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HomeMy WebLinkAbout24-1103ORDINANCE NO. 24- 1103 AN ORDINANCE OF THE CITY OF DENTON APPROVING A STRATEGIC PARTNERSHIP AGREEMENT BETWEEN THE CITY OF DENTON AND DENTON COUNTY MUNICIPAL UTILITY DISTRICT NO. 16; AUTHORIZING AND DIRECTING THE MAYOR OF THE CITY TO EXECUTE THE STRATEGIC PARTNERSHIP AGREEMENT; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, on August 18th, 2020, the City Council of the City of Denton adopted Resolution No. 20-1379, consenting to the creation of Denton County Municipal Utility District No. 16 (the “MUD”), and Resolution No. 20-1496 approving a Development and Consent Agreement, pursuant to which the City and the MUD were obligated to execute the Strategic Partnership Agreement attached as Exhibit A; and WHEREAS, in compliance with Texas Local Government Code Section 43.0751, notices of publication were published in the Denton Record Chronicle, a newspaper of general circulation in Denton, Denton County, Texas, on May 25, 2024, and June 8, 2024, giving notice of two public hearings to be held at Denton City Hall, 215 E. McKinney Street, Denton, Texas on June 4, 2024, and June 18, 2024; and WHEREAS, the City of Denton, Texas and Denton County Municipal Utility District No. 16 (Meadows MUD) have negotiated a Strategic Partnership Agreement setting forth the terms and conditions for annexation of commercial use areas for the sole and exclusive purpose of imposing and collecting sales and use taxes within such districts, and which contains the District’s consent to such annexation, which Strategic Partnership Agreement is authorized pursuant to the authority of Section 43.0751 of the Texas Local Government Code; and WHEREAS, the Strategic Partnership Agreement, as drafted and attached to the agreement approved by Resolution No. 20-1496, calls for the signature of the Mayor on behalf of the City; and WHEREAS, the City Council finds that it is in the best interest of the City to approve the Strategic Partnership Agreement and authorize and direct the Mayor of the City to execute the Strategic Partnership Agreement; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The above recitals are adopted as findings of the City Council. SECTION 2. The Mayor of the City of Denton is hereby authorized and directed to execute the Strategic Partnership Agreement (a copy of which is incorporated by reference herein and attached hereto as Exhibit A) between the City of Denton, Texas and Denton County Municipal Utility District No. 16 covering the property more particularly described in the Strategic Partnership Agreement and the owners of the Property subject to the agreement. SECTION 3. The City Manager, or their designee, is hereby authorized to carry out the duties and responsibilities of the City as provided in the Strategic Partnership Agreement. SECTION 4. If any portion of this Ordinance shall be determined to be invalid, the invalidity does not affect the effectiveness of any other portion of this Ordinance. SECTION 5. This Ordinance shall become effective immediately upon its passage and approval. Th, m,ti,„t, ,pp„,,thi, O,di„,„„ w„ m,d, by Jc \ \ J,, Ac, ,„d seconded by Or \bn scce ; the Ordinance was passed and approved by the following vote U -LJ> : Aye Nay Abstain Absent Mayor Gerard Hudspeth: Vicki Byrd, District 1 : Brian Beck, District 2 :./ / JL L/ 1 Paul Meltzer, District 3 : Joe Holland, District 4: Brandon Chase McGee, At Large Place 5 : Jill Jester, At Large Place 6: .„„,.„,.„....,..„„„. /g .„., J....., 2024. 1::: InFg ATTEST: LAUREN THODEN, CITY SECRETARY OJam&NBY: APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY SagaBY: Exhibit A STRATEGIC PARTNERSmp AGREEMENT BY AND BETWEEN THE CITY OF DENTON, TEXAS AND DENTON COUNFY MUNICIPAL UTILITY DISTRICT NO. 16 STATE OF TEXAS § § §COUNTY OF DENTO& This Strategic Partnership Agreement (this “Agreement”) is entered into by the City of Denton, Texas, a hoard rule municipality situated in Denton County, Texas (the “City”), and Denton County i4uniciba] Utility District No. 16, a political subdivision of the State of Texas, acting by and through its duly authorized Board of Directors (the “District”), under the authority of Section 43.0751 of the Texas Local Government Code (the “Local Government Code”). RECITALS WHEREiAS, deal Government Code Section 43.0751 (the “Act”) authorizes the City and the District to negotiate and enter into a strategic partnership agreement by mutual consent; and WHEREAS, tHe District encompasses approximately 552.985 acres, an of which are located within the City{s extraterritorial jurisdiction, described by mens and bounds on Exhibit “A” (the “Property”); aid WHEREAS, dG City desires to annex certain portions of the Property that have been or may in the future be designated for commercial use for limited purposes for the purpose of collecting Sales and Us8 Tax Revenues (hereinafter defined); and WHEREAS, subject to the terms of this Agreement, the District consents to the City annexing the commercjal use areas within the District for the sole and exclusive purpose of imposing and collecting sales and use taxes within such areas; and WHEREAS, pursuant to the Act, the Parties desire to enter into this Agreement to accomplish the annexation by the City for the sole and exclusive purpose of imposing and collecting sales and use taxes within the commercial use areas of the Limited Purpose Property (hereinafter de6ned); and WHEREAS, pursuant to this Agreement, the City will pay to the District an amount equal to a portion of such SaI is and Use Tax Revenues (bereinafter defined), which may be used by the District to fund the instAllation and construction ofin8astructure and for other purposes as set forth in Section 4.3 of this Akleement; and WHEREAS, tHe City and the District acknowledge that this Agreement provides benefits to each party, including revenue, services and regulatory benefits. 4878.7059+)134.v2 NOW, THEREbORE, for and in consideration of the mutual agreements, covenants and conditions contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the City and the District agree as follows: ARTICLE I Fn{DiNGS A. The District is a municipal utility district encompassing approximately 552.985 acres that are wilhin the' City’s extraterritorial jurisdiction. B. The District was created by the Texas Commission on Environmental Quality (the “TCEQ”) pursuant to Article XVI, Section 59, and Article III, Section 52(b)(3), of the Texas Constitution, and Chap+rs 49 and 54 of the Texas Water Code, as amended. C. On Augtlst 18, 2020, the City Council adopted Resolution No. 20-1379 consenting to the creation of the Dibtrict (the “Consent Resolution”). D. The DisAct provided notice of two public hearings concerning the adoption of this Agreement following tHe District’s notification procedures for other matters of public importance, in accordance with the I)rocedural requirements of the Act. E. The Board of Directors of the District conducted