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HomeMy WebLinkAboutContract 29136 SECRETARY 10-o7-n7 Poe : 10 �J.,TY NTRACT NO. l � NO.: ED-2003-00416-2 CITY OF FORT WORTH, § IN THE COUNTY COURT Petitioner, § V. § SUSAN BONNER MEAD, AMY COLE § GRIFFIN AND DON COLE TRUSTEES § OF THE FOLLOWING TRUSTS: MARY § JANE MARSHALL TRUST, MARTIN § THOMAS COLE TRUST, WILLIAM § RALPH COLE TRUST, JACK LEWIS § AT LAW NO. 2 COLE TRUST, VIRGINIA MYRLE COLE § TRUST, ROBERT FRANK COLE TRUST; § AND, MARY JANE MARSHALL TRUST; § MARTIN THOMAS COLE TRUST; § WILLIAM RALPH COLE TRUST; JACK § LEWIS COLE TRUST; VIRGINIA MYRLE § COLE TRUST; ROBERT FRANK COLE § TRUST; DEVON GAS SERVICES, L.P., § Defendants. § DENTON COUNTY, TEXAS NEGOTIATED SETTLEMENT AGREEMENT This agreement is made between the City of Fort Worth, by its authorized Asistant City Manager ("City"), and Susan Bonner Mead, Amy Cole Griffin and Don Cole Trustees of the Mary Jane Marshall Trust, Martin Thomas Cole Trust, William Ralph Cole Trust, Jack Lewis Cole Trust, Virginia Myrle Cole Trust and Robert Frank Cole Trust, Mary Jane Marshall Trust, Martin Thomas Cole Trust, William Ralph Cole Trust, Jack Lewis Cole Trust, Virginia Myrle Cole Trust and Robert Frank Cole Trust and Devon Gas Services, L.P. ("Cole Trusts"). Whereas, City filed suit against Cole Trusts in Cause Number ED-2003- 00416, City of Fort Worth vs. Susan Bonner Mead, Amy Cole Griffin and Don Cole Trustees of the following trusts: Mary Jane Marshall Trust, Martin Thomas Cole Trust, William Ralph Cole Trust, Jack Lewis Cole Trust, Virginia Myrlie Trust Settlement Agreement Page I.;� ' a .. a. . and Robert Frank Cole Trust; and Mary Jane Marshall Trust; Martin Thomas Cole Trust; William Ralph Cole Trust; Jack Lewis Cole Trust; Virginia Myrle Cole Trust; Robert Frank Cole Trust and Devon Gas Services, L.P., to condemn and acquire the tracts and parcels of land described in the City's petition; Whereas, three special commissioners were subsequently appointed to preside over and to hear the parties to the proceedings to arrive at the fair-market value of the land to be taken and the damages, if any, to the remainder; Whereas, the special commissioners continued the hearing scheduled for June 5, 2003; Whereas, City and Cole Trusts agree bona fide disputes and controversies exist between them; and Whereas, City and Cole Trust desire (without the necessity of a special commissioners' hearing) to compromise and settle any and all claims and causes of action arising from the condemnation action brought by City; Now, therefore, in consideration of the recitals set forth above, the mutual promises and agreements made herein, and other valuable consideration, the receipt and sufficiency of which is acknowledged, City and Cole Trusts agree: 1. Dismissal of Case. City and Cole Trusts agree that an agreed motion to dismiss this case (in the form of the attached Exhibit A) will be presented to the court, dismissing with prejudice all causes of action asserted by City. Further, City and Cole Trusts agree an order of dismissal (in the form of the attached Exhibit B) will be presented to the court to dismiss this case with prejudice to the rights of City to refile it, taxing court costs against City. The motion and order will be executed contemporaneously with the execution of this agreement and will be submitted to the court for rendition as soon as Settlement Agreement Page 2 practicable after the signing of this agreement. 2. Deeds to be delivered. Cole Trusts at the signing of this agreement will execute and deliver to City a deed (in the form attached as Exhibit C) that includes an additional 100.06 acres of land beyond the 74.884 acres the City sought in its original petition. The attached Exhibit D depicts the area conveyed in the deed. The City will provide access to the Cole Trusts remaining property from Farm to Market Road 156 until such time as Farm to Market Road 156 is relocated onto Grantors' remaining property and provides reasonable access to the remaining property. At that time, the City's obligation to provide access to Grantors' remaining property shall terminate. 3. Parties Bound. This agreement shall be binding upon and inure to the benefit of the parties to this agreement and their heirs, executives, administrators, legal representatives, successors, and assignees, when permitted by this agreement. 4. Prior Agreements Superseded. This agreement constitutes the only agreement of City and Cole Trusts for settlement of any claims for the fair-market value of the Cole Trusts' land taken and for any damages to the remainder of the Cole Trusts' land; and it supersedes any prior understandings and written or oral agreements between them respecting the settlement of this case. 5. Texas Law to Apply. This agreement shall be construed under, and in accordance with, the laws of the State of Texas, and all obligations of the parties created by this agreement are performable in Tarrant County, Texas. 6. Legal Construction. If any of the provisions contained in this agreement shall for any reason be held to be invalid, illegal, or unenforceable, the invalidity, illegality, or unenforceability shall not affect any other provision of the agreement, and Settlement Agreement Page 3 this agreement shall be construed as if the invalid, illegal, or unenforceable provision had not been included in the agreement. 7. Amendment. No amendment, modification, or alteration of the terms of this agreement shall be binding unless it is in writing, dated subsequent to the date of this agreement, and duly executed by the CityandCole Trusts. Executed and effective on at Fort Worth, Tarrant County, Texas. ATTEST: THE CITY OF FORT WORTH THE COLE TRUSTS �Z'f A . Y• Assistant ity Manager By: Susan Bonner Mead, Trustee Gloria Pearson Cit Secretary / By: A ole Griffin, Truste Contract Authorization By• Don Cole, Trustee 1.3t E Settlement Agreement Page 4 APPROVED AS FORM AND LEGALITY: stop er . Wsley Assistant City Attorney City of Fort Worth 1000 Throckmorton Fort Worth, TX 76102 Tel: 817-871-7600 Fax: 817-871-8359 APPROVED AS TO FORM: Mike driffin 218 North Elm Street Denton, Texas 76201 Tel: (940) 383-1618 Fax: (940) 898-0196 fax STATE OF TEXAS § ,EA17.0-it! §§ COUNTY OF BEFORE ME, the undersigned authority, Notary Public in and for the State of Texas, on this day personally appeared Susan Bonner Mead, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the purposes and consideration therein expressed, as the act and deed of the City of Fort Worth, and in the capacity therein stated as its duly authorized officer of representative. GIVEN UNDER MY HAND AND SEAL OF OFFICE this 30 day of otary Public in and f to of Texas a MARTHA BOSLEY Notary Public,State of Texas %�pF......F My commission Expires 09-23-05 AH II11111 Settlement Agreement Page 5 STATE OF TEXAS § COUNTY OF-q2g& D § BEFORE ME, the undersigned authority, Notary Public in and for the State of Texas, on this day personally appeared Amy Cole Griffin known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the purposes and consideration therein expressed, and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this 3,g9 day of Notary Public in and f e tate of Texas ��?`•POs MARTHA BOSLEY Notary Public,State of Texas My Commission Expires 09-23-05 STATE OF TEXAS § of COUNTY OF BEFORE ME, the undersigned authority, Notary Public in and for the State of Texas, on this day personally appeared Don Cole known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the purposes and consideration therein expressed, and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this 3o day of o?a . otary Public in and for a tate of Texas MARTHA BOSLEY Notary Public,State of Texas +, ....•�+�;My commission Expires 09-23.05 iF011,, Settlement Agreement Page 6 EXHIBIT A NO.: ED-2003-00416-2 CITY OF FORT WORTH, § IN THE COUNTY COURT Petitioner, § V. § SUSAN BONNER MEAD, AMY COLE § GRIFFIN AND DON COLE TRUSTEES § OF THE FOLLOWING TRUSTS: MARY § JANE MARSHALL TRUST, MARTIN § THOMAS COLE TRUST, WILLIAM § RALPH COLE TRUST, JACK LEWIS § AT LAW NO. 2 COLE TRUST, VIRGINIA MYRLE COLE § TRUST, ROBERT FRANK COLE TRUST; § AND, MARY JANE MARSHALL TRUST; § MARTIN THOMAS COLE TRUST; § WILLIAM RALPH COLE TRUST; JACK § LEWIS COLE TRUST; VIRGINIA MYRLE § COLE TRUST; ROBERT FRANK COLE § TRUST; DEVON GAS SERVICES, L.P. § Defendants. § DENTON COUNTY, TEXAS AGREED MOTION TO DISMISS TO THE HONORABLE JUDGE OF SAID COURT: The City of Fort Worth, petitioner, moves the Court for an order dismissing the case against defendants. Both parties will show that all matters at controversy have been fully and finally agreed upon and settled. ThereFORE, petitioner and defendants request the Court to render an order dismissing petitioner's suit with prejudice at petitioner's costs. Ampp-H Mntinn Tn Ncmicc Respectfully submitted, DAVID L. YETT City Attomey State Bar No. 22153200 CHRISTOPHER B. MOSLEY Assistant City Attorney State Bar No. 00789505 Attorneys for Petitioner CITY OF FORT WORTH 1000 Throckmorton Street Fort Worth, Texas 76102 Tel: (817) 871-7600 Fax: (817) 871-8359 MIKE GRIFFIN State Bar. No. 08463000 Attorney for Defendants COLE TRUSTS 218 North Elm Street Denton, Texas 76201 Tel; (940) 383-1618 Fax: (940) 898-0196 Agreed Motion To Dismiss Page 2 EXHIBIT B NO.: ED-2003-00416-2 CITY OF FORT WORTH, § IN THE COUNTY COURT § Petitioner, § V. § SUSAN BONNER MEAD, AMY COLE § GRIFFIN AND DON COLE TRUSTEES § OF THE FOLLOWING TRUSTS: MARY § JANE MARSHALL TRUST, MARTIN § THOMAS COLE TRUST, WILLIAM § RALPH COLE TRUST, JACK LEWIS § AT LAW NO. 2 COLE TRUST, VIRGINIA MYRLE COLE § TRUST, ROBERT FRANK COLE TRUST; § AND, MARY JANE MARSHALL TRUST; § MARTIN THOMAS COLE TRUST; § WILLIAM RALPH COLE TRUST; JACK § LEWIS COLE TRUST; VIRGINIA MYRLE § COLE TRUST; ROBERT FRANK COLE § TRUST; DEVON GAS SERVICES, L.P. § Defendants. § DENTON COUNTY, TEXAS ORDER On this day the Court considered the Agreed Motion to Dismiss this cause of action. The Court, after-having considered the motion, is of the opinion that it same should be GRANTED. Therefore it is ordered that the motion be and it is hereby granted; that petitioner's cause of action against defendants is dismissed with prejudice, at petitioner's costs. SIGNED this day of , 2003. JUDGE PRESIDING Order ��� EXHIBIT C General Warranty Deed Date: September 30, 2003 Grantor: Susan Bonner Mead, Amy Cole Griffin and Don Cole Trustees of the Mary Jane Marshall Trust, Martin Thomas Cole Trust, William Ralph Cole Trust, Jack Lewis Cole Trust, Virginia Myrie Cole Trust and Robert Frank Cole Trust, Mary Jane Marshall Trust, Martin Thomas Cole Trust, William Ralph Cole Trust, Jack Lewis Cole Trust, Virginia Myrie Cole Trust and Robert Frank Cole Trust. Grantor's Mailing Address: c/o Mike Griffin Griffin and Jones 218 North Elm Denton, Texas 76201 Grantee: City of Fort Worth Grantee's Mailing Address: 1000 Throckmorton Fort Worth, TX 76102 Tarrant County Consideration: TEN AND NO/100 DOLLARS ($10.00) and other good and valuable consideration. Property (including any improvements): See attached Exhibit 1. Reservations from Conveyance; For Grantor and Grantor's heirs, successors, and assigns forever, a reservation of all oil, gas and other minerals in and under and that may be produced from the Property. If the mineral estate is subject to existing production or