Meadows Strategic Partnership Agreement Amended Denton County
Juli Luke
County Clerk
Instrument Number: 27735
ERecordings-RP
CERTIFICATE
Recorded On: March 18, 2025 04:09 PM Number of Pages: 28
" Examined and Charged as Follows: "
Total Recording: $133.00
***********THIS PAGE IS PART OF THE INSTRUMENT***********
Any provision herein which restricts the Sale, Rental or use of the described REAL PROPERTY
because of color or race is invalid and unenforceable under federal law.
File Information: Record and Return To:
Document Number: 27735 Corporation Service Company
Receipt Number:
Recorded Date/Time: March 18, 2025 04:09 PM
User: Jennifer K
Station: Station 38
STATE OF TEXAS
G�UNTJ COUNTY OF DENTON
E j I hereby certify that this Instrument was FILED In the File Number sequence on the dateltime
printed hereon, and was duly RECORDED in the Official Records of Denton County, Texas.
G Juli Luke
846 County Clerk
Denton County, TX
CERTIFICATE FOR RESOI.UTlON
THE STATE OF TEXAS §
COUNTY OF DENTON §
DENTON COUNTY MUNICIPAL UTILITY DISTRICT NO. 16 §
We, the undersigned officers of the Board of Directors (the "Board") of Denton County Municipal Utility
District No. 16(the"District"),hereby certify as follows:
1. The Board convened in special session, open to the public, on the 14th day of January, 2025, at a
meeting location outside the boundaries of the District,and the roll was called of the members of the Board,to-wit:
Benjamin Raef President
Jason TubervilIt Vice President
Philip Wilson Secretary
James Hogan,Jr. Assistant Secretary
Alan Heard Assistant y
__Secretar
All members of the Board were present except: )rQC y— Hwvd .thus
constituting a quorum. Whereupon,among other business,the following was transacted at such meeting:
RESOLUTION APPROVING AMENDED AND RESTATED STRATEGIC PARTNERSHIP AGREEMENT
was duly introduced for the consideration of the Board. It was then duly moved and seconded that such Resolution be
adopted;and,after due discussion,such motion,carrying with it the adoption of said Resolution,prevailed and canned
by the following vote:
AYES:All Present NOES:hl=
2. A true,fu11,and correct copy of the aforesaid Resolution adopted at the meeting described in the above
and foregoing paragraph is attached to and follows this Certificate;such Resolution has been duly recorded in said Board's
minutes of such meeting;the above and foregoing paragraph is a true,full,and correct excerpt from the Board's minutes
of such meeting pertaining to the adoption of such Resolution;the persons named in the above and foregoing paragraph
are the duly chosen,qualified,and acting officers and members of the Board as indicated therein;each of the officers and
members of the Board was duly and sufficiently notified officially and personally, in advance of the time, place,and
purpose of such meeting and that such Resolution would be introduced and considered for adoption at such meeting and
each of such officers and members consented,in advance,to the holding of such meeting for such purpose;such meeting
was open to the public,as required by law,and public notice of the time,place and purpose of such meeting was given
as required by V.T.C.A.Government Code,Chapter 551,as amended.
SIGNED AND SEALED the 14th day of January,2025.
Secre6<8oard of Directors Preskient,B080 of Directors
(DISTRICT SEAL)
1CIPA(4,,t
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017691,000001\4933-8383-4125.v1 �'S��
RESOLUTION APPROVING
AMENDED AND RESTATED STRATEGIC PARTNERSHIP AGREEMENT
THE STATE OF TEXAS' §
COUNTY OF DENTON
§
DENTON COUNTY MU�IICIPAL UTILITY DISTRICT NO. 16 §
1
WHEREAS,pursu,af nt to the laws of the State of Taxes,inchding Texas Local Government Code,
Section 43.0751, the Board of Directors of Denton County Municipal Utility District No. 16 (the
"District' is authorized to'negotiate and enter into written strategic partnership agreements with the City
of Denton,Texas(the"City")by mutual consent;and
WHEREAS,the Board of Directors of the District(the`Board")has reviewed the Amended and
Restated Strategic Partnership Agreement by and between the District and the City,attached hereto as
Exhibit"A" (the "Amended Strategic Partnership Agreement") and finds that the Amended Strategic
Partnership Agreement is desirable and advantageous to the District and its future residents;and
WHEREAS,the Board now desires to approve of the Amended Strategic Partnership Agreement
attached hereto as Exhibit`•`A."
i
NOW, THEREFORE,BE IT RESOLVED BY THE BOARD OF DIRECTORS OF DENTON
COUNTY MUNICIPAL dribTY DISTRICT NO. 16 THAT:
Section 1: The Board has conducted a review of the Amended Strategic Partnership
Agreement attached beretd as Exhibit"A,"and hereby finds that: (i)the District is authorized to enter
into the Amended Strategic Partnership Agreement and be bound by its terms;and(ii)entering into the
Amended Strategic Partnership Agreement is advantageous to the District and its future residents.
Section 2: Thi Board hereby approves the Amended Strategic Partnership Agreement
attached hereto as Exhibit ,A."
Section 3: Any member of the Board is authorized to execute,and any other member of the
Board is authorized to attest,this Resolution and the Amended Strategic Partnership Agreement on behalf
of the Board,and any officer of the Board and the attorney for the District are authorized to do any and
all things necessary to cart►out the intent hereof.
(SIGNATURE PAGE FOLLOWS)
W 7691 AOl I W933-83834125.v 1
PASSED,ADOPTED AND APPROVED,this loth day of January,2025.
Presiden Board o �y tors
ATTEST: (/f/
Sec are. Board of Directors
017691.00000 B49334393-4125 M
EXHIBIT"A"
Amended Shsb qoo Pace wn&ip Agreement
[See attached]
017691.000001%M3-a383-412s. 1
AMENDED AND RESTATED STRATEGIC PARTNERSHIP
AGREEMENT BY AND BETWEEN
THE CITY OF DENTON, TEXAS AND
DENTON COUNTY MUNICIPAL UTILITY DISTRICT NO. 16
STATE OF TEXAS §
COUNTY OF DENTON §
This Amended and Restated Strategic Partnership Agreement (this "Agreement") is
entered into by the City of Denton, Texas, a home rule municipality situated in Denton County,
Texas (the "City"), and Denton County Municipal Utility District No. 16, a political subdivision
of the State of Texas,acting by and through its duly authorized Board of Directors(the"District"),
under the authority of Section 43.0751 of the Texas Local Govemment Code (the "Local
Government Code").
RECITALS
WHEREAS,Local Government Code Section 43.0751 (the"Act")authorizes the City and
the District to negotiate and enter into a strategic partnership agreement by mutual consent;and
WHEREAS, the District and the City entered into a previous strategic partnership
agreement on June 18, 2024 and recorded as Instrument No. 2024-73355 in the Real Property
Records of Denton County(the"Original SPA"); and
WHEREAS, since the adoption of the Original SPA, the District has expanded its
boundaries within the extraterritorial jurisdiction of the City; and
WHEREAS, the City and the District, by executing this Agreement, wish to amend and
restate the Original SPA to reflect the new boundaries of the District and to expand that portion of
the District subject to limited purpose annexation by the City;and
WHEREAS,the District encompasses approximately 1,006.34 acres,all of which is within
the City's extraterritorial jurisdiction and contiguous to the City's corporate boundaries,described
by metes and bounds and depicted on Exhibit"A" (the"Property"); and
WHEREAS, this Agreement authorizes the City to annex all or certain portions of the
Property for limited purposes for the purpose of collecting Sales and Use Tax Revenues(hereinafter
defined) within such tracts designated for commercial use and to annex all of the Property for full
purposes upon the terms contained herein; and
WHEREAS, pursuant to this Agreement, the City will remit to the District fifty percent
(50%)of all Sales and Use Tax Revenues(hereinafter defined); and
WHEREAS,the City and the District acknowledge that this Agreement provides benefits to
each party,including revenue, services and regulatory benefits.
