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P40 Appraisal
Form ROW-A-5 (Rev. 08/11) Page 1.0 *A5* 1 REAL ESTATE APPRAISAL REPORT - TEXAS DEPARTMENT OF TRANSPORTATION Address of Property: 6420 N. IH-35, Denton, TX 76207 ROW CSJ: N/A Property Owner: TA Operating, LLC District: N/A Address of Property Owner: 24601 Center Ridge Road, Suite 200, Westlake, Ohio 44145-5634 Parcel: 40 Occupant’s Name: Owner Occupied Federal Project No: N/A Whole: Partial: X Acquisition Highway: IH-35 Utility Relocations County: Denton Purpose of the Appraisal The purpose of this appraisal is to estimate the market value of the fee simple title to the real property to be acquired, encumbered by any easements not to be extinguished, less oil, gas and sulphur. If this acquisition is of less than the whole property, then any special benefits and/or damages to the remainder property must be included in accordance with the laws of Texas. Market Value Market value is defined as follows: “Market Value is the price which the property would bring when it is offered for sale by one who desires, but is not obliged to sell, and is bought by one who is under no necessity of buying it, taking into consideration all of the uses to which it is reasonably adaptable and for which it either is or in all reasonable probability will become available within the reasonable future.” Certificate of Appraiser I hereby certify: That, it is my opinion the total compensation for the acquisition of the herein described property is $170,703 as of February 22, 2022, based upon my independent appraisal and the exercise of my professional judgment; That on February 22, 2022, I personally inspected in the field the property herein appraised; and I afforded TA Operating, LLC, the property owner, the opportunity to accompany me at the time of the inspection; the letter was delivered via certified mail and receipt of the letter was confirmed; the appraiser established contact with the property representative, Sarthak (Sabby) Dhingra, who requested that the appraiser check in with the on-site manager prior to inspecting the property unaccompanied; That the comparables relied upon in making said appraisal were as represented by the photographs contained in the appraisal report and were inspected on November 22, 2021; That I have not revealed and will not reveal the findings and results of such appraisal to anyone other than the proper officials of the Texas Department of Transportation or officials of the Federal Highway Administration until authorized by State officials to do so, or until I am required to do so by due process of law or until I am released from this obligation by having publicly testified to such findings; That my compensation is not contingent upon the reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value estimate, the attainment of a stipulated result or the occurrence of a subsequent event. The appraiser has considered access damages in accordance with Section 21.042(d) of the Texas Property Code, as amended by SB18 of the Texas 82nd Regular Legislative Session and finds as follows: 1.Is there a denial of direct access on this parcel? No (yes or no) 2.If so, is the denial of direct access material? N/A (yes, no, or not applicable) 3.The lack of any access denial or the material impairment of direct access on or off the remaining property affects the market value of the remaining property in the sum of $0. I certify to the best of my knowledge and belief that: That the statements of fact contained in this report are true and correct; That the reported analyses, opinions and conclusions are limited only by the reported assumptions and limiting conditions, and are my personal, unbiased professional analyses, opinions and conclusions; That I have no present or prospective interest in the property that is the subject of this report, and I have no personal interest or bias with respect to the parties involved; and, That my analyses, opinions and conclusions were developed, and this report has been prepared in conformity with the appropriate State laws, regulations, and policies and procedures applicable to the appraisal of right of way for such purposes, and that to the best of my knowledge no portion of the value assigned to such property consists of items which are noncompensable under the established law of said State, and any decrease or increase in the fair market value of subject real property prior to the date of valuation caused by the public improvement other than that due to the physical deterioration within the reasonable control of the owner has been disregarded in estimating the compensation for the property. To the best of my knowledge, the value does not include any items which are not compensable under State law. Allison Jackson, SR/WA, RWA, R/W-AC TX-1380451-G Certification Number March 3, 2022 Date Reviewing Appraiser Date 03/05/2022 Aerial 1.1 SUBJECT AERIAL WITH ACQUISITION OVERLAY Aerial View of Subject and Acquisition Subject Parcel 40 TxDOT Existing Easements Certification 1.2 CERTIFICATION We certify to the best of our knowledge and belief: 1. The statements of fact contained in this report are true and correct. 2. The reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions and are our personal, impartial and unbiased professional analyses, opinions, and conclusions. 3. We have no present or prospective interest in or bias with respect to the property that is the subject of this report and have no personal interest in or bias with respect to the parties involved with this assignment. 4. Our engagement in this assignment was not contingent upon developing or reporting predetermined results. 5. Our compensation for completing this assignment is not contingent upon the development or reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal. 6. Our analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice, as well as the requirements of the State of Texas. 7. The reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the requirements of the Code of Professional Ethics and Standards of Professional Appraisal Practice of the Appraisal Institute. 8. The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. 9. Allison Jackson has made a personal inspection of the property that is the subject of this report. 10. No one provided significant real property appraisal assistance to the persons signing this report. 11. Valuation & Advisory Services operates as an independent economic entity within CBRE, Inc. Although employees of other CBRE, Inc. divisions may be contacted as a part of our routine market research investigations, absolute client confidentiality and privacy were maintained at all times with regard to this assignment without conflict of interest. 12. Allison Jackson has not provided any services, as an appraiser or in any other capacity, regarding the property that is the subject of this report within the three-year period immediately preceding acceptance of this assignment. Allison Jackson, SR/WA, RWA, R/W-AC TX-1380451-G Table of Contents 1.3 TABLE OF CONTENTS 1 REAL ESTATE APPRAISAL REPORT - TEXAS DEPARTMENT OF TRANSPORTATION ................... 1.0 Table of Contents ..................................................................................................................................... 1.3 Identification of the Subject ....................................................................................................................... 1.7 Ownership ................................................................................................................................................ 1.7 Owner Contact ......................................................................................................................................... 1.8 2 PHOTOGRAPHS OF SUBJECT PROPERTY ................................................................................. 2.0 Neighborhood Analysis ............................................................................................................................. 2.6 Location ................................................................................................................................................... 2.6 Growth Patterns ........................................................................................................................................ 2.7 Access ...................................................................................................................................................... 2.9 Demographics ........................................................................................................................................ 2.10 Conclusion ............................................................................................................................................. 2.10 Tax Map ................................................................................................................................................. 2.11 Plat Map ................................................................................................................................................. 2.12 Floodplain Map ...................................................................................................................................... 2.13 Site Analysis ........................................................................................................................................... 2.14 Improvements Analysis ........................................................................................................................... 2.16 Zoning .................................................................................................................................................... 2.17 Tax Assessment Data .............................................................................................................................. 2.19 3 PROPERTY VALUATION SUMMARY - WHOLE........................................................................... 3.0 Sales Comparison Approach ..................................................................................................................... 3.5 Land Value ............................................................................................................................................... 3.6 Cost Approach ........................................................................................................................................ 3.15 Sales Comparison Approach ................................................................................................................... 3.18 Income Approach ................................................................................................................................... 3.19 Reconciliation of Value - Whole .............................................................................................................. 3.20 4 PART TO BE ACQUIRED ............................................................................................................ 4.0 Valuation of the Remainder Before the Acquisition .................................................................................... 4.3 5 PROPERTY VALUATION SUMMARY - REMAINDER ................................................................... 5.0 Description and Highest and Best Use – Remainder After the Acquisition ................................................... 5.1 Sales Comparison Approach ..................................................................................................................... 5.5 Cost Approach .......................................................................................................................................... 5.6 Sales Comparison Approach ..................................................................................................................... 5.7 Income Approach ..................................................................................................................................... 5.8 Reconciliation of Value – Remainder After ................................................................................................. 5.9 6 COMPENSATION SUMMARY .................................................................................................... 6.0 Cost to Cure ............................................................................................................................................. 6.1 Assumptions and Limiting Conditions ........................................................................................................ 6.2 7 ADDENDA ................................................................................................................................ 7.0 Introduction 1.4 Executive Summary INTRODUCTION CBRE File No.:21-361RW-0499-14 Date of the Report March 3, 2022 Effective Date February 22, 2022 Valuation Date Type Current Client City of Denton, its employees, agents and assigns ROW Provider Name CobbFendley Representative Mr. Michael Hale, SR/WA, R/W-URAC, R/W-NAC, R/W-RAC, Principal, Right of Way Production Manager Address 2801 Network Boulevard Frisco, TX 75034 Parcel Number 40 Subject Location 6420 N. IH-35 Denton, Denton County, TX Owner TA Operating, LLC Legal Description Lot 1, Block A, of the Denton Travel Center, an addition to the City of Denton, Denton County, Texas Assessor IDs (Impacted Only)39525 Property Rights Appraised Fee Simple Estate subject to existing encumbrances Rights Being Acquired Easement Current Use of Subject Travel Center Highest and Best Use As Vacant Commercial of Acquisition As part of the Whole Property Estimated Exposure Time 9-18 Months Buyer Profile Developer or Owner-User LAND AREAS Whole Property 774,076 SF Fee Area 774,076 SF Part Acquired Parcel 40 21,604 SF Remainder Property Fee Area Remaining 752,472 SF Parcel 40 21,604 SF Remainder Total Size 774,076 SF CONCLUDED MARKET VALUE Market Value Compensation Larger Parcel $6,266,787 Part(s) Being Acquired $160,595 Remainder Before Consideration of Damages $6,106,192 Remainder After Consideration of Damages $6,106,192 Net Damages or Benefits $0 Net Cost to Cure (Temporary Damages) $10,108 Total Compensation $170,703 Introduction 1.5 SALIENT POINTS The subject whole property is considered to be the remainder property after the acquisition by TxDOT for the expansion of the IH-35 right-of-way. According to the client, any impacted paving, curbing and sidewalks will be repaired or replaced by the project contractor to a similar or better condition than what exists prior to installation of utilities. It is noted that the sign, irrigated landscaping, bollards, flagpole lights, light pole and no parking sign impacted by the proposed acquisition will not be replaced by the project contractor. As such, the value of these impacted improvements has been included in our analysis, along with a cost to cure these improvements. The site is improved with a TA Travel Center/truck stop along with related site improvements. The main improvements are not impacted by the proposed acquisition and therefore have been excluded from this analysis. The site is located at the intersection of IH-35 and Highway 77 (N. Elm Street). As a result, the subject benefits from access to the IH-35 frontage road (northbound) and Highway 77 (N. Elm Street). In addition, there is an IH-35 off-ramp located at the subject property and an on- ramp located just north of the IH-35/Highway 77 intersection. COVID-19 – MARKET UNCERTAINTY With vaccination rollouts and the lifting of occupancy restrictions becoming common across the United States, many real estate market sectors and locations are experiencing a return to relative normalcy. In these types of markets, property sales and leasing activity are recovering and there is less uncertainty regarding how investors and tenants are responding to the impacts of COVID- 19. Still, other property types and locations are impacted by uncertainty, providing limited sales and leasing activity as evidence for economic assumptions. During our investigation of market data for the subject of this report we were able to identify market activity e.g. sales and leasing activity that has occurred since March of 2020 (or the inception of the Global Pandemic). Due to the availability of market data we believe the impacts of COVID-19 on this property type has been adequately considered. EXTRAORDINARY ASSUMPTIONS AND HYPOTHETICAL CONDITIONS An extraordinary assumption is defined as “an assignment-specific assumption as of the effective date regarding uncertain information used in an analysis which, if found to be false, could alter the appraiser’s opinions or conclusions.” 1 We have relied on public records for the land area size utilized in this assignment and we assume this size to be correct. This is net the TxDOT fee acquisition explained in the ownership history. Based on instructions from the client, it is assumed that any damage to improvements such as paving, curbing, sidewalks and structural improvements caused by construction, maintenance, operation, repairing, alteration, replacement, or removal of its facilities shall be repaired or replaced to their as-is condition or better. Thus, no compensation or cost to cure these improvements has been included in this analysis. 1 The Appraisal Foundation, USPAP Introduction 1.6 It is assumed that any underground improvements or other improvements which are not known to the appraiser will not be impacted by the project. Any impact to such improvements will require modification of this analysis or separate agreement between the property owner and the client. Based on our investigation, we believe it is reasonable to make the extraordinary assumption that the acquisition will not affect the status of the site as it relates to legal conformity to applicable zoning standards. A hypothetical condition is defined as “a condition, directly related to a specific assignment, which is contrary to what is known by the appraiser to exist on the effective date of the assignment results but is used for the purposes of analysis.” 2 The use of extraordinary assumptions and hypothetical conditions may affect assignment results. The value of the remainder after the acquisition is subject to the Hypothetical Condition that, as of the effective date of appraisal, the proposed project has been constructed according to project specifications. This appraisal is performed under the condition that influence of the project on property values has been disregarded. “The appraiser shall disregard any decrease or increase in the market value of the real property caused by the project for which the property is to be acquired, or by the likelihood that the property would be acquired for the project, other than that due to physical deterioration within the reasonable control of the owner.”3 Any non-compensable damages have been excluded from analysis, as prescribed by legal instruction, even though the value of the remainder may be impacted by the project. Certain elements of damage cannot be considered in the appraisal of the remainder although these elements may reduce the value of the remainder tract. This is in accordance with State v. Schmidt, 867 S.W. 2d 769, 781 (Tex. 1993), wherein the Supreme Court ruled that damages due to diversion of traffic, circuitry of travel, increased noise, reduced visibility to passers byes, and inconvenience due to construction activities are non-compensable and are thus not considered in the valuation of the remainder. See also Texas Property Code, Chapter 21, Subchapter C, Section 21.042 (d). The valuation of the whole property assumes that TxDOT has completed their right-of-way acquisition for the IH-35E widening project, which has necessitated the relocation of the City of Denton utilities outside of the State's new right-of-way. Any improvement impact resulting from the state's right-of-way acquisition is assumed to have been considered, and compensation awarded accordingly, during negotiations for those acquisitions. In situations where demolition of on-site improvements was considered necessary as a result of the state's acquisitions, the property is appraised utilizing the hypothetical condition that those improvements have been removed from the site as of the effective date, even though those improvements may have still been present on the site on the effective date of the appraisal. 