an existing lease, this reservation includes the production, the lease, and all benefits from it. For Grantor and Grantor's heirs, successors, and assigns, a reservation of an easement shown as Ranch Road on the attached Exhibit 1 to provide access to the Grantors' adjacent property. If Farm to Market Road 156 is relocated on Grantors' remaining property and provides reasonable access to Grantors' adjacent property, then the access easement shall terminate and become the property of the City of Fort Worth. Exceptions to Conveyance and Warranty: Validly existing easements, rights-of-way, and prescriptive rights, whether of record or not; all presently recorded and validly existing instruments, other than conveyances of the surface fee estate, that affect the Property; and taxes for 2003, which Grantor assumes and agrees to pay. Grantor, for the Consideration and subject to the Reservations from Conveyance and the Exceptions to Conveyance and Warranty, grants, sells, and conveys to Grantee the Property, together with all and singular the rights and appurtenances thereto in any way belonging, to have and to hold it to Grantee and Grantee's successors and assigns forever. Grantor binds Grantor and Grantor's heirs and successors to warrant and forever defend all and singular the Property to Grantee and Grantee's heirs, successors, and assigns against every person whomsoever lawfully claiming or to claim the same or any part thereof, except as to the Reservations from Conveyance and the Exceptions to Conveyance and Warranty. When the context requires, singular nouns and pronouns include the plural. Signed , 2003. By: Susan Bonner Mead i By: my Co Gri in By: D Cole STATE OF TEXAS ) COUNTY OF ) This instrument was acknowledged before me on by Susan Bonner Mead. Notary Public, State of T C H7. qr�.�..•,i D� my Co�linssior k `rr rritr .rr.:.n,_x:._:::'-.'^y^;•...i-••xczxrzzr-:aa.:c-->r'v'•sz. STATE OF TEXAS ) COUNTY OF ) This instrument was acknowledged before me on YY7.1D dOQ by Amy Cole Griffin. 9&vk Z" Notary Public, State of Te STATE OF TEXAS ) �P.'.�Lv�i� MARTHA BOSLEY _Z ��� F,iafy Public,a uiE 0Texas i",;•...,.� my Commission Expires 09-23-05 COUNTY OF This instrument was acknowledged before me on d pl by Don Cole. Notary Public, State of T MARTHA EOSLEY wtm Public,State c9 Texas ;r•...•�+;;My Commission Expires 09-23-05 F t EXHIBIT 1 R � : �F'. {},r r`^ C a. e -n. ri "•J- ;t A .+�°fx?'r9r�;,'Xa'tyrr 'i`t -_fit ,.y',r;t�,3ri `yr} '"1� t -.:," �'y f.�'vxti...-...r , ,J. 't�.yt' !'�+ r _Y .•:i; ^},'a'.:�t rf 3' v�tj,.,,,h .���•y�.' p tr�.-r�_.r ;8C c.. �t 'rsr`G r. ,'�'-.!!:.�a ... e�C' _ .!._s:-i w ' }t• r,•.#,y9 t�t`C "'tl ./`a'S'? i. :Y'1, -;.'trs �`.k'_`y` „'Zi"` n+.'AW+,r:. y' i. < .� •, .ie'� "? ,' L1S5'#. {.•iR fi';t- •.L ! -a:5 u , r'L"!• ii-. 3+r .H+. 4 - .r, -t ,,z_zx -•;a:r �. :"`+t.3. .t, '�''a.,,'�'S '' w"_- A47•. i! 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'4msCy+�w'_"+-,a a".. aV 'w �`,,_ tr+'n-`, 'a rir,7 vµy a}'} }?.- r �?.s'• x'ff"�ca-' a S v� t §af�' ea%t��',!-. ,c, _ i'f*•et fya.'. +i, y .a y,�,k-.a` s��y i��t''�E��T'fda .� ys�''�sTi•�,�,Iy<, 4'- V' �Y itiL�,! t�„ ;: .{t,.fS fes'*, 9r. �ri Z 4,`SIFT °, •. ,.�.:a 44 Sf �,S*�` �,YrF,� A C_�.; A__)A F p a t 11 e e e 'I •1 • /ti • , _ • I I • • / 1 • / / LAN)DESCRIPTION BEIND THAT CERTAIN TRACT OF LNC. SITUATED IN THE WILLIAM ZECULAR SURVEY. ABSTRACT NA !DER 1454. AND THE WML SAMPLE SURVEY ABSTRACT N 1MKR 1207.DEMON COUNTY. TEXAS AND BEING A PORTION OF THAT TRACT OF LAND CONVEYED TO 156 ALLIANCE. LTD. AS DESCRIBED BY DEED RECORDED UNDER COUNTY CLERK'S NUMBER 97-80057069 OF REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS AND BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS! COMMENCING AT A STONE. FOUND AT AN ELL CORNER OF SAID 156 ALLIANCE. LTD. TRACT AND BEING THE WESTERLY NORTHWEST COINER OF THAT TRACT OF LAND CONVEYED TO CALVIN B AND OMAS LEWAYM PETERSON. RECORDED IN VOLUME 1112. PACE 261 OF SAID REAL PROPERTY RECORDS$ THENCE N B9.44'44"E. 606.15 FEET. WITH THE COMMON LINE OF SAID 156 ALLIANCE. LTD. TRACT AND SAID PETERSON TRACT. TO AfVNCH IRON IMOD WITH PLASTIC CAP STAMPED*CARTER a BURGESS.' SET AT THE POINT OF ONINNINS; THENCE N 1P 24'25'8 1276.96. DEPARTING SAID COMMON LINE. TO AMINCH IRON ROD WITH PLASTIC CAP STAMPED 'CARTER a BURGESS.' SET$ THENCE N 11'46'6CW. 19TL 75 FEET. TO A%INCH IRON ROD WITH PLASTIC CAP STAMPED'CARTER a BURGESS.' SET$ THENCE N WOW WE. 635.69 FEET. TO AbINCH IRON ROD WITH PLASTIC CAP STAMPED'CARTER a BURGESS.' SET IN A EAST LINE OF SAID 156 ALLIANCE. LTD. TRACT. AND IN THE WEST LLE OF THAT TRACT OF LAND AS DESCRIBED BY DEED TO JEANNE SHELTON AS RECORDED IN VOLUME 4467. PAGE 1544. REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS$ THENCE S OW 36'35"F. 617.19 FEET WITH A EAST LINE OF SAID 156 ALLIANCE. LTD. TRACT. AND THE WEST LLE OF SAID JEANNE SHELTON TRACT TO AVVNCI IRON ROD WITH PLASTIC CAP STAMPED'CARTER a BURGESS.' SET AT AN ELL CORNER OF SAID 156 ALLIANCE. LTD. TRACT. SAID IRON ROD ALSO BEING THE SOUTHWEST CORNEA OF SAID JEANNE SHELTON TRACT$ THENCE N 69'47'14'E. 2256.96 FEET (PREVIOUSLY RECORDED AS 2259.91 FEET) WITH A NORTH LINE OF SAID 156 ALLIANCE. LTD. TRACT. THE SOUTH LINE OF SAID JEANNE SHELTON TRACT. THE SOUTH LINE OF THAT TRACT OF LAD AS DESCRIBED BY DEED TO LYNNE WEIL AS RECORDED IN VOLUME 4467. PAGE 1549. REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS. AND THE SOUTH LINE OF THAT TRACT OF LAND AS DESCRIBED BY DEED TO BARBARA WEIL DUNCAN AS RECORDED IN VOLUME 4467. PACE 2404. REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS TO A BOISE`D ARC FENCE POST FOLIC AT THE NORTHEAST CORNER OF SAID 156 ALLIANCE. LTD. TRACT. SAID POST ALSO BEING THE MOST NORTHERLY NORTHWEST CORNEA OF THAT TRACT OF LAUD AS DESCRIBED BY DEED TO CALVIN & AND OMAS LERAYNE PETERSON AS RECORDED IN VOLUME 1112. PAGE 261. REAL PROPERTY RECORDS. DEMON COUNTY. TEXAS$ THENCE S 00'3T 04'8 2676.66 FEET (PREVIOUSLY RECORDED AS 2660.06 FEET) WITH THE EAST LINE OF SAID 156 ALLIANCE. LTD. TRACT. AND THE WEST LINE OF SAID CALVIN & AND OWLS LEWAYNE PETERSON TRACT TO A'IgIICH IRON ROD FOUND AT THE SOUTHEAST COINER OF SAID 156 ALLIANCE. LTD- TRACT. AND AN ELL CORNEA IN THE A NORTH LINE OF SAID CALVIN & AND OMAS LETAYNE PETERSON TRACTS THENCE S 69'44'44'8 2271.40 FEET WITH THE SOUTH LINE OF SAID 156 ALLIANCE. LTD. TRACT. AND A NORTH LLE OF SAID CALVIN& AND OMAS LEWAYNE PETERSON TRACT TO THE POINT OF BEGINNING AND CONTAINING 7.617.926 SQUARE FEET OR 174.664 OF LAND MORE OR LESS NOTES8 1. THIS SURVEY WAS PERFORMED WITH THE BENEFIT OF A TITLE COMMITMENT. SUPPLIED BY STEWART TITLE GAURANTY COMPANY DOER FILE NUMBER 01102349. EFFECTIVE DATE SEPTEMBER 19. 2001. ISSUED NOVEMBER 5, 2001. AND WAS RELIED ON FOR EASEMENTS AND OTHER MATTERS OF RECORD. 2. BASIS OF BEARING IS THE SOUTH LINE OF THE 156 ALLIANCE TRACT . COMMON WITH THAT TRACT CONVEYED TO CALVIN B. a 01MS LEWAYEE PETERSON RECORDED UNDER COUNTY CLERICS NABER 97-R005709 OF REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS WITH A-00'14'24' ROTATION. DISCREPANCIES ARE SNORT IN PARENTHESIS 3. BASED ON A REVIEW OF FLOOD INSURANCE RATE MAP. WAP NUMBER 4912100490. REVISED MARCH 30. 1996. THE SUBJECT TRACT LIES IN ZONE 'X' COTHER AREAS). DESCRIBED AS 'AREAS DETERMINED TO BE OUTSIDE 500-YEAR FLOODPLAIN.' 4. EASEMENT TO TEXAS ELECTRIC SERVICE COMPANY. RECORDED IN VOLUME 3T1. PAGE 471 OF REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS DOES NOT AFFECT THE SUBJECT TRACT. 5. EASEMENT TO TEXAS ELECTRIC SERVICE COMPANY. RECORDED IN VOLUME 367. PACE 347 OF REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS. DOES NOT AFFECT THE SUBJECT TRACT. 6. EASEMENT TO TEXAS ELECTRIC SERVICE COMPANY. RECORDED IN VOLUME 1044. PAGE 224 OF REAL PROPERTY RECORDS. DEMON COUNTY. TEXAS DOES NOT AFFECT THE SUBJECT TRACT 7. EASEMENT TO BRAZOS ELECTRIC POWER COOPERATIVE. INC.. RECORDED IN VOLUME 2142, PAGE 332 OF REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS DOES NOT AFFECT THE SUBJECT TRACT. S. EASEMENT TO BRAZOS ELECTRIC POWER COOPERATIVE. INC.. RECORDED IN VOLUME 2442. PAGE 239 AND VOLUME 2460. PAGE 436 OF REAL PROPERTY RECORDS OF DEMON COUNTY. TEXAS DOES NOT AFFECT THE SUBJECT TRACT. 9. EASEMENT TO BRAZOS ELECTRIC POWER COOPERATIVE. INC.. RECORDED IN VOLUME 2460 PAGE 424 OF REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS DOES NOT AFFECT THE SUBJECT TRACT. 10. EASEMENT TO SOUTHWESTERN GAS PIPELINE. INC.. RECORDED IN VOLUME 4693. PAGE 1540 OF REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS CALLS FOR THE SURVEY THAT IS CALLED FOR IN THIS TRACT. HOWEVER THERE IS NO DESCRIPTION OR EXHIBIT TO ALLOW THE GRAPHICAL DEPICTION. 11. RIGHT-OF-WAY AOREOENT TO MITCHELL ENERGY CORP. AS RECORDED IN VOLUME 2742. PACE 762 METES AND OF REAL PROPERTY RECORDS. DENTON COUNTY AFFECTS SUBJECT TRACT AS SHOWN HEREON 12. EASEMENT TO SOUTHWESTERN GAS PIPELINE. INC. AS RECORDED IN VOLUME 4651, PAGE 4603 BOUNDS OF REAL PROPERTY RECORDS. DENTON COUNTY AFFECTS SUBJECT TRACT AS SHOWN HEREON. PAGE Z O F Z 13. ALL PROPERTY CORNERS SET ARE%INC1 IRON RODS WITH PLASTIC CAPS STAMPED'CARTER a BURGESS' UNLESS OTHERWISE NOTED. ALLIANCE AIRPORT RUNWAY FoKrWoKM ��sk Alliance EXTENSION PROJECT C'OT F PR(OPER TY Carter-Burapcc ffi-In L.. ', /�'s9'f'"--�i1�` f F 'd d ';w r ry.d�r�- .1 '�3�'`q"' +'�`tN?<ryr7�.G'�?_ '�,7`"fr +ac+.s; �'iaa'f .t'i ;, _, j s...3l+sg ,, >. lYa s c $ t5`�%p' ->w..,y. >� •.wye +9 .+r.� r1 i -,v e�` Ik ; i° ,�•-�.,y..t ry gr�aa ,y�. ��•r�#x5c���7 x .ttr ��c�i,�k� _ts"�"'K r;:;er.F ••Y.' }.s,�' ��V �•S�m.,. 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A•�1'�P` �i!iz.: a�s�r-S`��+� •;s i" c-'..{"�'x� �trt w_•� i�hss -��`"y�r �= k��_:� __ � ' 'j � r"ir- ,� k.'�+' �•e�" -�• "+. .• • ' Rf 'rw" 1sYi� _ --r'.- __ `4 ,r'?+y hs �,y+ ��+� '+3 .x�t"� '+n D.? f�K •sr., S•,. r{i s. ,TF •w-a. ,3 r eC+x, �i`♦ ,f� rZF � tP}'�vi ...t.•.,- `+�+.' rtc ,�r�• r ���� .y. �q � �rs�r�i� �iaj�o4� _f�"�,b 'a b�"�i+:5'�',r�Y:�vr•'i ,r, R,2"' _11F;rs'."b f+rx'h�? :i� AFF E S ile '" �fi'4�"Yi`'�-`��� 5 e 3'"�W�*�r�'s�'3-moi v �3�z•-S ''� t''' ar`�Y.•. � "i�r-r!'�.y�tYt'.r.. ''iF x�,'.!fs� q -:T�i�"s 1`'�' ,il',R� �tr7.si•td^b' `>r's„�ti-.�"`.•�q�:r�'. �! �� �1�J rf +?' cK, 5�'y S` �,"1K�u.