NOW, THEREFORE, for and in consideration of the mutual agreements, covenants and
conditions contained in this Agreement, and for other good and valuable consideration,the receipt
017691. -4125.v1
and sufficiency of which are hereby acknowledged,the City and the District agree as follows:
ARTICLE
FINDINGS.
A. The District is a municipal utility district encompassing approximately 1,006.34
acres that are within the City's extraterritorial jurisdiction.
B. The District was created by the Texas Commission on Environmental Quality (the
"TCEQ"), pursuant to Article XVI, Section 59, and Article III, Section 52(b)(3), of the Texas
Constitution, and Chapters 49 and 54 of the Texas Water Code, as amended-
C. On August 18, 2020,the City Council adopted Resolution No. 20-1379 consenting
to the creation of the District(the"Consent Resolution").
D. The Parties entered into a previous Strategic Partnership Agreement on June 18,
2024 and recorded as Instrument No.2024-73355 in the Real Property Records of Denton County.
E. The District provided notice of two public hearings concerning the adoption of this
Agreement following the District's notification procedures for other matters of public importance,
in accordance with the procedural requirements of the Act.
F. The Board of Directors of the District conducted two public hearings regarding this
Agreement, at which members of the public who wished to present testimony or evidence
regarding this Agreement and the proposed limited purpose annexation were given the opportunity
to do so, in accordance with the procedural requirements of the Act, on December 12, 2024, at
12:00 p.m. at 1213 Country Club Road,Argyle, Texas 76226, and on January 14,2025, at 12:00
p.m. at 1213 Country Club Road,Argyle, Texas 76226.
G. The Board of Directors of the District adopted and approved this Agreement on
January 14,2025,in open session at a meeting held in accordance with Chapter 551 of the Texas
Government Code.
H. The City provided notice of two public hearings concerning the adoption of this
Agreement by publishing said notices in a newspaper of general circulation in the City and in the
District, in accordance with the procedural requirements of the Act.
I. The City Council conducted two public hearings regarding this Agreement, at
which members of the public who wished to present testimony or evidence regarding this
Agreement and the proposed limited purpose annexation were given the opportunity to do so, in
accordance with the procedural requirements of the Act, on February 4,2025, at 2:00 p.m. at the
City Council Chambers, and on February 18,2025, at 3:00 p.m. at the City Council Chambers.
J. The City Council adopted and approved this Agreement on February 8, 2025, in open
session at a meeting held in accordance with Chapter 551 of the Texas Government Code,which
approval occurred after the Board of Directors of the District approved this Agreement.
K. All procedural requirements imposed by law for the adoption of this Agreement
017691. -4125.v1
have been met.
L. In accordance with the requirements of Subsection(p)(2)of the Act,this Agreement
provides benefits to the City and the District, including revenue, services and regulatory benefits
which are reasonable and equitable with regard to the benefits provided to the other.
M. The Act authorizes the City and the District to enter into this Agreement to define
the terms under which services, if any,will be provided to City and the District and under which
the District will continue to exist after the Property is annexed for limited purposes pursuant to this
Agreement_
N. This Agreement does not require the District to provide revenue to the City solely
for the purpose of an agreement with the City to forgo annexation of the District.
O. All the terms contained in this Agreement are lawful and appropriate to provide for
the provision of municipal services.
P. The City and the District negotiated this Agreement by mutual consent; the terms
of the Agreement are not a result of the City's annexation plan or any arbitration between the City
and District.
ARTICLE II
DEFINITIONS
Terms used in this Agreement shall have the following meanings:
"Act"means the Texas Local Government Code, Section 43.0751, and any amendments
thereto.
"Agreement"means this Strategic Partnership Agreement between the City and the
District.
"Board of Directors"means the Board of Directors of the District.
"City"means the City of Denton, Texas,a home rule municipality of the State of Texas.
"City Manager"means the chief administrative employee of the City,or his or her
authorized designee.
"City Council"means the City Council of the City.
"City Share"means the City's share of the Sales and Use Tax Revenues as defined by
Section 4.2 of this Agreement.
"Comptroller"means the Comptroller of Public Accounts for the State of Texas. "Consent
Resolution"means the City's Resolution No. 20-1379 consenting to the
creation of the District.
"Development Agreement" means the Amended and Restated Development Agreement
017691. -4125.v1
by and among the City,the District,and VS Development,LLC,a Texas limited liability company,
effective January 7,2025,regarding development of the Property.
"District"means Denton County Municipal Utility District No. 16.
"District Share" means the District's share of the Sales and Use Tax Revenues as defined
by Section 4.2 of this Agreement
"ETJ"means the extraterritorial jurisdiction of a city as defined by the Local Government
Code, as amended.
"Effective Date"means the date on which the City adopts this Agreement, after it has been
approved,adopted,and executed by the District.
"Government Code"means the Texas Government Code, as amended.
"Implementation Date" means the date the limited-purpose annexation ordinance is passed
by City Council pursuant to Section 3.4.
"Limited Purpose Annexation Period"means the period commencing on the effective date
of the limited purpose annexation and ending upon the full purpose annexation or disannexation
of such property.
"Limited Purpose Property"means the property in the District that is within the City's ETJ
and is annexed pursuant to Section 3.4.
"Local Government Code"means the Texas Local Government Code,as amended."Notice"
means notice as defined in Section 9.1 of this Agreement
"Party" means, individually, the City or the District, their successors and assigns as
permitted by Section 8.8 of this Agreement
"Property" means the approximately 1,006.34 acres located partially within the City's
extraterritorial jurisdiction, described by metes and bounds and depicted on Exhibit"A."
"Sales and Use Tax Revenues"means those revenues received by the City from the sales
and use tau authorized to be imposed by the City on sales consummated at locations within the
District pursuant to the Act and Chapter 321 of the Tax Code and whose use is not otherwise
controlled or regulated,in whole or in part,by another governmental entity,authority or applicable
law,ordinance, rule or regulation.
"Tax Code"means the Texas Tax Code,as amended.
017691.000001\4933-8383-4125.vl
ARTICLE III
ADOPTION OFAGREEMENT AND
LIMITED PURP05E ANNEXATION
3.1 Public Hearings. The District and the City acknowledge and agree that prior to the
execution of this Agreement,the governing bodies of the District and the City have conducted two
public hearings for the purpose of considering the adoption of this Agreement and that such
hearings were noticed and conducted in accordance with the terms of the Act,this Agreement and
Chapter 551 of the Government Code. The District shall pay fees related to noticing required by
the Act.
3.2 Effective Date; Amendment to Original Agreement. Pursuant to Subsection(c) of
the Act, this Agreement is effective on the date of adoption of this Agreement by the City. The
District and the City agree and acknowledge that, as of the effective date, this Agreement shall
supersede and control over all previous strategic partnership agreements regarding the District
between the City and the District, including the Original SPA.
3.3 Filing, i Pro gM Records. The District shall file this Agreement in the Real
Property Records of Denton County, Texas. This Agreement binds each owner and future owner
of land included within the District's boundaries in accordance with Subsection(c)of the Act.