2 The Appraisal Foundation, USPAP 3 Uniform Relocation Assistance and Real Property Acquisition for Federal and Federally-Assisted Programs, 49 C.F.R. § 24.103 (2005) Introduction 1.7 IDENTIFICATION OF THE SUBJECT The subject is a 17.7703-acre, or 774,076-square foot site located at 6420 N. IH-35 in Denton, Texas. The site is improved with a Travel America travel center along with related site improvements. These improvements are not impacted by the proposed acquisition. As such, these improvements have not been valued herein. The City of Denton intends to acquire an easement for water, wastewater and electric lines. The easement is located along the subject's Highway 77 frontage/northern property line. Identification of the Larger Parcel The value of a property cannot be estimated without a determination of the property to be appraised. In some cases, multiple tax parcels are utilized together in one use or a larger tract of land may be legally, economically and physically divisible into smaller economic units. The three tests to determine the “larger parcel” to be valued in an appraisal are: Unity of Title - control by a single entity, individual, or group. Title is largely a legal question. Unity of Use - an integrated highest and best use separate from surrounding land. Multiple tracts can have the same use but be separate tracts, such as platted lots. Use is an economic question that is dependent upon supply and demand, availability of substitutes and other economic principles. Proximity - contiguous tracts or proximate tracts that are used together. Subordinate to Unity of Use. In this case, the subject identified for valuation purposes of this assignment is 17.7703 acres, or 774,076 square feet of land that is under the same owner and use. OWNERSHIP Based on our research, the most recent acquisition was in 2015 and is not relevant for this analysis. To the best of our knowledge there has been no ownership transfers of the property during the previous five years. The summary of ownership information is listed in the table below. OWNERSHIP SUMMARY Current Owner:TA Operating, LLC Date Purchased: Jun 9, 2015 Purchase Price: Unknown Legal Reference 2015-63681 County/Locality Name:Denton Pending Sale:No Change of Ownership - Past 5 Years No According to Document No. 2020-145567 (Lis Pendens - included in the Addenda) in the Denton County records, the State of Texas acquired 3,855 square feet, or 0.089 acre of land on September 17, 2020. This acquisition is along the subject's Highway 77 frontage (northern property line). This acreage has been netted out of the acreage provided by the subject's plat map to conclude to the whole property size herein. Compiled by CBRE Introduction 1.8 OWNER CONTACT The owner was initially contacted via US Certified Mail. The appraiser established contact with the property owner representative, Sarthak (Sabby) Dhingra via email. Mr. Dhingra requested that the appraiser check in with the on-site manager prior to inspecting the property unaccompanied. Thus, an inspection was made on February 22, 2022. OWNER AND CONTACTS Owner Name TA Operating, LLC Owner Address 24601 Center Ridge Road, Suite 200 Owner City, State, Zip Westlake, Ohio 44145-5634 Primary Contact Sarthak (Sabby) Dhingra Contact Phone (404) 295-7486 Contact Email sdhingra@ta-petro.com Occupancy Owner Occupied Compiled by CBRE Scope of Work This Appraisal Report is intended to comply with the reporting requirements set forth under Standards Rule 2 of USPAP. It is also intended to comply with guidance set forth in the Texas Property Code, Title 4, Chapter 21, Subchapter A and the TxDOT “ROW Appraisal and Review Manual.” The scope of the assignment relates to the extent and manner in which research is conducted, data is gathered and analysis is applied. Intended Use of Report This appraisal is to be used for real property acquisition for the IH-35 Utility Relocations project, based on the rights being acquired, and no other use is permitted. The report is not the appraisal but is the reporting of the appraisal to the named client or named intended user. Anyone else who attempts to rely on an appraisal report that is not a named user may be misled by the report. If you are not the client, you have no way of knowing if a later appraisal was done that replaces this report. Any changes will result in a different report date. Accordingly, this document may no longer contain the appraisers’ opinions. Any subsequent reports, with a later report date, voids this document even to the client or intended user. Client The client is the City of Denton, its employees, agents and assigns, through a subcontract with Cobb, Fendley & Associates, Inc. Intended User Of Report This appraisal is to be used by the City of Denton, its employees, agents, and assigns and no other user may rely on our report unless as specifically indicated in the report. Intended Users - the intended user is the person (or entity) who the appraiser intends will use the results of the appraisal. The client may provide the appraiser with information about other potential users of the appraisal, but the appraiser ultimately determines who the appropriate users are given the appraisal problem to be solved. Introduction 1.9 Identifying the intended users is necessary so that the appraiser can report the opinions and conclusions developed in the appraisal in a manner that is clear and understandable to the intended users. Parties who receive or might receive a copy of the appraisal are not necessarily intended users. The appraiser’s responsibility is to the intended users identified in the report, not to all readers of the appraisal report. 4 Purpose of the Appraisal The purpose of this appraisal is to estimate the total compensation due to the property owner based on the market value of the whole property, acquisition, remainder, and any temporary easements or curative costs. Definition of Value The definition of market value, as defined in City of Austin v. Cannizzo et al. 5, is stated on Page 1 of this report. Interest Appraised INTERESTS APPRAISED Fee Simple Estate Absolute ownership unencumbered by any other interest or estate, subject only to the limitations imposed by the governmental powers of taxation, eminent domain, police power and escheat. Dictionary of Real Estate Appraisal, Sixth Edition, 2015, page 90 Easement The right to use another’s land for a stated purpose. Dictionary of Real Estate Appraisal, Sixth Edition, 2015, page 71 The interest appraised includes the value of the rights to the fee owner, considering existing easements, encumbrances, and restrictions. The value of any mineral estate is excluded from this valuation, unless otherwise stated. Extent to Which the Property is Identified The property is identified through the following sources: postal address assessor’s records legal description Extent to Which the Property is Inspected The extent of the inspection included a personal, on-site visit with photography. Inspections were conducted as follows: Allison Jackson personally conducted an on-site inspection on February 22, 2022. 4 Appraisal Institute, The Appraisal of Real Estate, 14th ed. (Chicago: Appraisal Institute, 2013), 50. 5 City of Austin v. Cannizzo et al., 267 S.W. 2d 808, 815 [Tex. 1954]. Introduction 1.10 Effective Date The effective date is February 22, 2022. Type and Extent of the Data Researched The appraiser reviewed the following: applicable tax data zoning requirements flood zone status demographics comparable data Type and Extent of Analysis Applied The appraiser analyzed the data gathered through the use of appropriate and accepted appraisal methodology to arrive at a probable value indication via each applicable approach to value. The steps required to complete each approach are discussed in the methodology section. Data Resources Utilized in the Analysis DATA SOURCES Item: Source(s): Site Data Whole Property Public records Acquisition Size Survey provided by the client Remainder Size Public records Floodplain FEMA Zoning City of Denton Compiled by CBRE Form ROW-A-5 (Rev. 8/11) 2.0 2 PHOTOGRAPHS OF SUBJECT PROPERTY Include Each Major Improvement Parcel No.: 40 Local Address: 6420 N. IH-35, Denton, TX Date Taken: February 22, 2022 Taken By: Allison Jackson 1. Point from which taken: Near the north corner of the subject property Looking: Southeast at the subject property 2. Point from which taken: IH-35 frontage road (northbound) Looking: South along the IH-35 frontage road (northbound) Form ROW-A-5 (Rev. 8/11) 2.1 PHOTOGRAPHS OF SUBJECT PROPERTY Include Each Major Improvement Parcel No.: 40 Local Address: 6420 N. IH-35, Denton, TX Date Taken: February 22, 2022 Taken By: Allison Jackson 3. Point from which taken: IH-35 frontage road (northbound) Looking: North along the IH-35 frontage road (northbound) 4. Point from which taken: Near the north corner of the subject property Looking: East along the proposed acquisition Form ROW-A-5 (Rev. 8/11) 2.2 PHOTOGRAPHS OF SUBJECT PROPERTY Include Each Major Improvement Parcel No.: 40 Local Address: 6420 N. IH-35, Denton, TX Date Taken: February 22, 2022 Taken By: Allison Jackson 5. Point from which taken: Interior of the site Looking: Northwest along the proposed acquisition 6. Point from which taken: Near the northern property line Looking: Southeast along the proposed acquisition Form ROW-A-5 (Rev. 8/11) 2.3 PHOTOGRAPHS OF SUBJECT PROPERTY Include Each Major Improvement Parcel No.: 40 Local Address: 6420 N. IH-35, Denton, TX Date Taken: February 22, 2022 Taken By: Allison Jackson 7. Point from which taken: Interior of the site Looking: Southwest at the subject improvements 8. Point from which taken: Interior of the site Looking: View of the service area Form ROW-A-5 (Rev. 8/11) 2.4 PHOTOGRAPHS OF SUBJECT PROPERTY Include Each Major Improvement Parcel No.: 40 Local Address: 6420 N. IH-35, Denton, TX Date Taken: February 22, 2022 Taken By: Allison Jackson 9. Point from which taken: South end of the proposed acquisition Looking: Northwest along the proposed acquisition 10. Point from which taken: Near the northern property line Looking: Northwest along the proposed acquisition Form ROW-A-5 (Rev. 8/11) 2.5 PHOTOGRAPHS OF SUBJECT PROPERTY Include Each Major Improvement Parcel No.: 40 Local Address: 6420 N. IH-35, Denton, TX Date Taken: February 22, 2022 Taken By: Allison Jackson 11. Point from which taken: Highway 77 (Elm Street) Looking: Northwest along Highway 77 (N. Elm Street) 12. Point from which taken: Highway 77 (N. Elm Street) Looking: Southeast along Highway 77 (N. Elm Street) Neighborhood Analysis 2.6 NEIGHBORHOOD ANALYSIS LOCATION The subject is located in Denton County, Texas, in an area known as the DFW Metroplex. NEIGHBORHOOD CHARACTERISTICS Location:(urban, suburban, rural)Urban Built-Up:(>75%, 25-50%, <25%)25% - 75% Growth Rate / Change:(rapid, stable, slow)Stable Change in Present Land Use:(not likely, likely*, taking place*)Not Likely Neighborhood Boundaries North: South: East: West: Source: CBRE SH-288 IH-35E SH-288 FM 156 Neighborhood Analysis 2.7 Neighborhood Housing Trends The neighborhood housing trends and home prices are summarized as follows: NEIGHBORHOOD HOUSING TRENDS Property Values:(increasing, stable, declining)Increasing Demand/Supply:(shortage, in balance, oversupply)In Balance Marketing Time:(< 3 months, 3-6 months, > 6 months)< 3 Months Low High Predominant Price ($000's): $100 $4,121 $255 Age (yrs.): New 107 22 Source: CBRE Land Use The local land use patterns are summarized as follows. NEIGHBORHOOD LAND USE Commercial Land Use Patterns Primary Commercial Thoroughfares: Major Demand Generators: Source: CBRE Denton is home to the University of North Texas, Texas Women's University, and many other large employers such as Peterbilt Motors, Texas Health Presbyterian Hospital Denton, Medical City Denton, Josten's, Inc., Sally Beauty Supply, Inc., among others. IH-35, US Highway 377, US-77, FM 2181, SH-288, US-380 Land uses are predominately commercial in the vicinity of the subject; however, the larger neighborhood includes a mix of residential, multi-family, and commercial uses. Larger uses include several auto dealers, Medical City Denton, and The University of North Texas. GROWTH PATTERNS Growth patterns have occurred primarily along area arterials such as Interstate Highway 35. Growth patterns have also occurred along primary commercial thoroughfares such as SH North Loop 288, Teasley Lane, Mingo Road, South Woodrow Lane, South Bell Avenue, North Elm Street, East McKinney Street, US Highway 380, North Locust Street, East Sherman Drive, and Carroll Boulevard. Retail development in the subject neighborhood is comprised primarily of community retail centers located at the intersections of major neighborhood thoroughfares. Rayzor Ranch Rayzor Ranch Town Center is a newer area of commercial development located at the southeast quadrant of Interstate Highway 35 and U.S. Highway 380 in the northwestern portion of the Neighborhood Analysis 2.8 neighborhood. This area includes approximately 600,000 square feet of open-air shopping, dining and entertainment. In addition to retail stores such as Alamo Draft House Cinema, Cotton Patch Café, Houlihan’s Restaurant and Bar and Andy B’s Bowl Social, this area includes outdoor gathering spaces and an amphitheater with the design inspired by historic regional urban architecture. The Rayzor Ranch Market Place is located in the northeast quadrant of Interstate 35 and U.S. Highway 380 includes a concentration of retail development. Tenants include Walmart, PetCo, Sam’s Club, Kohl’s, Ross Dress for Less, JoAnn Fabric and Craft, Tuesday Morning, Marshalls, Famous Footwear and others. University of North Texas Noted as one of the nation’s largest universities, University of North Texas (UNT) currently offers 106 bachelor’s, 88 master’s and 36 doctoral programs. The UNT main campus is located in the southwestern portion of the subject neighborhood. However, the 550,000 square foot University of North Texas Discovery Park (formerly Research Park) is located north of the main campus in Denton and in the northwest potion of the subject neighborhood. The facility houses leading- edge research projects in biomedicine, nanotechnology, materials composition and others. It is also home to the UNT School of Engineering, supports teaching and research of STEM (science- tech-eng-math) disciplines and partners in regional economic development initiatives that promote technology innovation in North Texas. The most recent certified enrollment as of the Fall of 2020 was 40,653 students, the fifth largest in the State of Texas. In addition, for the December 2019, May 2020 and August 2020 graduations, the university awarded 8,030 bachelor’s degrees, 1,930 master’s degrees, and 311doctoral degrees. The five-year average for degrees awarded at the university is 9,448. Texas Woman’s University Texas Women’s University is also located in the central portion of the subject neighborhood. In the U.S. News and World Report's 2013 Best Colleges issue, TWU was ranked in the top three institutions in the state and ten nationally for universities that have the most diverse student populations. TWU’s graduate program in Physical Therapy is the only physical therapy program in Texas that is consistently ranked as a top Physical Therapy program by U.S. News and World Report. Finally, TWU is among the nation’s leading providers of healthcare professionals and produces more nurses than any Texas program. Golden Triangle Mall The Golden Triangle Regional Mall is the largest regional mall in the area and is located at the northeast quadrant of Interstate Highway 35 and Loop 288. This regional mall features approximately 75 stores and is anchored by Macy’s, JCPenney, Barnes & Noble, Dillard’s and H&M. This mall features a food court, WIFI hotspots, and children’s play area. Also, within the Golden Triangle Mall area is the Denton Community Theatre, which presents dozens of Neighborhood Analysis 2.9 productions throughout the year. Finally, Golden Triangle Mall also includes Silver Cinemas, which is a full-service movie theater with five screens. ACCESS Primary access to the subject neighborhood is provided by Interstate Highway 35. Interstate Highway 35 is primarily a four-lane, variable width right-of-way, traversing the neighborhood in an east/west and north/south direction. This arterial splits into Interstate Highway 35 East and Interstate Highway 35 West in the southern Denton area, providing a direct route to both the Dallas and Fort Worth Central Business Districts. Interstate Highway 35 West connects the subject neighborhood with the Fort Worth Central Business District, while Interstate Highway 35 East connects the subject neighborhood with the Dallas Central Business District. The SH North Loop 288 encircles the eastern portion of the neighborhood and intersects with Interstate Highway 35 in the northern and southern portion of the subject neighborhood. Additional major thoroughfares include Teasley Lane, Mingo Road, South Woodrow Lane, South Bell Avenue, North Elm Street, East McKinney Street, U.S. Highway 380, North Locust Street, East Sherman Drive, and Carroll Boulevard. Surrounding Land Use Map Subject Neighborhood Analysis 2.10 DEMOGRAPHICS Selected neighborhood demographics for the subject are shown in the following table: 6420 N. IH-35 Denton, TX 76207 Population 2026 Total Population 2,132 51,170 112,463 32,346,738 8,579,984 1,086,333 2021 Total Population 1,917 45,772 101,565 29,969,514 7,830,258 948,666 2010 Total Population 1,605 37,788 84,548 25,145,561 6,366,542 662,614 2000 Total Population 1,104 33,589 73,723 20,851,820 5,156,310 432,382 Annual Growth 2021 - 2026 2.15% 2.25% 2.06% 1.54% 1.85% 2.75% Annual Growth 2010 - 2021 1.63% 1.76% 1.68% 1.61% 1.90% 3.32% Annual Growth 2000 - 2010 3.81% 1.18% 1.38% 1.89% 2.13% 4.36% Households 2026 Total Households 778 20,395 43,653 11,454,078 3,063,595 389,767 2021 Total Households 700 18,005 39,211 10,615,809 2,802,401 341,130 2010 Total Households 579 14,634 32,377 8,922,933 2,296,410 240,289 2000 Total Households 391 13,502 28,445 7,393,354 1,879,000 158,630 Annual Growth 2021 - 2026 2.14% 2.52% 2.17% 1.53% 1.80% 2.70% Annual Growth 2010 - 2021 1.74% 1.90% 1.76% 1.59% 1.83% 3.24% Annual Growth 2000 - 2010 4.00% 0.81% 1.30% 1.90% 2.03% 4.24% Income 2021 Median Household Income $89,396 $42,090 $52,495 $63,524 $73,903 $93,016 2021 Average Household Income $101,161 $56,244 $68,626 $90,115 $100,795 $120,855 2021 Per Capita Income $37,722 $22,345 $26,801 $32,007 $36,118 $43,496 2021 Pop 25+ College Graduates 508 9,511 22,560 6,137,691 1,889,821 286,032 Age 25+ Percent College Graduates - 2021 37.0% 41.1% 39.1% 31.3% 36.8% 46.6% Source: ESRI SELECTED NEIGHBORHOOD DEMOGRAPHICS Texas Dallas-Fort Worth- Arlington, TX Denton County1 Mile Radius 3 Mile Radius 5 Mile Radius As shown above, the population within the subject neighborhood has experienced an increase over the past several years. The neighborhood is expected to experience population growth over the next five years. As a result, the demand for existing developments is expected to be average to good. The neighborhood appears to be well established and favorably accepted. CONCLUSION As shown above, the population within the subject neighborhood has experienced positive growth since 2000. The neighborhood currently has an average household income of $56,244 within a three mile radius of the subject. The area is also reflecting a median household income of $42,090 for 2021. The outlook for the neighborhood is for continued growth over the next several years. As a result, the demand for existing developments is expected to be good. Site Analysis 2.11 TAX MAP Subject Site Analysis 2.12 PLAT MAP Subject Site Analysis 2.13 FLOODPLAIN MAP Subject Site Analysis 2.14 SITE ANALYSIS The following chart summarizes the salient characteristics of the subject site. SITE SUMMARY AND ANALYSIS Physical Description Gross Site Area 17.7703 Acres 774,076 Sq. Ft. Primary Road Frontage IH-35 Frontage Road (Northbound) 990 Feet Secondary Road Frontage Highway 77 (N. Elm Street) 1,114 Feet Average Depth 1,022 Feet Shape Topography Primary Traffic Counts (24 hrs.)IH-35 (Main Lanes) 87,174 @ Loop 288 Date: 2020 Secondary Traffic Counts (24 hrs.)Highway 77 (N. Elm Street) 11,088 @ the subject Date: 2020 Zoning District Flood Map Panel No. & Date 48121C0220G April 18, 2011 Flood Zone Zone X (Unshaded) Flood Notes Ingress/Egress Points Comparative Analysis Access Visibility Functional Utility Traffic Volume Adequacy of Utilities Landscaping Drainage Utilities Availability Water Yes Sewer Yes Natural Gas Yes Electricity Yes Telephone Yes Other Yes No Unknown Detrimental Easements X Encroachments X Deed Restrictions X Source: Various sources compiled by CBRE Average Average Provider City of Denton Appears adequate City of Denton Atmos Energy Oncor Electric AT&T through various providers Rating Good Average Good Irregular Level, At Street Grade GO - General Office AREA OF MINIMAL FLOOD HAZARD IH-35 Frontage Road (Northbound) and Highway 77 (N. Elm Street) Good Site Analysis 2.15 Conclusion of Site Analysis The subject tract is suitable for uses commensurate with the surrounding neighborhood. The subject tract is well-located and is afforded good visibility and good access from roadway frontage as it is located at the intersection of IH-35 and Highway 77 (N. Elm Street). The size of the tract is typical for the area and there are no known detrimental uses in the immediate vicinity. According to the subject’s plat map, the following easements encumber the subject tract: 1. 