},e�++�� 1'9: _ �t--• -�+ � � Rik yr••t+'ii_ .w, t�#'�'.y .,µi1. �� z �,'v~ � + 4 ♦ � C, _ � ro ,w ! x�_rwr a• i V' pY, 3- :4. • Me- is IN • 1 1 ' 1 1 , 1 1 LAND DESCRIPTION BEING THAT CERTAIN TRACT OF LAND. SITUATED IN THE WILLIAM ZECULAR SURVEY. ABSTRACT NUMBER 1454. AND THE WRs SAMPLE SURVEY ABSTRACT NUMBER 1207.DEXTON COUNTY. TEXAS AND BEING A PORTION OF THAT TRACT OF LAND CONVEYED TO 156 ALLIANCE. LTD. AS DESCRIBED BY DEED RECORDED UNDER COUNTY CLERK'S NUMBER 97-MO57069 OF REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS AND BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS$ COMMENCING AT A STONE. FOLIO AT AN ELL COWER OF SAID 156 ALLIANCE. LTD. TRACT AND BEING THE WESTERLY NORTHIM:ST CORNEA OF THAT TRACT OF LAND CONVEYED TO CALVIN 6 ARD OMAS LEWAYRE PETERSON, RECORDED IN VOLUME 1112. PAGE 261 OF SAID REAL PROPERTY RECORDS: THEME N NP 44'44'E. 666.15 FEET. WITH THE COMMON LINE OF SAID 156 ALLIANCE. LTD. TRACT AND SAID PETERSON TRACT. TO A%INCN IRON ROD WITH PLASTIC CAP STAINED"CARTER a BURGESS.' SET AT THE POINT OF BEGINHIN9t THEME N IV 24'2S26 12T0.96. DEPARTING SAID COMM LINE. TO AMTNCH IRON ROD WITH PLASTIC CAP STAMPED 'CARTER A BURGESS." SETS THENCE N I1*48'64•W. 1976.76 FEET. TO A%TNCH IRON ROD WITH PLASTIC CAP STAMPED"CARTER 6 BURGESS.' SET: THENCE N DP 06'36'E:. BSS.69 FEET. TO 064MCH IRON ROD WITH PLASTIC CAP STAMPED'CARTER R BURGESS." SET IN A EAST LINE OF SAID 156 ALLIANCE. LTD. TRACT. ARD IN THE IEST LINE OF THAT TRACT OF LAND AS DESCRIBED BY DEED TO JEANS SHELTON AS RECORDED IN VOLUME 4467. PAGE 1644. REAL PROPERTY RECORDS. DENTON COUNTY. TDIASI THEME S DO-35'35"F- 61T.19 FEET WITH A EAST LINE OF SAID 156 ALLIANCE. LTD. TRACT. AND THE WEST LINE OF SAID JEANNE SHELTON TRACT TO A%V CH IRON ROD WITH PLASTIC CAP STAMPED 'CARTER d BURGESS." SET AT AN ELL CONffA OF SAID 156 ALLIANCE. LTD. TRACT. SAID IRON ROD ALSO BEING THE SOUTHWEST CORKER OF SAID JEANS SHELTON TRACT$ THENCE N 09'4T'14'E. 2250.96 FEET I PREVIOUSLY RECORDED AS 2259-91 FEET) WITH A NORTH LINNE OF SAID l56 ALLIANCE. LTD. TRACT. THE SOUTH LIN? OF SAID JEANE SHELTON TRACT. THE SOUTH LINE OF THAT TRACT OF LAND AS DESCRIBED BY D® TO LYNNE WEIL AS RECORDED IN VOLUME 4467. PAGE 1549. REAL PROPERTY RECORDS. DEMON COUNTY. TEXAS. AND THE SOUTH LINE OF THAT TRACT OF LAND AS DESCRIBED BY DEED TO BARBARA WEIL DUNCAN AS RECORDED IN VOLUME 4467. PAGE 2404. REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS TO A BOISE'D ARC FENCE POST FOUR AT THE NORTHEAST CORNER OF SAID 156 ALLIANCE. LTD. TRACT. SAID POST ALSO BEING THE MOST NORTHERLY NORTHWEST CORNER OF THAT TRACT OF LAND AS DESCRIBED BY DEED TO CALVIN B. AND OMAS LEWAYNE PETERSON AS RECORDED IN VOLUME 1112. PACE 261. REAL PROPERTY RECORDS. DENTON COUNTY. TEXASI THENCE S OOP 3T 04'R 2676.66 FEET (PREVIOUSLY RECORDED AS 2660.06 FEET) WITH THE EAST LINE OF SAID 156 ALLIANCE. LTD. TRACT. AND THE WEST LINE OF SAID CALVIN a AND OMAS LEWATNE PETERSON TRACT TO "NCH IRON ROD FOLIO AT THE SOUTHEAST CORNER OF SAID 156 ALLIANCE. LTD- TRACT. AND AN ELL CORNEA IN THE A NORTH LINE OF SAID CALVIN W AND OMAS LEWAYNE PETERSON TRACT$ THEME S 99"44'44'R 22TI.40 FEET WITH THE SOUTH LINE OF SAID 156 ALLIANCE. LTD- TRACT. AND A NORTH LINE OF SAID CALVIN & APD OMAS LEWATNE PETERSON TRACT TO THE POINT OF BEGINNING AND CONTAINING 7.617.926 SQUARE FEET OR 174.664 OF LAID MORE OR LESS. NOTES( 1. THIS SURVEY WAS PERFORMED WITH THE BENEFIT OF A TITLE COMMITMENT. SUPPLIED BY STEWART TITLE OAURANTY COMPANY UNDER FILE N MM 01102349. EFFECTIVE DATE SEPTEMBER 19. 2001. ISSUED NOVEMBER 6. 2001. AID WAS RELIED ON FOR EASEMENTS AID OTHER MATTERS OF RECORD. 2. BASIS OF BEARING IS THE SOUTH LINE OF THE 156 ALLIANCE TRACT . COMMON WITH THAT TRACT CONVEYED TO CALVIN B• 6 CMM$ LEMAYNE PETERSON RECORDED UDER COUITY CLERK*S fabWER 97-RO05TO9 OF REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS WITH A-00 11 Ir 24 ROTATION. DISCEPACIES ARE SHOWN IN PARENTHESIS. 3. BASED ON A REVIEW OF FLOOD INSURANCE RATE MNP. MAP NUMBER 46121CO490. REVISED MARCH 30. 1996. THE SUBJECT TRACT LIES IN ZONE'X' (OTHER AREAS). DESCRIBED AS 'AREAS DETERMINED TO BE OUTSIDE 500-YEAR FLOODPLAIN.' 4. EASEMENT TO TEXAS ELECTRIC SERVICE COMPANY. RECORDED IN VOLUME 371. PAGE 471 OF REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS DOES NOT AFFECT THE SUBJECT TRACT. 5. EASEMENT TO TEXAS ELECTRIC SERVICE COMPANY. RECORDED IN VOLUME 397. PACE 34T OF REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS. DOES NOT AFFECT THE SUBJECT TRACT. 6. EASEMENT TO TETRAS ELECTRIC SERVICE COMPANY. RECORDED IN VOLUME 1044. PACE 224 OF REAL PROPERTY RECORDS. DENTIN COUNTY. TEXAS DOES NOT AFFECT THE SUBJECT TRACT T. EASEMENT TO BRAZOS ELECTRIC POWER COOPERATIVE. INC.. RECORDED IN VOLUME 2142. PAGE 332 OF REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS DOES NOT AFFECT THE SUBJECT TRACT. S. EASEMENT TO BRAZOS ELECTRIC POWER COOPERATIVE. INC.. RECORDED IN VOLUME 2442. PACE 239 AND VOLUME 2460. PACE 436 OF REAL PROPERTY RECORDS OF DEMON COUNTY. TETRAS DOES NOT AFFECT THE SUBJECT TRACT. A EASEMENT TO BRAZOS ELECTRIC POWER COOPERATIVE. IM. RECORDED IN VOLUME 2460 PACE 424 OF REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS DOES MDT AFFECT THE SUBJECT TRACT. 10. EASEMENT TO SOUTHWESTERN OAS PIPELINE. INC. RECORDED IN VOLUME 4693. PAGE 1540 OF REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS CALLS FOR THE SURVEY THAT IS CALLED FOR IN THIS TRACT. HOWEVER THERE IS NO DESCRIPTION OR EXHIBIT TO ALLOW THE GRAPHICAL DEPICTION. 11- RIGHT-OF-WAY AGREEMENT TO MITCHELL ENERGY CORP. AS RECORDED IN VOLUME 2T42. PACE 762 METES AND OF REAL PROPERTY RECORD& DENTON COUNTY AFFECTS SUBJECT TRACT AS SHOWN HEREON 12. EASEMENT TO SOUTHWESTERN OAS PIPELINE. INC AS RECORDED IN VOLUME 4651, PAGE 4603 BOUNDS OF REAL PROPERTY RECORDS' DENTON COUNTY AFFECTS SUBJECT TRACT AS SHOWN HEREON. PAGE 2 OF 2 13. ALL PROPERTY CORNERS SET ARE%%INCH IRON RODS WITH PLASTIC CAPS STAMPED -CARTER Al BURGESS' UNLESS OTHERWISE NOTED. ALLIANCE AIRPORT RUNWAY FoyWomy Alliance EXTENSION PROJECT � Air Swim,lez ('OLF. PROPERTY Carter=Burgess Form T-1 OWNER POLICY OF TITLE INSURANCE If yuu.ovant information about coverage or need assistance to resolve complaints,please call our toll free number 1-800-729-1902. If you make a claim under your policy,yur:must furnish written notice in accordance with Section 3 of the Conditions and Stipulations. Visit our World-Wide Web site at:http://www.stewart.com OWNER'S POLICY OF TITLE INSURANCE ISSUED BY STEWART TITLE GUARANTY COMPANY SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE B AND THE CONDITIONS AND STIPULATIONS, STEWART TITLE GUARANTY COMPANY, a Texas corporation, herein called the Company, insures, as of Date of Policy shown in Schedule A, against loss or damage not exceeding the Amount of Insurance stated in Schedule A, sustained or incurred by the insured by reason of: 1. Title to the estate or interest described in Schedule A being vested other than as stated therein; 2. Any defect in or lien or encumbrance on the title; 3. Any statutory or constitutional mechanic's, contractor's , or materialman's lien for labor or material having its inception on or before Date of Policy; 4. Lack of a right of access to and from the land. 5. Lack of good and indefeasible title. The Company also will pay the costs, attorneys' fees and expenses incurred in defense of the title, as insured, but only to the extent pro 'ded in the Conditions and Stipulations. IN WIT WHEREOF, Stewart Title Guaranty Company has caused this policy to be signed and sealed by its duly autho ' o tcers as of the Date of Policy shown in Schedule A. TEWART TITLE GUARANTY COMPANY Chairman of the Boar Presi ent S�jwE,�u Countersigned: r f *•`� y J 4 Atfthori zed Countersignature M% 19 0 8 Stewart Title North Texas, Inc. TfXAs Dallas, Texas EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage,costs, attorneys'fees or expenses which arise by reason of: 1. (a)Any law, ordinance or governmental regulation (including but not limited to building and zoning laws, ordinances,or regulations) restricting,regulating, prohibiting or relating to (i)the occupancy,use,or enjoyment of the land; (ii)the character,dimensions or location of any improvement now or hereafter erected on the land;(iii)a separation in ownership or a change in the dimensions or area of the land or any parcel of which the land is or was a part; or(iv)environmental protection,or the effect of any violation of these laws, ordinances or governmental regulations,except to the extent that a notice of the enforcement thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. (b)Any governmental police power not excluded by (a)above,except to the extent that a notice of the exercise thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. 2. Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy, but not excluding from coverage any taking that has occurred prior to Date of Policy which would be binding on the rights of a purchaser for value without knowledge. 3. Defects, liens,encumbrances,adverse claims or other matters: (a)created, suffered,assumed or agreed to by the insured claimant; (b)not known to the Company,not recorded in the public records at Date of Policy,but known to the insured claimant and not disclosed in writing to the Company by the insured claimant prior to the date the insured claimant became an insured under this policy; (c)resulting in no loss or damage to the insured claimant; (d)attaching or created subsequent to Date of Policy; oil I (e)resulting in loss or damage which would not have been sustained if the insured claimant had paid value for the estate or interest insured by this policy. 4. The refusal of any person to purchase, lease or lend money on the estate or interest covered hereby in the land described in Schedule A because of unmarketability of the title. 5. Any claim,which arises out of the transaction vesting in the person named in paragraph 3 of Schedule A the estate or interest insured by this policy, by reason of the operation of federal bankruptcy,state insolvency,or other state or federal creditors'rights laws,that is based on either (i) the transaction creating the estate or interest Insured by this Policy being deemed a fraudulent conveyance or fraudulent transfer or a voidable distribution or voidable dividend, (ii) the subordination or recharacterization of the estate or interest insured by this Policy as a result of the application of the doctrine of equitable subordination,or(iii)the transaction creating the estate or interest insured by this Policy being deemed a preferential transfer except where the preferential transfer results from the failure of the Company or its issuing agent to timely file for record the instrument of transfer to the insured after delivery or the failure of such recordation to impart notice to a purchaser for value or a judgment on lien creditor. Serial No. 0-589340797 581 (rev. 10-1-97) CONDITIONS AND STIPULATIONS 1. DEFINITION OF TERMS. The following terms when used in this policy mean: (a) "insured": the insured named in Schedule A, and, subject to any rights or defenses the Company would have had against the named insured,those who succeed to the interest of the named insured by operation of law as distinguished from purchase including, but not limited to, heirs,distributees,devisees, survivors,personal representatives, next of kin,or corporate,partnership or fiduciary successors,and specifically, without limitations,the following: (i) the successors in interest to a corporation resulting from merger or consolidation or the distribution of the assets of the corporation upon partial or complete liquidation; (ii) the partnership successors in interest to a general or limited partnership which dissolves but does not terminate; (iii)the successors in interest to a general or limited partnership resulting from the distribution of the assets of the general or limited partnership upon partial or complete liquidation; (iv) the successors in interest to a joint venture resulting from the distribution of the assets of the joint venture upon partial or complete liquidation; (v) the successor or substitute trustee(s)of a trustee named in a written trust instrument;or (vi)the successors in interest to a trustee or trust resulting from the distribution of all or part of the assets of the trust to the beneficiaries thereof. (b) "insured claimant": an insured claiming loss or damage. (c) "knowledge" or "known": actual knowledge,not constructive knowledge or notice that may be imputed to an insured by reason of the public records as defined in this policy or any other records which impart constructive notice of matters affecting the land. (d) "land": the land described or referred to in Schedule A,and improvements affixed thereto that by law constitute real property. The term "land" does not include any property beyond the lines of the area described or referred to in Schedule A,nor any right,title, interest, estate or easement in abutting streets, roads,avenues, alleys,lanes,ways or waterways, but nothing herein shall modify or limit the extent to which a right of access to and from the land is insured by this policy. (e) "mortgage": mortgage,deed of trust,trust deed,or other security instrument. (f) "public records": records established under state statutes at Date of Policy for the purpose of imparting constructive notice of matters relating to real property to purchasers for value and without knowledge. With respect to Section 1(a)(iv)of the Exclusions From Coverage, "public records" also shall include environmental protection liens filed in the records of the clerk of the United States district court for the district in which the land is located. (g) "access": legal right of access to the land and not the physical condition of access. The coverage provided as to access does not assure the adequacy of access for the use intended. 