3.4 Limited Purpose Annexation. The District and the City agree that the City may
annex all or any portion of the District for the limited purpose of collecting Sales and Use Tax
Revenues within the District pursuant to Subsection(k)of the Act.The District acknowledges that
the City Council may adopt one or more limited purpose annexation ordinances at one or more
meetings conducted in accordance with Chapter 551 of the Government Code and further
acknowledges that no additional notices,hearings or other procedures are required by law in order
to approve such limited purpose annexations.The City may annex for limited purposes any portion
of the District at any time.
3.5 Limited Purpose Property and Sales and Use Tax Revenue. For purposes of this
Agreement, any property the City annexes for the limited purpose of collecting sales tax shall
collectively be referred to as the"Limited Purpose Property";and the sales and use taxes collected
within the Limited Purpose Property shall be referred to as the"Sales and Use Tax Revenue".
3.6 Consent to Limited Purpose AnnexWon. The District, on behalf of itself and all
present and future owners of land within the District, hereby requests that the City annex the
Limited Purposes Property for limited purposes as provided in this Agreement. The District
expressly consents to annexation, from time to time, and to the collection of Sales and Use Tax
Revenues by the City within such Limited Purpose Property. Such consent shall bind the District
and all current and future owners of land within the District.
ARTICLE N
TAXATIOIS ADM PROVISIONS OF SERVICES
4.1 Collection of Sales and Use Tax Revenues. The City may impose a sales and use
tax within the District pursuant to Subsection(k)of the Act.The sales and use tax shall be imposed
on all eligible commercial activities at the rate allowed under the Tax Code and imposed by the
0 1769 1.000001\493 3-8383-4125.v 1
City. Collection of the Sales and Use Tax Revenues shall take effect on the date described in
Section 321.102 of the Tax Code.
4.2 ,Payment of Sales and Use Tax. In return for the benefits received by the City
pursuant to this Agreement,the City shall pay to the District an amount equal to fifty percent(501/6)
of the Sales and Use Tax Revenues collected within the District commencing upon the effective
date of the limited purpose annexation of the property within the District. All amounts payable to
the District are hereafter referred to as the"District Share." The City shall pay the District Share
within thirty(30)days after the City receives the sales tax report reflecting such Sales and Use Tax
Revenues from the Comptroller. Any payment of the District Share not made within such thirty
(30) day period shall bear interest calculated in accordance with Section 2251.025 of the
Government Code. The City shall retain all Sales and Use Tax Revenues that do not constitute
the District Share(the "City Share").
4.3 Use of the Sales and Use Tax Revenues. The District may use the District Share
for any lawful purpose. The City may use the City Share for any lawful purpose.
4.4 Delivery of Sales Tax Reports to District. The City shall deliver to the District a
condensed version of each monthly area sales tax report provided by the Comptroller, containing
only the contents of the sales tax report relating to retail sales and retailers in the District within
thirty (30) days of City's receipt of the sales tax report.
4.5 Notification of Comptroller.The City shall send notice of this Agreement,together
with other required documentation,to the Comptroller in the manner provided by Section 321.102
of the Tax Code, after the City Council annexes any portion of the Limited Purpose Property for
limited purposes.
4.6 Termination of Sales and Use Tax Sharing. Upon termination of this Agreement,
the City shall have no further financial obligation to the District pursuant to this Agreement.
4.7 Ciq Audit Rights. The District is required by law to prepare an annual audit within
one hundred twenty(120)days after the close of the District's fiscal year,subject to the exemptions
provided under Section 49.198 of the Texas Water Code allowing for the District to file annual
financial reports with the executive director of the TCEQ in lieu of conducting an annual audit if
it meets certain criteria. The District shall provide a copy of its annual audit or annual financial
report to City within thirty(30)days after the audit or financial report is completed.City may audit
the District's expenditures made with the Sales and Use Tax revenue paid under Section 4.2,solely
to determine whether the expenditures have been made by the District in accordance with Section.
4.3. Any audit shall be made at City's sole cost and expense and may be performed at any time
during regular business hours by City's internal auditors or an independent auditing firth on thirty
(30)days written notice to the District.For the purpose of any audits made by the City,the District
shall maintain and make available to City or its representatives all books,records,documents and
other evidence of accounting procedures or practices in whatever form maintained sufficient to
reflect the expenditure of all Sales and Use Tax revenues that are subject to this Agreement.
017691.000001\4933-83 83-4125.v 1
ARTICLE V
FULL PURPOSE ANNEXATION
5.1 Full Purpose Annexation and Conversion Date. In accordance with the provisions of
Section 43.0751(f)(5) of the Act, the District consents to the full purpose annexation of the District
by the City at any time on or after one hundred percent(100%) of the land in the District capable of
being developed has been developed with water, sanitary sewer, and drainage facilities and roads
(collectively, "Facilities") and the District has issued its bonds to fully reimburse the developer of
such Facilities to the fullest extent allowed under the then current rules of the Texas Commission on
Environmental Quality. The City agrees not to annex the District for full municipal purposes prior
to such time. At least one hundred eighty (180)days prior to the date the City intends to annex the
District, the City shall provide the District with a written notice of intent to annex the District and
the date planned for annexation,which date shall constitute the"Full Purpose Annexation Conversion
Date" under the Act. The City further agrees that the full purpose annexation of the District by the
City is further subject to the limitations contained in the Development Agreement.
5.2 Assumption of District Duties. Prior to the Full Purpose Annexation Conversion
Date, the District remains authorized to exercise all powers and functions of a municipal utility
district provided by existing law or any amendments or additions thereto. The District's assets,
liabilities, indebtedness, and obligations will remain the responsibility of the District during the
period preceding full-purpose annexation and conversion. The District agrees that beginning on the
Effective Date and until the Full Purpose Annexation Conversion Date,the District shall maintain all
of its roadway,property and utility infrastructure in good condition and repair. Upon.the Full Purpose
Annexation Conversion Date, Sections 43.075(c)and(d)of the Act shall apply,and:(i)the City shall
succeed to the powers, duties,assets, and obligations of the District; and(ii)the City shall take over
all the Property and other assets of the District,assume all the debts,liabilities,and obligations of the
District, and perform all the functions of the District. The City and the District agree to fully comply
with all requirements in Section 43.075 of the Texas Local Government Code.
ARTICLE VI
TERM
This Agreement commences and binds the Parties on the Effective Date and continues until
(i) the Full Purpose Annexation Conversion Date or (ii) the date that the City disannexes the
Limited Purpose Property. Any rights or privileges of the Parties and their successors or assigns
under this Agreement will terminate upon the expiration or termination of this Agreement. If the
City elects to annex the Limited Purpose Property for full purposes or disannex the Limited
Purpose Property, the City will provide written notice to the District at least one hundred eighty
(180) days before such annexation or disannexation. If the District elects to dissolve, it shall
provide written notice to the City at least one hundred eighty(180)days before the dissolution.
ARTICLE VIII
BREACH,NOTICE AND REMEDIES
8.1 Notification of Breach.If either Party commits,an alleged breach of this Agreement,
the non-breaching Party shall give Notice to the breaching Party that describes the alleged breach
in reasonable detail. A Party receiving such Notice shall determine(i)whether a failure to comply
with a provision has occurred;(ii)whether the failure is excusable;and(iii)whether the failure has
017691. -4125.v 1
been cured or will be cured by the purportedly breaching Party. The Parties shall make available
to each other such records, documents, or other information necessary to make these
determinations upon reasonable written request.