30’ Drainage and Public Use Easement 2. 20’ Drainage and Public Use Easement 3. Water Line Easement (City of Denton 97-089216) 4. Public Use Easement (City of Denton Volume 676, Page 591) 5. 20’ Public Use Easement 6. Communication Easement (G.T.E. 94-024309) All of these existing easements are considered to be typical utility easements located along the property lines. These easements are not considered to impact the development potential of these tracts. The site is considered to have a slightly irregular shape. There are no other known factors which are considered to prevent the development of each tract to its highest and best use, as vacant. Improvements Analysis 2.16 IMPROVEMENTS ANALYSIS The subject is a 17.7703-acre, or 774,076-square foot site located at 6420 N. IH-35 in Denton, Texas. The site is improved with a Travel America travel center along with related site improvements. These improvements are not impacted by the proposed acquisition. As such, these improvements have not been valued herein. The City of Denton intends to acquire an easement for water, wastewater and electric lines. The easement is located along the subject's Highway 77 frontage/northern property line. The main improvements are not impacted by the proposed acquisition and are therefore excluded from this analysis. According to the client, any impacted paving, curbing and sidewalks will be repaired or replaced by the project contractor to a similar or better condition than what exists prior to installation of utilities. It is noted that the sign, irrigated landscaping, bollards, flagpole, lights, light pole and no parking sign impacted by the proposed acquisition will not be replaced by the project contractor. As such, the value of these impacted improvements has been included in our analysis, along with a cost to cure these improvements. Below is a summary of the impacted improvements: IMPROVEMENT CONDITION RATINGS Improvement Condition Sign 1 EA Average Irrigated Landscaping 18,511 SF Average Bollards 8 EA Average Flagpole 1 EA Average Lights 2 EA Average Light Pole 1 EA Average No Parking Sign 1 EA Average Compiled by CBRE FURNITURE, FIXTURES AND EQUIPMENT (PERSONAL PROPERTY) There were no items of personal property noted in the acquisition area during the inspection. Zoning 2.17 ZONING The following chart summarizes the subject’s zoning requirements. ZONING SUMMARY Current Zoning Legally Conforming Uses Permitted Zoning Change Future Land Use Category Category Zoning Requirement Minimum Lot Size 2,500 Sq. Ft. Minimum Lot Width 50 Feet Minimum Lot Depth 50 Feet Maximum Height 100 Feet Minimum Setbacks Front Yard None Street Side Yard None Interior Side Yard None Rear Yard 10 Feet Maximum Bldg. Coverage 80% Source: City of Denton Planning & Zoning Dept. GO - General Office Yes The GO district is intended to provide locations for a variety of workplaces and complementary uses. Principal uses include office and research and development and related supporting uses. The GO district provides area for flexible office space to encourage the establishment of research and development enterprises, start-ups, and opportunities for business innovation. This district applies to areas throughout the city that are in close proximity to commercial use areas and employment hubs. Not likely Business Innovation ANALYSIS AND CONCLUSION OF LAND USE REGULATIONS The improvements represent a legally-conforming use and, if damaged, may be restored without special permit application. The above information is based upon publicly-available data and is not a substitute for a site-specific development plan that has been reviewed and approved by the municipality. Additional information may be obtained from the appropriate governmental authority. For purposes of this appraisal, the appraiser has assumed the information obtained is correct. Zoning 2.18 ZONING MAP Subject Tax Assessment 2.19 TAX ASSESSMENT DATA The following summarizes the local assessor’s estimate of the subject’s market value. TAX INFORMATION Assessor Account ID(s)39525 Tax Year 2021 Assessed Land Acres 16.579 AC Assessed Land SF 722,181 SF Assessor Improvement Value $1,537,624 Assessor Land Value $2,337,213 Assessor Total Market Value $3,874,837 Assessor Land Value/SF $3.24 Tax Rate 2.160909 Total Taxes $83,732 Based on our anlaysis, the assessed value appears to be low. For purposes of this analysis, the appraiser assumes that all taxes are current. Form ROW-A-5 (Rev. 8/11) Each approach developed follows this page and is sequenced as shown below. Land Value, Pg SCA-3.5 Cost Approach, Pg CA-3.15 Sales Comparison Approach, Pg SCA-3.18 Income Approach, Pg IA-3.19 Page PVS-3.0 3 PROPERTY VALUATION SUMMARY - WHOLE Whole: Part to be Acquired: Remainder After: HIGHEST AND BEST USE ANALYSIS: (The Highest and Best Use analysis should consider the reasonably probable and legal use of vacant land or improved property considering legally permissible, physically possible, financially feasible, and maximally productive. Use a separate page, numbered accordingly, as necessary.) See analysis. VALUATION APPROACHES Insert value estimate, then describe, analyze, and support each approach as required. Sales Comparison Approach, (land value) ................................................................ $6,192,608 Cost Approach ........................................................................................................ $6,266,787 Sales Comparison Approach, (as improved) ......................................................................... N/A Income Approach ................................................................................................................ N/A Reconciliation of Approaches to Value: The sales comparison approach for land is utilized to develop an opinion of land value because market participants rely on this method. The cost approach was developed to a degree appropriate for the scope of this assignment. The subject is valued as vacant land and so the sales comparison approach for improved property is not applicable. Being valued as vacant land, the income approach for improved property is not applicable. Furthermore, surface rights in this area are not purchased based on income production. Based on the foregoing, the market value of the subject property before the acquisition has been concluded as follows: Contributory Value of Improvements (Itemized) Sign 1 EA $1,680 Irrigated Landscaping 18,511 SF $64,789 Bollards 8 EA $3,600 Flagpole 1 EA $1,500 Lights 2 EA $1,920 Light Pole 1 EA $480 No Parking Sign 1 EA $210 Total Contributory Value of Improvements $74,179 Contributory Land Value (Itemized) Fee Area (774,076 SF) @ $8.00 $6,192,608 Reconciled Final Value $6,266,787 Valuation Analysis – Whole Property 3.1 Highest and Best Use – Whole Property In appraisal practice, the concept of highest and best use represents the premise upon which value is based. The four criteria the highest and best use must meet are: legally permissible; physically possible; financially feasible; and maximally productive. The highest and best use analysis of the subject is discussed below. AS VACANT Legally Permissible The legally permissible uses were discussed in the Site Analysis and Zoning Sections. Based on the legally permissible uses, commercial and mixed-use are given further consideration in the following analysis. There are no known easements or encroachments impacting the site that are considered to affect the marketability or highest and best use. There are also no known covenants, conditions, or restrictions impacting the site that are considered to affect the marketability or highest and best use. Physically Possible The subject is adequately served by utilities, and has an adequate shape and size, sufficient access, etc., to be a separately developable site. There are no known physical reasons why the subject site would not support any legally probable development (i.e. it appears adequate for development). Existing structures on similar sites within the subject neighborhood provide additional evidence for the physical possibility of development. Financially Feasible Consideration to existing land use trends has been given in determining feasible uses. Only those uses that are physically possible and legally permissible are given further consideration. Recent development of surrounding land uses at sites similar to the subject have been a mixture of uses, primarily commercial in nature. Based on our analysis of the market, there is currently adequate demand for a commercial use in the subject’s area. It appears that a newly developed commercial use on the site would have a value commensurate with its cost. Therefore, commercial use is financially feasible. Maximally Productive - Conclusion Based on the information presented above and upon information contained in the market and neighborhood analysis, we conclude that the highest and best use of the subject as if vacant would be the development of a commercial use. Our analysis of the subject and its respective market characteristics indicate the most likely buyer, as if vacant, would be a developer or owner-user. Valuation Analysis – Whole Property 3.2 AS IMPROVED As the main improvements are not impacted by the proposed project, they have been excluded from the valuation, and a highest and best use analysis as improved was not performed. Valuation Analysis – Whole Property 3.3 Appraisal Methodology In appraisal practice, an approach to value is included or omitted based on its applicability to the property type being valued and the quality and quantity of information available. Cost Approach The Cost Approach is based on the proposition that the informed purchaser would pay no more for the subject than the cost to produce a substitute property with equivalent utility. This approach is particularly applicable when the property being appraised involves relatively new improvements that represent the highest and best use of the land, or when it is improved with relatively unique or specialized improvements for which there few sales or leases of comparable properties exist. Sales Comparison Approach The Sales Comparison Approach utilizes sales of comparable properties, adjusted for differences, to indicate a value for the subject. Valuation is typically accomplished using physical units of comparison such as price per square foot, price per unit, price per floor, etc., or economic units of comparison such as gross rent multiplier. Adjustments are applied to the physical units of comparison derived from the comparable sale. The unit of comparison chosen for the subject is then used to yield a total value. Economic units of comparison are not adjusted, but rather analyzed as to relevant differences, with the final estimate derived based on the general comparisons. Income Capitalization Approach The Income Capitalization Approach reflects the subject’s income-producing capabilities. This approach is based on the assumption that value is created by the expectation of benefits to be derived in the future. Specifically estimated is the amount an investor would be willing to pay to receive an income stream plus reversion value from a property over a period of time. The two common valuation techniques associated with the income capitalization approach are direct capitalization and the discounted cash flow (DCF) analysis. Valuation Analysis – Whole Property 3.4 Methodology Applicable to the Subject • The appraiser analyzed the data gathered through the use of appropriate and accepted appraisal methodology to arrive at a probable value indication via each applicable approach to value. The sales comparison approach for land is utilized to develop an opinion of land value because market participants rely on this method. The cost approach was developed to a degree appropriate for the scope of this assignment. The subject is valued as vacant land and so the sales comparison approach for improved property is not applicable. Being valued as vacant land, the income approach for improved property is not applicable. Furthermore, surface rights in this area are not purchased based on income production. • The 'summation method' for valuation of a partial acquisition is utilized, as is required in the State of Texas. Total compensation is estimated as the value of the partial acquisition, plus damages to the remainder (which may be offset by special benefits), plus any necessary costs to cure and temporary easements if they are part of the scope of the assignment. • We searched public and private databases for sales data in the area. It is worth noting here that the fee simple interest of the subject property is appraised, and unified fee at that. This means that all interests and title are valued together. In reality, the leased fee valuation of the property may be different from the fee simple value because of the terms of existing leases. This appraisal follows the so-called unit rule which includes the valuation of all rights of any parties who may have an interest (such as tenants, life estate holders, remaindermen, leaseholders, etc.) in the subject as one. The exception is consideration of existing easement encumbrances. Form ROW-A-5 (Rev. 8/11) Page SCA-3.5 SALES COMPARISON APPROACH Whole: Part to be Acquired: Remainder After: Land: Improved: Subject Comp No. 1 Comp No. 2 Comp No. 3 Grantor Phase 17 Investments, LP and Phase 18 Investments, LP Glory of Zion International Ministries, Inc. Texas Blue Horseshoe, Ltd. Grantee CCS Denton Devco LLC Hunter Windsor, LLC North WG (Flower Mound), Ltd. Date of Sale Feb-22 Jun-21 Dec-19 Jan-19 Address 6420 N. IH-35 NWQ of Interstate Highway 35 and Barthold Road NEC Interstate Highway 35 and Windsor Drive 3251 IH-35 City, State Denton, TX Denton, TX Denton, TX Denton, TX Gross Acres 17.7703 23.6220 30.0410 5.1950 Gross Square Feet 774,076 1,028,974 1,308,586 226,294 Actual Sale Price $3,307,858 $4,406,134 $2,093,257 Adjusted Sale Price 1 $3,397,858 $4,406,134 $2,093,257 Unit Price Per SF $3.30 $3.37 $9.25 Property Rights Conveyed Financing Conditions of Sale 10% Market Conditions (Time) 5% 4% 11% 16% Adjusted $/SF $3.43 $4.11 $10.73 Location 25% -10% Size 5% 10% -15% Shape -5% -5% -5% Access 20% 15% 20% Topography Zoning/Use -5% Utilities Net Adjustment 45% 15% -10% Indicated Unit Value $4.97 $4.73 $9.66 Estimated Unit Value $8.00 Estimated Value by Sales Comparison Approach ........................................................................................ $6,192,608 Explanation of Adjustments with Reconciliation (Attach Comparable Data Supplement and Map; use separate page, numbered accordingly, as necessary.): Please refer to the following pages. Valuation Analysis – Whole Property 3.6 LAND VALUE The following map summarizes the locations of the comparable data used in the valuation of the subject site. Form ROW-A-5S (Rev. 11/11) Page 3.7 COMPARABLE DATA SUPPLEMENT District: N/A Parcel No.: 40 Highway: IH-35 Utility Relocations County: Denton ROW CSJ: N/A Land Sale 1 Improved Sale Rental Data Grantor/Lessor: Grantee/Lessee: Date: 6/11/2021 Recording Information: 106109 & 106106 Lat/Long: 33.266698, -97.180388 Address:Zip Code: 76207 Legal Description: Confirmed Price: $3,307,858 actual $3,397,858 effective Verified with: Rental Data: N/A Land Size Gross: 23.6220 AC. 1,028,974 Sq. Ft. Unit Price as Vacant: Type Street: Utilities: N/A N/A Unit Price as Improved: N/A N/A Current Use: Highest and Best Use: Date of Inspection: 11/22/2021 Floodplain: Zone X (Unshaded) Appraiser:March 3, 2022 (Typed, not signed) Date Phase 17 Investments, LP and Phase 18 Investments, LP CCS Denton Devco LLC NWQ of Interstate Highway 35 and Barthold Road, Denton, TX Allison Jackson, SR/WA, RWA, R/W-AC Terms and Conditions of Sale: Part of the S.L. Johnson Survey, Abstract No. 683, City of Denton, Denton County, Texas This comparable represents the acquisition of a 23.62-acre tract located at the northwest quadrant of Interstate Highway 35 and Barthold Road in Denton, Texas. The tract is comprised of two parcels with a rectangular shape, generally level topography and all utilities available to the site. The site is zoned GO (General Office) and it was acquired for the development of a speculative cold storage warehouse facility. It was listed for $4,400,000 ($4.28 per square foot) for approximately 6 months before going under contract in January 2021 and eventually selling in June 2021 for $3,307,858, or $3.21 per square foot. The site holds an agricultural exemption and the rollback back taxes were estimated by the appraiser to be approximately $90,000 (rounded), which was added to the contract price to derive an effective consideration, resulting in an adjusted sale price of $3,397,858, or $3.30 per square foot. IH-35 Frontage Road (Southbound) $3.30/SF All Available Improvement(s) Description: Improvement(s) Size: (GBA / NRA) Condition and Functional Design: Vacant Land Cold Storage Warehouse Zoning: GO; General Office Buyer Cash to Seller Form ROW-A-5S (Rev. 11/11) Page 3.8 COMPARABLE DATA SUPPLEMENT District: N/A Parcel No.: 40 Highway: IH-35 Utility Relocations County: Denton ROW CSJ: N/A Land Sale 2 Improved Sale Rental Data Grantor/Lessor: Grantee/Lessee: Date: 12/16/2019 Recording Information: 160222 Lat/Long: 33.240589, -97.175617 Address:Zip Code: 76207 Legal Description: Confirmed Price: $4,406,134 actual $4,406,134 effective Verified with: Rental Data: N/A Land Size Gross: 30.0410 AC. 1,308,586 Sq. Ft. Unit Price as Vacant: Type Street: Utilities: N/A N/A Unit Price as Improved: N/A N/A Current