2. CONTINUATION OF INSURANCE AFTER CONVEYANCE OF TITLE. The coverage of this policy shall continue in force as of Date of Policy in favor of an insured only so long as the insured retains an estate or interest in the land,or holds an indebtedness secured by a purchase money mortgage given by a purchaser from the insured, or only so long as the insured shall have liability by reason of covenants of warranty made by the insured in any transfer or conveyance of the estate or interest. This policy shall not continue in force in favor of any purchaser from the insured of either(i)an estate or interest in the land,or(ii)an indebtedness secured by a purchase money mortgage given to the insured. 3. NOTICE OF CLAIM TO BE GIVEN BY INSURED CLAIMANT. The insured shall notify the Company promptly in writing (i)in case of any litigation as set forth in Section 4(a)below or, (ii)in case knowledge shall come to an insured hereunder of any claim of title or interest that is adverse to the title to the estate or interest,as insured,and that might cause loss or damage for which the Company may be liable by virtue of this policy. If prompt notice shall not be given to the Company,then as to the insured all liability of the Company shall terminate with regard to the matter or matters for which prompt notice is required;provided,however,that failure to notify the Company shall in no case prejudice the rights of any insured under this policy unless the Company shall be prejudiced by the failure and then only to the extent of the prejudice. When, after the Date of Policy,the insured notifies the Company as required herein of a lien,encumbrance,adverse claim or other defect in title to the estate or interest in the land insured by this policy that is not excluded or excepted from the coverage of this policy,the Company shall promptly investigate the charge to determine whether the lien,encumbrance,adverse claim or defect is valid and not barred by law or statute. The Company shall notify the insured in writing,within a reasonable time, of its determination as to the validity or invalidity of the insured's claim or charge under the policy. If the Company concludes that the lien, encumbrance,adverse claim or defect is not covered by this policy, or was otherwise addressed in the closing of the transaction in connection with which this policy was issued,the Company shall specfically advise the insured of the reasons for its determination. If the Company concludes that the lien,encumbrance, adverse claim or defect is valid,the Company shall take one of the following actions: (i)institute the necessary proceedings to clear the lien, encumbrance,adverse claim or defect from the title to the estate as insured; (ii)indemnify the insured as provided in this policy;(iii)upon pay- ment of appropriate premium and charges therefore,issue to the insured claimant or to a subsequent owner,mortgagee or holder of the estate or interest in the land insured by this policy,a policy of title insurance without exception for the lien,encumbrance,adverse claim or defect, said policy to be in an amount equal to the current value of the property or,if a mortgagee policy, the amount of the loan; (iv)indemnify another title insurance company in connection with its issuance of a policy(ies)of title insurance without exception for the lien,encumbrance, adverse claim or defect; (v)secure a release or other document discharging the lien,encumbrance,adverse claim or defect;or(vi)undertake a combination of(i)through(v)herein. 4. DEFENSE AND PROSECUTION OF ACTIONS:DUTY OF INSURED CLAIMANT TO COOPERATE. (a)Upon written request by the insured and subject to the options contained in Section 6 of these Conditions and Stipulations,the Company,at its own cost and without unreasonable delay, shall provide for the defense of an insured in litigation in which any third party asserts a claim adverse to the title or interest as insured, but only as to those stated causes of action alleging a defect, lien or encumbrance or other matter insured against by this policy. The Company shall have the right to select counsel of its choice(subject to the right of the insured to object for reasonable cause)to represent the insured as to those stated causes of action and shall not be liable for and will not pay the fees of any other counsel. The Company will not pay any fees, costs or expenses incurred by the insured in the defense of those causes of action that allege matters not insured against by this policy. (b) The Company shall have the right,at its own cost,to institute and prosecute any action or proceeding or to do any other act that in its opinion may be necessary or desirable to establish the title to the estate or interest, as insured,or to prevent or reduce loss or damage to the insured. The Company may take any appropriate action under the terms of this policy, whether or not it shall be liable hereunder, and shall not thereby concede liability or waive any provision of this policy. If the Company shall exercise its rights under this paragraph,it shall do so diligently. (c)Whenever the Company shall have brought an action or interposed a defense as required or permitted by the provisions of this policy,the Company may pursue any litigation to final determination by a court of competent jurisdiction and expressly reserves the right, in its sole discretion,to appeal from any adverse judgment or order. (d)In all cases where this policy permits or requires the Company to prosecute or provide for the defense of any action or proceed- ing,the insured shall secure to the Company the right to so prosecute or provide defense in the action or proceeding, and all appeals therein,and permit the Company to use,at its option, the name of the insured for this purpose. Whenever requested by the Company,the insured,at the Company's expense, shall give the Company all reasonable aid(i)in any action or proceeding,securing evidence,obtaining witnesses,prosecuting or defending the action or proceeding, or effecting settlement, and(ii)in any other lawful act that in the opinion of the Company may be necessary or desirable to establish the title to the estate or interest as insured. If the Company is prejudiced by the failure of the insured to furnish the required cooperation, the Company's obligations to the insured under the policy shall terminate, including any liability or obligation to defend, prosecute, or continue any litigation, with regard to the matter or matters requiring such cooperation. CONDITIONS AND STIPULATIONS Continued 5.PROOF OF LOSS OR DAMAGE. In addition to and after the notices required under Section 3 of these Conditions and Stipulations have been provided the Company,a proof of loss or damage signed and sworn to by the insured claimant shall be furnished to the Company within 91 days after the insured claimant shall ascertain the facts giving rise to the loss or damage. The proof of loss or damage shall describe the defect in,or lien or encumbrance on the title,or other matter insured against by this policy that constitutes the basis of loss or damage and shall state,to the extent possible,the basis of calculating the amount of the loss or damage. If the Company is prejudiced by the failure of the insured claimant to provide the required proof of loss or damage,the Company's obligations to the insured under the policy shall terminate, including any liability or obligation to defend,prosecute,or continue any litigation,with regard to the matter or matters requiring such proof of loss or damage. In addition,the insured claimant may reasonably be required to submit to examination under oath by any authorized representative of the Company and shall produce for examination, inspection and copying,at such reasonable times and places as may be designated by any authorized representative of the Company,all records, books,ledgers,checks,correspondence and memoranda, whether bearing a date before or after Date of Policy,which reasonably pertain to the loss or damage. Further, if requested by any authorized representative of the Company,the insured claimant shall grant its permission, in writing,for any authorized representative of the Company to examine,inspect and copy all records,books,ledgers,checks,correspondence and memoranda in the custody or control of a third party,which reasonably pertain to the loss or damage. All information designated as confidential by the insured claimant provided to the Company pursuant to this Section shall not be disclosed to others unless, in the reasonable judgment of the Company,it is necessary in the administration of the claim. Failure of the insured claimant to submit for examination under oath, produce other reasonably requested information or grant permission to secure reasonably necessary information from third parties as required in this paragraph shall terminate any liability of the Company under this policy as to that claim. 6. OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS;TERMINATION OF LIABILITY. In case of a claim under this policy,the Company shall have the following additional options: (a)To Pay or Tender Payment of the Amount of Insurance. (i)to pay or tender payment of the amount of insurance under this policy,together with any costs,attorneys' fees and expenses incurred by the insured claimant, which were authorized by the Company,up to the time of payment or tender of payment and which the company is obligated to pay. Upon the exercise by the Company of this option, all liability and obligations to the insured under this policy,other than to make the payment required,shall terminate, including any liability or obligation to defend,prosecute,or continue any litigation, and the policy shall be surrendered to the Company for cancellation. (b)To Pay or Otherwise Settle With Parties Other than the Insured or With the Insured Claimant. (i)to pay or otherwise settle with other parties for or in the name of an insured claimant any claim insured against under this policy,together with any costs, attorneys' fees and expenses incurred by the insured claimant which were authorized by the Company up to the time of payment and which the Company is obligated to pay;or (ii)to pay or otherwise settle with the insured claimant the loss or damage provided for under this policy,together with any costs,attorneys' fees and expenses incurred by the insured claimant,which were authorized by the Company up to the time of payment and which the Company is obligated to pay. Upon the exercise by the Company of either of the options provided for in paragraphs(b)(i)or(ii),the Company's obligations to the insured under this policy for the claimed loss or damage,other than the payments required to be made,shall terminate, including any liability or obligation to defend,prosecute,or continue any litigation. 