two public hearings regarding this Agreement, at which +nembers of the public who wished to present testimony or evidence regarding this Agreemeht and the proposed limited purpose annexation were given the opportunity to do so, in accordancejwith the procedural requirements of the Act, on April 18, 2024, at 12:00 p.m. at 1213 Country Club Road, Argyle, Texas 76226,' and on April 25, 2024, at 12:00 p.m. at 1213 Country Club Road, Argyle, Texas 76226. F. The Board of Directors of the District adopted and approved this Agreement on April 25, 2024, in open session at a meeting held in accordance with Chapter 551 of the Texas Government Code. G. The City provided notice of two public hearings concerning the adoption of this Agreement by publishing said notices in a newspaper of general circulation in the City and in the District, in accordance with the procedural requirements of the Act. H. The City Council conducted two public hearings regarding this Agreement, at which members of the public who wished to present testimony or evidence regarding this Agreement and the probosed limited purpose annexation were given the opportunity to do so, in accordance with the procedural requirements of the Act, on June 4, , 2024, at 6:30 p.m. at the City Council Chambers, and on June 18 , 2024, at 6:30 p.m. at the City Council Chambers. 4878-70594)134.v2 I. The City’ Council adopted and approved this Agreement on June 18 , 2024, in open session at, a meeting held in accordance with Chapter 551 of the Texas Government Code, which approval ! occurred after the Board of Directors of the District approved this Agreement. J. All procddural requirements imposed by law for the adoption of this Agreement have been met. K in accorqance with the requirements of Subsection (p)(2) ofthe Act, this Agreement provides benentg to the ICity and the District, including revenue, services and regulatory benefits which are reasonable and equitable with regard to the benefits provided to the other. L. The Act jauthorizes the City and the District to enter into this Agreement and to define terms under which services, if any, will be provided to City and the District and under which the District will continde to exist after the Property is annexed for limited purposes pursuant to this Agreement. M. This Agfeement does not require the District to provide revenue to the City solely for the purpose of an agreement with the City to forego annexation of the District. N. All the t&ms contained in this Agreement are lawful and appropriate to provide for the provision ofmunicii)al services. O. The Cia and the District negotiated this Agreement by mutual consent; the terms of this Agreement are abt a result of the City’s annexation plan or any arbitration between the City and District. ARTICLE II DEFINITIONS Terms used in this Agreement shall have the following meanings: “Act” means the Texas Local Government Code, Section 43.0751, and any amendments thereto. “AgreeMent” deans this Strategic Partnership Agreement between the City and the District. “Board ofDiredtors” means the Board of Directors of the District. “(_'ity” means the City of Denton, Texas, a home rule municipality of the State of Texas. “City Council” Ineans the City Council of the City. 4878-70594134.v2 “City Share” mans the City’s share of the Sales and Use Tax Revenues as defined in Section 4.2 of this Agreement. “Commercial Prpperty” means those certain tracts within the District that are adjacent to and abutting U.S. HighGay 380, which tracts are within the City’s ETJ. “Comptroller” deans the Comptroller of Public Accounts for the State of Texas. “Consent Resohltion” means the City’s Resolution No. 20-1379 consenting to the creation of the District. “Development abd Consent Agreement” means the Development and Consent Agreement Concerning Denton Cdunty Municipal Utility District No. 16 by and between the City, VS Development, LLC (“VS”) and Olex (United States), Inc. (“Olex” and, collectively with VS, “Owners”) effective AUgust 18, 2020, regarding development of the Property. “District” mead Denton County Municipal Utility District No. 16. “District ghare”F means the District’s share of the Sales and Use Tax Revenues as defined by Section 4.2 of this Algreement. “ET:P’ means thb extratenitorial jurisdiction of a city as defined by the Local Govemment Code, as amended. “Effective Date” means the date on which the City adopts this Agreement. “Government Code” means the Texas Government Code, as amended. “Implementatiob Date” means the date the limited-purpose annexation ordinance is passed by City Council lpursuaht to Sections 3.4, 3.5 and 3.6. “Limited Purpose Annexation Period” means the period commencing on the effective date of the limited pUrpose: annexation of the Limited Purpose Property and ending upon the full purpose annexation or disannexation of such property. “Limited Purpose Property” means the property in the District that is within the City’s ETJ and is anne led pu;suant to Sections 3.4, 3.5 and 3.6. “Local Government Code” means the Texas Local Government Code, as amended. 'Notice” meanJ notice as defined in Section 7.1 of this Agreement. 4878-7059.0134.v2 “Party” means, 'individually, the City or the District, their successors and assigns as permitted by Section 7.8 of this Agreement. “Property” meahs the approximately 552.985 acres located partially within the City’s extraterdtorial jurisdiction, described by metes and bounds on Exhibit 'W’ “Sales and Use Tax Revenues” means those revenues received by the City from the sales and use tax authorized to be imposed by the City on sales consummated at locations within the Limited Purpose Property pursuant to the Act and Chapter 321 of the Tax Code and whose use is not otherwise controlldd or regulated, in whole or in part, by another governmental entity, authority or applicable jaw, ordinance, rule or regulation. “Tax Code” means the Texas Tax Code, as amended. ARTICLE 111 ADOPTION OF AGREE hUNT AND I LIMITED PtJRPOSE ANNEXATION OF COMMERCIAL PROPERTY 3.1 P„bli, A„i.g, Th,Di,bi,t„,dth, City acknowledgeandagreenatp,i„t,th, execution of this Agreedlent, the governing bodies of the District and the City have conducted two public hearings for thI purpose of considering the adoption of this Agreement and that such hearings were noticed abd conducted in accordance with the terms of the Act, this Agreement and Chapter 551 of the Govkrnment Code. 3.2 Effectivg Date. Pursuant to Subsection (c) of the Act, this Agreement is effective on the date of adoption of this Agreement by the City. 3.3 Filing a Property Records. The District shall file this Agreement in the Real Property Records of Dalton County, Texas. This Agreement binds each owner and future owner of land included within the District’s boundaries in accordance with Subsection (c) of the Act. 3.4 Limited :Purpose Annexation of Commercial Property. The District and the City agree that the City may annex all or any portion of the Commercial Property for the