8.2 Cure of Breach. The breaching Party shall commence curing such breach within
fifteen (15)calendar days after receipt of Notice of the breach and shall complete the cure within
thirty(30)calendar days from the date of commencement of the cure;however,if the breach is not
reasonable susceptible to cure by the breaching Party within such thirty (30) day period,the non-
breaching Party shall not bring any action so long as the breaching Party has commenced to cure
the breach within such thirty(30)day period and diligently completes the cure within a reasonable
time without unreasonable cessation. A Party providing Notice of a breach may provide for a
longer period of time to cure the alleged failure within its written notice
8.3 Remedies for Breach. If the breaching Party does not cure such material breach
within the stated period of time, the non-breaching Party may, in its sole discretion, and without
prejudice to any other right under this Agreement,law, or equity, seek relief available at law or in
equity, including, but not limited to, an action under the Uniform Declaratory Judgment Act,
specific performance, mandamus and injunctive relief. Damages, if any, to which any non-
breaching Party may be entitled shall be limited to actual damages and shall not include special or
consequential damages. In addition, the prevailing party in any such action shall be entitled to
reasonable attorney's fees and costs of litigation as determined in a final,non-appealable order in
a court of competent jurisdiction.
ARTICLE IX
ADDITIONAL PROVISIONS
9.1 Notices. All required notices under this Agreement("Notice")shall be in writing and
shall become effective as follows: (a) on the tenth(W) business day after being deposited with
the United States mail service, postage prepaid, Certified Mail, Return Receipt Requested,
addressed to the Party to be notified; (b) on the day delivered by private delivery or private
messenger service (such as FedEx or UPS) as evidenced by a receipt signed by any person at the
delivery address(whether or not such person is the person to whom the Notice is addressed); or
(c) otherwise on the day actually received by the person to whom the Notice is addressed,
including, but not limited to, delivery in persona and delivery by regular mail. All Notices given
pursuant to this section shall be addressed as follows:
To the City: City of Denton Attn:City Manager
215 E.McKinney St.
Denton,Texas 76201
Fax: (940) 382-7923
Email: Sara.Hensleyecityofdenton.coni
With a copy to: City of Denton
Attn: City Attorney
215 E. McKinney St.
Denton,TX 76201
Email: Mack.Reinxk�and cccityofdenton.corrl
017691.000001\4933-8383-4125.v1
If to the District: Denton County Municipal Utility District No. 16
Attn: President,Board of Directors
c/o Coats Rose, P.C.
16000 N. Dallas Parkway, Suite 350
Dallas,Texas 75248
Email: mkoehne cr eoatsrose.eom
With a copy to: Attn: Mindy L. Koehn
c/o Coats Rose,P.C.
16000 N. Dallas Parkway, Suite 350
Dallas,Texas 75248
Email: mkoehne cnr coatsrose.com
9.2 No Waiver. Any failure by a Party to insist upon strict performance by the other
Parry of any provision of this Agreement shall not be deemed a waiver thereof,and the Party shall
have the right at any time thereafter to insist upon strict performance of any and all of the
provisions of this Agreement. No provision of this Agreement may be waived except in writing
signed by the Party waiving such provision. Any waiver shall be limited to the specific purpose
for which it is given. No waiver by any Party hereto of any term or condition of this Agreement
shall be deemed or construed to be a waiver of any other term or condition or subsequent waiver
of the same term or condition.
9.3 Governing Law and Venue. This Agreement shall be construed and enforced in
accordance with the laws of the State of Texas, as they apply to contracts performed within the
State of Texas and without regard to any choice of law rules or principles to the contrary. The
Parties acknowledge that this Agreement is performable in Denton County, Texas, and hereby
submit to the jurisdiction of the courts of Denton County, Texas, and agree that any such court
with proper jurisdiction shall be a proper forum for the determination of any dispute arising
hereunder.
9.4 Authority to Execute. The City warrants that this Agreement has been approved by
the City Council in accordance with all applicable public meeting and public notice requirements
(including, but not limited to, notices required by the Texas Open Meetings Act) and that the
individual executing this Agreement on behalf of the City has been authorized to do so.The District
warrants that this Agreement has been approved by the Board in accordance with all applicable
public meeting and public notice requirements (including, but not limited to, notices required by
the Open Meetings Act)and the individual executing this Agreement on behalf of the District has
been authorized to do so.
9.5 Entire Agreement, Severabilitv_. This Agreement constitutes the entire agreement
between the Parties and supersedes all prior agreements, whether oral or written, covering the
subject matter of this Agreement. If any provision of this Agreement is determined by a court of
competent jurisdiction to be unenforceable for any reason,then(a) such unenforceable provision
shall be deleted from this Agreement;(b)the unenforceable provision shall,to the extent possible,
be rewritten to be enforceable and to give effect to the intent of the Parties; and(c)the remainder
of this Agreement shall remain in full force and effect and shall be interpreted to give effect to the
intent of the Parties.
017691.000001\4933-83 83-0125.v 1
9.6 Changes in State or Federal Law.If any state or federal law changes so as to make
it impossible for the City or the District to perform its obligations under this Agreement,the Parties
will cooperate to amend this Agreement in such a manner that is most consistent with the original
intent of this Agreement and legally possible.
9.7 Additional Documents and Acts. The Parties agree that at any time after execution
of this Agreement, they will, upon request of the other Party, execute and/or exchange any other
documents necessary to effectuate the terms of this Agreement and perform any further acts as the
other Party may reasonably request to effectuate the terms of this Agreement.
9.8 Assignability. Successors and Assigns. This Agreement shall not be assignable by
any Party without the other Parry's written consent. This Agreement shall be binding upon and
inure to the benefit of the Parties and their respective officers, directors, partners, employees,
representatives, agents, vendors, grantees and/or trustees, heirs, executors, administrators, legal
representatives, successors and assigns, as authorized herein. No assignment by a Party will be
valid or enforceable unless all of the following conditions have been satisfied:
a. The assignment of the Agreement must be evidenced by a recordable document(the
"Assignment"), the form of which must be approved in writing by the Parties (such
approval not to be unreasonably withheld);
b. The Assignment must expressly contain, among other reasonable requirements and/or
conditions of the Parties, an acknowledgment and agreement that all obligations,
covenants, and/or conditions contained in the Agreement will be assumed solely and
completely by the assignee, and also contain the name, address, phone number, and
electronic mail address of the assignee;
c. the Assignor must file any approved, executed Assignment in the Land Records of
Denton County,Texas; and
d. Assignor shall provide the other Party with a file-marked copy of the Assignment
within ten(10)days of filing the same.
9.9 Amendment. This Agreement may be amended only by written agreement with
approval of the governing bodies of both the City and the District.
9.10 jnt=retation. The Parties acknowledge that each Party (and if it so chooses, its
counsel)has reviewed and revised this Agreement and that the normal rule of construction to the
effect that any ambiguities are to be resolved against the drafting Party shall not be employed in
the interpretation of this Agreement or any amendments or exhibits hereto. Unless otherwise
specified, as used in this Agreement, the term "including"means "including, without limitation"
and the term "days"means calendar days, not business days. Wherever required by the context,
the singular shall include the plural, and the plural shall include the singular. Each defined term
herein may be used in its singular or plural form whether or not so defined. Headings in this
Agreement are for the convenience of the Parties are not intended to be used in construing this
document.