7.DETERMINATION,EXTENT OF LIABILITY AND COINSURANCE. This policy is a contract of indemnity against actual monetary loss or damage sustained or incurred by the insured claimant who has suffered loss or damage by reason of matters insured against by this policy and only to the extent herein described. (a)The liability of the Company under this policy shall not exceed the least of: (i)the Amount of Insurance stated in Schedule A; (ii)the difference between the value of the insured estate or interest as insured and the value of the insured estate or interest subject to the defect,lien or encum- brance insured against by this policy at the date the insured claimant is required to furnish to Company a proof of loss or damage in accordance with Section 5 of these Conditions and Stipulations. (b)In the event the Amount of Insurance stated in Schedule A at the Date of Policy is less than 80 percent of the value of the insured estate or interest or the full consideration paid for the land,whichever is less,or if subsequent to the Date of Policy an improvement is erected on the land which increases the value of the insured estate or interest by at least 20 percent over the Amount of Insurance stated in Schedule A,then this Policy is subject to the following: (i)where no subsequent improvement has been made,as to any partial loss,the Company shall only pay the loss pro rata in the proportion that the amount of insurance at Date of Policy bears to the total value of the insured estate or interest at Date of Policy;or (ii)where a subsequent improvement has been made,as to any partial loss,the Company shall only pay the loss pro rata in the proportion that 120 percent of the Amount of Insurance stated in Schedule A bears to the sum of the Amount of Insurance stated in Schedule A and the amount expended for the improvement. The provisions of this paragraph shall not apply to costs,attorneys'fees and expenses for which the Company is liable under this policy,and shall only apply to that portion of any loss which exceeds,in the aggregate, 10 percent of the Amount of Insurance stated in Schedule A. (c)The Company will pay only those costs,attorney's fees and expenses incurred in accordance with Section 4 of these Conditions and Stipulations. 8.APPORTIONMENT. If the land described in Schedule A consists of two or more parcels that are not used as a single site,and a loss is established affecting one or more of the parcels but not all,the loss shall be computed and settled on a pro rata basis as if the amount of insurance under this policy was divided pro rata as to the value on Date of Policy of each separate parcel to the whole,exclusive of any improvements made subsequent to Date of Policy,unless a liability or value has otherwise been agreed upon as to each parcel by the Company and the insured at the time of the issuance of this policy and shown by an express statement or by an endorsement attached to this policy. 9.LIMITATION OF LIABILITY. (a)If the Company establishes the title,or removes the alleged defect,lien or encumbrance,or cures the lack of a right of access to or from the land, all as insured, or takes action in accordance with Section 3 or Section 6, in a reasonably diligent manner by any method, including litigation and the completion of any appeals therefrom, it shall have fully performed its obligations with respect to that matter and shall not be liable for any loss or damage caused thereby. (b)In the event of any litigation, including litigation by the Company or with the Company's consent,the Company shall have no liability for loss or damage until there has been a final determination by a court of competent jurisdiction,and disposition of all appeals therefrom,adverse to the title as insured. (c)The Company shall not be liable for loss or damage to any insured for liability voluntarily assumed by the insured in settling any claim or suit without the prior written consent of the Company. 10. REDUCTION OF INSURANCE:REDUCTION OR TERMINATION OF LIABILITY. All payments under this policy,except payments made for costs,attorneys'fees and expenses,shall reduce the Amount of Insurance pro tanto. 11. LIABILITY NONCUMULATIVE. It is expressly understood that the amount of insurance under this policy shall be reduced by any amount the Company may pay under any policy insuring a mortgage to which exception is taken in Schedule B or to which the insured has agreed,assumed,or taken subject to,or which is hereafter executed by an insured and which is a charge or lien on the estate or interest described or referred to in Schedule A,and the amount so paid shall be deemed a payment under this policy to the insured owner. 12. PAYMENT OF LOSS. (a)No payment shall be made without producing this policy for endorsement of the payment unless the policy has been lost or destroyed,in which case proof of loss or destruction shall be furnished to the satisfaction of the Company. (continued and concluded on last page of this policy) (Owner's Policy) (b)When liability and the extent of loss or damage has been definitely fixed in accordance with these Conditions and Stipulations,the loss or damage shall be payable within 30 days thereafter. 13. SUBROGATION UPON PAYMENT OR SETTLEMENT. (a)The Company's Right of Subrogation. Whenever the Company shall have settled and paid a claim under this policy,all right of subrogation shall vest in the Company unaffected by any act of the insured claimant. The Company shall be subrogated to and be entitled to all rights and remedies that the insured claimant would have had against any person or property in respect to the claim had this policy not been issued. If requested by the Company,the insured claimant shall transfer to the Company all rights and remedies against any person or property necessary in order to perfect this right of subrogation. The insured claimant shall permit the Company to sue,compromise or settle in the name of the insured claimant and to use the name of the insured claimant in any transaction or litigation involving these rights or remedies. If a payment on account of a claim does not fully cover the loss of the insured claimant,the Company shall be subrogated to these rights and remedies in the proportion which the Company's payment bears to the whole amount of the loss. If loss should result from any act of the insured claimant,as stated above,that act shall not void this policy,but the Company,in that event,shall be required to pay only that part of any losses insured against by this policy that shall exceed the amount,if any,lost to the Company by reason of the impairment by the insured claimant of the Company's right of subrogation. (b)The Company's Rights Against Non-insured Obligors. The Company's right of subrogation against non-insured obligors shall exist and shall include,without limitation,the rights of the insured to indemnities,guaranties, other policies of insurance or bonds, notwithstanding any terms or conditions contained in those instruments that provide for subrogation rights by reason of this policy. 14. ARBITRATION. Unless prohibited by applicable law or unless this arbitration section is deleted by specific provision in Schedule B of this policy,either the Company or the insured may demand arbitration pursuant to the Title Insurance Arbitration Rules of the American Arbitration Association. Arbitrable matters may include,but are not limited to, any controversy or claim between the Company and the insured arising out of or relating to this policy,any service of the Company in connection with its issuance or the breach of a policy provision or other obligation. All arbitrable matters when the Amount of Insurance is$1,000,000 or less SHALL BE arbitrated at the request of either the Company or the insured,unless the insured is an individual person(as distinguished from a corporation,trust, partnership,association or other legal entity). All arbitrable matters when the Amount of Insurance is in excess of$1,000,000 shall be arbitrated only when agreed to by both the Company and the insured. Arbitration pursuant to this policy and under the Rules in effect on the date the demand for arbitration is made or, at the option of the insured, the Rules in effect at Date of Policy shall be binding upon the parties. The award may include attorney's fees only if the laws of the state in which the land is located permit a court to award attorney's fees to a prevailing party.Judgment upon the award rendered by the Arbitrator(s) may be entered in any court having jurisdiction thereof. The law of the situs of the land shall apply to an arbitration under the Title Insurance Arbitration Rules. A copy of the Rules may be obtained from the Company upon request. 5. LIABII.ITY LIMITED TO THIS POLICY:POLICY ENTIRE CONTRACT. (a)This policy together with all endorsements,if any,attached hereto by the Company is the entire policy and contract between the insured and the Company. In interpreting any provision of this policy,this policy shall be construed as a whole. (b) Any claim of loss or damage, whether or not based on negligence,and which arises out of the status of the title to the estate or interest covered hereby or by any action asserting such claim,shall be restricted to this policy. (c)No amendment of or endorsement to this policy can be made except by a writing endorsed hereon or attached hereto signed by either the President, a Vice President,the Secretary,an Assistant Secretary,or validating officer or authorized signatory of the Company. W SEVERABILITY. In the event any provision of the policy is held invalid or unenforceable under applicable law,the policy shall be deemed not to include that provision and all other provisions shall remain in full force and effect. 