limited purpose of collecting Sales and Use Tax Revenues within the Commercial Property pursuant to Subsection (k) of the Act. the Di&trict acknowledges that the City Council may adopt one or more limited purpose annexation ordinances at one or more meetings conducted in accordance with Chapter 551 of the Government Code and further acknowledges that no additional notices, hearings or other procedures are rebuked by law in order to approve such limited purpose annexations. The City may amex: for lidHted purposes any portion of the Commercial Property at any time after Owners, or any subseQuent owner of the Commercial Property, submits a final plat for such property to the City. 4878-7059+)134.v2 Limited Purpose Annexation of Additional Commercial Property. If in the future any non.commercial land within the District as of the Effective Date is converted to any commercial use, the District and the City agree that the City may annex such additional commercial land (the “Additional Commercial Property”) for the sole and exclusive purpose of imposing sales and use taxes within the Additional Commercial Property, pursuant to this Agreement. The District acknowledges and agrees that the City Council may adopt a limited purpose annexation ordinance applicableto +he Additional Commercial Property atameeting conducted inaccordance with Chapter 551 of the Texas Government Code and that no further notices, hearings, or other procedures shall be reqpired to adopt such limited purpose annexation ordinance. The City may annex for limited purpdses any portion of the Commercial Property at any time after Owner, or any subsequent owner of the Commercial Property, submits a final plat for such property to the City 3.6 Limited Purpose Annexation of Connecting Land. The District and the City further agree that the City may limited purpose annex additional land within the District (up to a maximum width of 1,001 feet) as reasonably necessary to connect the Commercial Property or Additional Commercial Property to the corporate or extraterritorial limits of the City (the “Connecting Limited Purpose Property”). The City may annex Connecting Limited Purpose Property for the: sole 4nd exclusive purpose of imposing sales and use taxes pursuant to this Agreement. The Distribt acknowledges and agrees that the City Council may adopt a limited purpose annexation ordjnance applicable to the Connecting Limited Purpose Property at a meeting conducted in accordan+e with Chapter 551 of the Texas Government Code and that no further notices, hearings, or other procedures shall be required to adopt such limited purpose annexation ordinance. 3.7 Limited [Purpose Property and Sales and Use Tax Revenues. For purposes of this Agreement, the Comm+cial Property, Additional Commercial Property, and Connecting Limited Purpose Property shall Lollectively be referred to as the “Limited Purpose Property”; and the sales and use taxes collected within the Limited Purpose Property shall be referred to as the “Sales and Use Tax Revenues”. 3.8 Consent to Limited Purpose Armexation. The District, on behalf of itself and all present and future owners of land within the District, hereby requests that the City annex the Limited Purposes Prol;erty for limited purposes as provided in this Apeement. The District expressly consents to such annexation, Rom time to time, and to the collection of Sales and Use Tax Revenues by the Qity within such Limited Purpose Property. Such consent shall bind the District and all current and future owners of land within the District. ARTICLE IV tAXATION AND PROVISIONS OF SERVICES 4.1 Collection of Sales and Use Tax Revenues. The City may impose a sales and use lax wHl the Limited >urpose Property pusuant to Subsection (k) of the Act. The sales and use 4878-7059<)134.v2 I tax shall be imposed on all eligible commercial activities at the rate allowed under the Tax Code and imposed by the City. Collection of the Sales and Use Tax Revenues shall take effect on the date described in Section 321.102 of the Tax Code. 4.2 pwMM@Hw_jgA. In return for the benefits received by the City pursuant to this Agreem+nt, the City shall pay to the District an amount equal to fifty percent (50%) of the Sales and Use Tax Revenues collected within the Limited Purpose Property commencing upon the effective date .of the limited purpose annexation of the Limited Purpose Property. All amounts payablet o the i)istrict are hereafter referred to as the “District Share.” The City shall pay the District Share withir: thirty (30) days after the City receives the sales tax report reflecting such revenue from the Comptroller. Any payment of the District Share not made within such thirty (30) day period shall bear in+erest calculated in accordance with Section 2251.025 of the Government Code. The City shall retain all Sales and Use Tax Revenues that do not constitute the District Share (the “City Share”). 4.3 ae of tie Sales and Use Tax Revenues. The District may use the District Share for any lawful purpose. The City may use the City Share for any lawful purpose. 4.4 DeliverJ ofSales Tax Reports to District. The City shall deliver to the District a condensed version of each monthly area sales tax report provided by the Comptroller, containing only the content$ of tbd sales tax report relating to retail sales and retailers in the Property within thirty (30) days dfCityjs receipt of the sales tax report. 4.5 Notifica+ionof Comp&oDer. The City shall sendnotice of this Agreement, together with other requirbd docbmentation, to the Comptroller in the manner provided by Section 321.102 of the Tax Code, after the City Council annexes any portion of the Limited Purpose Property for limited purposes. i 4.6 Termination ofSales and Use Tax Sharing. Upon termination of this Agreement, the City shall have no fluther financial obligation to the District pursuant to this Agreement. 4.7 City Audit fights. The District is required by law to prepare annual audits within 120 days after the cIo qe of the District’s fiscal year, subject to the exemptions provided under Section 49.198 of the !exas Water Code allowing for the District to file annual audit rewrts with the executive director of the TCEQ in lieu of conducting an annual audit if it meets certain criteria The District shall prov+ie a copy of its annual audit or annual financial report to City within thirty (30) days after the audil or financial report is completed. City may audit the District’s expendituIzs with the Sales mId Use Ta Revenue paid WIder Section 4.2, solely to determine whether the expenditures have been made by the District in accordance with Section 4.3. AnY audit shall be made at city’s sole cogt mId expense uld may be performed at any time during regular business hours by City’s internal auditors or an independent auditing film on thirtY (30) daYs’ written notice to the District. For thi purpose of any audits made by the City, the Distdct shall maintain and make available +o City 'or iB representadves