9.11 No Third-Party Beneficiaries. This Agreement is solely for the benefit of the City
017691.000001\4933-83834125.v1
and the District. Neither the City nor the District intends by any provision of this Agreement to
create any rights in any third-party beneficiaries or to confer any benefit or enforceable rights under
this Agreement or otherwise upon anyone other than the City and the District.
9.12 Governmental Powers. By execution of this Agreement, neither the City nor the
District waives or surrenders any of its respective governmental powers, immunities or rights,
except as specifically waived pursuant to this section. The City and the District mutually waive
their governmental immunity from suit and liability only as to any action brought by a Party to
pursue the remedies available under this Agreement and only to the extent necessary to pursue
such remedies.Nothing in this section shall waive any claims,defenses or immunities that the City
or the District has with respect to suits against the City or the District by persons or entities not a
party to this Agreement.
9.13 Incorporation of Exhibits by Reference.All exhibits attached to this Agreement are
incorporated into this Agreement by reference for the purposes set forth herein, as follows:
Exhibit A Legal Description and Map of Property
9.14 Counterpart Originals. This Agreement may be executed in multiple counterparts,
each of which shall be deemed to be an original.
9.15 Recitals. The recitals contained in this Agreement: (a) are true and correct as of the
Effective Date; (b) form the basis upon which the Parties negotiated and entered into this
Agreement; and (c)reflect the final intent of the Parties with regard to the subject matter of this
Agreement. In the event it becomes necessary to interpret any provision of this Agreement, the
intent of the Parties, as evidenced by the recitals, shall be taken into consideration and, to the
maximum extent possible,given full effect.The Parties have relied upon the recitals as part of the
consideration for entering into this Agreement and,but for the intent of the Parties reflected by the
recitals, would not have entered into this Agreement, and the recitals are incorporated as part of
the Agreement's terms.
9.16 Voting Ri¢hts in the District. Upon annexation of any portion of the District for
limited purposes by City,any qualified voters within that portion of the District may vote in City
elections, pursuant to Local Government Code §43.130(a). Voting rights are subject to all state
and federal laws and regulations. City will comply with all the notice requirements as set forth in
§43.130 of the Local Government Code,as it now exists or hereafter amended.
9.17 Reservation of Rights. To the extent not inconsistent with this Agreement, each
Party reserves all rights, privileges, and immunities under applicable laws. By entering into and
executing this Agreement, City does not in any way waive, limit, or surrender its sovereign
immunity.
9.18 Authority f r Execution. All signatories certify and represent that the execution of
this Agreement is duly authorized and adopted in conformity with applicable law,and the signatory
has been provided with all authority, consent, and/or permissions necessary to bind his/her
respective principal to the terms set forth in this Agreement. The District certifies and represents
that the execution of this Agreement is duly authorized and adopted by its Board of Directors.
017691. -4125.v1
EXECUTED b the
r�City d Owner on the respective dates stated below.
Date: �" � � CITY OF D O j
By:
Sara Hensley, City aiiager
ATTEST:
4WU'A-
6uren Thoden, ity Secretary
APPROVED AS TO FORM
� tici,u 9
Deputy Cg c,ly,\umnc}
Mack Reinwand,Attorney for City
STATE OF TEXAS §
COUNTY OF DENTON §
This instrument was acknowledged before me on thrc& day of Z�4 , 2025,
by Sara Hensley,the City Manager of the City of Denton, Texas,on behal of said C4r
Notary Pub • . State of Texas
(SEAL)
TRACY P.NOLT Name pri ed or typed
= ''J myNotaAry 00133144724
E>�IresJime21.20M Commission Expires:
017691 . -4125.v 1
DISTRICT
By: Txg,/
Presi a oard of ire
ATTEST:
Secre , Board of Directors
APPROVED AS TO FORM:
Mindy L. KJAme,Attorney for a District
THE STATE OF TEXAS §
COUNTY OF DENTON §
This instrument was acknowledged before me on the 14th day of January, 2025, by
Benjamin Raef,President of the Board of Directors of Denton County Municipal Utility District
No. 16, a municipal utility district, on behalf of said municipal utility district.
rC
CARSON H LUDDECKE u lic fate ofTeNOTARY ID Jt=76H
My Commission Epires
/ September 01,2025
17
017691.00000114933-83834i25.v1
EXHIBIT`kA"
The Property
PARCEL NO. 1 (2 TRACTS)—552.985 ACRES
i
E?OiElIT"A"
TRACT 1:
RING a tract of land situated In the Uberto Allen Survey, Abstract No. 14.William Stonham
Survey,Abstract No. 1145 and the Kan Young Survey,Abstract No. 1450, Denton County,
Texas and being the remaining portion of a called Traci One(153.488 acres)described Ina
General Warranty Deed to Olex(United States),Inc.,Wa Olex Corporation N.V..recorded In
Volume 1129.page 185. Deed Records of Denton County,Texas.and being more particularly
described by metes and!rounds as follows:
RMNNINti at an aluminum TXDOT right of way disk found on the westerly line of said Tract
One(153AWacres),'for the norUwAnt comer of a called Parcel 17.described in an Agreed
Judgment to the State of Texas, mooded in Irtstrurrrent No.2012-80554, Official Records of
Denton County,Texas,same being the northeast owner of a called Parcel 16.described In a
need to the State of Texas,recorded in Instrument No.2009-71718.Official Records of Denton
County Texas,same also being the current northerly right of way Tine of U. S. Highway 380,a
variable width rigtrt of Z W
THENCE North 00'02W West,departing the northerly right of way tine of said U.S.Highway
390,along the westerly One of said Tract One(153.48&acres)and generally along a barbed wire
lance,a distance of 2.236.16 feet to a metal fence comer post found for the northwest comer of
said Tract One(f 53.486-acres),same being the southwest corner of a called 1.931-acre tract of
land,described in a Special Warranty Deed to Vangard Wir+sless.LP,recorded In Instrument No.