17. NOTICES,WHERE SENT. All notices required to be given the Company and any statement in writing required to be furnished the Company shall include the number of this policy and shall be addressed to the Company at P.O.Box 2029,Houston,Texas 77252-2029. :OMPLAINT NOTICE. Should any dispute arise about your premium or about a claim that you have filed, contact the agent or write to the Company hat issued the policy. If the problem is not resolved, you also may write the Texas Department of Insurance, P.O. Box 149091, kustin, TX 78714-9091, Fax No. (512) 475-1771. This notice of complaint procedure is for information only and does not become i part or condition of this policy. STEWART TITLE GUARANTY COMPANY FT (6/2001) T-1 Form Prescribed by Texas Department of Insurance (Rev. 1/1/93) STEWART TITLE GUARANTY COMPANY SCHEDULE A File No. : 01102277 Date of Policy: November 03, 2003 Owner Policy No. : 0-5893-40797 Amount of Insurance: $4, 000, 000.00 Premium: $23, 876.30 1. Name of Insured: CITY OF FORT WORTH 2 . The estate or interest in the land that is covered by this policy is: FEE SIMPLE 3. Title to the estate or interest in the land is insured as vested in: CITY OF FORT WORTH 4. The land referred to in this policy is described as follows: Being that certain tract of land, situated in the William Zecular Survey, Abstract Number 1454, and the WM. Sample Survey Abstract Number 1207, Denton County, Texas and being a portion of that tract of land conveyed to 156 Alliance, Ltd. as described by Deed recorded under County Clerk's Number 97-R0057069 of Real Property Records, Denton County, Texas and being more particularly described by metes and bounds as follows; COMMENCING at a stone, found at an ell corner of said 156 Alliance, Ltd. tract and being the westerly Northwest corner of that tract of land conveyed to Calvin B and Omas Lewayne Peterson, recorded in Volume 1112, Page 261 of said Real Property Records; THENCE N 89044144" E, 656.15 feet, with the common line of said 156 Alliance, Ltd. tract and said Peterson tract, to a 5/8 inch iron rod with plastic cap stamped "Carter & Burgess, " set at the POINT OF BEGINNING; THENCE N 18024125" W, 1278.98 (feet) , departing said common line, to a 5/8 inch iron rod with plastic cap stamped "Carter & Burgess, " set; THENCE N 11048154" W, 1976.75 feet, to a 5/8 inch iron rod with plastic cap stamped "Carter & Burgess, " set; THENCE N 80006136" E, 855 .69 feet, to a 5/8 inch iron rod with plastic cap stamped "Carter Burgess, " set in a East line of said 156 Alliance, Ltd. tract, and in the West line of that tract of land as described by deed to Jeanne Shelton as recorded in Volume 4467, Page 1544, Real Property records, Denton County, Texas; THENCE S 00038135" E, 617.19 feet with a East line of said 156 Alliance, Ltd. tract, and the West line of said Jeanne Shelton Tract to a 5/8 inch iron rod with plastic cap stamped "Carter & Continued on next page Attached to and made a part of Stewart Title Guaranty Company Policy No. 0-5893-40797 File No. : 01102277 Burgess, " set at an ell corner of said 156 Alliance, Ltd. tract, said iron rod also being the Southwest corner of said Jeanne Shelton Tract; THENCE N 89047114" E, 2258.96 feet (previously recorded as 2259.91 feet) with a North line of said 156 Alliance, ltd. tract, the South line of said Jeanne Shelton tract, the SOuth line of that tract of land as described by Deed to Lynne Weil as recorded in Volume 4467, Page 1549, Real Property Records, Denton County, Texas, and the South line of that tract of land as described by Deed to Barbara Weil Duncan as recorded in Volume 4487, Page 2404, Real Property Records, Denton County, Texas to a Boise'D Arc fence post found at the Northeast corner of said 156 Alliance, Ltd. tract, said post also being the most northerly Northwest corner of that tract of land as described by Deed to Calvin B. and Omas Lewayne Peterson as recorded in Volume 1112, Page 261, Real Property Records, Denton County, Texas; THENCE S 00037104" W, 2676.68 feet (previously recorded as 2680.06 feet) with the East line of said 156 Alliance, Ltd. tract, and the West line of said Calvin B. and Omas Lewayne Peterson tract to a 1/2 inch iron found at the Southeast corner of said 156 Alliance, Ltd. tract and an ell corner in the North line of said Calvin B. and Omas Lewayne Peterson tract; THENCE S 89044144" W, 2271.40 feet with the South line of said 156 Alliance, Ltd. tract, and a North line of said Calvin B. and Omas Lewayne Peterson tract to the POINT OF BEGINNING and containing 7, 617, 928 square feet or 174.884 (acres) of land more or less. FT (6/2001) T-1 Form Prescribed by Texas Department of Insurance (Rev. 1/1/93) STEWART TITLE GUARANTY COMPANY SCHEDULE B EXCEPTIONS FROM COVERAGE File No. : 01102277 Owner Policy No. 0-5893-40797 This policy does not insure against loss or damage (and the Company will not pay costs, attorney's fees or expenses) that arise by reason of the terms and conditions of the leases and easements, if any, shown in Schedule A, and the following matters: 1. Deleted. 2. Shortages in area. 3. Homestead or community property or survivorship rights, if any of any spouse of any insured. 4 . Any titles or rights asserted by anyone, including, but not limited to, persons, the public, corporations, governments or other entities, a. to tidelands, or lands comprising the shores or beds of navigable or perennial rivers and streams, lakes, bays, gulfs or oceans, or b. to lands beyond the line of the harbor or bulkhead lines as established or changed by any government, or c. to filled-in lands, or artificial islands, or d. to statutory water rights, including riparian rights, or e. to the area extending from the line of mean low tide to the line of vegetation, or the rights of access to that area or easement along and across that area. 5. Standby fees, taxes and assessments by any taxing authority for the year 2003, and subsequent years, and subsequent taxes and assessments by any taxing authority for prior years due to change in land usage or ownership, but not those taxes or assessments for prior years because of an exemption granted to a previous owner of the property under Section 11.13, Texas Tax Code, or because of improvements not assessed for a previous tax year. 6. The following matters and all terms of the documents creating or offering evidence of the matters (We must insert matters or delete this exception. ) : a. Rights of parties in possession. b. Rights of parties in and to any portion of subject property lying with a public or private road. c. Easement from Bob F. Cole, Co-Trustee, et al to Mitchell Energy Corporation by instrument dated December 5, 1989, filed March ' 9, 1990, recorded in Volume 2742, Page 762, Real Property Records, Denton County, Texas and as shown on Survey dated January 22, 2002, revised September 2, 2003 prepared by Todd A. Bridges RPLS #4940 of Carter & Burgess, Inc. d. Easement from 156 Alliance Partners, Ltd. to Southwestern Gas Pipeline, Inc. by instrument dated June 8, 2001, filed August 3, 2001, recorded in Volume 4893, Page 1540, Real Property Records, Denton County, Texas, and as shown on Survey dated January 22, 2002, revised September 2, 2003 prepared by Todd A. Bridges RPLS #4940 of Carter & Burgess, Inc. Continued on next page Attached to and made a part of Stewart Title Guaranty Company Policy No. 0-5893-40797 File No. : 01102277 e. Easement from 156 Alliance Partners, Ltd. to Southwestern Gas Pipeline, Inc. by instrument dated January 12, 2001, filed October 15, 2001, recorded in Volume 4943, Page 1586 and correction filed November 16, 2001 recorded in Volume 4966, Page 1332, Real Property Records, Denton County, Texas. f. Easement from 156 Alliance Partners, Ltd to Southwestern Gas Pipeline, Inc. by instrument dated January 12, 2001, filed October 15, 2001, recorded in Volume 4943, Page 1586, Real Property Records, Denton County, Texas. g. Easement from 156 Alliance Partners, Ltd. to Southwestern Gas Pipeline, Inc. by instrument dated April 16, 2001, filed , January 22, 2002, Volume 5007, Page 2412, Real Property Records, Denton County, Texas. h. Easement from 156 Alliance Partners, Ltd. to Southwestern Gas Pipeline, Inc. by instrument dated April 17, 2001, filed January 22, 2002, recorded in Volume 5007, Page 2396, Real Property Records, Denton County, Texas. i. Easement from M.T. Cole Trusts #2 & #3 to Southwestern Gas Pipeline, Inc. by instrument dated August 4, 2003, filed September 29, 2003, recorded in Volume 5427, Page 4515, Real Property Records, Denton County, Texas. j . An oil, gas and mineral lease dated March 27, 1930, filed April 3, 1931, in favor of David Maloney as lessee, and recorded in Volume 235, Page 359, Real Property Records, Denton County, Texas. Title to said lease has not been examined subsequent to the dated of its execution. The above referenced Oil, Gas and Mineral Lease may be removed provided Company is furnished: (1) Evidence there has been no production; (2) Properly executed Affidavit of Non-production pursuant to Underwriters guidelines. k. An oil, gas and mineral lease dated January 5, 1983, filed February 17, 1983, in favor of Go Oil Corp. as lessee, and recorded in Volume 1195, Page 329, Real Property Records, Denton County, Texas. Title to said lease has not been examined subsequent to the dated of its execution. The above referenced Oil, Gas and Mineral Lease may be removed provided Company is furnished: (1) Evidence there has been no production; (2) Properly executed Affidavit of Non-production pursuant to Underwriters guidelines. 1. An oil, gas and mineral lease dated September 29, 1988, filed November 2, 1988, in favor of Mitchell Energy Corporation as lessee, and recorded in Volume 2479, Page 441, Real Property Records, Denton County, Texas. Title to said lease has not been examined subsequent to the dated of its execution. Continued on next page Attached to and made a part of Stewart Title Guaranty Company Policy No. 0-5893-40797 File No. : 01102277 The above referenced Oil, Gas and Mineral Lease may be removed provided Company is furnished: (1) Evidence there has been no production; (2) Properly executed Affidavit of Non-production pursuant to Underwriters guidelines. m. An oil, gas and mineral lease dated November 5, 1999, filed November 12, 1999, in favor of Mitchell Energy Corporation as lessee, and recorded in Volume 4466, Page 1504, Real Property Records, Denton County, Texas. Title to said lease has not been examined subsequent to the dated of its execution. The above referenced Oil, Gas and Mineral Lease may be removed provided Company is furnished: (1) Evidence there has been no production; (2) Properly executed Affidavit of Non-production pursuant to Underwriters guidelines. n. An oil, gas and mineral lease dated March 21, 2001, filed April 12, 2001, in favor of Mitchell Energy Company, L.P. as lessee, and recorded in Volume 4815, Page 2611, Real Property Records, Denton County, Texas. Title to said lease has not been examined subsequent to the dated of its execution. The above referenced Oil, Gas and Mineral Lease may be removed provided Company is furnished: (1) Evidence there has been no production; (2) Properly executed Affidavit of Non-production pursuant to Underwriters guidelines. o. An undivided one-half (1/2) royalty interest in and to all the oil, gas, and other minerals on, in, under or that may be produced from the subject property, as set forth in instrument dated August 15, 1997, filed August 19, 1997, recorded in Clerk's File No. 97-R0057069, Real Property Records, Denton County, Texas. p. Rights of tenants, and assigns, as tenants only, under currently effective lease agreements. q. Terms, conditions, provisions and stipulations of Agreed Judgment, by and between The Atchison, Topeka and Santa Fe Railway Company and Bob Cole, Don Cole, and Virgina Cole Houston, Individually and as Trustees of the M.T. Cole Trusts 2 and 3, dated April 12, 1993, filed April 12, 1993, recorded in Clerk's