d1 books, records, documents, and other evidence of 4878-7059+>134.v2 accounting procedures ] or practices in whatever form maintained sufTicient to reflect the expenditure of all Sales and Use Tax Revenues that are subject to this Agreement. ARTICLE V TERM This Agreement :commences and binds the Parties on the Effective Date and continues until the City annexes the Lirbited Purpose Property for full purposes or disannexes the Limited Purpose Property. Any rights or privileges of the Parties and their successors or assigns under this Agreement will terminaje upon the expiration or termination of this Agreement. If the City elects to annex the Limited PuIpose Property for full purposes or disannex the Limited Purpose Property, the City will provide written notice to the District at least one hundred eighty (180) days before such annexation or disahnexation. If the District elects to dissolve, it shall provide written notice to the City at least one hundred eighty (180) days before the dissolution. ARTICLE VI BREACH, NOTICE AND REMEDIES 6.1 Notification of Breach. If either Party commits an alleged breach of this Agreement, the ;lon-brgaching Party shall give Notice to the breaching Party that described the breach in reasonable d4tail. A Party receiving such Notice shall determine: (i) whether a failure to comply with aprovisjon has occurred; (ii) whether the failure is excusable; and (iii) whether the failure has been dured oI will be cured by the purportedly breaching Party. The Parties shall make available to each otherl such records, documents, or other information necessary to make these determinations upon re4sonable written request. 6.2 Cure of breach. The breaching Party shall commence curing such breach within fifteen (15) caleidar da9s after receipt of Notice of the breach and shall complete the cure within tIMty (30) calendar dayb from the date of commencement of the cure; however, if the breach is not reasonably susceptible +o cure by the breaching Party within such thirty (30) day period, the non- breaching Party bhall n&t bring any action so long as the breaching Party has commenced to cure the breach within such thirty (30) day period and diligently completes the cure within a reasonable the winout unreasonable cessation. A Party providing Notice of breach may provide for a longer period of time td cure the alleged failure within its written notice. 6.3 Remedies for Breach. If the breacting Party does not substantially cure such breach within the stated period of time, the non-breaching Party may, in its sole discretion, and without prejudice to ury oMer right urder dis Agreement, law, or equity, seek relief available at law or in equity, including, but pot limited to, an action under the Uniform Declaratory JudWent Act, specific perforMance, jnandamus and injunctive relief Damages, if any, to which anY non- breaching Party may be entitled shall be limited to actual damages and shall not include special or cornequentjal damages. In addition, the prevailing Party in any such action shall be entitled to 4878.7059-C)134.v2 reasonable attorney’s feps and costs of litigation as determined in a final, non-appealable order in a court of competent ju;isdiction. ARTICLE VII ADDITIONAL PROVISIONS 7.1 Notices. 1 AU notices under this Agreement ('Wotice”) shall be in writing, shall be signed by or on behalf of the Party giving the Notice, and shall become effective as follows: (a) on the tenth (10th) busi4ess day after being deposited with the United States mail service, postage prepaid, Certified Mail,FReturn Receipt Requested addressed to the Party to be notified; (b) on the day delivered by priv4te delivery or private messenger service (such as FedEx or UPS) as evidenced by a receipt sjgned by any person at the delivery address (whether or not such person is the person to whom thejNotice is addressed); or (c) otherwise on the day actually received by the person to whoml the N+Uce ig addressed, including, but not limited to, delivery in persona and delivery by regular mail. All Notices given pursuant to this section shall be addressed as follows: To the City:City of Denton AHn: City Manager 215 E. McKinney St. Denton, TX 76201 With a chpy to:City of Denton AHn: City Attorney 215 E. McKinney St. Denton, TX 76201 To the Jistrict:Denton County Municipal Utility District No. 16 AHn: President, Board of Directors c/o Coats Rose, P.C. 16000 N. Dallas Parkway, Suite 350 Dallas, Texas 75248 With a cbpy to:Coats Rose, P.C. Attn: Mindy L. Koehne 16000 N. Dallas Parkway, Suite 350 Dallas, Texas 75248 7.2 No Waiver. Any failure by a Party to insist upon strict performance by the other Party of any provision of this Agreement shall not be deemed a waiver thereof, and the Party shall have the right at any jime thereafter to insist upon strict performance of any and all of the provisions of this Agrebment. No provision of this Agreement may be waived except in writing signed by the Party waiving such provision. Any waiver shall be limited to the specific purpose for which it is given. No waiver by any Party hereto of any term or condition of this Agreement 4878-70594134.v2 shall be deemed or congtrued to be a waiver of any other term or condition or subsequent waiver of the same term or condition. 7.3 Governing Law and Venue. This Agreement must be construed and enforced in accordance with the laGs of the State of Texas, as they apply to contracts performed within the State of Texas and witt+out regard to any choice of law rules or principles to the contrary. The Parties acknowledge thbt this Agreement is performable in Denton County, Texas, and hereby submit to the jurisdicti dn of the courts of Denton County, Texas, and agree that any such court with proper jurisdictioi shall be a proper forum for the determination of any dispute arising hereunder. 7.4 Allthorit+ to Execute. The City warrants that this Agreement has been approved by the City Council in acc+dance with all applicable public meeting and public notice requirements (including, but not limited to, notices required by the Texas Open Meetings Act) and that the individual executing thjs Ageement on behalf of the City has been authorized to do so. The District warrants that tHs Agreement has been approved by the Board in accordance with all applicable public meet#lg and public notice requirements (including, but not limited to, notices required by the Open b4eetings Act) and the individual executing this Agreement on behalf of the District has been authorized to do so. 7.5 Entire Agreement; Severability. This Agreement constitutes the entire agreement between the ParKes and supersedes all prior agreements, whether oral or written, covering the subject matter of this Agreement. If any provision of this Agreement is determined by a court of competent jurisdiction to tn unenforceable for any reason, then (a) such unenforceable provision shall be deleted from thjs Agreement; (b) the unenforceable provision shall, to the extent possible, be rewritten to bp enforbeable and to give effect to the intent of the Parties; and (c) the remainder of this Agreemedt shall iremain in full force and effect and shall be interpreted to give effect to the intent of the Parties. 