabinet A, Slide 3007,Plat Records,Tarrant County, Texas;
THENCE North 88°52'49" West, along said north line, a distance of 231.00 feet to the POINT OF
BEGINNING and CONTAINING 51,975 square feet or 1.193 acres of land, more or less.
Estoppel and Consent Agreement(Option)(CentrePort)-Exhibit A-Page 13 D-2275873,4
LEGAL DESCRIPTION
PARCEL 24
Being a 10.056 acre tract of land situated in the J. Goodman Survey, Abstract No.583, Tarrant County,
Texas,being all of Lot 3, Block 305,Area 3, Section 3, Centreport, an addition to the City of Fort Worth,
Texas as recorded in Cabinet A, Slide 9731, Plat Records, Tarrant County, Texas, and being a portion of
Fleetwood Road(a 60 foot R.O.W.), and being more particularly described as follows:
BEGINNING at a found 1/2 inch iron rod with GAI cap, said point being the southeast corner of Lot 2,
Block 305, Area 3, Section 3, Centreport, an addition to the City of Fort Worth, Texas as recorded in
Cabinet A, Slide 3994, Plat Records, Tarrant County, Texas, and the west right-of-way line of Fleetwood
Road(a 60' R.O.W.);
THENCE South 89°27'35" East, leaving said west right-of-way line, for a distance of 30.00 feet to a point
for corner, being in the approximate centerline of said Fleetwood Road;
THENCE South 00°32'25" West, along said approximate centerline of Fleetwood Road, for a distance of
1243.15 feet to a point for corner;
THENCE North 89°27'35" West, leaving said approximate centerline, for a distance of 30.00 feet to a
found 1/2 inch iron rod with GAI cap for corner,being in said west right-of-way line of Fleetwood Road;
THENCE North 63°03'00" West, leaving said west right-of-way line, for a distance of 137.05 feet to a
found 1/2 inch iron rod for corner, being the beginning of a tangent curve to the right having a radius of
445.37 feet, a central angle of 5°30'16" and a long chord which bears North 60°17'54" West, 42.77 feet;
THENCE northwesterly, along said curve to the right, an are distance of 42.79 feet to a found 5/8 inch
iron rod for corner;
THENCE North 32°27'39" East, for a distance of 10.00 feet to a found 5/8 inch iron rod for corner, being
the beginning of a non-tangent curve to the right having a radius of 435.37 feet, a central angle of
58°04'45" and a long chord which bears North 28°29'59" West, 422.67 feet;
THENCE northwesterly, along said non-tangent curve to the right, an are distance of 441.32 feet to a
found 5/8 inch iron rod with Carter&Burgess cap for corner;
THENCE North 00°32'25" East, for a distance of 783.33 feet to a found 1/2 inch iron rod with GAI cap
for corner, being the most southerly southwest corner of said Lot 2, Block 305;
THENCE South 89°27'35" East, along the south line of said Lot 2, for a distance of 359.98 feet to the
POINT OF BEGINNING and CONTAINING 438,061 square feet or 10.056 acres of land,more or less.