200`r79339,Official Records of Denton County,Texas;
THENCE South W51S 24-East,along III,nortlo y One of said Tract One(153.488-ac"),the
southerly One of said i.931-acre tract, the souemly One of a called 5.00-acre tract of land,
described in a Warrant Deed to Amends Ncles Nelson,recorded In Instrument No.2013432845,
Official Records of Denton County.Texas.the southerly line of a called 19.6390-acre tract of land,
described in a Special Warranty Deed to Nancy Key Jones,recorded In Irtstrument No. 2010-
57685,Official Records of Denton County.Texas,the southerly line of Lot 1 and Lot 2.Block A
of Myers Farm,an addition Whet City of Denton,amording to the final plat,recorded In Document
No,2011-77.Plat Records of Denton County,Texas,and generally along a barbed wire fence.a
distance of 2091.05 feet to a 1/24nch iron rod with a yellow plastic Cap found for the southeast
Comer of said Lot 2,same being the southeast Comer of Lot 3,Block A of said Myers Farm;
THENCE South 89'53W East,continuing along the nortftefly One of said Tract One(153.488-
saes),the southerly tine of said Lot 3 and the soLd*dy tins of a caAed 21.1455-acm tract of land
described in a 8pacW Warne ty Deed to Janis June Myers,recorded In Instrument No.2010-
57683,Official Records of Denton County,Texas,and generally Mang a barbed wire fence,a
distarme of 1368.48 to a W-inch iron rod found for the northeast owner of said Traci One
(153. Metres)and souUmm earner of acid 21.14WOore tract,same beirp on the wedeMi
right of way Yoe of F.M.168,a variable width right of way:
THENCE South 17'2$37"West,a"to caste*fine of said Tract One(153.488-acres)and
fie wealerty right of way tine of sold F.M.186,a distance of 9426 feet to a 5184nch Iron rod with
1
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017691.00000114933-83834125.vl
a red plastic rap,stamped"KRA*set at the beginning of a non-tangent save to the right having
a central angle of 15'98W. a radius of 5659.58 feet, a chord bearing and distance of South
21'13'3V West;1490,50 feet,from Bald point.a wooden right of way marker bears South 13.47
West,3.93 feed
THENCE In a southwesterly direction, continuing along the easterly One of said Tract One
(153.48t)-aer )and"westerly right of way One of said F.M.166,along said curare to the right,
an arc distance of 1494.85 feet to a SM-inch iron rod with a red plastic cap,stamped'KWi'set
for comer,from which,'a wooden right of way marker bears South 03'03'West,1.20 feet;
THENCE South 28'4735'West,continuing along the easterly line of said Tract One(153.488-
acres)and the weslwly right d way li ne of said F.M.156,adWance of 556.36 feet to an aluminum
TXDOT right of way disk found for the northeast Cotner of aforesaid Parcel 17,some being the
intersection of the westerly right of way One of said F.M. 156 with the northerly right of way line
of aforesaid U.S.Highnray 380;
THENCE In a Weste4,direction,departing the westerly right of way line of said F. M.156,along
the northerly be of said Parcel 17 and the northerly right of way One of said U.S.Highway 380,
the follmmng:
North 61'04'40"West,a distance of 679.83 feet to an aluminum TXDOT right of way
disk found for corner,
South 78'3646"West,a distance of 296.07 feet to an aluminum TXDOT right of way
disk found for comer,
South 38'1612"West,a distance of 548.81 feet to an aluminum TXDOT right of way
disk found for cl+omer;
South 62'08'2! West,a distance of 218.57 feet to an aluminum TXDOT right of way
disk found for comer;
South 86'00'46"West,a distance of 322.43 feet to an aluminum TXDOT right of way
disk found for comer
North 90'00'4 West,a distance of 469.04 feet to an aluminum TXDOT right of way
disk found for comer,
North 67°18'23"West,a distance of 413.60 feet to the POINT OF BEGINNING and
containing 144-.086 acres(6X6,387 square feet)of land,more or less.
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017691. -4125.v1
TRACT 2:
BEING a tract of land situated In the George W.Anderson Survey,Abstract No.12,Uberto Alien
Surrey,Abstract No. 14, Edward F.Anderson Survey,Abstract No. 16,S. S. 8&C. RR. Co.
Survey,Abstract No. 168, B. B. B&C. RR. Co. Survey,Abstract No. 188,William Stonham
Survey,Abstract No. 1145 and the Harris Young Survey, Abstract No. 1450. Denton County,
Texas and being a portbn of a called Tract Three (425.898-acres) described in a General
Warranty Deed to Olex(United Stoles), Inc.,fWo Olex Corporation N.V.,recorded in Volume
1129,Page 185.Deed Records of Denton County,Texas,and belly more particularly described
by metes and bounds as follows:
BEGINNING at an aluminum TXDOT right of way disk found on the easterly fine of said Tract
Three(425.SWacxes),for the southeast comer of a called Parcel 15,described in an Agreed
Judgment to the State of Texas, recoded In Instrument No. 2012-80554, Official Records of
Denton County,Texas,same being the intersection of the current southerly right of way line of U.
S.Highway 380.a variable width right of way with the westerly right of way line of F.K 156,a
variable width right of way;
THENCE in a southerly direction,departing the soul "right of way line of said U.S.Highway
380,along the easterfk line of said Tract Three(425.898-acres)and the westerly right of way line
of Bald F.M.158,the following:
South 2804602"West, a distance of 581-24 feet to a 510-inch iron rod with a red plastic
cap,stamped'KHA'set at the beginning of a tangent curve to the right having a central
angle of 03.49'0(', a tidies of 5659.58 feet, a chord bearing and distance of South
30'39'32'West,376.93 feet;
in a southwesterly direction,along said curve to the right,an arc distance of 377.00 feet
to a 5184nch Iron rod with a red plastic cap,stamped'KHA"set for corner,
South 27.44'0;'West,a distance of 118,70 feet to a 5I84nch iron rod with a red plastic
cep.damped'KRA'set for corner.from which,a wooden right of way marker bears South
44'02'Went,3.82 feet;
South 32'34'02"West,a distance of 10oo.o2 feet to a 6M-Inch iron rod wIth a red plastic
cap,stamped')(RA'set for corner,from which,a wooden right of way marker beers South
42'iT West.2.01 feet
South 38*1W40"West,a distance of 100.50 feet to a 518-inch iron rod with a red plastic
cap,stamped'KHA'set for comer.from which,a wooden right of way marker bears South
4412Z West.2.44 feet
South 32.34Vr West,a distance of 1900.00 feet to a 518-inch Iron rod with a red plastic
cap,stamped'KIW set for comer,from which,a wooden right of way marker irate South
27'07 West,8.82 feet;
South 2615124"West, a distance of 100.50 feet to a 616-1nch iron rod with a red plastic
cap,stamped"'*W set for corner;
South 32-34 West.a distance of 924.50 reel to a 5J84+tch Iron rod with a red plastic
cap.stampeddq iA'set for the begirds"of a tangent curve to the Will:having a oentral
3
20
017691. -4125.v 1
)
angle of 6'2T51 a radius of 2924.79 feet, a chord bearing and distance of South
29'20'06'Wesk 329.80 feet;
in a southwesterly direction,with said curve to the left,an arc distance of 329.97 feet to a
PK nail with a*asher,stamped"KHPi set in an asphalt road,known as Old Stoney Road,
an apparent p4bBc use roadway,no record found,for the southeast corner of said Tract
Three(425.8lWacres);
THENCE South 89'39'42"West,departing the wesierty right of way One of said F.M.156,along
the southerly Me of said Tract Three(425.898-acres)and along said Old Stoney Road,a distance
of 1706.19 feet to a 1/2Anch iron rod found forthe southwest corner of said Tract Three(425.898-
acres);
THENCE North 00'0i12"West.departing said Old Stoney Road and along the westerly line of
said Tract Three(426.898-acres),a distance of 5443.65 feet to a 518-inch iron rod with a red
plastic cap,stamped'(HA*set on the southerly fine of a caned Parcel 14,described in a Deed to
fhe State of Texas,recorded In Instrument No. 2008.19039,Offidal Records of Denton County,
Texas,same being the current southerly right of way fine of aforesaid U.S.Highway 380;
THENCE in an ea direction.departing the westerly fine of said Tract Three(425.89"cres)
and along the southerly right of way fine of said U.S.Highway 380,the following:
THENCE South 87'1673"East.departing the westerly fine of saki Tract Three(425AWacm)
and along the soug"right of way kA of said U.S.Highway 380,passing at a distance of 8.26
feet,an aluminum TXDOT right of way disk found for the south common comer of said Parcel 14
and aforesaid Parcel 1S,cor nuin g for a total distance of 1274.95 feet to a point for comer,
THENCE North 63'54'58" East. continuing along the southerly right of way line of said U. S.