7.6 Changesi in State or Federal Law. If any state or federal law changes so as to make it impossible for the citI or the District to perform its obligations under this Agreement, the Parties will cooperate to amend this Agreement in such a manner that is most consistent with the original intent of this Agnema+t and legally possible. 7.7 Additional Documents and Acts. The Parties agree that at any time after execution of this Agreement, they will, upon request of the other Party, execute and/or exchange any other documents necessary td effectuate the terms of this Agreement and perform any further acts as the other Party may reasonbbly request to effectuate the terms of this Agreement. 7.8 Assignability, Successors and Assigns. This Agreement shall not be assiwable by my Pmty without the +ther Puty’s written consent. This Agreement shall be binding upon and hue to be beneflt of the Pnties and their respective officers, directors, partners, employees, representatives, agentsJ vendors, grantees and/or trustees, heirs, executors, administrators, legal 4878.70594134.v2 i representatives, successbrs and assigns, as authorized herein. No assignment by a Party will be valid or enforceable unI&ss all of the following conditions have been satisfied: a. The assignn{ent of the Agreement must be evidence by a recordable document (the “Assignment”), the form of which must be approved in writing by the Parties (such approval not:to be unreasonably withheld); b.The Assignnlent must expressly contain, among other reasonable requirements and/or conditions of the Parties, an acknowledgment and agreement that all obligations, coverlants, dd/or conditions contained in the Agreement will be assumed solely ani completely by the assignee, and also contain the name, address, phone number, and electronic mpiI address of the assi wee; C. d. The Assignor must file any approved, executed Assignment in the Land Records of Dentdn Couhty, Texas; and Assignor sh{11 provide the other Party with a file-marked copy of the Assignment withih ten (110) days of filing the same. 7.9 Amendnhnt. This Agreement may be amended only by written agreement with approval of the dovernibg bodies of both the City and the Disaict. 7.10 Interprethtion. The Parties acknowledge that each Party (and, if it so chooses, its counsel) has reviewed bId revised this Agreement and that the normal rule of construction to the eRect that any ambiguities are to be resoited against the draRing Party shall not be em;loyed in the interpretatioh of thjs Agreement or any amendments or exhibits hereto. Unless otherwise specified, as used in this Agreement, the term “including” means “including, without limitation” and the term “days” mdans calendar days, not business days. Wherever required by the context, the singular shall include the plural, and the plural shall include the singular. Each defined term herein may be used in Fits singular or plural form whether or not so defined. Headings in this Agreement are for the cbnvenience of the Parties and are not intended to be used in construing this document. 7.11 No Third-Party Beneficiaries. This Agreement is solely for the benefit of the City and the District. Neithbr the City nor the District intends by any provision of this Agreement to create any rights in ang third-party beneficiaries or to confer any benefit or enforceable rights under this Agreement or otherwise upon anyone other than the City and the District. 7.12 Governhental Powers. By execution of this Agreement, neither the City nor the District waives or surrbnders any of its respective governmental powers, immunities or rights, except as specifically Waived pursuant to this section. The City and the District mutually waive their governmental imrbunity &om suit and liability only as to any action brought by a Party to pursue the remedies aqailable under this Agreement and only to the extent necessary to pursue 4878.70594)134.v2 such remedies. Nothing in this section shall waive any claims, defenses or immunities that the City or the District has with respect to suits against the City or the District by persons or entities not a party to this Agreement. 7.13 Incorporation of Exhibits by Reference. All exhibits attached to this Agreement are incorporated into this Agreement by reference for the purposes set forth herein, as follows: Exhibit A Legal Description of Property Exhibit B Plan Depicting Commercial Property 7.14 Counterpart Originals. This Agreement may be executed in multiple counterparts, each of which shall be deemed to be an original. 7.15 Rbcitals.1 The recitals contained in this Agreement: (a) are true and correct as of the Effective Date; (b) form the basis upon which the Parties negotiated and entered into this Agreement; and (c) reflect the final intent of the parties with regard to the subject matter of this Agreement. In the event it becomes necessary to interpret any provision of this Agreement, the intent of the Parties, ag evidenced by the recitals, shall be taken into consideration and, to the maximum extentlpossib)e, given full effect. The Parties have relied upon the recitals as part of the consideration for enteridg into this Agreement and, but for the intent of the Parties reflected by the recitals, would not hav+ entered into this Agreement, and the recitals are incorporated as part of this Agreement’s terms,' 7.16 Voting Rjghts in the District. Upon annexation of the Commercial Property for limited purposes by th4 City, any qualified voters within the Commercial Property may vote in City elections, pursuant to Local Government Code § 43.130(a). Voting rights are subject to all state and federal laws jnd regulations. City will comply with all the notice requirements as set forth in § 43.130 of the iLocal Government Code, as it now exists or is hereafter amended. 7.17 ReservatIon of Rights. To the extent not inconsistent with this Agreement, each party reserves all rights: privileges, and immunities under applicable laws. By entering into and executing this Agreemgnt, the City does not in any way waive, limit or surrender its sovereign unlnunlty. 