File No. 93-R0021055, Real Property Records, Denton County, Texas; and Memorandum of Option Agreement dated May 23, 1995, filed May 25, 1995, recorded in Clerk' s File No. 95-R0030161, Real Property Records, Denton County, Texas. r. Terms, conditions, provisions and stipulations of Affidavit Concerning Easement and Right-of-Way and Agreed Judgment, by and between Amy Cole Griffin, Trustee et al and The Atchison, Topeka and Santa Fe Railway Company, dated July 8, 1997, filed July 8, 1997, recorded in Clerk's File No. 97-R0046155, Real Property Records, Denton County, Texas. Continued on next page Attached to and made a part of Stewart Title Guaranty Company Policy No. 0-5893-40797 File No. : 01102277 s. Option to purchase and/or right of first refusal in favor of Susan Bonner Mead, Amy Cole Griffin, and Don Cole, as Trustees, recorded in Clerk' s File No. 97-R0057071, of the Real Property Records of Denton County, Texas. t. The location of fences and roads, as depicted on the survey dated 1/22/02, prepared by Todd A. Bridges, RPLS # 4940 with Carter & Burgess. u. The location of well sites as depicted on survey dated January 22, 2002, revised September 2, 2003, as prepared by Todd A. Bridges RPLS #4940 of Carter & Burgess, Inc. IMPORTANT NOTICE TO OBTAIN INFORMATION OR MAKE A COMPLAINT: YOU MAY CALL STEWART TITLE GUARANTY COMPANY'S TOLL FREE TELEPHONE NUMBER FOR INFORMATION OR TO MAKE A COMPLAINT AT: 1-800-729-1902 YOU MAY ALSO WRITE TO STEWART TITLE GUARANTY COMPANY AT: P.O. BOX 2029 HOUSTON, TEXAS 77252-2029 YOU MAY CONTACT THE TEXAS DEPARTMENT OF INSURANCE TO OBTAIN INFORMATION ON COMPANIES, COVERAGES, RIGHTS OR COMPLAINTS AT: 1-800-252-3439 YOU MAY WRITE THE TEXAS DEPARTMENT OF INSURANCE AT: P.O. BOX 149104 AUSTIN, TEXAS 78714-9104 FAX#(512)475-1771 PREMIUM OR CLAIM DISPUTES: SHOULD YOU HAVE A DISPUTE CONCERNING YOUR PREMIUM OR ABOUT A CLAIM, YOU SHOULD CONTACT THE COMPANY FIRST. IF THE DISPUTE IS NOT RESOLVED, YOU MAY CONTACT THE TEXAS DEPARTMENT OF INSURANCE. ATTACH THIS NOTICE TO YOUR POLICY: THIS NOTICE IS FOR INFORMATION ONLY AND DOES NOT BECOME A PART OF CONDITION OF THE ATTACHED DOCUMENT. Note: Attach this notice as the first, second or third page of the policy. City of Fort Worth, Texas 41V ..%Nair And C Ounci l CommuniLmdon DATE REFERENCE NUMBER LOG NAME PAGE 9/2/03 G-14079 12COLETRUST 1 of 1 SUBJECT SETTLEMENT OF LAWSUIT: CITY OF FORT WORTH VS. SUSAN BONNER MEAD, AMY COLE GRIFFIN AND DON COLE AS TRUSTEES FOR THE MARY JANE MARSHALL TRUST, MARTIN THOMAS COLE TRUST, WILLIAM RALPH COLE TRUST, JACK LEWIS COLE TRUST, CAUSE NO. ED-2003-00416-2 RECOMMENDATION: It is recommended that the City Council approve settlement of all claims arising from the condemnation of property for the extension of the runway at Alliance Airport. DISCUSSION: The City instituted this condemnation case on April 30, 2002 (M&C L-13291), for the Alliance Airport Runway extension project. After extensive negotiating between City staff, the property owners, and the Federal Aviation Administration (FAA), all parties have agreed on a settlement. Under the settlement, the City will acquire approximately 175 acres for $4,000,000. Settlement of this case completes the acquisition from the property owners of the land needed for extending the runway to 13,000 feet. FISCAL INFORMATION/CERTIFICATION: The Finance Director certifies that funds are available in the current capital budget, as appropriated, of the Airport Grant Fund. RZ:k Submitted for City Manager's FUND ACCOUNT CENTER AMOUNT CITY SECRETARY Office by: (to) Richard Zavala(Acting) 6183 Originating Department Head: David Yett 7623 (from) APPROVED 09/02/03 GR14 541100 055218793010 $ 319,752.00 Additional Information Contact: GR14 541100 055218731010 $3,680,248.00 David Yett 7623 f CERTIFICATE OF TITLE Mr. Richard K. Compton, Sr. Program Manager Texas Airports Development Office U. S. Department of Transportation Fort Worth, Texas 76193-0650 Dear Mr. Compton: The CITY OF FORT WORTH (hereinafter referred to as the "Sponsor"), pursuant to Section 47105(d) of the Federal Aviation Administration Authorization Act of 1994 (and amendments), hereby certifies that satisfactory property interest to the land indicated herein is vested in the Sponsor under the terms and conditions of a Grant Agreement with the Federal Aviation Administration, Federal Project Number 3-48-0296-1701. In the opinion of CHRISTOPHER B. MOSLEY, Attorney for the Sponsor, the Sponsor has full legal title to the property interest indicated and, as shown on the Exhibit "A" as of the time and date stated in the title documents, has adequate title to satisfy local laws and ordinances: Parcel Number Quality of Interest 33 FEE A 174.884 acre tract out of the William ZecuIar Survey, Abstract No. 1454 and the Wm. Sample Survey, Abstract No. 1207 Denton County, County, Texas (Legal Description on Exhibit"A") The land interest acquired meets the requirements of the Federal Aviation Administration, except for easements, liens, separate mineral estate, Ieases, or other encumbrances on the parcel noted below. However, such encumbrances, which are described on the attachment, do not affect the use of the land for airport purposes. SEE EXHIBIT "B" ATTACHED HERETO. The evidence of title is based on an: (check one) An abstract and record examination conducted on or X Title Insurance Policy Number 0-5893-40797 issued on November 3, 2003 by the Stewart Title Guaranty Company. Certificate of Title page 1 f RECORDATION DATE: Recorded November 3, 2003 in the land records of Denton County, Texas under number 2003-181167. The Sponsor recognizes and accepts full responsibility for the clearing of any outstanding encumbrances, defects, and exceptions to the title, which may in any way affect the future use, and operation of the land for airport purposes as may be determined by the FAA. It is understood that the FAA reserves the right to cancel this certification at any time. Although specific title evidence documents are not submitted herewith, copies of deeds and other appropriate evidence of title for the land are on file with the Sponsor and are available for inspection by the FAA. Sincerely, CITY OF FORT WORTH BY: Signature of Sponsor Official authorized to Sign Grant Agreement Date GARCIA, Sponsor's Attorney (CMSTOPHER B. MOSLEY, Sponsor's Attorney Certificate of Title page 2 RM 17 `Uii 7 'tP N"--.5-.Q:,: OEM F 55 3 BAI 1� rnNad . , lit fe NTtr "V4 ._ � n6 I.r .. -Yxv- 4kiR y. 4A --j"r 1JE. .4 TaL IA- x .4F .. A: W j�t ......ep-�e- fs p"p. ,U.tzg Lw­ R;:�a Kit, r—--IAP I t5l. v LN gig"p. Ol RMA .014 7a i'r V AN I 114M WMV NO 14, IU4 �17 LAND DESCRIPTION i KIND THAT CERTAIN TRACT OF LAID. SITUATED IN THE WILLIAM ZECULAR SURVEY: ABSTRACT MINER 1454. AND THE OL SAMPLE SURVEY ABSTRACT N/LFII 1207.DENTON COUNTY. TEXAS AND MIND A PORTION OF THAT TRACT OF LAND CONVEYED TO 156 ALLIANCE. LTD. AS DESCRIBED/Y DEED RECORDED UNDER COUNTY CLERK'S MMBEA 97-ROOS7069 OF REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS AND BEING MORE PARTICULARLY DESCRIBED BY IE7E5 AND BOUNDS AS FOLLOWS COMMENCING AT A STONE. FOOD AT AN ELL CORNER OF SAID 156 ALLIANCE. LTD. TRACT AND BEING THE WESTERLY NORTMIEST COINER OF THAT TRACT OF LAND CONVEYED TO CALVIN /AID OMAS LEWAYNE PETERSON. REGORGED IN VOLUME 1112. PACE 261 OF SAID REAL PROPERTY RECORDS{ THENCE N OW 44'44E. 666 16 FEET. WITH THE COMMON LINE OF SAID 156 ALLIANCE. LTD. TRACT AND SAID PETERSON TRACT. TO A WNCH IRON ROD WITH PLASTIC CAP STAMPED'CARTER 6 BURGESS.' SET AT THE POINT OF BEGINNING$ THEME N 1 P 24'25*IL 1276 99. DEPARTING SAID COMMON LINE. TO ARVINCIH IRON ROD WITH PLASTIC CAP STAMPED'CARTER 6 BURGESS.' SM THENCE N 11'46'WIL 1976 75 FEET. TO AyI1CH IRON ROD WITH PLASTIC CAP STAMPED"CARTER 6 BUlRDESS.' SET$ TIENICE N /P 06 WE. 653.69 FEET. 70 A%9NCH IRON ROD WITH PLASTIC CAP STAMPED•CARTER 6 BUNIFS&' SET IN A EAST LINE OF SAID 156 ALLIANCE. LTA TRACT. AND IN THE WEST LINE OF THAT TRACT OF LAND AS DESCRIBED BY DEED TO JEANNE SHELTON AS RECORDED IN VOLUME 4467. PAGE 1544. REAL PROPERTY REOORDS. DENTON GOUTY. TEXAS$ THIMM S OP 36'WE. 617.19 FEET WITH A EAST LINE OF SAID 156 ALLIANCE. LTD. TRACT. AND THE BEST LINE OF SAID JEANS SHELTON TRACT TO A%INCH IRON ROD WITH PLASTIC CAP STAMPED 'CARTER 6 BURGESS.' SET AT AN ELL COINER OF SAID 156 ALLIANCE. LTD. TRACT. SAID IRON ROD ALSO BEING THE SOLMRIM CORNER OF SAID JEANNE SHELTON TRACT$ THENCE N W 47'I rE. 2236 96 FEET(PREVIOUSLY RECORDED AS 2=11691 FEET) WITH A NORTH LINE OF SAID 156 ALLIANCE. LTD- TRACT. THE SOUTH LINE OF SAID JEANBE SHELTON TRACT. THE SOUTH LINE OF THAT TRACT OF LAND AS DESCRIBED BY DEED TO LYNNE WEIL AS RECORDED IN VOLUME 4467. PAGE 1549. REAL PROPERTY RECORDS. DEIHTON COUNTY. TEXAS. AND THE SOUTH LINE OF THAT TRACT OF LAND AS DESCRIBED BY DEED TO BARBARA WEIL DUICAN AS REGORGED IN VOLUME 4467. PAGE 2404. REAL PROPERTY RECORDS. [MON COUNTY. TEXAS TO A BOISC D ARC FENCE POST LOUD AT THE NORTHEAST CORNER OF SAID 1S6 ALLIAHM LTA TRACT. SAID RY T ALSO MING THE MOST NORTHEALY NORTHWEST CORNER OF THAT TRACT OF LAID AS DESCRIBED BY DEED TO CALVIN L AND OMAS LEWAYNE PETERSON AS RECORDED IN VOLUME T112. PAGE 261. REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS$ THENCE S OP 37'O IL 2676 66 FEET(PREVIOUSLY RECORDED AS 2666 06 FEET) WITH THE EAST LINE OF SAID 156 ALLIANCE. LTD. TRACT. AND THE WEST LINE OF SAID CALVIN L AM OM AS LEWAYNE PETERSON TRACT TO"NON IRON ROD FOUR AT THE SOUTHEAST CORNER OF SAID 156 ALLIANCE, LTA TRACT. AND AN ELL CORNER IN THE A NORTH LINE OF SAID CALVIN L AND OMS LEBAYNE PETERSON TRACT$ THOICE S 69.44'44'IL 2271.40 FEET WITH THE SOUTH LINE OF SAID 156 ALLIANCE. LTD• TRACT. AND A NORTH LINE OF SAID CALVIN L AND OMS LEWAYNE PETERSON TRACT TO THE POINT OF BEGINNING AND CONTAINING 7.617.926 SQUARE FEET OR 174-894 OF LARD MORE OR LESS. NOTES$ 1. THIS SURVEY WAS POIFORED WITH THE BENEFIT OF A TITLE COMYITIEIT. SUPPLIED BY STMA19T TITLE GAUGNTY COMPANY ODOR FILE NUMBER 01102349. EFFECTIVE DATE SEPTEIIER 19. 2001. ISSUED NOVEMBER 9. 2001. AND WAS RELIED ON FOR EASEMENTS AND OTHER MATTERS OF RECORL 2. BASIS OF WEARING IS THE SOUTH LINE OF THE 156 ALLIANCE TRACT . COAONH WITH THAT TRACT CONVEYED TO CALVIN L 6 OMS LEWAYNE PETERSON RECORDED DIGER COUNTY CLERIC S H MSR 97-ROO57O9 OF REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS WITH A-00'14'24' ROTATION. DISCREPANCIES ARE SHOWN IN PARDMIESIS. 3. BASED ON A REVIEW OF FLOOD INSURANCE RATE WAP. WAP NUMBER 49121CO49O. REVISED MARCH 30. 1996. THE SUBJECT TRACT LIES IN ZONE"X" (OTHER AREAS). DESCRIBED AS 'AREAS DETERMINED TO BE OUTSIDE 500-YEAR FLOODPLAIN.' 4. EASEMENT TO TEXAS ELECTRIC SERVICE COMPANY. RECORDED IH VOLUME 3T1. PACE 471 OF REAL PROPERTY RECORDS. OWN COUNTY. TEXAS DOES NOT AFFECT THE SUBJECT TRACT. L EASEMENT TO TEXAS ELECTRIC SERVICE COMPANY. RECORDED IN VOLUME 35T. PAGE 347 OF REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS. DOES MDT AFFECT THE SUBJECT TRACT. 6 EASEMENT TO TEXAS ELECTRIC SERVICE COMPANY. RECORDED IN VOLUME 1044. PACE 224 OF REAL PROPERTY RECORDS. DEUTON COUNTY. TEXAS DOES NOT AFFECT THE SUBJECT TRACT T. EASEMENT TO 6AAZOS ELECTRIC POWOI COOPERATIVE. INC.. RT_OORDED IN VOLUME 2142. PACE 332 OF REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS DOES NOT AFFECT THE SUBJECT TRACT. B. EASEMENT TO BRAZOS ELECTRIC POIIEA COOPERATIVE. IMC.. RECORDED IN VOLUME 2442. PACE 239 AND VOLUME 2460. PACE 436 OF REAL PROPERTY RECORDS OF DENTON COUNTY. TEXAS DOES NOT AFFECT THE SUBJECT TRACT. L EASOEMT TO BRAZES ELECTRIC POWER COOPERATIVE. INC.. RECORDED IN VOLUME 2460 PACE 424 OF REAL PROPERTY RECORDS. DENTON COUNTY. TEXAS DOES NOT AFFECT THE SUBJECT TRACT. 