Use: Highest and Best Use: Date of Inspection: 11/11/2020 Floodplain: Zone X (Unshaded) Appraiser:March 3, 2022 (Typed, not signed) Date Improvement(s) Description: Improvement(s) Size: (GBA / NRA) Condition and Functional Design: Vacant Land Mixed-Use Zoning: "MN" Mixed Use Neighborhood This comparable represents the 30.041-acre tract located at the northeast corner of Interstate Highway 35 and Windsor Drive. The site is rectangular and generally level and was reported to have all utilities available to it. It is zoned for "MN" Mixed Use Neighborhood and the intended use is to be developed as a multi-family property. Allison Jackson, SR/WA, RWA, R/W-AC Terms and Conditions of Sale: $3.37/SF US 380 (University Drive) All available Glory of Zion International Ministries, Inc. Hunter Windsor, LLC NEC Interstate Highway 35 and Windsor Drive, Denton, TX Part of the Thomas Navo Survey, Abstract No. 964 and the Marsella Jones Survey, Abstract No. 662, City of Denton, Denton Co. Listing Broker, A.C. Adam Cash to Seller Form ROW-A-5S (Rev. 11/11) Page 3.9 COMPARABLE DATA SUPPLEMENT District: N/A Parcel No.: 40 Highway: IH-35 Utility Relocations County: Denton ROW CSJ: N/A Land Sale 3 Improved Sale Rental Data Grantor/Lessor: Grantee/Lessee: Date: 1/7/2019 Recording Information: 2019-1979 Lat/Long: 33.220768, -97.171868 Address:Zip Code: 76207 Legal Description: Confirmed Price: $2,093,257 actual $2,093,257 effective Verified with: Rental Data: N/A Land Size Gross: 5.1950 AC. 226,294 Sq. Ft. Unit Price as Vacant: Type Street: Utilities: N/A N/A Unit Price as Improved: N/A N/A Current Use: Highest and Best Use: Date of Inspection: 11/22/2021 Floodplain: Zone X (Unshaded) Appraiser:March 3, 2022 (Typed, not signed) Date Self Storage Commercial Development Zoning: LI Light Industrial This comparable represents the sale of a vacant tract of land located at 3551 N I-35 in Denton, Denton County, Texas. The property is rectangular in shape, generally level in topography and zoned LI Light Industrial. The comparable was purchased for the development of an All Storage self-storage facility. There appears to be a pipeline running along the property line, but according to the broker, the price was not affected by this characteristic. Allison Jackson, SR/WA, RWA, R/W-AC IH-35 Frontage Road (Northbound) All Improvement(s) Description: Improvement(s) Size: (GBA / NRA) Condition and Functional Design: Terms and Conditions of Sale: $9.25/SF Texas Blue Horseshoe, Ltd. North WG (Flower Mound), Ltd. 3251 IH-35, Denton, TX Broker Market Rate Financing Part of the F. Batson Survey, Abstract No. 43, City of Denton, Denton County, Texas Valuation Analysis – Whole Property 3.10 DISCUSSION OF ADJUSTMENTS Based on our comparative analysis, the following discussion summarizes the adjustments warranted to each comparable. CONDITIONS OF SALE/FINANCING/PROPERTY RIGHTS CONVEYED. All sales were indicated to be cash-to-seller transactions or financed by a third party at market terms and none appeared to occur under duress. As such, no adjustments for cash equivalency were necessary. Furthermore, the sales reflected arm’s length transactions; therefore, no adjustments for conditions of sale were warranted. The rights conveyed in the transactions are typical for this market and property type, warranting no additional adjustment. Based on discussions with the listing broker for Land Sale 2, there seemed to be duress with the closing of the sale based on issues with the City of Denton regarding well-sites and zoning. Thus, an upward adjustment was made for conditions of sale. No other adjustments for conditions of sale were warranted. MARKET CONDITIONS An upward adjustment was applied to each sale at a rate of generally 5% per year to reflect improving market conditions since the date of sale and the effective date of value. This is based on information in the neighborhood analysis and discussions with market participants. LOCATION Location can have a significant influence on value. Land Sale 1 is considered inferior with regard to location compared to the subject based on this sale being located outside of the SH-288 loop/path of development. An upward adjustment was made. Land Sale 2 is considered similar with regard to location compared to the subject and no adjustment was required. Land Sale 3 is considered superior compared to the subject based on this site being located in a more developed area of IH-35. A downward adjustment was made. SIZE Typically, an inverse relationship exists between site size and unit value. Land Sales 1 and 2 are adjusted upward for their larger sizes compared to the subject. Land Sale 3 is adjusted downward for its smaller size compared to the subject. SHAPE The subject property has a slightly irregular shape. All of the sales are considered superior with regard to shape and a downward adjustment was made. ACCESS As noted previously, the site is located at the intersection of IH-35 and Highway 77 (N. Elm Street). As a result, the subject benefits from access to the IH-35 frontage road (northbound) and Highway 77 (N. Elm Street). In addition, there is an IH-35 off-ramp located at the subject property and an on-ramp located just north of the IH-35/Highway 77 intersection. As a result, all Valuation Analysis – Whole Property 3.11 of the sales are considered inferior with regard to access and upward adjustments were made. The adjustment to Land Sale 2 is tempered based on this site having dual access points, albeit an inferior secondary road, at the time of sale. TOPOGRAPHY No adjustments for topography were necessary. ZONING/USE Land Sales 1 and 3 are considered similar with regard to zoning/use and no adjustments were required. Land Sale 2 is considered superior as it is zoned Highway Commercial and a downward adjustment was made. UTILITIES The subject has access to public water and sewer. All of the sales are considered similar with regard to utility access and no adjustments were required. ADDITIONAL SALE In addition to the three sales analyzed in the grid, the appraiser is also aware of the sale of 39.3300 acres, or 1,713,215 square feet located at 2800 S. IH-35E in Denton. The site has a triangular shape, is located outside of the 100-year floodplain and is zoned “RCC-D” by the City of Denton. The proposed use at the time of sale was the development of a Buc-ee’s convenience store which has been constructed on the site. The property sold in two separate transactions from February 2016 to May 2016 with a total purchase price of $11,113,394, or $6.49 per square foot. Buc-ee’s, Ltd. purchased the 2.1300-acre portion of the site from Mayhill Partners, LP in February 2016 for $1,113,394. Buc-ee’s, Ltd. purchased the 37.2000-acre portion of the site from ERI-Denton 38 Land, LP in May 2016 for $10,000,000. This sale was taken into consideration; however, it was not directly compared due to the transaction taking place in 2016. Further, this site is larger than the subject and is considered to have a superior location compared to the subject given the site’s location in a more developed area. Thus, the site would require adjustments for these attributes if directly compared to the subject. UNDER CONTRACT Based on our research there is also an approximate 6.4330-acre tract (after TxDOT acquisitions) currently under contract at the north corner of IH-35 and FM 1173 in Denton. The site has a rectangular shape with a generally level topography. The site has access to utilities and is located outside of the floodplain. The asking price is $10.00 per square foot, but the contract price is not currently available. This site would be adjusted for size if directly compared to the subject. A map of this additional sale (#4) and site under contract (green star) is shown on the following page. Valuation Analysis – Whole Property 3.12 LISTINGS In addition to the sales analyzed in the grid and the additional sale above, the following listings were considered. These listings are presented as a test of reasonableness for the value indications established in the grid. Listing 1 – This is the listing of approximately 6.1000 acres of vacant land located at 4600 IH-35 in Denton. The site has a rectangular shape, nearly 1,200 feet of frontage along the IH-35 frontage road (northbound) and is located outside of the 100-year floodplain. In addition, the site is zoned “MN - Mixed Use Neighborhood” by the City of Denton. It is currently being marketed for sale by the owner Charles Brown with Prime Denton Property. The list price is $7.50 per square foot for the entire 6.1000 acres with the option to subdivide for a higher purchase price. Valuation Analysis – Whole Property 3.13 Listing 2 – This is the listing of 4.4100 acres of vacant land located at 4004 IH-35 in Denton. The site has an irregular shape with minimal frontage along IH-35 and is located outside of the 100- year floodplain. The site is currently improved with various paving. In addition, the site is zoned “HC – Highway Commercial” by the City of Denton. It is currently being marketed for sale by Don Frazier with Frazier Commercial Real Estate. The list price is $8.00 per square foot with the option to subdivide for a higher purchase price. It is noted that the listings are smaller than the subject property; thus, these sites would require adjustments for their smaller sizes along with other characteristics if directly compared to the subject. A map of these listings is shown below: Valuation Analysis – Whole Property 3.14 CONCLUSION Generally equal consideration was given to the sales analyzed. We have also taken into account the additional sale and the listings provided. Further, while the site under contract is not a closed sale, this has also been taken into account in our reconciliation of value. The following table presents the valuation conclusion: CONCLUDED LAND VALUE $ PSF SF Unrounded Total Fee Area $8.00 x 774,076 $6,192,608.00 = $6,192,608 Compiled by CBRE Form ROW-A-5 (Rev. 8/11) Page CA-3.15 COST APPROACH Whole: Part to be Acquired: Remainder After: Estimated Replacement Cost Improvement No. of Units $ per Unit Cost New Value Contributory Value of the Buildings N/A Accessory Improvements Contributory Value of the Accessory Improvements N/A Site Improvements Sign 1 EA $2,800.00 $2,800 $1,120 40% $1,680 Irrigated Landscaping 18,511 SF $3.50 $64,789 $0 $64,789 Bollards 8 EA $750.00 $6,000 $2,400 40% $3,600 Flagpole 1 EA $2,500.00 $2,500 $1,000 40% $1,500 Lights 2 EA $1,600.00 $3,200 $1,280 40% $1,920 Light Pole 1 EA $800.00 $800 $320 40% $480 No Parking Sign 1 EA $350.00 $350 $140 40% $210 Contributory Value of the Site Improvements $74,179 Contributory Value of all Improvements $74,179 Fee Area 774,076 SF $6,192,608 Estimated Value by the Cost Approach $6,266,787 <Depreciation> Furnish sources of cost data and support for depreciation factors (physical, functional, and economic. Use separate page, numbered accordingly, as necessary.) Please refer to the following pages. Valuation Analysis – Whole Property Page CA-3.16 Cost Approach – Whole In estimating the replacement cost new for the subject, local contractor estimates are utilized along with estimates from cost manuals. Several local contractors were contacted to provide cost estimates. These sources are: SSC Signs & Lighting, (972) 219-2495 Marathon Construction Estimating, LLC (817) 625-5999 Roadway Striping,Inc., (903) 240-0258 Groundscape Solutions, (817) 759-0102 Direct Cost Site improvements such as fencing, lighting, landscaping, and miscellaneous other improvements are analyzed by the Unit-in-Place method based on the typical units for these items in which their costs are typically quoted. For some improvements the Segregated Cost Method is utilized for more detail and to supplement calculations by the square foot. Cost New The cost estimates for the site improvements are local and already reflective of the contractors’ overhead and profit. The following table summarizes the cost estimation performed which includes an estimated entrepreneurial profit that represents the return to the developer and is separate from contractor’s overhead and profit. Depreciated Cost Estimate To complete the analysis of the improvements and arrive at a value indication for the subject, depreciation is estimated and applied to the estimated Cost New. Depreciation is generally estimated on a straight-line basis for newer construction or by the Age-Life method for older properties, which takes into consideration ongoing maintenance and renovations. The current condition and apparent ages of the subject improvements provides the appraiser with fundamental criteria for estimating depreciation. There is no substantial functional or external obsolescence noted in the subject. Depreciation is primarily a function of the effective age and condition of the improvements. The following table summarizes the depreciated value estimates for the subject improvements. COST APPROACH SUMMARY Improvement Source/MVS Sec & Pg Reconciled Unit Cost Quantity Cost New Phys. Dep. % Total Depreciation Value Unit $ Sign Contractor $2,800.00 1 EA $2,800 40% $1,120 $1,680 $1,680.00 Irrigated Landscaping Contractor $3.50 18,511 SF $64,789 0% $0 $64,789 $3.50 Bollards Contractor $750.00 8 EA $6,000 40% $2,400 $3,600 $450.00 Flagpole Contractor $2,500.00 1 EA $2,500 40% $1,000 $1,500 $1,500.00 Lights 66/5 $1,600.00 2 EA $3,200 40% $1,280 $1,920 $960.00 Light Pole 66/5 $800.00 1 EA $800 40% $320 $480 $480.00 No Parking Sign Contractor $350.00 1 EA $350 40% $140 $210 $210.00 Total $74,179 Compiled by CBRE It is noted that the irrigated landscaping has not been depreciated. Valuation Analysis – Whole Property 3.17 COST APPROACH CONCLUSION The value estimate is calculated as follows. COST APPROACH CONCLUSION - WHOLE PROPERTY Depreciated Value of Improvements $74,179 Land Value $6,192,608 Total Value by the Cost Approach $6,266,787 Compiled by CBRE Form ROW-A-5 (Rev. 8/11) Page SCA-3.18 SALES COMPARISON APPROACH Whole: Part to be Acquired: Remainder After: Land: Improved: Subject Comp No. 1 Comp No. 2 Comp No. 3 Grantor Grantee Date of Sale Unit Price Relative Location Financing Conditions of Sale Market Conditions Physical Characteristics Indicated Unit Value Estimated Unit Value N/A Estimated Value by Sales Comparison Approach ............................................................................................ N/A Explanation of Adjustments with Reconciliation (Attach Comparable Data Supplement and Map; use separate page, numbered accordingly, as necessary.) The sales comparison approach for improved property is not applicable in this assignment. Form ROW-A-5 (Rev. 8/11) Page IA-3.19 INCOME APPROACH Whole: Part to be Acquired: Remainder After: Potential Gross Income Vacancy Effective Gross Income Expenses Fixed Taxes Insurance Variable Management Total Expenses Net Operating Income Income Capitalized @ Plus: Value of Excess Land (if any) Estimated Value by Income Approach N/A Furnish supporting information/data, justification of gross income estimates, expenses, method of capitalization and capitalization rate (Attach Comparable Rental Data Supplement and Map. Use separate page, numbered accordingly, as necessary.): The income approach for improved property is not applicable in this assignment. Valuation Analysis – Whole Property Page 3.20 RECONCILIATION OF VALUE - WHOLE The value indications from the approaches to value are summarized as follows: SUMMARY OF VALUE CONCLUSIONS Land Value $6,192,608 Cost Approach $6,266,787 Sales Comparison Approach N/A Income Capitalization Approach N/A Compiled by CBRE The sales comparison approach for land is utilized to develop an opinion of land value because market participants rely on this method. The cost approach was developed to a degree appropriate for the scope of this assignment. The subject is valued as vacant land and so the sales comparison approach for improved property is not applicable. Being valued as vacant land, the income approach for improved property is not applicable. Furthermore, surface rights in this area are not purchased based on income production. Based on the foregoing, the market value of the subject property before the acquisition has been concluded as follows: Contributory Value of Improvements (Itemized) Sign 1 EA $1,680 Irrigated Landscaping 18,511 SF $64,789 Bollards 8 EA $3,600 Flagpole 1 EA $1,500 Lights 2 EA $1,920 Light Pole 1 EA $480 No Parking Sign 1 EA $210 Total Contributory Value of Improvements $74,179 Contributory Land Value (Itemized) Fee Area (774,076 SF) @ $8.00 $6,192,608 Reconciled Final Value $6,266,787 Form ROW-A-5 (Rev. 8/11) Page 4.0 4 PART TO BE ACQUIRED Highest and Best Use (Use separate page, numbered accordingly, as necessary): The acquisition does not have sufficient physical characteristics to support independent development. Therefore, its highest and best use is to serve as part of the whole property. Contributory Value of Improvements (Itemized) Sign 1 EA $1,680 Irrigated Landscaping 18,511 SF $64,789 Bollards 8 EA $3,600 Flagpole 1 EA $1,500 Lights 2 EA $1,920 Light Pole 1 EA $480 No Parking Sign 1 EA $210 Total Contributory Value of Improvements $74,179 $86,416 Total Land $86,416 TOTAL VALUE AS A UNIT $160,595 Parcel 40: 21,604 SF @ $8.00/SF x 50% REMAINDER BEFORE THE ACQUISITION Contributory Value of Improvements (Itemized) Total Contributory Value of Improvements $0 Fee Area Remaining: 752,472 @ $8.00/SF $6,019,776 Parcel 40: 21,604 SF @ $8.00/SF x 50% $86,416 Total Land $6,106,192 TOTAL VALUE AS A UNIT $6,106,192 Part to be Acquired 4.1 Part to be Acquired Part to be Acquired - Aerial Subject TxDOT Parcel 40 Existing Easements Part to be Acquired 4.2 ACQUISITION SUMMARY Parcel ID/Number 40 Highest and Best Use of Acquisition Area The acquisition does not have sufficient physical characteristics to support independent development. Therefore, its highest and best use is to serve as part of the whole property. The proposed easement is for relocation of the City of Denton water, wastewater and electric services along the state’s new right-of-way line after TxDOT’s acquisition of additional right-of- way for the widening of IH-35. Due to the acquisition being easement estate, only a portion of the rights within this area are being acquired. Based on the attributes of this easement, the rights within this encumbered area will be shared between the fee owner and the easement owner. Thus, we have applied an estimate of 50% of the fee value for this proposed acquisition area. VALUATION OF PARTIAL ACQUISITION - LAND Partial Acquisition Unit Value Acquired Unrounded Value (Rounded) Parcel 40 21,604 SF x $8.00 x 50% = $86,416.00 $86,416 Total $86,416 Compiled by CBRE Area As noted previously, according to the client, any impacted paving, curbing and sidewalks will be repaired or replaced by the project contractor to a similar or better condition than what exists prior to installation of utilities. It is noted that the sign, irrigated landscaping, bollards, flagpole, lights, light pole and no parking sign impacted by the proposed acquisition will not be replaced by the project contractor. As such, the value of these impacted improvements has been included in our analysis, along with a cost to cure. Sign and Irrigated Landscaping Bollards and No Parking Sign Part to be Acquired 4.3 Flagpole Lights and Light Pole VALUATION OF PARTIAL ACQUISITION - IMPROVEMENTS Sign 1 EA x $1,680.00 $1,680 Irrigated Landscaping 18511 SF x $3.50 /SF $64,789 Bollards 8 EA x $450.00 $3,600 Flagpole 1 EA x $1,500.00 $1,500 Lights 2 EA x $960.00 $1,920 Light Pole 1 EA x $480.00 $480 No Parking Sign 1 EA x $210.00 $210 Total Value of Improvements in Acquisition Area $74,179 Compiled by CBRE North VALUATION OF PARTIAL ACQUISITION - TOTAL Land in Acquisition Area $86,416 Improvements in Acquisition Area $74,179 Total Acquisition Value $160,595 VALUATION OF THE REMAINDER BEFORE