7.18 Authority for Execution. An signatories certify and represent that the execution of this Agreement is duly 4uthorized and adopted in conformity with applicable law, and the signatory has been provided with all authority, consent, and/or permissions necessary to bind his/her respective principal to the terms set forth in this Agreement. The District certifies and represents that the execution of this Agreement is duly authorized and adopted by its Board of Directors. [THE REMAINDER OF THIS PAGE iNrENTiONALLY LEFr BLANK] 4878-70594)134.v2 Mayor Date: ATrEST: APPROVED AS TO FaRM STATE OF TEXAS g COUNTY OF DENTO&§ This instrument J „MC , i Lb.,,._ IL„,)< ., ' ! is acknowledged before me, the undersigned notary, on the JI day of 2: 14fty S e ==tary 9 S1;E= : ity y}Ig:S; r1: p][eX III&SIIL be:Hr&idc # rezA_ Notary Public in and for the State of Texas (NOTARY SEAL) ERIC CHASCO MyN,t„yID#1336816© Exljns Apd 1. M 4878.70594134.v2 DENTON COUNTY MUNICIPAL UTILITY DISTRICT NO. 16 JW ~.By Name Kill+in bOb PTitle: Date:nfl r= STATE OF TEXAS g COUNTY OF /bn b)g JI!I!I P r i 1 ) 21£!IS) : t I== =IT;SII1=;; 7:E1HZ: d b : fo rt)tIE; 3 HSnIH ed :: ttUkrona :jeo ? : : of Denton County Municipal Utility District No. 16, on behalf of said district. t (NOTARY SEAL) \ DDECKE iiCVa 4878-7059.0 134.v2 EXHIBIT “A“ i M©lIA IMe8H8n&&@3Jbseda6onaab£Blou wmwhaddTmrdd,1,rw,yd&bUdmaBVHmyU,BdadIt,dO„1153.48@bmbMwk&a,la alana 17, aim hu AWed JurbaraB b tha Stab of Texas, IeeeM in Instrunea No. 201240554, 06ieial ReoonbaEDen£aajCXrualy, Taxa, we belIB dIe wtheast man ofa uRal Paul 16b !e9etRted ba Deed b he Sha of Taxa& rerxHrbdhhIHurnerUNo. 20CB71718,OfBcinl Records a8DetBmjCawty, Taxa& sw aIn being the aunatwthedy right of way line otU. S. HiWw p, a wiable wIdth dda af w% Tmabqah&m2- W,gl, @8,dnS&e,,dbedyd8hof way hoof BBa u. s. WwW 180, daM tho W®Hly ILe of BaH TIM One (IS.48baaH) md 8aHdbp alaIIB a Wed vi+ &aR 8 djgt8rEn of 2,236.16 &d b a metal turn nmK Wt fbIInd for :he no+thwH bonn of said Tha QIn (153.48&ennI we bdrr8 dre gwlbwwt mnof8balledl1931aae&8aafl8u\desaibalh8qMI WnlarRy DeedOVal88rd Wireless, UP,rnaaHinlnstluanat No. 2005.79339,O£Bahl RaRrrlbofDunnCaua£b TaBs; THRNCEiSouth +FS894- Ba8t, doW the aadba8 line af aid Itaa One (15348& aaa), tb Se& lille af said i.931;ae ana, are-8aEatreV liin of a called b.Ot}aaB uae if laird dej;riba b 8 Wanaaly Deed io Anand itolu Nelson, naaldbd in Trnaument'No. 20134281S, OBaN Reoald8 ofDeatnn aunty, Taxa& the saulItaly line ofa aRea ;19.639(}WB Red of@ dwaRred in 8 S@lWar8tW Deed b NaIrey KWJarre8, IBllbbr8tnnnBar No.20iW7685,06Eai;IReeoHs oflkatDaCornty,TaKa8, aesautbrVEne&fMyasrana, maldon iodieCiry aflhatD8,aeogM@ athe anal plat, nealled h boa;mBnt NR 2011-77, rI,I Reealjg af DealeR CXMUy, Tu8q and &8Eyalang8tnrtnlvb8&acqadjgaase af2091.asfedu8 U2piadhhwndwi& iyeagv pMc+pRIurrd euan 8wtbea8teannaf©id Mm FarBarubeiU tile 80ultrwest mnndf6albd21.14SS4aBaBa£ aflandde8elibedhahnial WalIBlllyDeed b J8d3 JaIn My& 8eoonled b In$truneat No. 201657683, OfEai-d R80ads of Dart (,DURy, Texas, THENCB Saab iPS3W- East; caatinuirB along dIe aartllab line gf said Itu One (153.48&aaBSb dre80utbrb line of &aid 21:145Sim aaA nd Madly 8knB8bartnd BeIIt,ttA-nW I 18aoINQd09 4878-7059.0134.v2 iI F I win&anJ8di8t&af136&48 botha m4nsbbBandhuldR=tlnaanbagt ww of©idTtaH Ou (153.48881:n) aad an nutbe88t wan arad 21.145Sane &w&sw babs on a+8 wwUlyd®ofwv line ofF. M 156, a variable wIdth dda of way; - I THENCB Saab 172Y4TWntbdo%he eastuly Ew of8aidltad(hn(IS3.48&8aaB)aIdan wu:er8HWafwqr line of8aidP,&[lS€adiMroBaf9426 babag&M boandvbbandpb8d£ap,8&aTedXHA-rr98tbab8dmiIB ofa nonwaH w b dIO rW baviq Penhal nIgh of ISq)8qIO-, a ruBIn ofS6S958 Bet, a dnid Mh aBd dhRHe afSabd 21B1335- West, 149030 B& Rom Hid paial, B VDdoa IWo-f WHy mnhqbn®Soub 13'42' West, 3.93 feet, THENCB ih a801@tedydinetian,aaadaa®8l08Bd©8agh:bEne of8aidl)8dOn8 (153.W:tw) aP tIn weserb riga of way HIre of nH F. M 156, dang an wye b ate ltd& +B & 48&aGe of 1494.iS M J,I/&JaIlh inn nd with , id pr,ga ,q, 8taarpd -KHA-+tRKearn% &rmi which, a wooden liga ofway matter bears South 03'08’ wi& 120 M, THlllcElsaab #4735- West, n©tia@ daB the eaguty lhe of said Trad Cae (153.4 Wu) a+l the wstuly liga of way line of ad P. M. 156, a dist8an af 55636 hahn+hrrdaubl:XDOT d8btofwaydiak bu8dfortlt8Mbea8t wnnafaR#uaid Pared 17, bn@ bqia8 tIn brtarwtioa of the wegtetty riga ofwv lille of said F. M. 156 with &o w}rthar8 Mt ofway RIte ofafarw8id U. S. Www 380; THENCB Fh a wejshlb dbe66an, dqnRiiB tb vagBlb rUB of way Hae of uH P. M 156, along the a£wtbab Ihto of 8&id BalIIol 17 and dIe wreredy liga of way BIte of add U. S. Hi®W3q, aB 6aawlll8: M6rqk'4w West, a MoB ©679.a &dO uMdaaIDrmar ,id,td wd disk Rim aIrmen A 7qY4e w@,a@H,f296.07&abndwiMnaDtYt MgfWVdidclilwI aIr maui sgbdl3rbr2- Wu& adi,ta. W89 dsk4u3d Br w&eG SoiIdl dFtl829- West, a disUae v8ldi&dnndRrr ma% of 548.81 bet to m all TXDCYTrW of of 21857 bet to an 8lunintm IXDCYF right of &8M46- W„t, ,di@,r3z43 @tbmdtminamlmr rUB d XM8bdi8kfbuad£R®rM Ndtel 9tH@ Was\ adi8mne of469.(A &db m 81 TXDOT lieU af w©di&Rmrd R>r cola% I Bb&aIIA-HIp:BRaun)+u 4878.7059<)134.v2 Nalth gPl+93" Wat; a di8taan of413.a) Bet U the POINT OF BBGHINBVG and eaatahjng 141.088 abin (6276387 8qune aat) efla note ark- -'---gb!EINGapaoW dtm:aI III tho CurB W. Anda80a SuvWe Ab8aaaN& l&!lbs't?elle&TvbAb8t,adNa 14,uMn AIBUsan SaIT& AG,,ida-aB. Cb„tV. T+8& and beinglWBpaldadarly d®a,r,ed IjnwO; „db„md, iFUn; BEGUN& a&duMwITmar MarTy d& Md on aBag@ Hwof !aid TIMFIW (4Z898qaHb ndB©u©Hgt;mHofaHiGh„d-ii ahaag:hf@WWWM?:£\HLlj::=“'' $MatW Ih80fu.£HiMy 3g), ,Wli8bIB vida dW ,fw,;MOn wwtubM afjdIne ofF. M. 15(a @abl£ vida dda ofway= §WIT=1)JfT:=11%!;If',:y ddtofw+HIBofnidF.h£is6,tb,baaw@ - ' – ---–" SoJah2FdgKE" We81;adi8hnnafSB];ahab aS/&bAbu IN wih ald plqkioWJnrnNnKlIA-saaaleMnrirB of8aweat awe loael@ WBa 1@Ingle afQ3'4900\ ar8riu8 of-565958 feel, a ChOId beariljand diana@ oqsolal 3i'39B2' West, 876.93 @ - – h&8aulh+HBdy diledon,dong©dawB© neWman disbneeaf 377.00 &db aS/&hebimanRMh BndMs$ee8ji®d miA' get ReGenial: h27&BP WnBa &hIne of 118.70 M O aS/bhA bund wM and p+tical4 saIIM -KHA- get Rzaamer, Ran whieb, a wcndeaidHofw8yMB SOBh44q02• West, 3.82 &t, Solab 321@- West;adjgannaf 1000.02 hana wha hmnd via and pl4sde eq1 8atrXHl WW 8afarwnn, 6on nddeb, a votRlenri8bt ofw8y l&knba&8Sauh42'17' West. IOI &d. soilal 38'le4tY1 West; a diBtanrn of 10050 feet to a 5/b+netl ben rod with a la Pl+jb eq+ 8UutWl %IIAR set fu wn% eon wIdeR a wooden right ofvayb&nb&&r$Soatb4ta22' WeSt, 144 @ HB©bA-nP3 t23a8w03499 \, 4878-7059+)134.v2 I Sa+& 3m4wPweR;adi8&naB of 1900.oo Baoa S/Hneb MaH vthard %©M#BBH.;?