Estoppel and Consent Agreement(Option)(CentrePort)—Exhibit A—Page 14 D-2275873.4
LEGAL DESCRIPTION
PARCEL 25
Being a 3.795 acre tract of land situated in the James J. Goodman Survey, Abstract No.583, Tarrant
County, Texas and being all of Lot 3R2, Block 313C, Area 3, Section 6, Centreport, an addition to the
City of Fort Worth, Texas as recorded in Cabinet A, Slide 593 0,Plat Records, Tarrant County, Texas, and
being a portion of F.A.A. Boulevard (a 92 foot R.O.W.), and being more particularly described as
follows:
BEGINNING at a found "x" in concrete at the southwest corner of Lot 1R, Block 313C, Area 3, Section
4, Centreport, an addition to the City of Fort Worth, Texas as recorded in Cabinet A, Slide 3684, Plat
Records, Tarrant County, Texas and the southeast corner of said Lot 3R2, Block 313C, and the north
right-of-way line of said F.A.A. Boulevard;
THENCE South 00°10'23" West, leaving said north right-of-way line, a distance of 46.00 feet to a point
for corner, said point being in the approximate centerline of said F.A.A. Boulevard;
THENCE North 89°42'46" West, along the said approximate centerline, a distance of 159.48 feet to a
point for corner, for the beginning of a tangent curve to the right having a radius of 1004.00 feet, a central
angle of 20°41'12", and a long chord which bears North 79°20'15" West,360.53 feet;
THENCE continuing along said approximate centerline and along said curve to the right, an are distance
of 3 62.5 0 feet to a point for corner,
THENCE North 20°59'08" East, leaving the said approximate centerline, a distance of 46.00 to a found
1/2 inch iron rod for corner, said point being the southwest corner of said Lot 3R2, Block 313C, and
being the southeast corner of Lot 3R1, Block 313C as recorded in Cabinet A, Slide 5930, Plat Records,
Tarrant County,Texas, also being in the north right-of-way line of said F.A.A.Boulevard;
THENCE North 34°00'19" East, leaving the said north right-of-way line, a distance of 356.01 feet to
found 5/8 inch iron rod, for common corner of said Lot 3R1, Block 313C, and the southwest corner of the
Southwest Airmotive Subdivision, as recorded in Volume 388-90, Page 24, Plat Records, Tarrant County,
Texas;
THENCE South 89°23'23" East, along the south line of said Southwest Airmotive Subdivision, a distance
of 299.44 feet to a found 1/2 inch iron rod;
THENCE South 00°10'23" West, a distance of 356.39 feet for the POINT OF BEGINNING and
CONTAINING 165,319 square feet, 3.795 acres of land,more or less.
Estoppel and Consent Agreement(Option)(CentrePort)—Exhibit A—Page 15 D-2275873.4
LEGAL DESCRIPTION
PARCEL 33
Being a 1.874 acre tract of land situated in the James J. Goodman Survey, Abstract No.583, Tarrant
County, Texas and being all of Lot 2, Block 313A, Area 3, Section 4, Centreport, an addition to the City
of Fort Worth, Texas, as recorded in Cabinet A, Slide 11244, Plat Records, Tarrant County, Texas, and
portions of Cambridge Road (a 60 foot R.O.W.) and Kingsport Road (a 60 foot R.O.W.), and being more
particularly described as follows:
BEGINNING at a found "x" cut in the approximate centerline intersection of said Cambridge Road and
Kingsport Road;
THENCE North 00'18'07" West, along the approximate centerline of said Cambridge Road, a distance of
245.47 feet to a point for corner,
THENCE North 89°41'53" East, leaving said approximate centerline, a distance of 30.00 passing a found
1/2 inch iron rod, said point being the northwest corner of said Lot 2, Block 313A, Area 3, Section 4,
Centreport, and the southwest corner of Lot 1, Block 313A, Area 3, Section 4, Centreport, an addition to
the City of Fort Worth, Texas, as recorded in Cabinet A, Slide 11244, Plat Records, Tarrant County,
Texas, and being in the west right-of-way line of said Cambridge Road, and continuing for total distance
of 379.47 feet to a set 1/2 inch iron rod for corner, said point being in the west line of Lot 1, Block 1
Clubwise Finance Addition, as recorded in County Clerk Records D209039249, Plat Records, Tarrant
County,Texas;
THENCE South 00°07'56"East, along said west line, a distance of 23.97 feet to a found 1/2 inch iron rod,
said point being in the north line of Lot 1, Block 317, Centreport Addition, as recorded in Cabinet A,
Slide 11025, Plat Records,Tarrant County, Texas;
THENCE South 76°49'59" West, along said north line, a distance of 15.75 feet to a found 1/2 inch iron
rod, said point being the northwest corner of said Lot 1,Block 317;
THENCE South 21°59'54" West, along the west line of said Lot 1, Block 317, a distance of 234.54 feet to
a found 1/2 inch iron rod, said point being the southwest corner of said Lot 1, Block 317, and being in the
north right-of-way line of said Kingsport Road;
THENCE South 18°31'10" West, leaving said north right-of-way line, a distance of 30.00 feet to a point
for corner, said point being in the approximate centerline of said Kingsport Road, and the beginning of a
non-tangent curve to the left having a radius of 512.58 feet and a central angle of 18°49'15" and a long
chord which bears North 80°53'30" West, 167.62 feet;
THENCE along the said approximate centerline, and along said non-tangent curve to the left, an are
distance of 168.3 8 feet to a found x in concrete;
THENCE South 89°41'53" West, continuing along said approximate centerline, a distance of 100.00 feet
to the POINT OF BEGINNING and CONTAINING 81,633 square feet, 1.874 acres of land,more or less.