THE ACQUISITION The value of the remainder before the acquisition is a mathematical computation where the value of the acquisition is subtracted from the value of the whole property. The Cost, Sales Comparison, and Income Capitalization approaches are not analyzed in the appraisal of the remainder before the acquisition. The resultant value is the remainder immediately before the acquisition, as set forth in the following table; it is compared to the value of the remainder after the taking to determine potential damages or enhancements to the remainder. REMAINDER BEFORE VALUATION SUMMARY Value of Whole Property Value of Partial Acquisition Value of Remainder Before the Acquisition $6,266,787 - $160,595 = $6,106,192 Form ROW-A-5 (Rev. 8/11) Each approach developed follows this page and is sequenced as shown below. Land Value, Pg SCA-5.5 Cost Approach, Pg CA-5.6 Sales Comparison Approach, Pg SCA-5.7 Income Approach, Pg IA-5.8 Page PVS-5.0 5 PROPERTY VALUATION SUMMARY - REMAINDER Whole: Part to be Acquired: Remainder After: HIGHEST AND BEST USE ANALYSIS: (The Highest and Best Use analysis should consider the reasonably probable and legal use of vacant land or improved property considering legally permissible, physically possible, financially feasible, and maximally productive. Use a separate page, numbered accordingly, as necessary.) See analysis to follow. VALUATION APPROACHES Insert value estimate, then describe, analyze, and support each approach as required. Sales Comparison Approach (land value) ...................... $ $6,106,192 Cost Approach .............................................................. $ N/A Sales Comparison Approach .......................................... $ N/A Income Approach .......................................................... $ N/A Reconciliation of Approaches to Value: The sales comparison approach for land is utilized to develop and opinion of land value because market participants rely on this method. The remainder is valued as vacant land so the cost approach is not applicable. The subject is valued as vacant land and so the sales comparison approach for improved property is not applicable. Being valued as vacant land, the income approach for improved property is not applicable. Furthermore, surface rights in this area are not purchased based on income production. Contributory Value of Improvements (Itemized) Total Contributory Value of Improvements $0 Contributory Land Value (Itemized) Fee Area Remaining: 752,472 @ $8.00/SF $6,019,776 Parcel 40: 21,604 SF @ $8.00/SF x 50% $86,416 Reconciled Final Value $6,106,192 Valuation Analysis – Remainder After 5.1 DESCRIPTION AND HIGHEST AND BEST USE – REMAINDER AFTER THE ACQUISITION Schematic Map The remainder will be very similar to the whole property, except that it will be subject to a new permanent utility easement. Remainder North Valuation Analysis – Remainder After 5.2 The valuation of the remainder after the acquisition takes into consideration any severance damage accruing to the remainder as a result of the condemnation. Per state law, the appraiser has excluded from consideration any remainder damages resulting from “...diversion of traffic, inconvenience of access, impaired visibility, and temporary construction inconvenience.” The appraiser was further advised that “...injuries to a remainder that may result from factors other than the ‘effect of the acquisition’ and ‘the use to which the part taken is to be put’ or, injuries resulting from activities occurring away from the subject on lands either already owned by the State or acquired from others are non-compensable.” Additionally, “...matters that occur as a consequence of a change in the highway to a controlled access highway are ‘shared by the entire area through which it runs.’...and these are non-recoverable community damages.” “In Texas, the loss of business, circuity of travel, loss of direct access to main lanes, the introduction of center medians, etc. are considered non-compensable.”6 The intended use of the acquisition will be in conjunction with the construction of the project. The proposed project consists of the relocation of City of Denton water, wastewater and electric utilities outside of the new IH-35 right-of-way after TxDOT’s acquisitions for the widening of that highway. The project extends from University (US 380) to Loop 288. According to the client, the utility installation will include open-cut sections, and any impacted site improvements will be repaired or replaced by the project contractor to a similar or better condition than what was present before the acquisition. Because the acquisition is an easement only and does not bisect a building, no impact to the main improvements is expected. Remainder Access No change in access is expected as a result of the acquisition. Market Conformance The subject will be functional for its intended use and typical for the neighborhood after the acquisition is complete. 6 ROW Appraisal and Review Manual. TxDOT 11/2018. Pg. 5-14 Valuation Analysis – Remainder After 5.3 The following chart summarizes the salient characteristics of the remainder property. REMAINDER SUMMARY ANALYSIS - REMAINDER COMPARISON Physical Description Whole Property - Before Acquisition Remainder After the Acquisition Gross Site Area 17.7703 Acres 774,076 Sq. Ft. 17.7703 Acres 774,076 Sq. Ft. New Easements 0.4960 Acres 21,604 Sq. Ft. Primary Road Frontage IH-35 Frontage Road (Northbound) 990 Feet IH-35 Frontage Road (Northbound) 990 Feet Secondary Road Frontage Highway 77 (N. Elm Street) 1,114 Feet Highway 77 (N. Elm Street) 1,114 FeetAverage Depth 1,022 Feet 1,022 Feet Shape Topography Primary Traffic Counts (24 hrs.)IH-35 (Main Lanes) 87,174 IH-35 (Main Lanes) 87,174 @ Loop 288 Date: 2020 @ Loop 288 Date: 2020 Secondary Traffic Counts (24 hrs.)Highway 77 (N. Elm Street) 11,088 Highway 77 (N. Elm Street) 11,088 @ the subject Date: 2020 @ the subject Date: 2020 Ingress/Egress Points Zoning District Legally Conforming Site Flood Zone Flood Notes Comparative Analysis AccessVisibility Functional Utility Traffic Volume Adequacy of Utilities Landscaping Drainage Utilities Availability Water Yes Sewer YesNatural Gas Yes Electricity Yes Telephone Yes Other Yes No Unknown Yes No Unknown Detrimental Easements 0 X 00 X 0Encroachments0X00X0 Deed Restrictions 0 X 00 X 0 Source: Various sources compiled by CBRE Yes Unchanged Unchanged Unchanged Unchanged Unchanged City of Denton City of Denton Atmos Energy Oncor Electric AT&T through various providers Rating Irregular Level, At Street Grade GO - General Office Rating Provider Good Average Good Average IH-35 Frontage Road (Northbound) and Highway 77 (N. Elm Street) Average Appears adequate Irregular Level, At Street Grade GO - General Office AREA OF MINIMAL FLOOD HAZARD IH-35 Frontage Road (Northbound) and Highway 77 (N. Elm Street) Zone X (Unshaded) Unchanged Unchanged Unchanged Unchanged Unchanged Unchanged Good Unchanged Zone X (Unshaded) Yes AREA OF MINIMAL FLOOD HAZARD The remainder property will not be impacted if appropriate curative measures are implemented, which are discussed later in this report. HIGHEST AND BEST USE – REMAINDER PROPERTY AS VACANT Legally Permissible The acquisition will not affect the legal conformance of the subject to current zoning regulations. Physically Possible The remainder will be similarly suited for the legally permissible uses that were achievable in the whole property before the acquisition. There are no known physical reasons why the subject site would not support any legally probable development (i.e. it appears adequate for development). Financially Feasible Given the remainder’s size, zoning, and its surrounding development, the financially feasible for the remainder property after the acquisition is unchanged from that of the whole property. Accordingly, commercial use is considered feasible. Valuation Analysis – Remainder After 5.4 Maximally Productive - Conclusion Based on the information presented above and upon information contained in the Area and Neighborhood analysis, the highest and best use of the remainder property after the acquisition, as if vacant, would be for commercial. AS IMPROVED As the main improvements are not impacted by the proposed acquisition, a highest and best use analysis as improved was not performed. Form ROW-A-5 (Rev. 8/11) Page SCA-5.5 SALES COMPARISON APPROACH Whole: Part to be Acquired: Remainder After: Land: Improved: Subject Comp No. 1 Comp No. 2 Comp No. 3 Grantor Phase 17 Investments, LP and Phase 18 Investments, LP Glory of Zion International Ministries, Inc. Texas Blue Horseshoe, Ltd. Grantee CCS Denton Devco LLC Hunter Windsor, LLC North WG (Flower Mound), Ltd. Date of Sale Feb-22 Jun-21 Dec-19 Jan-19 Address 6420 N. IH-35 NWQ of Interstate Highway 35 and Barthold Road NEC Interstate Highway 35 and Windsor Drive 3251 IH-35 City, State Denton, TX Denton, TX Denton, TX Denton, TX Gross Acres 17.7703 23.6220 30.0410 5.1950 Gross Square Feet 774,076 1,028,974 1,308,586 226,294 Actual Sale Price $3,307,858 $4,406,134 $2,093,257 Unit Price Per SF $3.30 $3.37 $9.25 Property Rights Conveyed 0% 0% 0% Financing 0% 0% 0% Conditions of Sale 0%10%0% Market Conditions (Time) 5% 4% 11% 16% Adjusted $/SF $3.43 $4.11 $10.73 Location 25%0%-10% Size 5% 10% -15% Shape -5% -5% -5% Access 20% 15% 20% Topography 0% 0% 0% Zoning/Use 0%-5%0% Utilities 0% 0% 0% Net Adjustment 45% 15% -10% Indicated Unit Value $4.97 $4.73 $9.66 Estimated Unit Value $8.00 Estimated Value by Sales Comparison Approach ................................................................. $6,106,192 Explanation of Adjustments with Reconciliation (Attach Comparable Data Supplement and Map; use separate page, numbered accordingly, as necessary.): The same sales and adjustments that were applicable in the valuation of the whole property before the acquisition are applicable in the valuation of the remainder. CONCLUDED LAND VALUE $ PSF SF Unrounded Total Fee Area Remaining $8.00 x 752,472 100%$6,019,776.00 = $6,019,776 Parcel 40 $8.00 x 21,604 x 50% $86,416.00 =$86,416 Indicated Value:$6,106,192 Compiled by CBRE Form ROW-A-5 (Rev. 8/11) Page CA-5.6 COST APPROACH Whole: Part to be Acquired: Remainder After: Estimated Replacement Cost Improvement No. of Units $ per Unit Cost New Value Contributory Value of the Buildings N/A Accessory Improvements Contributory Value of the Accessory Improvements N/A Site Improvements Contributory Value of the Site Improvements N/A Contributory Value of all Improvements N/A Estimated Value by the Cost Approach N/A <Depreciation> Furnish sources of cost data and support for depreciation factors (physical, functional, and economic. Use separate page, numbered accordingly, as necessary.) The cost approach is not applicable in this assignment. Form ROW-A-5 (Rev. 8/11) Page SCA-5.7 SALES COMPARISON APPROACH Whole: Part to be Acquired: Remainder After: Land: Improved: Subject Comp No. 1 Comp No. 2 Comp No. 3 Grantor Grantee Date of Sale Unit Price Relative Location Financing Conditions of Sale Market Conditions Physical Characteristics Indicated Unit Value Estimated Unit Value N/A Estimated Value by Sales Comparison Approach .......................................................................................... N/A Explanation of Adjustments with Reconciliation (Attach Comparable Data Supplement and Map; use separate page, numbered accordingly, as necessary.) The sales comparison approach for improved property is not applicable in this assignment. Form ROW-A-5 (Rev. 8/11) Page IA-5.8 INCOME APPROACH Whole: Part to be Acquired: Remainder After: Potential Gross Income Vacancy Effective Gross Income Expenses Fixed Taxes Insurance Variable Management Total Expenses Net Operating Income Income Capitalized @ Plus: Value of Excess Land (if any) Estimated Value by Income Approach N/A Furnish supporting information/data, justification of gross income estimates, expenses, method of capitalization and capitalization rate (Attach Comparable Rental Data Supplement and Map. Use separate page, numbered accordingly, as necessary.): The income approach is not applicable in this assignment. Valuation Analysis – Remainder After Page IA-5.9 RECONCILIATION OF VALUE – REMAINDER AFTER The value of the remainder after the acquisition is based on a new site analysis, improvement analysis, and highest and best use analysis. Reference to the value of the Remainder Before is made only with reference to calculation of any remainder impact, not determination of the value of the remainder after the acquisition. The value indications from the approaches to value are summarized as follows: SUMMARY OF VALUE CONCLUSIONS Land Value $6,106,192 Cost Approach N/A Sales Comparison Approach N/A Income Capitalization Approach N/A Compiled by CBRE As in the valuation of the whole property before the acquisition, each approach was given consideration based upon its applicability to the valuation of the remainder after the acquisition. The sales comparison approach for land is utilized to develop and opinion of land value because market participants rely on this method. The remainder is valued as vacant land so the cost approach is not applicable. The subject is valued as vacant land and so the sales comparison approach for improved property is not applicable. Being valued as vacant land, the income approach for improved property is not applicable. Furthermore, surface rights in this area are not purchased based on income production. A summary of the appraised value is shown on the following page. Form ROW-A-5 (Rev. 8/11) 6.0 EXPLANATION OF DAMAGES (if any): No permanent damages are anticipated to the remainder. Some curative measures will be required to restore the remainder and are discussed on the following pages. 6 COMPENSATION SUMMARY WHOLE PROPERTY: The market value of the whole property is…………………………………………………………………$6,266,787 PART TO BE ACQUIRED: Considered as severed land, the fee simple title to the part being acquired for highway purposes (less oil, gas and sulphur and subject to existing easements, if any, which are not to be extinguished) is…………………………………………………………………………………$160,595 REMAINING PROPERTY The value of the remainder immediately before the taking is………………………………………… $6,106,192 Considering the uses to which the part taken is to be subjected, the market value of the remainder immediately after the acquisition is………………………………………………………………………………………………$6,106,192 NET DAMAGES OR ENHANCEMENTS, if any………………………………………………………………….…………………$0 ACCESS: The lack of any access or the material impairment of direct access on or off the remaining property affects the market value of the remaining property in the sum of……………………………..………...………………..…….………………………$0 COST TO CURE:$10,108 TOTAL COMPENSATION:$170,703 Cost to Cure 6.1 COST TO CURE In order for the property to function as optimally as before the acquisition in the remainder condition, it is necessary to replace several site improvements located within the proposed acquisition. In addition, the irrigation system will need to be capped and reconfigured in the affected area. The cost to cure these improvements is based on costs from local contractor estimates and the Marshall Valuation Service. In order to avoid double compensation, the contributory value of the improvements in the part acquired is deducted from the replacement cost new (RCN) to result in the appropriate cost to cure. A 10% contingency cost is added to the cost to cure subtotal to reflect contractor price changes and/or overruns. The calculation of the cost to cure is given below: COST TO CURE Improvement #Units Cost per Unit RCN (Rounded) Compensation Paid Net Cost Due Sign 1 EA $2,800.00 $2,800 ($1,680) $1,120 Bollards 8 EA $750.00 $6,000 ($3,600) $2,400 Flagpole 1 EA $2,500.00 $2,500 ($1,500) $1,000 Lights 2 EA $1,600.00 $3,200 ($1,920) $1,280 Light Pole 1 EA $800.00 $800 ($480) $320 No Parking Sign 1 EA $350.00 $350 ($210) $140 Cap Irrigation 1 EA $575.00 $575 $575 Reconfigure Irrigation Zone 1 EA $1,500.00 $1,500 $1,500 Subtotal $17,725 ($9,390) $8,335 Contingency 10% $1,773 Total Cost to Cure $10,108 Compiled by CBRE Assumptions and Limiting Conditions 6.2 ASSUMPTIONS AND LIMITING CONDITIONS 1. CBRE, Inc. through its appraiser (collectively, “CBRE”) has inspected through reasonable observation the subject property. However, it is not possible or reasonably practicable to personally inspect conditions beneath the soil and the entire interior and exterior of the improvements on the subject property. Therefore, no representation is made as to such matters. 2. The report, including its conclusions and any portion of such report (the “Report”), is as of the date set forth in the letter of transmittal and based upon the information, market, economic, and property conditions and projected levels of operation existing as of such date. The dollar amount of any conclusion as to value in the Report is based upon the purchasing power of the U.S. Dollar on such date. The Report is subject to change as a result of fluctuations in any of the foregoing. CBRE has no obligation to revise the Report to reflect any such fluctuations or other events or conditions which occur subsequent to such date. 3. Unless otherwise expressly noted in the Report, CBRE has assumed that: (i) Title to the subject property is clear and marketable and that there are no recorded or unrecorded matters or exceptions to title that would adversely affect marketability or value. CBRE has not examined title records (including without limitation liens, encumbrances, easements, deed restrictions, and other conditions that may affect the title or use of the subject property) and makes no representations regarding title or its limitations on the use of the subject property. Insurance against financial loss that may arise out of defects in title should be sought from a qualified title insurance company. (ii) Existing improvements on the subject property conform to applicable local, state, and federal building codes and ordinances, are structurally sound and seismically safe, and have been built and repaired in a workmanlike manner according to standard practices; all building systems (mechanical/electrical, HVAC, elevator, plumbing, etc.) are in good working order with no major deferred maintenance or repair required; and the roof and exterior are in good condition and free from intrusion by the elements. CBRE has not retained independent structural, mechanical, electrical, or civil engineers in connection with this appraisal and, therefore, makes no representations relative to the condition of improvements. CBRE appraisers are not engineers and are not qualified to judge matters of an engineering nature, and furthermore structural problems or building system problems may not be visible. It is expressly assumed that any purchaser would, as a precondition to closing a sale, obtain a satisfactory engineering report relative to the structural integrity of the property and the integrity of building systems. (iii) Any proposed improvements, on or off-site, as well as any alterations or repairs considered will be completed in a workmanlike manner according to standard practices. (iv) Hazardous materials are not present on the subject property. CBRE is not qualified to detect such substances. The presence of substances such as asbestos, urea formaldehyde foam insulation, contaminated groundwater, mold, or other potentially hazardous materials may affect the value of the property. (v) No mineral deposit or subsurface rights of value exist with respect to the subject property, whether gas, liquid, or solid, and no air or development rights of value may be transferred. CBRE has not considered any rights associated with extraction or exploration of any resources, unless otherwise expressly noted in the Report. (vi) There are no contemplated public initiatives, governmental development controls, rent controls, or changes in the present zoning ordinances or regulations governing use, density, or shape that would significantly affect the value of the subject property. (vii) All required licenses, certificates of occupancy, consents, or other legislative or administrative authority from any local, state, nor national government or private entity or organization have been or can be readily obtained or renewed for any use on which the Report is based. (viii) The subject property is managed and operated in a prudent and competent manner, neither inefficiently or super-efficiently. (ix) The subject property and its use, management, and operation are in full compliance with all applicable federal, state, and local regulations, laws, and restrictions, including without limitation environmental laws, seismic hazards, flight patterns, decibel levels/noise envelopes, fire hazards, hillside ordinances, density, allowable uses, building codes, permits, and licenses. (x) The subject property is in full compliance with the Americans with Disabilities Act (ADA). CBRE is not qualified to assess the subject property’s compliance with the ADA, notwithstanding any discussion of possible readily achievable barrier removal construction items in the Report. Assumptions and Limiting Conditions 6.3 (xi) All information regarding the areas and dimensions of the subject property furnished to CBRE are correct, and no encroachments exist. CBRE has neither undertaken any survey of the boundaries of the subject property nor reviewed or confirmed the accuracy of any legal description of the subject property. Unless otherwise expressly noted in the Report, no issues regarding the foregoing were brought to CBRE’s attention, and CBRE has no knowledge of any such facts affecting the subject property. If any information inconsistent with any of the foregoing assumptions is discovered, such information could have a substantial negative impact on the Report. Accordingly, if any such information is subsequently made known to CBRE, CBRE reserves the right to amend the Report, which may include the conclusions of the Report. CBRE assumes no responsibility for any conditions regarding the foregoing, or for any expertise or knowledge required to discover them. Any user of the Report is urged to retain an expert in the applicable field(s) for information regarding such conditions. 