Highway 300,s distance of 37.31 beet to a 6/84nch iron rod with a red plastic cap,stamped"KHA'
set for comer;
THENCE South o0'o2'12-East,departing the southerly right of way One of amid U. S.tftghway
380 and crossing said Tract Throe(425.898-acres),a distance of 472.87 feet to a 518-inch iron
rod with a red plastic cap.stamped'KHA'set for corner;
THENCE North 89'5T48"East,continuing across said Trod Three(425.898-acres),a distance
of 654.35 feet to a 516-inch Iron rod with a red plastic cap,stamped'KHA'set at the beginning of
a non-tangent curve to the right having a central angle of 49'55'24',a radius of 78.50 feet,a chord
bearing and distance of North 29.16'23"East,66.26 feet;
THENCE in a northeasterly direction,continuing across sa)d Tract Three(425.898-acres),with
said curve to the right,an arc d"rstanoe of 68.40 feet to a&84nch Iron rod with a reed plastic cap,
stamped'KHA'set at the beginning of a reverse curare to the left having a central angle of
48.16'17.a radius of 30.00 feet,a chord bearing and distance of North 23*0656"East, 23.67
feet;
THENCE in a,nodheaslorly direction,continuing across amid Tract Three(425.898-acres),with
said curve to the bit.'an arc dance of 24.23 feet to a SX4nch Iron rod with a red plastic cap,
stamped'*W set for caner,
4
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017691.000001\4933-8383-4125.v 1
i
THENCE North 00'02 u Wasl,continuing across said Tract Three(425.898-sores),a distance
of 381.71 feet to a Winch Iron rod with a red plastic cap,stamped'KHW'set for comer,
THENCE North 45'35'01"West,continuing across said Tract Three(425.898-acres),a distance
of 28.01 feet to a 5164nch Iron rod with a red plastic cap,stamped"KHA'set for comer on the
southerly right of way Une of said U.S. Highway 380 and the southerly One of aforesaid Parcel
15;
THENCE North 88'S2'11"East,along the southerly right of way One of said U.S.Highway 380.a
distance of 130.02 fetal to a Winch Iron rod with a red plastic cap,stamped'KHA7 set for comer.
THENCE South 44'24'S9"VVest,departing the southerly right of way line of said U.S.Highway
380 and crossing said Tract Three(425.89"cres),a distance of 28.55 feet to a 5/8-inch Iron rod
with a red plastic cap,stamped'KW sat for comer,
THENCE South 00'02'12"East,continuing across said Tract Three(425.898•acres),a distance
of 379.33 feet to a Winch Iron rod with a red plastic cap,stamped 10-W"set for comer
THENCE South 45'02'12"East,continuing across said Tract Three(425.898acres),a distance
of 70.71 feet to a 518)IIinch Iron rod with a red plastic cap,stamped'KHA'set for corner,
THENCE North 89.57'48"East,oordinWng across said Tract Three(425.898-acres).a distance
of 700.88 feet to a Winch iron rod with a red plastic cap,stamped'KHA'set at the beginning of
a tangent curve to the right having a cer&M angle of 10'08'19",a radius of 782.50 feet,a chord
bearing and distancelof South 84'59'03'East, 137.83 feet;
THENCE in a southeasterly direction,continuing across said Tract Three(425.898-acres),with
said curve to the right,an are distance of 136A1 feet to a 518-inch Iron rod with a red plastic cap,
stamped'KHA"set for comer,
THENCE South 79'55'63'East,continuing across said Tract Three(425.8Wacres).a distance
of 182.37 feetto a U&Inch Iron rod with a red plastic cap,stamped'KHA'set at the beginning of
a tangent curve to e4 right having a central angle of 21'10'04',a radius of 1422.50 feet a chord
bearing and distance of South 69.20'S1"East.522.55 feet:
THENCE In a southeasterly direction, continuing across Bald Tract Three(425.898-acres),with
said curve to the right,an are distance of 625.54 feet to a 5/8-inch Iron rod with a red plastic cap,
stamped'KHA'set for comer,
THENCE South 58W49"East,continuing across said Tract Three(425.89lf-acres),a distance
of 457.65 feet to a 5/8-inch iron rod with a red plastic cap.Stamped'KhW'set for comer,
THENCE North 31.14'11"East.condrwing across said Tract Three(425.898-acres),a distance
of 386.56 feet to a Winch Iron rod with a red plastic cap.stamped'IeW set for comer on the
southerly right of wa�line of said U.S.Highway 380 and the souU►ery the of aforesaid Parcel
16, from said corner, a found akxninum TXOOT right of way disk bears North 61'21'38 West,
25.03 feet;
,
THENCE South 61.21W Flat,along the southedy right of way One of saki U.S.Highway 380.
a dish wm of 214.91 feet to a 5M-Umh tron rod with a red plastic cap, stamped'KHA'sat for
corner,
I
5
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017691.000001\4933-8383-4125.v1
THENCE South W!31'0r Ease, continuing along the southerly right of way line of said U.S.
Highway 380,a distance of 100.71 feet to an aluminum TXDOT right of way disk found for corm
THENCE South 61.21W East, continuing along the soulhedy right of way the of said U.S.
Highway 380. a distance of 91.38 feet to the POINT OF BEGINNING and containing 408.899
acres(17,811,656 square fed)of land,more or kw.
I
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017691. -4125A
PARCEL NO.2 (2 TRACTS)—356.425 ACRES
4. Leap description of land:
TRACT h
All that certain lot,tract or parcel of land lying and being situated in the SARAH VVRWUY SURVEY,ABSTRACT
No.1319,County of Denton,State of Teas,and being all of Tracts Oat,Two,Three Wad Five as conveyed by deed
dated September 8,1971,from Jerry A.Garrott,et al,to Don E.Hickey,an shown on record to Volume 628,Page 596,
of the Deed Records of Deatoo County,Tema,and being more parficolerly described as Mows:
BEGINNING at a fence corner post in the South boundary Use of a public road and being the Northwest corner of
Tract One of said Don E.Hickey property;
THENCE South 8"0712111 East,along the South bomadary line of public road,2970.74 feet to it concrete sronsment
for the Northwnst corner of Tract Three;
THENCE South 004 33'West,with fence 2760.4 feat to a coon ete monument for the Southwsst corner of Tract Five,
and being in the North boundary ins of U S.Highway No.390;
THENCE Nortb W O-'West,along the North boundary Hue of said Highway No.380,2452,11 feet to a concrete
monument for corner,
THENCE South 01151'West,10.00 feet to a concrete monument for corner and being in the North boundary"a of
U.S.Highway No.380;
THENCE North 88109'West,893.00 fwt to a concrete monument for corner in the North boundary line of the post
mentioned bigbway,and being the Southwest corner of Tract Wo oftlte Don E.Hickey property;
THENCE North alone fence line,2629.7 feet to the POINT OF BEGENIN VG and containing 182227 acres of land,
Moro or lass.
NOTE: The Company Is prohibited from insuring the are@ or quantity ofthe lid described herein.Any statement
in the above legal description of the area or gmantity oflaod is not a representation that such area or quantity Ia
correct,but is made only for imformation and/or identification pmrpom and dots mot override Item 2 of Schedule B
hereof.
TRACT2:
Al that certain 173.599 acre tract or parcel of land situated im the SARAB VVHVFREY SURVEY,ABSTRACT No.