Estoppel and Consent Agreement(Option)(CentrePort)—Exhibit A—Page 16 D-2275873.4
LEGAL DESCRIPTION
PARCEL 36
Being a 5.198 acre tract of land situated in the James J. Goodman Survey, Abstract No. 583, Tarrant
County, Texas and being a portion of Lot 2, Block 314A, Area 3, Section 4, Centreport, an addition to the
City of Fort Worth, Tarrant County, Texas as recorded in Cabinet A, Slide 11171, Plat Records, Tarrant
County, Texas, and being portions of Diplomacy Road (60 foot R.O.W.) and of F.A.A. Boulevard (a 92
foot R.O.W.)being more particularly described as follows:
BEGINNING at a found 1/2 inch iron rod for the most westerly lot corner of said Lot 2, Block 314A,
Area 3, Section 4, Centreport, and being in the northerly right-of-way line of said F.A.A. Boulevard;
THENCE North 49°17'14" East, leaving said northerly right-of-way line and following along the west
line of said Lot 2, Block 314A, a distance of 323.39 feet to a found 1/2 inch iron rod with GAI cap for
corner;
THENCE South 00°09'50" West, leaving said west line, a distance of 143.23 feet to a found 1/2 inch iron
rod with GAI cap for corner;
THENCE North 89°44'07" East, a distance of 544.77 feet to a found 1/2 inch iron rod with GAI cap for
corner, being in the west right-of-way line of said Diplomacy Road;
THENCE South 40°44'12" East, leaving said west right-of-way line, a distance of 30.00 feet to a point for
corner, being in the approximate centerline of said Diplomacy Road;
THENCE South 49°15'48" West, along said approximate centerline, a distance of 690.23 feet to a point
for corner, being the intersection with the approximate centerline of said F.A.A. Boulevard;
THENCE North 40°42'47" West, along said approximate centerline of F.A.A. Boulevard, a distance of
492.01 feet to a point for corner;
THENCE North 49°17'13" East, leaving said approximate centerline, a distance of 46.00 feet to the
POINT OF BEGINNING and CONTAINING 226,416 square feet or 5.198 acres of land,more or less.