4. CBRE has assumed that all documents, data and information furnished by or behalf of the client, property owner, or owner’s representative are accurate and correct, unless otherwise expressly noted in the Report. Such data and information include, without limitation, numerical street addresses, lot and block numbers, Assessor’s Parcel Numbers, land dimensions, square footage area of the land, dimensions of the improvements, gross building areas, net rentable areas, usable areas, unit count, room count, rent schedules, income data, historical operating expenses, budgets, and related data. Any error in any of the above could have a substantial impact on the Report. Accordingly, if any such errors are subsequently made known to CBRE, CBRE reserves the right to amend the Report, which may include the conclusions of the Report. The client and intended user should carefully review all assumptions, data, relevant calculations, and conclusions of the Report and should immediately notify CBRE of any questions or errors within 30 days after the date of delivery of the Report. 5. CBRE assumes no responsibility (including any obligation to procure the same) for any documents, data or information not provided to CBRE, including without limitation any termite inspection, survey or occupancy permit. 6. All furnishings, equipment and business operations have been disregarded with only real property being considered in the Report, except as otherwise expressly stated and typically considered part of real property. 7. Any cash flows included in the analysis are forecasts of estimated future operating characteristics based upon the information and assumptions contained within the Report. Any projections of income, expenses and economic conditions utilized in the Report, including such cash flows, should be considered as only estimates of the expectations of future income and expenses as of the date of the Report and not predictions of the future. Actual results are affected by a number of factors outside the control of CBRE, including without limitation fluctuating economic, market, and property conditions. Actual results may ultimately differ from these projections, and CBRE does not warrant any such projections. 8. The Report contains professional opinions and is expressly not intended to serve as any warranty, assurance or guarantee of any particular value of the subject property. Other appraisers may reach different conclusions as to the value of the subject property. Furthermore, market value is highly related to exposure time, promotion effort, terms, motivation, and conclusions surrounding the offering of the subject property. The Report is for the sole purpose of providing the intended user with CBRE’s independent professional opinion of the value of the subject property as of the date of the Report. Accordingly, CBRE shall not be liable for any losses that arise from any investment or lending decisions based upon the Report that the client, intended user, or any buyer, seller, investor, or lending institution may undertake related to the subject property, and CBRE has not been compensated to assume any of these risks. Nothing contained in the Report shall be construed as any direct or indirect recommendation of CBRE to buy, sell, hold, or finance the subject property. 9. No opinion is expressed on matters which may require legal expertise or specialized investigation or knowledge beyond that customarily employed by real estate appraisers. Any user of the Report is advised to retain experts in areas that fall outside the scope of the real estate appraisal profession for such matters. 10. CBRE assumes no responsibility for any costs or consequences arising due to the need, or the lack of need, for flood hazard insurance. An agent for the Federal Flood Insurance Program should be contacted to determine the actual need for Flood Hazard Insurance. 11. Acceptance or use of the Report constitutes full acceptance of these Assumptions and Limiting Conditions and any special assumptions set forth in the Report. It is the responsibility of the user of the Report to read in full, comprehend and thus become aware of all such assumptions and limiting conditions. CBRE assumes no responsibility for any situation arising out of the user’s failure to become familiar with and understand the same. 12. The Report applies to the property as a whole only, and any pro ration or division of the title into fractional interests will invalidate such conclusions, unless the Report expressly assumes such pro ration or division of interests. Assumptions and Limiting Conditions 6.4 13. The allocations of the total value estimate in the Report between land and improvements apply only to the existing use of the subject property. The allocations of values for each of the land and improvements are not intended to be used with any other property or appraisal and are not valid for any such use. 14. The maps, plats, sketches, graphs, photographs, and exhibits included in this Report are for illustration purposes only and shall be utilized only to assist in visualizing matters discussed in the Report. No such items shall be removed, reproduced, or used apart from the Report. 15. The Report shall not be duplicated or provided to any unintended users in whole or in part without the written consent of CBRE, which consent CBRE may withhold in its sole discretion. Exempt from this restriction is duplication for the internal use of the intended user and its attorneys, accountants, or advisors for the sole benefit of the intended user. Also exempt from this restriction is transmission of the Report pursuant to any requirement of any court, governmental authority, or regulatory agency having jurisdiction over the intended user, provided that the Report and its contents shall not be published, in whole or in part, in any public document without the written consent of CBRE, which consent CBRE may withhold in its sole discretion. Finally, the Report shall not be made available to the public or otherwise used in any offering of the property or any security, as defined by applicable law. Any unintended user who may possess the Report is advised that it shall not rely upon the Report or its conclusions and that it should rely on its own appraisers, advisors and other consultants for any decision in connection with the subject property. CBRE shall have no liability or responsibility to any such unintended user. 16. CBRE, Inc. is not qualified to detect the existence of any potentially hazardous materials such as lead paint, asbestos, urea formaldehyde foam insulation, or other potentially hazardous construction materials on or in the land or improvements. The existence of such substances may affect the value of the property. For the purpose of this assignment, we have assumed there are no hazardous materials that would cause a loss in value to the subject. 17. A soils analysis for the site has not been provided for the preparation of this appraisal. In the absence of a soils report, it is a specific assumption that the site has adequate soils to support the highest and best use. Addenda 7.0 7 ADDENDA Addenda Addendum A PROJECT INFORMATION Addenda Addendum B SUBJECT INFORMATION Form T-7: Commitment for Title Insurance (01-03-14)GF No.: Page 1 of 12 GF No.: RCSJ No.: City of Denton Highway: IH35N Util Relo-Split to Milam Project Limits: 6950-095 Parcel: 087-40 TEXAS COMMITMENT FOR TITLE INSURANCE (T-7) ISSUED BY WFG NATIONAL TITLE INSURANCE COMPANY THE FOLLOWING COMMITMENT FOR TITLE INSURANCE IS NOT VALID UNLESS YOUR NAME AND THE POLICY AMOUNT ARE SHOWN IN SCHEDULE A, AND OUR AUTHORIZED REPRESENTATIVE HAS COUNTERSIGNED BELOW. We, WFG NATIONAL TITLE INSURANCE COMPANY, will issue our title insurance policy or policies (the Policy) to You (the proposed insured) upon payment of the premium and other charges due, and compliance with the requirements in Schedule B and Schedule C. Our Policy will be in the form approved by the Texas Department of Insurance at the date of issuance, and will insure your interest in the land described in Schedule A. The estimated premium for our Policy and applicable endorsements is shown on Schedule D. There may be additional charges such as recording fees, and expedited delivery expenses. This Commitment ends ninety (90) days from the effective date, unless the Policy is issued sooner, or failure to issue the Policy is our fault. Our liability and obligations to you are under the express terms of this Commitment and end when this Commitment expires. Countersigned: WFG National Title Company _____________________________ Authorized Signatory 4604 Park Springs Blvd, Suite 140 Arlington, TX 76017 CONDITIONS AND STIPULATIONS 1.If you have actual knowledge of any matter which may affect the title or mortgage covered by this Commitment, that is not shown in Schedule B, you must notify us in writing. If you do not notify us in writing, our liability to you is ended or reduced to the extent that your failure to notify us affects our liability. If you do notify us, or learn of such matter, we may amend Schedule B, but we will not be relieved of liability already incurred. 2.Our liability is only to you, and others who are included in the definition of Insured in the Policy to be issued. Our liability is only for actual loss incurred in your reliance on this Commitment to comply with its requirements or to acquire the interest in the land. Our liability is limited to the amount shown in Schedule A of this Commitment and will be subject to the following terms of the Policy: Insuring Provisions, Conditions and Exclusions. Form T-7: Commitment for Title Insurance (01-03-14)GF No.: Page 2 of 12 WFG NATIONAL TITLE INSURANCE COMPANY TEXAS TITLE INSURANCE INFORMATION Title Insurance insures you against loss resulting from certain risks to your title. The Commitment for Title Insurance is the Title Insurance Company's promise to issue the Title Insurance Policy. The Commitment is a legal document. You should review it carefully to completely understand it before your closing date. El seguro de titulo le asegura en relacion a perdidas resultants de ciertos riesgos que pueden afectar el titulo de su propiedad. El Compromiso para Seguro de Titulo es la promesa de la compania aseguradora de titulos de emitir la poliza de seguro de titulo. El Compromiso es un document legal. Usted debe leerlo cuidadosamente y entenderlo complemente antes de lo fecha para finalizar su transaccion. Your Commitment for Title Insurance is a legal contract between you and us. The Commitment is not an opinion or report of your title. It is a contract to issue you a Policy subject to the Commitment's terms and requirements. Before issuing a Commitment for Title Insurance (the Commitment) or a Title Insurance Policy (the Policy), the Title Insurance Company (the Company) determines whether the title is insurable. This determination has already been made. Part of that determination involves the Company's decision to insure the title except for the certain risks that will not be covered by the Policy. Some of these risks are listed in Schedule B of the attached Commitment as Exceptions. Other risks are stated in the Policy as Exclusions. These risks will not be covered by the Policy. The Policy is not an abstract of title nor does a Company have an obligation to determine the ownership of any mineral interest. ---MINERALS AND MINERAL RIGHTS may not be covered by the Policy. The Company may be unwilling to insure title unless there is an exclusion or an exception as to Minerals and Mineral Rights in the Policy. Optional endorsements insuring certain risks involving minerals, and the use of improvements (excluding lawns, shrubbery and trees) and permanent buildings may be available for purchase. Neither this Policy, nor the optional endorsements, insure that the purchaser has title to the mineral rights related to the surface estate. Another part of the determination involves whether the promise to insure is conditioned upon certain requirements being met. Schedule C of the Commitment lists these requirements that must be satisfied or the Company will refuse to cover them. You may want to discuss any matters shown in Schedules B and C of the Commitment with an attorney. These matters will affect your title and your use of the land. When your Policy is issued, the coverage will be limited by the Policy's Exception, Exclusions and Conditions, defined below. ---EXCEPTIONS are title risks that a Policy generally covers but does not cover in a particular instance. Exceptions are shown on Schedule B or discussed in Schedule C of the Commitment. They can also be added if you do not comply with the Conditions section of the Commitment. When the Policy is issued, all Exceptions will be on Schedule B of the Policy. ---EXCLUSIONS are title risks that a Policy generally does not cover. Exclusions are contained in the Policy but not shown or discussed in the Commitment. ---CONDITIONS are additional provisions that qualify or limit your coverage. Conditions include your responsibilities and those of the Company. They are contained in the Policy but not shown or discussed in the Commitment. The Policy Conditions are not the same as the Commitment Conditions. You can get a copy of the policy form approved by the Texas Department of Insurance by calling WFG National Title Insurance Company at 1-877-366-8781 or by calling the title insurance agent that issued the Commitment. The Texas Department of Insurance may revise the policy form from time to time. You can also get a brochure that explains the Policy from the Texas Department of Insurance by calling 1-800- 252-3439. Before the Policy is issued, you may request changes in the Policy. Some of the changes to consider are: Form T-7: Commitment for Title Insurance (01-03-14)GF No.: Page 3 of 12 ---Request amendment of the "area and boundary" exception (Schedule B, paragraph 2). To get this amendment, you must furnish a survey and comply with other requirements of the Company. On the Owner's Policy, you must pay an additional premium for the amendment. If the survey is acceptable to the Company and if the Company's other requirements are met, your Policy will insure you against loss because of discrepancies or conflicts in boundary lines, encroachments or protrusions, or overlapping of improvements. The Company may then decide not to insure against specific boundary or survey problems by making special exceptions in the Policy. Whether or not your request amendment of the "area and boundary" exception, you should determine whether you want to purchase and review a survey if a survey is not being provided to you. ---Allow the Company to add an exception to "rights of parties in possession." If you refuse this exception, the Company or the title insurance agent may inspect the property. The Company may except to and not insure you against the rights of specific persons, such as renters, adverse owners or easement holders who occupy the land. The Company may charge you for the inspection. If you want to make your own inspection, you must sign a Waiver of Inspection for and allow the Company to add this exception to your Policy. The entire premium for a Policy must be paid when the Policy is issued. You will not owe any additional premiums unless you want to increase your coverage at a later date and the Company agrees to add an Increased Value Endorsement. Form T-7: Commitment for Title Insurance (01-03-14)GF No.: Page 4 of 12 COMMITMENT FOR TITLE INSURANCE T-7 Issued By WFG NATIONAL TITLE INSURANCE COMPANY SCHEDULE A Effective Date: January 20, 2022 GF No.: Commitment No. , issued: January 27, 2022 1.The policy or policies to be issued are: a.OWNER'S POLICY OF TITLE INSURANCE (Form T-1) (Not applicable for improved one-to-four family residential real estate) Policy Amount: PROPOSED INSURED:City of Denton, Texas b.TEXAS RESIDENTIAL OWNER'S POLICY OF TITLE INSURANCE ONE-TO-FOUR FAMILY RESIDENCES (Form T-1R) Policy Amount: PROPOSED INSURED: c.LOAN POLICY OF TITLE INSURANCE (Form T-2) Policy Amount: PROPOSED INSURED: Proposed Borrower: d.TEXAS SHORT FORM RESIDENTIAL LOAN POLICY OF TITLE INSURANCE (Form T-2R) Policy Amount: PROPOSED INSURED: Proposed Borrower: e.LOAN TITLE POLICY BINDER ON INTERIM CONSTRUCTION LOAN (Form T-13) Binder Amount: PROPOSED INSURED: Proposed Borrower: f.OTHER: Policy Amount: PROPOSED INSURED: 2.The interest in the land covered by this Commitment is EASEMENT 3.Record title to the land on the Effective Date appears to be vested in: TA OPERATING LLC, A DELAWARE LIMITED LIABILITY COMPANY 4.Legal description of land: See attached Exhibit “A” attached hereto and made part hereof. Form T-7: Commitment for Title Insurance (01-03-14)GF No.: Page 5 of 12 EXHIBIT "A" LEGAL DESCRIPTION County: Denton Project: IH 35N Utility Relocations Parcel 087-40 WWEE (January 5, 2022) BEING a 21,604 square foot (0.4960 acre) tract of land situated in the A. White Survey, Abstract No. 1406, Denton County, Texas, being part of Lot 1, Block A, Denton Travel Center Addition, Phase 1, an addition to the City of Denton, Texas according to the plat recorded in Instrument No. 2009-21, Official Public Records, Denton County, Texas, and being more particularly described as follows: See Schedule C for Vesting Deed and Parcel Survey Note: The Company is prohibited from insuring the area or quantity of the land described herein. Any statement in the above legal description of the area or quantity of land is not a representation that such area or quantity is correct, but is made only for information and/or identification purposes and does not override item 2 of Schedule B hereof. APN(s): Form T-7: Commitment for Title Insurance (01-03-14)GF No.: Page 6 of 12 COMMITMENT FOR TITLE INSURANCE T-7 ISSUED BY WFG NATIONAL TITLE INSURANCE COMPANY SCHEDULE B EXCEPTIONS FROM COVERAGE In addition to the Exclusions and Conditions and Stipulations, your Policy will not cover loss, costs, attorney's fees, and expenses resulting from: 1.The following restrictive covenants of record itemized below (We must either insert specific recording data or delete this exception): The following: Recorded as Instrument No. 2009-21, of the County Clerk's Official Records of Denton County, Texas, but omitting any covenant or restriction based on race, color, religion, sex, handicap, familial status or national origin unless and only to the extent that said covenant (a) is exempt under chapter 42, Section 3607 of the United States Code or (b) relates to handicap but does not discriminate against handicapped persons. 