&&'n%@8 w'eM’WdWY Saith 2esl Bf We& adi8lancie of 100.SO Bet to aS&iaeb bund wM a red pla8tie eap, 8tarrrped WHA- get aIrman W+t! iF w$ adslane of924.SO baH aS/&hA bund wM andpbftie en InaWl WHA- mair the bqBintlh8 ofa tan8ant anya nae la-– baqh8 a cdM angle l#e2Tsl', a ndium724.79 fai, a ehowl MM1 BgmHofSouh B9006- West, 329.80 Bet, - –- b4wlaMpHIya1.ed@pwitb8aHgwwtDaoka;MW di@UBOr3as7 feqhaPqmilwihaw8bn,awed WiA" Mbm ww r@haow u OIl} SbaqjR08d, an qWtp6&iu8etoadway, aorwni found, fdtlto wudmgobmn of adltad Three (425.89&aaas); THBNCB Sma 8SP31F42- West dqnUu8 en wMr© riga c#way line of8aid F. M. !56, alar8 bo mrM lin of aid Itast fbleo (425.89&inn) anj8larB dd Old §bBq Rad,8di8hncIe of 1706.19 Bet to a laiaeh hunTed fiund elt the $altbwnt WIm of +idl\u}r\'w(42SXWaUH> THENaE Nub +02'12'1 WHL dVan@ 8dd on SHaW Mad aBd daB hB vaB8dy line of ai4lt8d TIIne (42589&86188), a disl ann of 5443.65 feet to a SHiind) tIan lol vitb8ndWeqT,mrnpd -XHA- guan the 80udrnbUa8€faealId Pueel 14, hgcribed h & Deed to the State ofTexa8,imrded b In$iraauat No. 2008-19039, 9meid R+<mIg r#DenUn GouW, Taxas, nwbdng ae aunt 80utbalyri8U-ofwgy lbofa&lnaHt4S.Hi8bwW38Q - – - UIENc$baadse©dinetioa,dqaaiIBaevestW Eas ofMdTl8aTluee (425.89&@) ajd a&ng dio $auhelb ddt ofw8y BIle afsaid U. S. Hlaw8y 380, the hljgwhd gaIL 87'b3- aM Wu a aa8wHaf826 Hu nhmi,„„„ TwaT riga aiw8ydjgkRruad ell the south ®mmwewof8aidP8rul 14 aId l&?twidParwl IS, andIliang RIF a total dbt8rra of 1274.95 feet to apaint err GalileE N&th 63'g4'SW East; a di8taaae of 83.00 beth a Wind ilm luI with a nd p&sIte rnII ghmp€d HIA- 8et arr wneB Sduth 8716124" East; a distance af299.75 M to a 5/&blob irw md with a red phsti6 UIl, guaM '’KHA- get all ma%I ! iI I I I I i I I Fr}TrbBA-hp4 laB&oIN03499 4878.7059+)134.v2 1520.81 hate a 5/&heb ilm nd with a red 16025 ean a S/biach bund vial aged Sai&&WIZ- Ea81;adl8Uuloof4S7.49 &BOa Wiaeb ilm nd viaalwl pla+dOG&, stRaW 'tHA- sd faGan% SaIth SST2656- Eid, adi£arrn of2S9.95 ha to a ahlrnimtm TXDCYT IW ofwa+di6k'Rnnd etr mum Saith 2gR291StF Ebst,adjgmnof449.43 Bet to u ahlaanum TXDOT riM of way di8k:Rrund err a01% Soilth 61+2138• East, a d8tanoe of239.9+ Mba Wbeb tIen tod with a led pla+tie ah Ha:wed ':KHA- set Rx man Sa4rbS4+3192- W Bdl8&,„,8,f IOO.71 f,db@ahaDinumrXDOT,i&bt ,r wa+ dh bund bt JInn SaIth 61bIBP Bag,adidaa080f9138 Mn ate POINT OF BEGINNING mIna&}M8408.899 aau (17811656 qIan fia) oflaid, mm or in I PlhruIA-nps iaaowoBOJ 4878-70594)134.v2 i EmnEBIT “B” iII 4878-705$4i134.v2 1 iI I TRACT A BEING a tract of land situated in the B. B. B. & C. RR. CO. Survey, Abstract No. 168, Denton County, Texas, and being a portion of a called 403.899-acre tract of land described as Tract 2 in a Special Warranty Deed to VS Development, recorded in Instrument No. 2021-167738 of the Official Records of Denton County, Texas, and being more particulady described as follows BEGINNING at a 5/8 inch iron rod with plastic cap stamped -KHA- set for the northerly northwest corner of a called 101.952 acre tract of land described in a Special Warranty Deed to M/1 Homes of DFW, LLC, recorded in Instrument No. 2022-61108 of the Official Records of Denton County, Texas, same being on the northerly line of said Tract 2. same also being on the southerly right-of-way line of U.S. Highway 380, a variable width right.of-way; THENCE Departing the southerly right-of-way line of said U.S. Highway 380 and the northerly line of said Tract 2, and along the northerly line of said 101 .952-acre tract, the following courses and distances: South 45'35'01" East, a distance of 28.01 feet to a 5/8-inch iron rod with red plastic cap stamped "KHA" set for comer; South 00'02'12" East, a distance of 381 .71 feet to a 5/8-inch iron rod with red plastic cap stamped "KHA" set at the beginning of a tangent curve to the right with a radius of 30.00 feet, a central angle of 46'16'17", and a chord bearing and distance of South 23'05'56" West, 23.57 feet; In a southerly direction, with said tangent curve to the right, an arc distance of 24.23 feet to a 5/8.inch iron rod with red plastic cap stamped "KHA" set at the beginning of a reverse curve to the left with a radius of 78.50 feet, a central angle of 49'55'24'', and a chord bearing and distanoe of South 21'16'23" West, 66.26 feet; In a southerly direction, with said reverse curve to the len, an arc distance of 68.40 feet to a 5/8.inch iron rod with red plastic cap stamped "KH/V' set for corner; South 89'57’48" West, a distance of 613.30 feet to a 5/8-inch iron rod with red plastic cap stamped "KHA" set for comeR THENCE North 0ty02'12" West, departing the northerly line of said 1 10.952-acre tract and crossing said Tract 2, a distance of 492.94 5/8 inch iron rod with plastic cap stamped "KHA- set for comer on the southeny right'of-way line of said U.S. Highway 380, same being on the northerly line of said Tract 2; THENCE South 87'16'24" East, along the southerly right-of-way line of said U.S. Highway 380 and along the northerly line of said Tract 2, a distance of 299.75 feet to a 5/8-inch iron rod with red plastic cap stamped “KHA" set for comer; THENCE North 88'52'11" East, continuing along the southeHy right-of-way line of said U.S. Highway 380 and the northerly line of said Tract 2, a distance of 327.30 feet to the POINT OF BEGINNING and containing 7.135 acres (311,209 square feet) of land, more or less. BOUNDARY EXHIBIT TRACT A: 7.135 ACRES TRACT B: 15.156 ACRES SITUATED IN THE B. B. B. & C. RR. CO SURVEY, ABSTRACT NO. 168, THE GEORGE W. ANDERSON SURVEY. ABSTRACT NO 12 & THE HARRIS YOUNG SURVEY, ABSTRACT NO. 1450 CITY DENTON OF E.T.J., DENTON COUNTY, TEXAS REGISTERED PROFESSIONAL LAND SURVEYOR NO. 5181 6160 WARREN PKWY., SUITE 21 FRISCO. TEXAS 75034 PH. 972-335-3580 michael. marx@kimley-horn.com GGL I nIA Ua April 2024 Tp 069306746 $heal No I OF7 CALLED 33.195 ACRES JANA DAIGLE INST. NO. 201554956 O. R.D.C.T. CALLED 3.998 ACRES KENNETH D. ROGOWAY. et ux INST. NO. 2012.70761 0.R.D.C T. PARCEL 16 STATE OF TEXAS INST NO. 200S71718 O. R. D.C.T. U. S. HIGHWAY 380 PARCEL IS STATE OF TEXAS INST. NO. 201240554 O.R. D.C.T.P.O.B. IRSC IRSC,$87'16'24-E 299.751 i N88'52'11"E 327.30' RSC IRSC g gg: g TRACT 2 (CALLED 403.899 ACRES) VS DEVELOPMENT. LLC INST. NO. 2021-167738 0.R.D.C.T. b a ald TRACT A 7.135 ACRES 310.819 SQ. FT. IRSC IRSC \ NOTES Bearing system based on the Texas Coordinate System of 1983, North Central Zone (4202), North American Datum of 1983.$ B :3:> $o • CALLED IOI,952 ACRES M/1 HOMES OF DFW. LLC INST NO. 202241108 O.R. D.C.T. LEGEND GRAfantE IN FEETA = CENTRAL ANGLE P.0.C. = POINT OF COMMENCING P.0.B_ = POINT OF BEGINNING IRSC = 5/8" IRON ROD W/ "KHA" CAP SET IRFC = IRON ROD W/CAP FOUND IPF = IRON PIPE FOUND D.R.D.C.T. = DEED RECORDS, COLLIN COUNTY, TEXAS 0.P.R.D.C.T. = OFFICIAL PUBLIC RECORDS. COLLIN BOUNDARY EXHIBIT TRACT A: 7.135 ACRES TRACT B: 15.156 ACRES SITUATED IN THE B. B. B. & C. RR. CO SURVEY, ABSTRACT NO. 168. THE GEORGE W. ANDERSON SURVEY, ABSTRACT NO 12 & THE HARRIS YOUNG SURVEY, ABSTRACT NO. 1450 LCITY DENTON OF E.T.J., DENTON COUNTY, TEXAS REGISTERED PROFESSIONA LAND SURVEYOR NO. 5181 6160 WARREN PKWY., SU 10 FRISCO, TEXAS 75034 PH. 972-335-3580 michael,marx@kimley-horn.I MICHAEL B. MARX C I-= isa I GGL I MIA I Apn12024 1 069306746 mb 2 OF 7 TRACT B BEING a tract of land situated in the k. B. B. & C. RR. CO. Survey, Abstract No. 168 and the George W. Anderson SUIvey, Abstract No. 12, Denton County, Texas, and beind a portion of a alled 403.899 acre tract of land desaibed as Tract 2 in a Special Warranty Deed to VS Development remMed in Instrur+ent No. 2021-167738 of the omcial Records of Denton County, Texas, and being more parlalbrly described as follows: : BEGINNING at a 5/8 inch iran rod wiIh plagtjccap stamped -KHA- set for the northerly northeast comer ora called 101.952 awe tract of land described in a Spedal Warranty[Deed to M/1 Homes of DFW. LLC, recorded in Instrument No. 202241108 of the Official Records of Denton County. Texas, same bein d on the northerty line of said