Estoppel and Consent Agreement(Option)(CentrePort)—Exhibit A—Page 17 D-2275873.4
LEGAL DESCRIPTION
PARCEL 41,42
Being a 0.801 acre tract of land situated in the James J. Goodman Survey, Abstract No.583, Tarrant
County, Texas being all of Lots 2, and 3,Block 313B, Area 3, Section 9, Centreport Addition, as recorded
in Volume 388-212, Page 4, Plat Records, Tarrant County, Texas, and a portion of F.A.A. Boulevard (a
variable width R.O.W.), and being more particularly described as follows:
BEGINNING at a found 1/2 inch iron rod for a common corner, in the north right-of-way line of said
F.A.A. Boulevard, the southwest corner of K.W. Sellers Tract as recorded in Volume 78038, Page 2208,
Deed Records,Tarrant County, Texas, and the southeast corner of said Lot 3,Block 31313;
THENCE South 00°32'25" West, leaving said north right-of-way line of F.A.A. Boulevard, for a distance
of 40.00 feet to a point for corner, being in the approximate centerline of said F.A.A.Boulevard;
THENCE North 88°10'30" West, along said approximate centerline, for a distance of 89.75 feet to a point
for corner;
THENCE North 00°32'25" East, leaving said approximate centerline, at a distance of 40.00 feet passing a
found PK nail in concrete for corner being in the west line of said Lot 2,Block 313B, and continuing for a
total distance of 121.69 feet to a found 5/8 inch iron rod for the beginning of a non-tangent curve to the
left having a radius of 27.50 feet, a central angle of 63°28'22" and a long chord which bears North
32°16'36" East,28.93 feet;
THENCE northeasterly, along said west line and said non-tangent curve to the left, an arc distance of
30.47 feet to a found 5/8 inch iron rod for corner;
THENCE North 00°32'25" East, continuing along said west line, for a distance of 83.19 feet to a found
5/8 inch iron rod for corner, being the beginning of a non-tangent curve to the left having a radius of
173.52 feet, a central angle of 10°59'14" and a long chord which bears North 04°57'12" West, 33.22 feet;
THENCE northwesterly, along said west line and said non-tangent curve to the left, an are distance of
33.27 feet to a found 5/8 inch iron rod for corner;
THENCE North 10°26'49" West, continuing along said west line, for a distance of 147.20 feet to a found
5/8 inch iron rod for corner,being the northwest corner of said Lot 2,Block 313B;
THENCE South 89°49'37" East, along the north line of said Lot 2, Block 313B, for a distance of 105.74
feet to a found crows foot in concrete for corner, being the northeast corner of said Lot 3, Block 313B;
THENCE South 00°32'25" West, leaving said north line and following along the east line of said Lot 3,
Block 313B, for a distance of 369.75 feet to the POINT OF BEGINNING and CONTAINING 34,931
square feet, or 0.801 acres of land,more or less.
Estoppel and Consent Agreement(Option)(CentrePort)—Exhibit A—Page 18 D-2275873.4
LEGAL DESCRIPTION
PARCEL 52
Being a 6.015 acre tract of land situated in the Vincent J. Hutton Survey, Abstract No. 681, Tarrant
County, Texas and being a portion of Lot 1, Block 106, Centreport, an addition to the City of Fort Worth
as recorded in Cabinet A, Slide 12526, Plat Records, Tarrant County, Texas, and portions of Sovereign
Road (a variable width R.O.W.), Centreport Drive (a 50 foot R.O.W.)(northbound and southbound) and
Centre Station Drive(a 60 foot R.O.W.), and being more particularly described as follows:
COMMENCING at a found 1/2 inch iron rod for corner, most northerly northwest corner of said Lot 1,
Block 106, and being the most northerly point of a corner-clip with the south right-of-way line of
Sovereign Road (a variable width R.O.W.) and the east right-of-way line of southbound Centreport Drive
(a 50 foot R.O.W.);
THENCE North 48°17'34" West, leaving said north line of said Lot 1, Block 106, a distance of 65.19 feet
to a point for the POINT OF BEGINNING, said point being in the approximate centerline intersection of
said Sovereign Road and southbound Centreport Drive;
THENCE North 74°10'42" East, along the approximate centerline of said Sovereign Road, a distance of
103.00 feet to a point for corner;
THENCE South 15°49'18" East, leaving the approximate centerline of said Sovereign Road, a distance of