2.Any discrepancies, conflicts, or shortages in area or boundary lines, or any encroachments or protrusions, or any overlapping of improvements. 3.Homestead or community property or survivorship rights, if any of any spouse of any insured. (Applies to the Owner's Policy only.) 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. (Applies to the Owner’s Policy only). 5.Standby fees, taxes and assessments by any taxing authority for the year 2022, 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. (If Texas Short Form Residential Mortgagee Policy of Title Insurance (T-2R) is issued, that policy will substitute "which become due and payable subsequent to Date of Policy" in lieu of "for the year 2022 and subsequent years.") 6.The terms and conditions of the documents creating your interest in the land. 7.Materials furnished or labor performed in connection with planned construction before signing and delivering the lien document described in Schedule A, if the land is part of the homestead of the owner. (Applies to the Mortgagee Title Policy binder on Interim Construction Loan only, and may be deleted if satisfactory evidence is furnished to us before a binder is issued.) Form T-7: Commitment for Title Insurance (01-03-14)GF No.: Page 7 of 12 8.Liens and leases that affect the title to the land, but that are subordinate to the lien of the insured mortgage. (Applies to Mortgagee Policy (T-2) only.) 9.The Exceptions from Coverage and Express Insurance in Schedule B of the Texas Short Form Residential Mortgagee Policy of Title Insurance (T-2R). (Applies to Texas Short Form Residential Mortgagee Policy of Title Insurance (T-2R) only. Separate exceptions 1 through 8 of this Schedule B do not apply to the Texas Short Form Residential Mortgagee Policy of Title Insurance (T-2R). 10.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.The following matters affecting the subject property as shown on the plat recorded as Instrument No. 2009-21, of the County Clerk's Official Records of Denton County, Texas: Water line easement, along the Northerly property line. b.An easement for a water line executed by National Auto/Truck Stops, Inc. to City of Denton, filed December 19, 1997, recorded as Instrument No. 1997-89216, of the County Clerk's Official Records of Denton County, Texas. c.Visible and apparent easements not appearing of record. d.Rights of tenants in possession under the terms of any unrecorded leases, subleases and/or rental agreements. e.Rights of parties in possession. f.All leases, grants, exceptions or reservations of coal, lignite, oil, gas and other minerals, together with all rights, privileges, and immunities relating thereto, appearing in the Public Records whether listed in Schedule B or not. There may be leases, grants, exceptions or reservations of mineral interest that are not listed. Form T-7: Commitment for Title Insurance (01-03-14)GF No.: Page 8 of 12 COMMITMENT FOR TITLE INSURANCE T-7 ISSUED BY WFG NATIONAL TITLE INSURANCE COMPANY SCHEDULE C Your Policy will not cover loss, costs, attorneys' fees, and expenses resulting from the following requirements that will appear as Exceptions in Schedule B of the Policy, unless you dispose of these matters to our satisfaction, before the date the Policy is issued: 1.Documents creating your title or interest must be approved by us and must be signed, notarized and filed for record 2.Satisfactory evidence must be provided that: a.no person occupying the land claims any interest in that land against the persons named in paragraph 3 of Schedule A, b.all standby fees, taxes, assessments and charges against the property have been paid, c.all improvements or repairs to the property are completed and accepted by the owner, and that all contractors, sub-contractors, laborers and suppliers have been fully paid, and that no mechanic's, laborer's or materialmen's liens have attached to the property, d.there is legal right of access to and from the land, e.(on a Loan Policy only) restrictions have not been and will not be violated that affect the validity and priority of the insured mortgage. 3.You must pay the seller or borrower the agreed amount for your property or interest. 4.Any defect, lien or other matter that may affect title to the land or interest insured, that arises or is filed after the effective date of this Commitment. 5. Vesting Deed: 2015-63681 Field Notes: Parcel 087-40 WWEE 5 year sales certificate: 5yr cert 6. Deed of Trust filed June 28, 2021, recorded as Instrument No. 2021-116597, of the County Clerk's Official Records of Denton County, Texas, executed by TA Operating LLC, securing the payment of one Note of even date therewith in the principal amount of $276,800.00, payable to the order of Delaware Trust Company, and subject to all of the terms, conditions, and provisions therein. 7. The Company requires the following evidence of authority for the limited liability company which is a party to the subject transaction: a) Current Certificate of Existence from the Secretary of State, b) Current Certificate of Good Standing from the State Comptroller, c) Resolution of the Members authorizing the present transaction and those parties executing instruments on behalf of the limited liability company, d) Copy of the Articles of Organization and any amendments thereto, and e) Copy of the Regulations adopted by the members of the limited liability company and any amendments thereto. 8. Company requires a legible copy of current drivers license or other positive proof of identification of the parties to the closing. 9. Our office may require an Affidavit as to Debts and Liens to be executed at closing. 10. The Company requires satisfactory evidence of authority for those acting on behalf of any party to the transaction to which this commitment is addressed. Form T-7: Commitment for Title Insurance (01-03-14)GF No.: Page 9 of 12 Form T-7: Commitment for Title Insurance (01-03-14)GF No.: Page 10 of 12 COMMITMENT FOR TITLE INSURANCE T-7 SCHEDULE D GF No. Effective Date: January 20, 2022 Pursuant to the requirements of Rule P-21, Basic Manual of Rules, Rates and Forms for the writing of Title Insurance in the State of Texas, the following disclosures are made: 1.The following individuals are directors and/or officers, as indicated, of WFG National Title Insurance Company issuing this Commitment DIRECTORS:OFFICERS: Patrick F. Stone Patrick F. Stone, Executive Chairman and Founder A. Steven Ozonian A. Steven Ozonian, Chief Executive Officer and President Michael T. Gallaher Michael T. Gallaher, Executive Vice President, Chief Financial Officer and Treasurer Joseph V. McCabe Joseph V. McCabe, Executive Vice President, General Counsel and Secretary Cynthia L. Tucker John R. Wooldridge, Senior Vice President and Controller Cynthia Lee Tucker, Executive Vice President Williston Financial Group LLC owns 100% of the stock of WFG National Title Insurance Company. Williston Holdings LLC owns 100% of the LLC interest in Williston Financial Group LLC. 2.The following disclosures are made by the Title Insurance Agent issuing this Commitment: WFG National Title Company of Texas, LLC, a Texas limited liability company a.The names of each shareholder, owner, partner or other person having, owning or controlling one percent (1%) or more of the Title Insurance Agent that will receive a portion of the premium are as follows: WFG National Title Company of Texas, LLC, a Texas limited liability company b.Each shareholder, owner, partner or other person having, owning or controlling ten percent (10%) or more of an entity that has, owns, or controls one percent (1%) or more of the Title Insurance Agent that will receive a portion of the premium are as follows: Williston Financial Group LLC, a Delaware limited liability company (Sole membership interest in WFG National Title Company of Texas, LLC, a Texas limited liability company.) c.The following persons are officers and directors of the Title Insurance Agent: OFFICERS: Michael T. Gallaher Executive VP, Chief Financial Officer & Treasurer Joseph V. McCabe Executive VP, General Counsel & Secretary Donald O’Neill Executive VP, Chief Compliance Officer & Deputy General Counsel David Weeks Vice President Alice Chuang Vice President, Associate Counsel Emily Clearwater Manager Sandra St. Gemme Onsite Manager 3.You are entitled to receive advance disclosure of settlement charges in connection with the proposed transaction to which this commitment relates. Upon your request, such disclosure will be made to you. Additionally, the name of any person, firm or corporation receiving a portion of the premium from the settlement of this transaction will be disclosed on the closing or settlement statement. You are further advised that the estimated title premium* is: Owner’s Policy $0.00 Loan Policy $0.00 Endorsement Charges $0.00 Other Total $0.00 Of this total amount: 15% will be paid to the policy issuing Title Insurance Company: 85% will be retained by the issuing Title Insurance Agent; and the remainder of the estimated premium will be paid to other parties as follows: AMOUNT TO WHOM FOR SERVICES *The estimated premium is based upon information furnished to us as of the date of this Commitment for Title Insurance. Final determination of the amount of the premium will be made at closing in accordance with the Rules and Regulations adopted by the Commissioner of Insurance." Form T-7: Commitment for Title Insurance (01-03-14)GF No.: Page 11 of 12 DELETION OF ARBITRATION PROVISION (Not applicable to the Texas Residential Owner's Policy) ARBITRATION is a common form of alternative dispute resolution. It can be a quicker and cheaper means to settle a dispute with your Title Insurance Company. However, if you agree to arbitrate, you give up your right to take the Title Insurance Company to court and your rights to discovery of evidence may be limited in the arbitration process. In addition, you cannot usually appeal an arbitrator's award. Your policy contains an arbitration provision (shown below). It allows you or the Company to require arbitration if the amount of insurance is $2,000,000 or less. If you want to retain your right to sue the Company in case of a dispute over a claim, you must request deletion of the arbitration provision before the policy is issued. You can do this by signing this form and returning it to the Company at or before the closing of your real estate transaction or by writing to the Company. The arbitration provision in the Policy is as follows: "Either the Company or the Insured may demand that the claim or controversy shall be submitted to arbitration pursuant to the Title Insurance Arbitration Rules of the American Land Title Association ("Rules"). Except as provided in the Rules, there shall be no joinder or consolidation with claims or controversies of other persons. 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 in connection with its issuance or the breach of a policy provision, or to any other controversy or claim arising out of the transaction giving rise to this policy. All arbitrable matters when the Amount of Insurance is $2,000,000 or less shall be arbitrated at the option of either the Company or the Insured, unless the Insured is an individual person (as distinguished from an Entity). All arbitrable matters when the Amount of Insurance is in excess of $2,000,000 shall be arbitrated only when agreed to by both the Company and the Insured. Arbitration pursuant to this policy and under the Rules shall be binding upon the parties. Judgment upon the award rendered by the Arbitrator(s) may be entered in any court of competent jurisdiction." ____________________________________________________________________ SIGNATURE DATE ____________________________________________________________________ SIGNATURE DATE Form T-7: Commitment for Title Insurance (01-03-14)GF No.: Page 12 of 12 IMPORTANT INFORMATION FOR INFORMATION, OR TO MAKE A COMPLAINT CALL OUR TOLL-FREE TELEPHONE NUMBER 1-800- 257-2842 ALSO YOU MAY CONTACT THE TEXAS DEPARTMENT OF INSURANCE AT 1-800-252-3439 to obtain information on: 1.Filing a complaint against an insurance company or agent, 2.Whether an insurance company or agent is licensed, 3.Complaints received against an insurance company or agent, 4.Policyholder rights, and 5.A list of consumer publications and services available through the Department. YOU MAY ALSO WRITE TO THE TEXAS DEPARTMENT OF INSURANCE, P.O. BOX 149104, AUSTIN, TEXAS 78714-9104. FAX NO. (512) 475-1771 AVISO IMPORTANTE PARA INFORMACION, O PARA SOMETER UNA QUEJA LLAME AL NUMERO GRATIS 1-800-257-2842 TAMBIEN PUEDE COMUNICARSE CON EL DEPARTMENTO DE SEGUROS DE TEXAS AL 1-800-252-3439 Para obtener informacion sobre: 1.Como someter una queja en contra de una compania de suguros o agente de seguros, 2.Si una compania de seguros o agente de seguros tiene licencia, 3.Quejas recibidas en contra de una compania de seguros o agente de seguros, 4.Los derechos del asegurado, y 5.Una lista de publicaciones y services para consumidores disponibles a traves del Departmento. TAMBIEN PUEDE ESCRIBIR AL DEPARTMENTO DE SEGUROS DE TEXAS, P.O. BOX 149104, AUSTIN, TEXAS 78714-9104 FAX NO. (512) 475-1771 Plain English Privacy Statement for Appraisal, Title & Escrow Customers WFG believes it is important to protect your privacy and confidences. We recognize and respect the privacy expectations of our customers. We believe that making you aware of how we collect information about you, how we use that information, and with whom we share that information will form the basis for a relationship of trust between us. This Privacy Policy provides that explanation. We reserve the right to change this Privacy Policy from time to time. Williston Financial Group, LLC, WFG National Title Insurance Co. and each of the affiliates listed below (collectively “WFG” or the “WFG Family”) are obligated to comply with Federal and state privacy laws. While there are some common requirements to those laws, the definitions and duties differ significantly from law-to-law and state-to-state. A privacy statement drafted to comply with all of the applicable privacy laws and their differing definitions would likely be confusing. Therefore, in an attempt to better communicate our privacy policies, WFG designed this “Plain English” explanation, followed by the Gramm-Leach-Bliley Act model form and website links to State-Specific Privacy Notices in order to provide you with the complete, legal privacy notices and disclosures required under Federal and applicable State Laws. WFG’s primary business is providing appraisal, title insurance and, escrow services for the sale or refinance of real property. This can be a complicated process, involving multiple parties, many of whom have been selected by our customers, each filling a specialized role. In part, you have hired WFG to coordinate and smooth the passage of the information necessary for an efficient settlement or closing. In the course of this process, WFG collects a significant amount of personal and identifying information about the parties to a transaction, including sensitive items that include but are not limited to: your contact information including email addresses, Social Security numbers, driver’s license and, other identification numbers and information; financial, bank and insurance information; information about past and proposed mortgages and loans; about properties you currently or previously owned; your mortgage application package; and the cookie, IP address, and other information captured automatically by computer systems. Much of this information is gathered from searches of public land records, tax, court and credit records to make certain that any liens, challenges, or title defects are addressed properly. Some of the information that is collected is provided by you, or the computer systems you use. We also may receive information from real estate brokers and agents, mortgage brokers and, others working to facilitate your transaction. We also may receive information from public, private or governmental databases including credit bureaus, ‘no-fly’ lists, and terrorist ‘watch lists’ , as well as from your lenders and credit bureaus. What Information is Shared? WFG DOES NOT SELL any of your information to non-affiliated companies for marketing or any other purpose. However, some of the same information does get shared with persons inside and outside the WFG Family in order to facilitate and complete your transaction. For example: Information, draft documents, and closing costs will pass back and forth between WFG and your mortgage broker and lender to facilitate your transaction. Information, including purchase agreements and amendments, will pass back and forth between WFG and the real estate agents and brokers, the mortgage brokers and lenders, the lawyers and accountants, and others involved in facilitating the transaction. WFG may order property searches and examinations from title searchers, abstractors and title plants. WFG may use third parties to obtain tax information, lien information, payoff information, condominium and, homeowners’ association information and payoff information. Third parties may be engaged to prepare documents in connection with your transaction. Surveys, appraisals and, inspections may be ordered. Within the WFG Family of companies, we may divide up the work to handle each closing in the most efficient manner possible and to meet specific legal and licensing requirements. Certain parts of your closing (for example a search or disbursement) may be handled by another division or company within the WFG Family. When it is time for signatures, your complete closing package may be sent to a notary, remote online notary, or notary service company who will arrange to meet with you to sign documents. The notary will, in turn, send signed copies back to us along with copies of your driver’s license or other identity documents usually by mail, UPS, Federal Express or another courier service. Your deed, mortgage and other documents required to perfect title will be recorded with the local recorder of deeds. In some cases, we use an outside service to coordinate the recording or electronic-recording of those instruments, and they will receive copies of your deeds, mortgages and other recordable documents to process, scan and send on to the recording office. Various government agencies get involved. The law requires us to provide certain information to the IRS, the US Treasury, local and state tax authorities and other governmental agencies. You have a choice in the selection of a mortgage broker, lender, real estate broker or agent and others that make up your ‘transaction team.’ Information flows to and from the members of the transaction team you have selected to facilitate an efficient transaction for you. When WFG selects and engages a third-party provider, we limit the scope of the information shared with that third party to the information reasonably necessary for that service provider to provide the requested services. With most, we have entered into express agreements in which they expressly commit to maintain a WFG customer’s information in strict confidence and use the information only for purposes of providing the requested services, clearing title, preventing fraud and addressing claims under our title insurance policies. How does WFG use your Information? We may use your personal information in a variety of ways, including but not limited to: Provide the products, services and title insurance you have requested and to close and facilitate your transaction. Coordinate and manage the appraisal process. Handle a claim or provide other services relating to your title insurance policies. Create and manage your account. Operate and improve WFG’s applications and websites, including WFG MyHome®, WFG’s secure communication and transaction portal. Your information is used for access management, payment processing, site administration, internal operations, troubleshooting, data analysis, testing, research, and for statistical purposes. Respond to your requests, feedback, or inquiries. Comply with laws, regulations, and other legal requirements. Comply with relevant industry standards and our policies, including managing WFG’s risk profile through reinsurance. Protect and enforce your rights and the rights of other users against unlawful activity, including identity theft and fraud. Protect and enforce our collective rights arising under any agreements entered into between WFG and you or any other third party; Protect the integrity and maintain security of our applications, websites, and products; Operate, evaluate, and improve our business; and Provide you with information about products, services, and promotions, from WFG or third parties that may interest you. How Do We Store and Protect Your Personal Information? Although no system can guarantee the complete security of your personal information, we will use our best efforts to maintain commercially reasonable technical, organizational, and physical safeguards, consistent with applicable law, to protect your personal information and our systems and sites from malicious intrusions or hacking. How Long Do We Keep Your Personal Information? We keep your personal information for as long as necessary to comply with the purpose for which it was collected, our business needs, and our legal and regulatory obligations. We may store some personal information indefinitely. If we dispose of your personal information, we will do so in a way that is secure and appropriate to the nature of the information subject to disposal. Computer Information When you access a WFG website, or communicate with us by e-mail, we may automatically collect and store more information than you are expressly providing when you fill out a survey or send an email. This may include: •Your IP Address. •Your email address, your alias and, social media handles. •The type of browser and operating system you use. •The time of your visit. •The pages of our site you visit. •Cookies. In order to provide you with customized service, we make use of Web browser cookies. Cookies are files that help us identify your computer and personalize your online experience. You may disable cookies on your computer, but you may not be able to download online documents or access certain sites unless cookies are enabled. The technical information we collect is used for administrative and technical purposes and to prevent fraud and provide identity verification. For instance, we may use it to count the number of visitors to our site and determine the most popular pages. We may also use it to review types of technology you are using, determine which link brought you to our Web site, assess how our advertisements on other sites are working, help with maintenance, and improve our customers’ experience. We may compare information gathered on previous visits to verify that we are interacting with the same parties and not a potential imposter. If we ask you to fill out any forms or surveys, we will use the information we receive only for the specific purposes indicated in those forms or surveys. The information you and your transaction team send us in emails or attached to an email, or provide through any of our online tools, is used for purposes of providing title, escrow and appraisal management services and used for the purposes described above. Links to Third Party Sites Our Applications and Websites may contain links to third-party websites and services. Please note that these links are provided for your convenience and information, and the websites and services may operate independently from us and have their own privacy policies or notices, which we strongly suggest you review. This Privacy Notice applies to WFG’s applications and websites only. Do Not Track Because there is not an industry-standard process or defined criteria to permit a user to opt-out of tracking their online activities (Do Not Track or DNT), our websites do not currently change the way they operate based upon detection of a "Do Not Track" or similar signal. Likewise, we cannot assure that third parties are not able to collect information about your online activities on WFG websites or applications. Social Media Integration Our applications, websites, and products contain links to and from social media platforms. You may choose to connect to us through a social media platform, such as Facebook, Twitter, Google, etc. When you do, we may collect additional information from or about you, such as your screen names, profile picture, contact information, contact list, and the profile pictures of your contacts, through the social media platform. The social media platforms may also collect information from you. When you click on a social plug-in, such as Facebook's "Like" button, Twitter's "tweet" button or the Google+, that particular social network's plugin will be activated and your browser will directly connect to that provider's servers. Your action in clicking on the social plug-in causes information to be passed to the social media platform. We do not have control over the collection, use and sharing practices of social media platforms. We, therefore, encourage you to review their usage and disclosure policies and practices, including their data security practices, before using social media platforms. How Can You “Opt-Out?” We do not sell your information; therefore there is no need to opt-out of such reselling. Under various laws, you can opt-out of the sharing of your information for more narrow purposes. For additional detail, consult the Links under the “Legal” Notices attached below. The “Legal” Notices To comply with various federal and state laws, we are required to provide more complete legal notices and disclosures. In reviewing these, you will find that these notices incorporate the definitions and terminology used in the respective privacy laws which can often be somewhat convoluted and may even seem inconsistent with the descriptions above. The state-specific statutes may also give residents of those states additional rights and remedies. Privacy Notice for California Residents - https://national.wfgnationaltitle.com/privacy-notice-california Privacy Notice for Oregon Residents - https://national.wfgnationaltitle.com/privacy-notice-oregon How to Contact Us If you have any questions about WFG’s privacy policy or how we protect your information, please contact WFG: • By email: Consumerprivacy@willistonfinancial.com • By telephone: 833-451-5718 • By fax: 503-974-9596 • By mail: 12909 SW 68th Pkwy, Suite 350, Portland, OR 97223 • In-person: 12909 SW 68th Pkwy, Suite 350, Portland, OR 97223 WFG FAMILY WILLISTON FINANCIAL GROUP LLC WFG NATIONAL TITLE INSURANCE COMPANY WFG LENDER SERVICES, LLC WFGLS TITLE AGENCY OF UTAH, LLC WFG NATIONAL TITLE COMPANY OF WASHINGTON, LLC WFG NATIONAL TITLE COMPANY OF CALIFORNIA WFG NATIONAL TITLE COMPANY OF TEXAS, LLC D/B/A WFG NATIONAL TITLE COMPANY UNIVERSAL TITLE PARTNERS, LLC VALUTRUST SOLUTIONS, LLC WILLISTON ENTERPRISE SOLUTIONS & TECHNOLOGY, LLC WFG NATIONAL TITLE COMPANY OF CLARK COUNTY, WA, LLC D/B/A WFG NATIONAL TITLE Revised 6.12.20 Rev. 12/2019 FACTS WHAT DOES WILLISTON FINANCIAL GROUP DO WITH YOUR PERSONAL INFORMATION? Why?Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do. What?The types of personal information we collect and share depend on the product or service you have with us. This information can include: Social Security number and other government identification information Your name, address, phone, and email Information about the property, any liens and restrictions Financial Information including credit history and other debt Financial account information, including wire transfer instructions. How?All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons Williston Financial Group chooses to share; and whether you can limit this sharing. Reasons we can share your personal information Does Williston Financial Group share?Can you limit this sharing? For our everyday business purposes— such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus Yes No For our marketing purposes— to offer our products and services to you Yes No For joint marketing with other financial companies No We don’t share For our affiliates’ everyday business purposes— information about your transactions and experiences Yes No For our affiliates’ everyday business purposes— information about your creditworthiness No We don’t share For our affiliates to market to you No We don’t share For nonaffiliates to market to you No We don’t share To limit our sharing Call 833-451-5718—our menu will prompt you through your choice(s) Visit us online: http://bit.ly/WFGsConsumerPrivacyInformationRequestPage or e-mailing us at consumerprivacy@willistonfinancial.com Mail the form below Please note: If you are a new customer, we can begin sharing your information from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing. Questions?Call 833-451-5718 or Email consumerprivacy@willistonfinancial.com - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -- - - - - - - - - - - - - - - - - - - - - -- Mail-In Form Mark any/all you want to limit: [ ]Do not share information about my creditworthiness with your affiliates for their everyday business purposes. [ ]Do not allow your affiliates to use my personal information to market to me. [ ]Do not share my personal information with nonaffiliates to market their products and services to me. Name Address City, State, Zip If you have a joint policy, your choices will apply to everyone on your account. File Number Mail to: Williston Financial Group PRIVACY DEPT 12909 SW 68th Pkwy, #350 Portland, OR 97223 Page 2 Who we are Who is providing this notice Williston Financial Group, LLC and its affiliates and subsidiaries as listed below: What we do How does Williston Financial Group protect my personal information? To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We limit access to your information to employees that need to use the information to process or protect transaction. We take industry standard (IPSEC) measures to protect against malicious intrusions or hacking How does Williston Financial Group collect my personal information? We collect your personal information, for example, when you Apply for insurance Engage us to provide appraisal, title and escrow services Give us your contact information Provide your mortgage information Show your driver’s license We also collect your personal information from others, such as real estate agents and brokers, mortgage brokers, lenders, credit bureaus, affiliates, and others Why can’t I limit all sharing?Federal law gives you the right to limit only sharing for affiliates’ everyday business purposes— information about your creditworthiness affiliates from using your information to market to you sharing for nonaffiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law. What happens when I limit sharing for an account I hold jointly with someone else? Your choices will apply to everyone on your policy. Definitions Affiliates Companies related by common ownership or control. They can be financial and nonfinancial companies. Our affiliates include companies with a common corporate identity, including those listed below. Nonaffiliates Companies not related by common ownership or control. They can be financial and nonfinancial companies. Nonaffilliates we share with can include real estate agents and brokers, mortgage brokers, lenders, appraisers, abstractors and title searchers and others as appropriate to facilitate your transaction. Joint marketing A formal agreement between nonaffiliated financial companies that together market financial products or services to you. Williston Financial Group does not jointly market. Other important information As a resident or citizen of certain states, we may have to provide additional state specific privacy notices and you may have rights other than as set forth above. The links below will provide state specific information: Privacy Notice for California Residents - https://national.wfgnationaltitle.com/privacy-notice-california Privacy Notice for Oregon Residents - https://national.wfgnationaltitle.com/privacy-notice-oregon 1/18/22, 11:06 AM Denton CAD - Property Details https://propaccess.trueautomation.com/clientdb/Property.aspx?cid=19&prop_id=39525 1/3 Denton CAD Tax Year: 2021Property Search Results > 39525 TA OPERATING, LLC for Year 2021 Property Account Property ID:39525 Legal Descrip on:DENTON TRAVEL CENTER BLK A LOT 1 Geographic ID:SD4176A-00000A-0000-0001-0000 Zoning:Commercial Type:Real Agent Code:647401 Property Use Code:RE095 Property Use Descrip on:TRUCK STOP Loca on Address:6420 N I35 DENTON, TX 76207-1419 Mapsco: Neighborhood:Map ID: Neighborhood CD: Owner Name:TA OPERATING, LLC Owner ID:535729 Mailing Address:24601 CENTER RIDGE RD STE 200 WESTLAKE, OH 44145-5634 % Ownership:100.0000000000% Exemp ons: Values (+) Improvement Homesite Value:+$0 (+) Improvement Non-Homesite Value:+$1,537,624 (+) Land Homesite Value:+$0 (+) Land Non-Homesite Value:+$2,337,213 Ag / Timber Use Value (+) Agricultural Market Valua on:+$0 $0 (+) Timber Market Valua on:+$0 $0 -------------------------- (=) Market Value:=$3,874,837 (–) Ag or Timber Use Value Reduc on:–$0 -------------------------- (=) Appraised Value:=$3,874,837 (–) HS Cap:–$0 -------------------------- (=) Assessed Value:=$3,874,837 Taxing Jurisdic on Owner:TA OPERATING, LLC % Ownership:100.0000000000% Total Value:$3,874,837 En ty Descrip on Tax Rate Appraised Value Taxable Value Es mated Tax C05 DENTON CITY OF 0.565823 $3,874,837 $3,874,837 $21,924.72 CAD DENTON CENTRAL APPRAISAL DISTRICT 0.000000 $3,874,837 $3,874,837 $0.00 1/18/22, 11:06 AM Denton CAD - Property Details https://propaccess.trueautomation.com/clientdb/Property.aspx?cid=19&prop_id=39525 2/3 G01 DENTON COUNTY 0.233086 $3,874,837 $3,874,837 $9,031.70 S05 DENTON ISD 1.362000 $3,874,837 $3,874,837 $52,775.28 Total Tax Rate:2.160909 Taxes w/Current Exemp ons:$83,731.70 Taxes w/o Exemp ons:$83,731.70 Improvement / Building Improvement#1:Commercial StateCode:F1 LivingArea:11840.0 sq Value:$231,174 Type Descrip on ClassCD Exterior Wall YearBuilt SQFT MA MAIN AREA 590 1971 7040.0 MA MAIN AREA 590 1971 4800.0 Improvement#2:Commercial StateCode:F1 LivingArea:17571.0 sq Value:$1,042,371 Type Descrip on ClassCD Exterior Wall YearBuilt SQFT MA MAIN AREA 230 1988 9241.0 MA2 SECOND FLOOR 230 1988 2898.0 MA MAIN AREA 230 1988 5432.0 CP25 CARPORT 230 1988 4200.0 CP25 CARPORT 230 1988 2100.0 Improvement#3:Commercial StateCode:F1 LivingArea:sq Value:$264,079 Type Descrip on ClassCD Exterior Wall YearBuilt SQFT PV PAVING ASP 1999 556479.0 Land #Type Descrip on Acres Sq Eff Front Eff Depth Market Value Prod. Value 1 6 COMMERCIAL 9.5950 417959.00 417959.00 1.00 $1,253,877 $0 2 6 COMMERCIAL 8.2900 361112.00 361112.00 1.00 $1,083,336 $0 Roll Value History Year Improvements Land Market Ag Valua on Appraised HS Cap Assessed 2022 N/A N/A N/A N/A N/A N/A 2021 $1,537,624 $2,337,213 0 3,874,837 $0 $3,874,837 2020 $1,452,010 $2,921,516 0 4,373,526 $0 $4,373,526 2019 $1,762,787 $2,337,213 0 4,100,000 $0 $4,100,000 2018 $1,662,837 $2,337,213 0 4,000,050 $0 $4,000,050 2017 $1,662,787 $2,337,213 0 4,000,000 $0 $4,000,000 2016 $1,623,787 $2,337,213 0 3,961,000 $0 $3,961,000 2015 $1,315,740 $2,337,213 0 3,652,953 $0 $3,652,953 2014 $1,315,740 $2,337,213 0 3,652,953 $0 $3,652,953 2013 $2,022,274 $1,947,678 0 3,969,952 $0 $3,969,952 2012 $2,022,274 $1,947,678 0 3,969,952 $0 $3,969,952 2011 $2,022,274 $2,337,213 0 4,359,487 $0 $4,359,487 2010 $1,654,130 $2,726,749 0 4,380,879 $0 $4,380,879 2009 $1,654,130 $2,726,749 0 4,380,879 $0 $4,380,879 1/18/22, 11:06 AM Denton CAD - Property Details https://propaccess.trueautomation.com/clientdb/Property.aspx?cid=19&prop_id=39525 3/3 2008 $2,648,524 $1,947,678 0 4,596,202 $0 $4,596,202 Deed History - (Last 3 Deed Transac ons) #DeedDate Type Descrip on Grantor Grantee Volume Page DeedNumber 1 6/9/2015 SW SPECIAL WD HPT TA PROPERTIES TRUST TA OPERATING, LLC 2015-63681 2 1/31/2007 SW SPECIAL WD TRAVELCENTERS PROPERTIES LP HPT TA PROPERTIES TRUST 2007-28433 3 3/1/2001 Conv CONVERSION NATIONAL AUTO/TRUCK STOPS INC TA OPERATING CORP 01-17351 EFFECTIVE 11/14/00 Ques ons Please Call (940) 349-3800 Website version: 1.2.2.33 Database last updated on: 1/13/2022 10:56 PM © N. Harris Computer Corpora on Addenda Addendum C QUALIFICATIONS 1 ©2022 CBRE, INC. PROFILES RIGHT OF WAY APPRAISAL – FORT WORTH Allison Jackson, SR/WA, RWA, R/W-AC Vice President, Fort Worth, TX T +1 817 806 1042 M +1 817 899 6440 E Allison.jackson@cbre.com Lic. TX 1380451-G Professional Experience Allison Jackson, SR/WA, RWA, R/W-AC, is a Vice President of the Valuation & Advisory Services Group within the South-Central Region. Located in the Fort Worth office, Ms. Jackson has over a decade of real estate appraisal and consulting experience throughout the State of Texas, with a primary focus on right of way valuations and expert witness testimony support. Prior to joining CBRE in 2018, Ms. Jackson was with JLL after their 2016 acquisition of her previous employer, Integra Realty Resources. Ms. Jackson was with Integra Realty Resources for over eight years serving as an Analyst before being promoted to Senior Analyst. During her tenure, she assisted in valuation and consulting services on various property types, working extensively on eminent domain assignments. Ms. Jackson’s experience in appraisal includes projects for the Texas Department of Transportation (TxDOT), various local municipalities, Trinity River Authority (TRA), ONCOR, Dallas Area Rapid Transit (DART), Tarrant Regional Water District, TEXRail and various other pipeline and electrical transmission line companies. Ms. Jackson is a senior right of way professional within the International Right of Way Association as she holds the SR/WA, RWA and R/W-AC designations. In addition, Ms. Jackson is a Candidate for Designation within the Appraisal Institute actively pursuing her MAI designation. Pro Affiliations / Accreditations ‒ Certified General Appraiser, State of Texas ‒ International Right of Way Association, Chapter 36 Member (SR/WA, RWA, R/W- AC Designations) ‒ Appraisal Institute, Candidate for Designation Education ‒ Texas A&M University, College Station, Texas ‒ Master of Real Estate (2009) ‒ Bachelor of Business Administration, Marketing (2008) ‒ Successfully completed numerous real estate related courses and seminars sponsored by the International Right of Way and the Appraisal Institute Addenda CBRE VALUATION & ADVISORY SERVICES ALLISON JACKSON, SR/WA, RWA, R/W-AC Valuation & Advisory Services 817-806-1042 Allison.jackson@cbre.com www.cbre.com