1319,being part of s caW 285.91 stye tract conveyed to Henry A.Hudsea,HT,and recorded In Volume 994,Page
621,Deed Records,Denton County,Tenney acid 173_498 acre had beioe storm particularly described as fellows:
BEGINNING at the most weaeerly-northwest corner of acid 21141011 acre tract at a met 112"rebar in a North But ofsaid
WhfFay Survey,some being a South line of the BBB&CRR Company Survey,Abstract No.157,same being in
Jackson Road;
THENCE North W 34'09"East with acid survey ice,a divtmace of 124729 feet to a sat 1/2"rebar for the Soutbesst
corner of said BBB&CRR Company Survey;same being the Southeast corner of a tract conveyed to C.W.Beckley
tad recorded to Volume364,Page567,Deed Retards,Denies Commty.Tema;
THENCE North 00°35'48"East with a common Hue between the Wimtmy and BBB&CRR Surveys,a distaste of
413.69 fact,paste=strata Jackson Road to a set 1/2"reber for the Soutkwed corner of the T&GhMY Company
Survey,Abstract No.14";
THENCE South 890 36'04"Fast with the South Hue of said I&GMRY Survey,a distance of 6&11 feet to a set U2"
tabs r at the Northwest coraer of the nekhoma Addib",as AJdltioa to Denton County,Taxes,an sbowm by Plat
serohded in Cshimet 14 Me i3,Plot Rscerb,Denton Cearty,Tows;
TSINCE South W 23'56"West,auastag odd Jseksoa Rood with the Wet ins of UM Hstehems Addition,a
dh"80 of 46d2+1 fret to a foastl 14"rshar ftw the Southwest eorsar ofsaid Boselsaa Addltimm;
24
017691. -4125.v 1
THENCE North W 43'58"East with the Soutb line of said Hutebem Addidoo.a distance of 1328A3 feet to the
Soutbeast corner of said Addition;said point being in lee Fast Use of uld Wiefroy ,Servey;
THENCE South 00°0*S6"West with said survey Hoe generally with a fence and crusting Soots Hickory Creek.
coninuing a total distance of 2873.66 last to a set 1R"rebar in tie North Rigb"(-Way Yne of U.S.3M and Wag in
the North bouadary line Of*tract conveyed to the State of Taws for bighway purposes,as shown of record in Volume
11,Page 327 of the Cht Mlautes of County Court,Destoo County,Teens;
THENCE North or 05'26"West with said Rigbt-of Way,a distame of 13M.33 feet to a coaacte Rightof Way
Monument on the South bask*Muth Hickory Creek-,
THENCE South W 44,17"Westwith said Right-of-Way,a distance oi39.52 feet to a concrete Right-ot way
Monument;
THENCE North 87105'26"West with said Rightof-Way,a d4toace of 1347.10 feet to a concrete monument at the
Southeast coreer of a called Tract Five conveyed to Don E.Hickey and recorded in Volume M.Page 596,Deed
Records,Denton County,Tema;
THENCE North 00,58,53"East,pasting concrete va ounnals at 597M feel and 2759.16 feet eta cressimg over
South Hickory Creak,continuing a total distance of 2789.16 feet to the POINT OF BEGINNING,eostsintmg is all
173 M acres of land.more or ton.
NOTE: The Compsoy is prohlbited from lusuriog the area or quantity of the tend described herein. Any statement
in the above)*SO description of the aren or quantity of land is not a representation that sea arse or quantity is
correct,but is made only for information and/or ideadlicatiou parposes end does not override Was 2 of Sebedule B
heraoL
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PARCEL NO. 3 (1 TRACT): 96.921 ACRES
Being a tract of land situated in the Sarah Winfrey Survey, Abstract No. 1319, Denton County,
Texas, and being all of the remainder of a called 34,9125 acres tract of land described in Deed to
Billy and Jean Family Partners, LTD as recorded in Vol. 4389, Pg. 2315, Real Property Records,
Denton County,Texas and being all the remainder of a tract of land described in Deed to Billy and
Jean Family Partners, LTD. as recorded in Vol. 4389, Pg. 2311, said Real Property Records, and
being more particularly described herein as follows;
BEGINNING at a TXDOT right-of-way concrete monument found in the North Right-of-Way line
of U.S.Highway 380(a public rood)for the Southeast comer of said 34.9125 acres remainder tract
common to the Southwest corner of a called 71.556 acres tract of land (Tract Two) described in
Deed to Don Hickey as recorded in Vol. 628, Pg. 596, Deed Records, Denton County,Texas;
THENCE North 87 degrees 17 minutes 07 seconds West. with the South line of said 34.9125 acres
remainder tract common to the North line of said Highway 380, passing the Southwest corner
thereof common to the Southeast corner of said Family Partners remainder tract(4389/2311),and
continuing along said course, with the South line thereof, a distance of 2781.11 feet to a "Mag"
nail set in George Owens Road(a public rood) for the Southwest comer of said Family Partners
remainder tract(4389/2311);
THENCE North 00 degrees 10 minutes 56 seconds East,with the West line of said Family Partners
remainder tract(4389/2311),along said George Owens Road,a distance of 1545.96 feet to a'Mag"
nail set for the Northwest corner of said Family Partners remainder tract(4389/2311)common to
the Southwest comer of a called 47.452 acres tract of land described in Deed to Terry Bagley and
Jerry Bagley as recorded in Inst.No.2018-29869,Official Records, Denton County,Texas;
THENCE North 87 degrees 58 minutes 01 seconds East, with the North line of said Family
Partners remainder tract(4389/2311)common to the South line of said 47.452 acres tract,passing
at a distance of 20.83 feet a steel fence comer post found for reference, and continuing along said
course,passing the Northeast corner of said Family Partners remainder tract(4389/2311)common
to the Northwest comer of said 34.9125 acres remainder tract, and continuing along said course,
with the North line thereof,a total distance of 2054.93 feet to a 1/2 inch capped iron rod stamped
(COLEMAN4001)found for the Northeast comer of said 34.9125 acres remainder tract common
to the most Westerly Northwest corner of a called 18.589 acres tract of land described in Deed to
Terry Bagley and Jerry Bagley as recorded in- Inst.No. 2024-28247, said Official Records,from
which a 1/2 inch capped iron rod found at the Southeast corner of said 47.452 acres tract bears
North 87 degrees 58 minutes 03 seconds East,a distance of 225.13 feet;
THENCE South 00 degrees 03 minutes 48 seconds East,with an East line of said 34.9125 acres
remainder tract common to the West line of said 18.589 acres tract, a distance of 545.62 feet to a
3 inch steel fence corner post found for and interior corner of said 34.9125 acres remainder tract
common to the Southwest comer of said 18.589 acres tract;
THENCE North 87 degrees 43 minutes 26 seconds East, with a North line of said 34.9125 acres
remainder tract common to the South line of said 18.589 acres tract, along and near a fence, a
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017691.000001\4933-8383-4125.v L
distance of 724.04 feet to a 518 inch capped iron rod stamped "VAUGHNS SURVEY CO."
(typical) set near a steel fence comer post in the West line of said 71.556 acres tract for the most
Easterly Northeast comer of said 34.9125 acres remainder tract common to the Southeast comer
of said 18.589 acres tract, from which a concrete monument found at the Northwest corner of said
71.556 acres tract bears North 00 degrees 12 minutes 55 seconds East. a distance of 707.18 feet;
THENCE South 00 degrees 12 minutes 55 seconds West,with the East line of said 34.9125 acres
remainder tract common to the West line of said 71.556 acres tract, along and near a fence, a
distance of 1233.72 feet to the POINT OF BEGINNING and containing, within the metes and
bounds herein recited 96.921 acres of land, more or less.
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017691. -4125.v 1