55.00 feet to a point for corner, said point being in the north line of said Lot 1,Block 106;
THENCE North 74°10'42" East, along said north line, a distance of 68.00 feet to a set 1/2 inch iron rod
with GAI cap for corner, said point being the most westerly point of a corner-clip;
THENCE South 60°49'18" East, leaving said north line and along said corner-clip, a distance of 14.14
feet to a set 1/2 inch iron rod with GAI cap for corner, said point being in the east line of said Lot 1,
Block 106, and being in the west right-of-way line of the northbound lane of said existing Centreport
Drive;
THENCE South 15°49'18" East, along said east line, a distance of 632.16 feet to a set 1/2 inch iron rod
with GAI cap for corner, for the beginning of a tangent curve to the right having a radius of 1033.00 feet
and a central angle of 4°23'04" and a long chord which bears South 13°37'46"East, 79.03 feet;
THENCE continuing along said east line, and along said tangent curve to the right, an are distance of
79.05 feet to a point for corner;
THENCE North 78°33'46" East, leaving said north line, a distance of 25.00 to a point for corner, said
point being in the approximate centerline of said Centreport Drive north bound lane, for the beginning of
a non-tangent curve to the right having a radius of 1058.00 feet and a central angle of 34°33'41" and a
long chord which bears South 05°50'36" West, 628.57 feet;
THENCE continuing along the approximate centerline of said northbound Centreport Drive, and along
said non-tangent curve to the right, an are distance of 638.20 feet to a point for corner;
THENCE South 23°07'27" West, continuing along the approximate centerline of said northbound
Centreport Drive, a distance of 88.28 feet to a point for corner, said point being the approximate
centerline intersection of said northbound Centreport Drive and said Centre Station Drive;
Estoppel and Consent Agreement(Option)(Centreport)—Exhibit A—Page 19 D-2275873.4
THENCE North 67°12'50" West, leaving the approximate centerline of said northbound Centreport Drive
and along the approximate centerline of said Centre Station Drive, a distance of 25.01 feet to a point for
corner, for the beginning of a non-tangent curve to the left having a radius of 650.00 feet and a central
angle of 11'29'17" and a long chord which bears North 71'41'57" West, 130.11 feet;
THENCE continuing along the approximate centerline of said Centre Station Drive, and along said non-
tangent curve to the left an arc distance of 13 0.3 3 feet to a point for corner;
THENCE North 77°59'32" West, continuing along the approximate centerline of said Centre Station
Drive, a distance of 34.91 feet to a point for corner, said point being the approximate centerline
intersection of said Centre Station Drive and said southbound Centreport Drive;
THENCE North 12°00'21" East, leaving the approximate centerline of said Centre Station Drive, and
along the approximate centerline of said southbound Centreport Drive, a distance of 259.93 feet to a point
for corner, for the beginning of a tangent curve to the left having a radius of 1050.00 feet, a central angle
of 9°18'41", and a long chord which bears North 07°21'01"East, 170.45 feet;
THENCE continuing along the approximate centerline of said southbound Centreport Drive, along said
tangent curve to the left, an are distance of 170.64 feet to a point for corner;
THENCE North 42°45'00" East, leaving the approximate centerline of said southbound Centreport Drive,
a distance of 194.02 feet to a point for corner;
THENCE North 47°12'58" West, a distance of 215.59 feet to a point for corner, for the beginning of a
non-tangent curve to the left having a radius of 1050.00 feet and a central angle of 2°38'03" and a long
chord which bears North 14°30'17" West, 48.27 feet, said point being in the approximate centerline of
said southbound Centreport Drive;
THENCE along the approximate centerline of said southbound Centreport Drive, and along said non-
tangent curve to the left an are distance of 48.27 feet to a point for corner;
THENCE North 15°49'18" West, continuing along the approximate centerline of said southbound
Centreport Drive, a distance of 605.95 feet to the POINT OF BEGINNING and CONTAINING 262,051
square feet, 6.015 acres of land,more or less.