10. EASEIEMT TO SOUTHWESTERN GAS PIPELINE. INC-. RECORDED IN VOLUME 4993. PACE 1540 OF REAL PROPERTY RECORDS. DEUTON COUNTY. TEXAS CALLS FOR THE SURVEY THAT IS CALLED FOR IN THIS TRACT. HOWEVER THERE IS NO DESCRIPTION OR EXHIBIT TO ALLOW THE GRAPHICAL DEPICTION. 11. RIGHT-OF-WAY AGREOME(T TO MITCHELL ENERGY CORP. AS RECORDED IN VOLUME 2742. PACE 762 METES AND OF REAL PROPERTY RECORDS. DEUTON COUNTY AFFECTS SUBJECT TRACT AS SHOWN MEOW N+ 12. UMENNT TO SOUTHWESTERN GAS PIPELINE. INC. AS REGORGED IN VOLU E 4651. PACE 4603 BOUNDS OF REAL PROPERTY RECORDS' GNTON COUNTY AFFECTS SUBJECT TRACT AS SHOW HEXE"L PAGE 2 OF 2 13. ALL PROPERTY CORERS SET AM-VNCN IRON RODS WITH PLASTIC CAPS STAMPED -CARTER 6 BURGESS' UNLESS OTHERWISE NOTED. ALLIANCE AIRPORT RUNWAY Foto Alliance EXTENSION PROJECT "S`vi= lm-- COLE PROPERTY Carter=Burgess FT. (6/2001) IC 0 13 ' T-1 Form Prescribed by Texas Department of Insurance (Rev. 1/1/93) STEWART TITLE GUARANTY COMPANY SCHEDULE B EXCEPTIONS FROM COVERAGE File No. : 01102277 Owner Policy No. 0-5893-40797 This policy does not insure against loss or damage (and the Company will not pay costs, attorney's fees or expenses) that arise by reason of the terms and conditions of the leases and easements, if any, shown in Schedule A, and the following matters: 1. Deleted. 2. Shortages in area. 3. Homestead or community property or survivorship rights, if any of any spouse of any insured. 4. Any titles or rights asserted by anyone, including, but not limited to, persons, the public, corporations, governments or other entities, a. to tidelands, or lands comprising the shores or beds of navigable or perennial rivers and streams, lakes, bays, gulfs or oceans, or b. to lands beyond the line of the harbor or bulkhead lines as established or changed by any government, or c. to filled-in lands, or artificial islands, or d. to statutory water rights, including riparian rights, or e. to the area extending from the line of mean low tide to the line of vegetation, or the rights of access to that area or easement along and across that area. 5. Standby fees, taxes and assessments by any taxing authority for the year 2003, and subsequent years, and subsequent taxes and assessments by any taxing authority for prior years due to change in land usage or ownership, but not those taxes or assessments for prior years because of an exemption granted to a previous owner of the property under Section 11.13, Texas Tax Code, or because of improvements not assessed for a previous tax year. 6. The following matters and all terms of the documents creating or offering evidence of the matters (We must insert matters or delete this exception.) : a. Rights of parties in possession. b. Rights of parties in and to any portion of subject property lying with a public or private road. c. Easement from Bob F. Cole, Co-Trustee, et al to Mitchell Energy Corporation by instrument dated December 5, 1989, filed March ' 9, 1990, recorded in Volume 2742, Page 762, Real Property Records, Denton County, Texas and as shown on Survey dated January 22, 2002, revised September 2, 2003 prepared by Todd A. Bridges RPLS #4940 of Carter & Burgess, Inc. d. Easement from 156 Alliance Partners, Ltd. to Southwestern Gas Pipeline, Inc. by instrument dated June 8, 2001, filed August 3, 2001, recorded in Volume 4893, Page 1540, Real Property Records, Denton County, Texas, and as shown on Survey dated January 22, 2002, revised September 2, 2003 prepared by Todd A. Bridges RPLS #4940 of Carter & Burgess, Inc. Continued on next page Attached to and made a part of Stewart Title Guaranty Company Policy No. 0-5893-40797 File No. : 01102277 e. Easement from 156 Alliance Partners, Ltd. to Southwestern Gas Pipeline, Inc. by instrument dated January 12, 2001, filed October 15, 2001, recorded in Volume 4943, Page 1586 and correction filed November 16, 2001 recorded in Volume 4966, Page 1332, Real Property Records, Denton County, Texas. f. Easement from 156 Alliance Partners, Ltd to Southwestern Gas Pipeline, Inc. by instrument dated January 12, 2001, filed October 15, 2001, recorded in Volume 4943, Page 1586, Real Property Records, Denton County, Texas. g. Easement from 156 Alliance Partners, Ltd. to Southwestern Gas Pipeline, Inc. by instrument dated April 16, 2001, filed , January 22, 2002, Volume 5007, Page 2412, Real Property Records, Denton County, Texas. h. Easement from 156 Alliance Partners, Ltd. to Southwestern Gas Pipeline, Inc. by instrument dated April 17, 2001, filed January 22, 2002, recorded in Volume 5007, Page 2396, Real Property Records, Denton County, Texas. i. Easement from M.T. Cole Trusts #2 & #3 to Southwestern Gas Pipeline, Inc. by instrument dated August 4, 2003, filed September 29, 2003, recorded in Volume 5427, Page 4515, Real Property Records, Denton County, Texas. j . An oil, gas and mineral lease dated March 27, 1930, filed April 3, 1931, in favor of David Maloney as lessee, and recorded in Volume 235, Page 359, Real Property Records, Denton County, Texas. Title to said lease has not been examined subsequent to the dated of its execution. The above referenced Oil, Gas and Mineral Lease may be removed provided Company is furnished: (1) Evidence there has been no production; (2) Properly executed Affidavit of Non-production pursuant to Underwriters guidelines. k. An oil, gas and mineral lease dated January 5, 1983, filed February 17, 1983, in favor of Go Oil Corp. as lessee, and recorded in Volume 1195, Page 329, Real Property Records, Denton County, Texas. Title to said lease has not been examined subsequent to the dated of its execution. The above referenced Oil, Gas and Mineral Lease may be removed provided Company is furnished: (1) Evidence there has been no production; (2) Properly executed Affidavit of Non-production pursuant to Underwriters guidelines. 1. An oil, gas and mineral lease dated September 29, 1988, filed November 2, 1988, in favor of Mitchell Energy Corporation as lessee, and recorded in Volume 2479, Page 441, Real Property Records, Denton County, Texas. Title to said lease has not been examined subsequent to the dated of its execution. Continued on next page i ' Attached to and made a part of Stewart Title Guaranty Company Policy No. 0-5893-40797 File No. : 01102277 The above referenced Oil, Gas and Mineral Lease may be removed provided Company is furnished: (1) Evidence there has been no production; (2) Properly executed Affidavit of Non-production pursuant to Underwriters guidelines. m. An oil, gas and mineral lease dated November 5, 1999, filed November 12, 1999, in favor of Mitchell Energy Corporation as lessee, and recorded in Volume 4466, Page 1504, Real Property Records, Denton County, Texas. Title to said lease has not been examined subsequent to the dated of its execution. The above referenced Oil, Gas and Mineral Lease may be removed provided Company is furnished: (1) Evidence there has been no production; (2) Properly executed Affidavit of Non-production pursuant to Underwriters guidelines. n. An oil, gas and mineral lease dated March 21, 2001, filed April 12, 2001, in favor of Mitchell Energy Company, L.P. as lessee, and recorded in Volume 4815, Page 2611, Real Property Records, Denton County, Texas. Title to said lease has not been examined subsequent to the dated of its execution. The above referenced Oil, Gas and Mineral Lease may be removed provided Company is furnished: (1) Evidence there has been no production; (2) Properly executed Affidavit of Non-production pursuant to Underwriters guidelines. o. An undivided one-half (1/2) royalty interest in and to all the oil, gas, and other minerals on, in, under or that may be produced from the subject property, as set forth in instrument dated August 15, 1997, filed August 19, 1997, recorded in Clerk's File No. 97-R0057069, Real Property Records, Denton County, Texas. p. Rights of tenants, and assigns, as tenants only, under currently effective lease agreements. q. Terms, conditions, provisions and stipulations of Agreed Judgment, by and between The Atchison, Topeka and Santa Fe Railway Company and Bob Cole, Don Cole, and Virgina Cole Houston, Individually and as Trustees of the M.T. Cole Trusts 2 and 3, dated April 12, 1993, filed April 12, 1993, recorded in Clerk's File No. 93-R0021055, Real Property Records, Denton County, Texas; and Memorandum of Option Agreement dated May 23, 1995, filed May 25, 1995, recorded in Clerk's File No. 95-R0030161, Real Property Records, Denton County, Texas. r. Terms, conditions, provisions and stipulations of Affidavit Concerning Easement and Right-of-Way and Agreed Judgment, by and between Amy Cole Griffin, Trustee et al and The Atchison, Topeka and Santa Fe Railway Company, dated July 8, 1997, filed July 8, 1997, recorded in Clerk's File No. 97-R0046155, Real Property Records, Denton County, Texas. Continued on next page ' Attached to and made a part of Stewart Title Guaranty Company Policy No. 0-5893-40797 File No. : 01102277 s. Option to purchase and/or right of first refusal in favor of Susan Bonner Mead, Amy Cole Griffin, and Don Cole, as Trustees, recorded in Clerk' s File No. 97-R0057071, of the Real Property Records of Denton County, Texas. t. The location of fences and roads, as depicted on the survey dated 1/22/02, prepared by Todd A. Bridges, RPLS # 4940 with Carter & Burgess. u. The location of well sites as depicted on survey dated January 22, 2002, revised September 2, 2003, as prepared by Todd A. Bridges RPLS #4940 of Carter & Burgess, Inc. e,tAo �fy City of Fort Worth, Texas `W°?r imagor and Council Communication DATE REFERENCE NUMBERLOG NAME PAGE 9/2/03 G-14079 12COLETRUST 1 of 1 SUBJECT SETTLEMENT OF LAWSUIT: CITY OF FORT WORTH VS. SUSAN BONNER MEAD, AMY COLE GRIFFIN AND DON COLE AS TRUSTEES FOR THE MARY JANE MARSHALL TRUST, MARTIN THOMAS COLE TRUST, WILLIAM RALPH COLE TRUST, JACK LEWIS COLE TRUST, CAUSE NO. ED-2003-00416-2 RECOMMENDATION: It is recommended that the City Council approve settlement of all claims arising from the condemnation of property for the extension of the runway at Alliance Airport. DISCUSSION: The City instituted this condemnation case on April 30, 2002 (M&C L-13291), for the Alliance Airport Runway extension project. After extensive negotiating between City staff, the property owners, and the Federal Aviation Administration (FAA), all parties have agreed on a settlement. Under the settlement, the City will acquire approximately 175 acres for $4,000,000. Settlement of this case completes the acquisition from the property owners of the land needed for extending the runway to 13,000 feet. FISCAL INFORMATION/CERTIFICATION: The Finance Director certifies that funds are available in the current capital budget, as appropriated, of the Airport Grant Fund. RZ:k Submitted for City Manager's FUND I ACCOUNT CENTER AMOUNT CITY SECRETARY Office by: (to) Richard Zavala(Acting) 6183 Originating Department Head: David Yett 7623 (from) APPROVED 09/02/03 GR14 541100 055218793010 $ 319,752.00 Additional Information Contact: GR14 541100 055218731010 $3,680,248.00 David Yett 7623