Tract 2, same also being on the southerly rightef-way line of U.S. Highway 380, a variable width rightof-way; THENCE along the southerly Hghtafbay line of said U.S. Highway 380 and along the northerly line of said Tract 2 the following courses and dIstances; North 88'52’1 I" East, a distand of l063.49 feet to a 5/8-inch i,on rod with red plastic cap stamped "KHA" set tor oomeC North 90'0CY00" EasL a distanob of 160.25 feet to a 5/&inch iron rod with red plastic ap stamped ''KHA" set for comeR South 85'24'02" East, a distanJe af 457.49 feet to a 5/&inch iron rod with red plastic up stamped "KHN' set for cornec South 55'26'5U East, a distande of 1 18.80 feet to a 5/8.inch iron rod with red plastic cap stamped "KH/F set for corneR THENCE departing the southerly rigt{taf-way line of said U.S. Highway 380 and the northerly line of said Tract 2, and crossing said Tract 2 the following courses and distances, South 29'35'01" West, a distance of 227.74 feet to a point for comeR North 60'24'59" West, b distan8e of 76.34 feet to a point for comec North 85'24'02" West, b distan Je of 385.65 feet to a point for eomec North 90'00'00" West, a distanae of 124.47 feet to a point for comeR South 10'28'12" West, a distanoe of 283.66 feet to a point on the northerly line of said 101.952-acre bach and at the beginning of a non-tangent alrve to the left with a radius of 1 ,422.50 feel a central angle of 00'24'05", and a chord bearing and distance of North 79'43'5CY' West, 9.96 fbet; THENCE along the northerly line of bid 101.952 acre tract, the following courses and distances, In a westerly direction, with said non+angent curve to the left, an arc distance of 9.96 feet to a 5/&Inch iron rod with red plastic up stamped "KHA" set for comers BOUNDARY EXHIBIT TRACT A: 7.135 ACRES TRACT B: 15.156 ACRES SITUATED IN THE B. B. B. & C. RR. CO SURVEY, ABSTRACT NO. 168, THE GEORGE W. ANDERSON SURVEY, ABSTRACT NO. 12 & THE HARRIS YOUNG SURVEY. ABSTRACT NO. 1450 CITY DEHrON OF E.T. J., DENTON COUNTY, TEXASMICHAEL MARX REGISTERED PROFESSIONAL LAND SURVEYOR NO. 5181 6160 WARREN PKWY.. SUITE:210 FRISCO, TEXAS 75034 PH. 972-335-3580 michael.marx@kimley'horn.corrl gaBIE N/A W GGL PHEW IOIA BEn Md 2024 I Protect No, 1 Sheet No. 1Sheet NOI 30F7088306746 North 79'56'46" West, a distance of 1 72.38 feet to a 5/&inch iron rod with red plastic cap stamped "KH/V' set at the beginnIng of a non-tangent curve to the left with a radius of 783.99 feet, a central angle of 09'21'15", and a chord bearing and distance of North 85'21'35" West. 127,85 feet; In a westerly direction, with said non-tangent cuive to the left, an arc distance of 128.00 feet to a 5/8-inch iron rod with red plastic cap stamped "KHA" set for corneR South 89'57'48" West, a dIstance of 700.88 feet to a 5/8-inch iron rod with red plastic cap stamped "KHA" set for cornec North 45'02'12" West, a distance of 70.71 feet to a 5/8-inch iron rod with red plastic cap stamped "KHA" set for comec North 00'02'12" West, a distance of 379.33 feet to a 5/&inch iron rod with red plastic cap stamped "KHA" set for corneR North 44'24'59" East, a distance of 28.55 feet to the POINT OF BEGINNING and containing 660, 187 square feet or 15.156 acres of land, more or less BOUNDARY EXHIBIT TRACT A: 7.135 ACRES TRACT B: 15.156 ACRES SITUATED IN THE B. B. B. & C. RR. CO SURVEY. ABSTRACT NO. 168, THE GEORGE W. ANDERSON SURVEY. ABSTRACT NO. 12 & THE HARRIS YOUNG SURVEY, ABSTRACT NO. 1450 CITY DENTON OF E.T. J., DENTON COUNTY. TEXASMICHAEL MARX REGISTERED PROFE ;IONAL LAND SURVEYOR NO. 5181 6160 WARREN P SUITE 210 FRISCO. TEXAS PH. 972-335-3580 michael.marx@kimley-horn.col MICHAEL B. MARX 5181 r GGL I KHA I Am120H I 069306746 1 40F7 I STATE OF TEXAS CALLED 3.744 ACRES SAII MATTHEW JOHN, a u iNST. NO. 201S134646 0.RD.C.T. TRACT I (CALLED 144.aG ACRES) VS DEVELOPMENT. LLC tNgr. NO. 2021.167738 0.RO.C.T. U' S- HIGHWAY1 380 P.0.B. IRSC 1, !7.30'9] q3 g : : gZ g T i I IRSC 'i RSC &)e)alb Cf) gIP tHQ BI TRAm 2 (CALLED 40a®9 ACRES)VS DEVELOPMENr. LLC INST. NO. 2021.167738 0.RO.C.T. i2an:g g TRACT B 15.156 ACRES 660,187 SQ. FT.I tRSC 'IRSC IRSd tRSC tRSCI Es=a .tRSC a)fIt0 iSm € Iarn;a 8Z U)C ii I Ial 92Q i N NOTES Bearing system based on the Texas Coordinate System of 1983, North Central Zone (4202), North Amedan Datum of 1983. I CALLED 101.952 ACRES Mn HOMES OF DFW. LLC INST. NO. 2@a 108 O.R.D.C.T.ILEGEND A = CENTRAL ANGLE P.0.C. = POINT OF COMMENCING IPF = IRON PIPE FOUND D.RD.C.T. = DEED RECORDS. COLLIN COUNTY. TEXAS 0.P.R.D.C.T. = OFFICIAL PUBLIC RECORDS. COLLIN P.0.B. = POINr OF BEGINMING IRSC = m IRON ROD W/ "KHA" CAP SEr IRFC = IRON ROD W/CAP FOUND COUNTY. TEXAS BOUNDARY EXHIBIT TRACT A: 7.135 ACRES TRACT B: 15.156 ACRES SITUATED IN THE B. B. B. & C. RR. CO SURVEY. ABSTRACT NO. 168, THE GEORGE W. ANDERSON SURVEY, ABSTRACT NO. 12 & THE HARRIS YOUNG SURVEY, ABSTRACT NO. 1450 MICHAEL MARX REGISTERED PROFESSIONAL LAND SURVEYOR NO. 5181 6160 WARREN PKWY.. SUITE'21 O FRISCO. TEXAS 75034 PH. 972.335-3580 michael.marx@kimley.hom.com CITY DENTON OF E.T.J., DENTON COUNTY. TEXAS I „:€'T;£;l'S'l-:hI mmLa 068306746 nw 50F7 TRACT 1 (CALLED 144.086 ACRES) VS DEVELOPMENT. LLC INST. NO. 2021.167738 O.R. D.C.T. /'/’ PARCEL 17 STATE OF TEXASIbIDqP bIP\ ann ab nn Pr a 0.R D C.T U. S.HIGHWAY 380'----R3R 2 IRSC _8857 at IR SC TRACT 2 (CALLED 403.899 ACRES)VS DEVELOPMENT. LLC INST. NO. 2021-167738 0.R.D.C.T. PARCEL IS STATE OF TEXAS INST. NO. 201240554 O.R.D. C.T.TRACT B 15.156 ACRES IRSC 660,187 SQ. FT. 'IRSC r5 R7sTIT TRACT 2 (CALLED 403.899 ACRES) VS DEVELOPMEvr. LLC INST. NO. 2021.167738 O.R.D.C. T. NOTES Bearing system based on the Texas Coordinate System of 1983, North Central Zone (4202), North American Datum of 1 983. I _IRSC I CALLED IOI.952 ACRES M/1 HOMES OF DFW. LLC INST. NO. 202241 108 O.R.D.C. T. -\\. LEGEND 0 75 150 GRa7113scALE IN FEETIA = CENTRAL ANGLE P.0.C. ; POINT OF COMMENCING P.0.B. = POiNT OF BEGINNING IRSC = 5/8" IRON ROD W/ ''KHA" CAP SEr IRFC = IRON ROD W/CAP FOUND IPF = IRON PIPE FOUND D.R.D.C.T. = DEED RECORDS, COLLIN COUNTY, TEXAS 0.P.R.D.C.T. = OFFICIAL PUBLIC RECORDS. COLLIN COUNTY. TEXAS \ '\,,. BOUNDARY EXHIBIT TRACT A: 7.135 ACRES TRACT B: 15.156 ACRES SITUATED IN THE B. B. B. & C. RR. CO SURVEY ABSTRACT NO. 168. THE GEORGE W. ANDERSON SURVEY, ABSTRACT NO. 12 & THE HARRIS YOUNG SURVEY, ABSTRACT NO. 1450 REGISTERED PROFESSION LAND SURVEYOR NO. 5181 6160 WARREN PKWY.. SUITE 210 FRISCO, TEXAS 75034 PH. 972-335.3580 michael.marx@kimley-horn.com LCIW DENTON OF E.T.J., DENTON COUNTY, TEXAS a 1-BIn I GGL I KHA I ApH12024 1 068306746 ma 6 OF 7 BOUNDARY EXHIBIT SITUATED IN THE B. B. B. & C. RR. CO SURVEY, ABSTRACT NO. 168, THE GEORGE W. ANDERSON SURVEY, ABSTRACT NO. 12 & THE HARRIS YOUNG SURVEY. ABSTRACT NO. 1450 CITY DENTON OF E.T.J., DENTON COUNTY. TEXAS TRACT A: 7.135 ACRES TRACT B: 15.156 ACRES MICHAEL MARX REGISTERED PROFESSIONAL LAND SURVEYOR NO. 5181 6160 WARREN PKWY., SUITd 210 FRISCO. TEXAS 75034 PH. 972-335-3580 michael.marx@kimley-horn.com On In aH GGL Za ApI 2024 mo 068306748 WI va 70F7