Estoppel and Consent Agreement(Option)(CentrePort)—Exhibit A—Page 20 D-2275873.4
EXIMIT B
TO ESTOPPEL AND CONSENT AGREEMENT
REMAINING PROPERTY
STATE HIG94AY 163
6F
49
c
Fs
F.A.A. BOULEVARD PARCEL 33
PARCEL 36
ooh PARCEL 25
99
SOVEREIGN MAD
PARCEL 52 PARCEL
PARCEL 5 41, 42
NTRE
SrATION OR
PARCEL 4C ¢ PARCEL 24
FRYE ROAD
9 TRINITY 7 P VO,
mm
o
0
PARCEL 17
c aL
SSpS`E S�pT�'
RAIL TRAN
REMAINING OPTION TRACTS
CENTREPORT
PARCEL NET AC. PARCEL GROSS AC,
1 27.411 1 29.224 IN T S
2 41.03B 2 48.934
3A 25.001 3A 28.939
38 35.729 3B 42.937
4C 12.082 4C 15.175 REMAINING OPTION TRACTS
5 11.405 5 13.160 im
17 1.14B 17 1.193 TO BE DEDICATE(]TO THE
24 9.200 24 10.056 CITY OF FORT WORTH ASSET
25 3.252 25 3.795 OUT IN OPTION TO PURCHASE
33 1.535 33 1.874 LAND.
36 4.232 36 5.198
41,42 0.719 41,42 0.801
52 4.758 52 .6.015
TOTAL 177.510 TOTAL 207.301
Graham Associates—1no
DATE OF ❑RA4aING: 06-3-2014
Estoppel and Consent Agreement(Option)(CentrePort)—Exhibit B—Sole Page D-2275873.4
M&C Review Page 1 of 1
Official site of the City of Fort Worth,Texas
CITY COUNCILAGENDA FLIRT WUR7ii
Ir-
COUNCIL ACTION: Approved on 4/8/2014
DATE: 4/812014 REFERENCE ,L-15674 LOG NAME: 17CENTREPORTEXTENSION
NO.:
CODE: L TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: Authorize Execution of a Sixth Amendment to the Option to Purchase Agreement by and
Between the City of Fort Worth and Centreport Venture, Inc., to Extend the Option Period
by Ten Years and to Increase the Possessory Fee for 234 Acres of Property in the
Centreport Industrial District(COUNCIL DISTRICT 5)
RECOMMENDATION:
It is recommended that the City Council authorize the execution of the Sixth Amendment to the
Option to Purchase Agreement by and between the City of Fort Worth and Centreport Venture Inc., to
extend the option period by ten years and to increase the possessory fee for 234 acres of property in
the Centreport Industrial District.
DISCUSSION:
On June 5, 1980, the City of Fort Worth (City) and Centreport Venture Inc. (Centreport), entered into
an Option to Purchase Land Agreement in which the City granted Centreport the option to purchase
approximately 1300 acres, which property was formally known as the Greater Southwest International
Airport. Since then, Centreport has taken down most of the property with only 234 acres currently
under option. The Option Agreement has been extended three times to allow Centreport to secure a
suitable development before the ownership of the property is transferred. The current Agreement
expires on June 5, 2015 and requires Centreport to pay the City the amount of$750.00 for every acre
currently under option. Centreport has requested an extension of the Option Agreement. Staff has
reviewed the request and recommends a 10 year extension until June 5, 2025 and an increase in the
possessory fee to $825.05 an acre.
The property is located in COUNCIL DISTRICT 5, Mapsco 56R.
FISCAL INFORMATION/CERTIFICATION:
The Financial Management Services Director certifies that the Revenue Division of the Finance
Department will be responsible for the collection of the fees due to the City as a result of the
transaction.
TO Fund/Account/Centers FROM Fund/Account/Centers
Submitted for City Manager's Office b :: Fernando Costa (6122)
Originating Department Head: Jay Chapa (5804)
Additional Information Contact: Cynthia Garcia (8187)
f
i
ATTACHMENTS
Remaining Option Acreage Exhibit March 2014.pdf
n 17i1)1)i 1)nI A